R2021-123 Resolution Authorizing an Indefeasible Right of Use Agreement and Associated Sales Order with Pontus LLC, a Series LLC for the Individually Protected Sunna Fiber LLC, DBA Sunna Fiber LLC to obtain Dark Fiber from the City of Decatur Fiber Networ

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prior agreements relating to the subject matter hereof,which are of no further force or effect. The Exhibits and Attachment referred to herein are integral parts hereof and are hereby made a part of this Agreement. To the extent that any of the provisions of the attached Exhibits hereto are inconsistent with the other express terms of this Agreement, the terms of Exhibits shall prevail. This Agreement may only be modified or supplemented by an instrument in writing executed by an authorized representative of each Party and delivered to the Party relying on the writing. 23.6 Relationship of the Parties. The relationship between Customer and the CITY shall not be that of partners, agents, or joint ventures for one another, and nothing contained in this Agreement shall be deemed to constitute a partnership or agency agreement between them for any purposes, including, but not limited,to federal income tax purposes. Customer and the CITY, parties and shall discharge their contractual obligations at their own risk subject, however, to the terms and conditions hereof. 23.7 Severability. If any term, covenant, or condition contained herein is,to any extent, held invalid or unenforceable in any respect under the laws governing this Agreement, the remainder of this Agreement shall not be affected thereby, and each term, covenant or condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 23.8 Counterparts and Facsimile. This Agreement may be executed by facsimile and in one or more counterparts, all of which taken together shall constitute one and the same instrument. 23.9 Technical Contacts. Exhibit C (attached hereto and incorporated by reference) documents technical contacts including levels of problem escalation for the CITY and for the Customer. In confirmation of their consent and agreement to the terms and conditions contained in this Agreement and intending to be legally bound hereby, the Parties have executed this Agreement as of the date first above written. City of Decatur Pontus LLC, a series LLC for the An Illinois Municipality individually protected Sunna Fiber LLC, DBA Sunna Fiber by by AA AAJZC:� Date: Customer FEIN #: 105- `QUI I J Name: Date: U 2- Title: Title: Name: Megan Mastin Title: President 19