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R2022-14 Resolution Authorizing a Memorandum of Understanding Agreement and associated Sales Order with Everside Health to obtain Internet Access through the City of Decatur Fiber Network
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R2022-14 Resolution Authorizing a Memorandum of Understanding Agreement and associated Sales Order with Everside Health to obtain Internet Access through the City of Decatur Fiber Network
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1/20/2022 2:47:58 PM
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1/20/2022 2:47:56 PM
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Resolution/Ordinance
Res Ord Num
R2022-14
Res Ord Title
R2022-14 Resolution Authorizing a Memorandum of Understanding Agreement and associated Sales Order with Everside Health to obtain Internet Access through the City of Decatur Fiber Network
Department
Information Tech
Approved Date
1/18/2022
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shall bear interest at the rate of one and one-half percent(1.5%) per month or the highest lawful rate, <br /> whichever is lower. Unless otherwise stated in the Service Order or Service Schedule,the CITY shall <br /> invoice Customer for any NRC upon acceptance of a Service Order. <br /> 4.4 Invoice Disputes. To the extent that Customer disputes any portion of an invoice,Customer <br /> shall notify the CITY in writing and provide detailed documentation supporting its dispute within thirty <br /> (30)days of the invoice date or the Customer's right to any billing adjustment shall be waived. In the <br /> event of a billing dispute, Customer shall pay all undisputed amounts by the invoice due date. If the <br /> dispute is resolved against Customer,Customer shall pay such amounts due plus interest as set forth in <br /> Section 4.3 from the date the payment was originally due.A dispute may not be based upon a claim that <br /> all or a portion of the charges for the Services were incurred by unauthorized users. <br /> ARTICLE 5—CANCELLATION <br /> 5.1 Cancellation. Customer may cancel a Service Order at any time prior to the date of Service <br /> Order Acceptance for such Service without any further liability. In the event Customer requests <br /> cancellation of a Service after Service Order Acceptance and prior to the date the CITY has sent a Service <br /> Activation Notice for such Service, Customer shall be obligated to pay the CITY for any costs the CITY has <br /> incurred in provisioning the Service prior to the date of cancellation, including, but not limited to,any <br /> contracts entered into by the CITY in connection with this Agreement and any completed or incomplete <br /> installation services rendered. If Customer requests cancellation at any time on or after the date the <br /> CITY has sent a Service Activation Notice to Customer with 30 days' notice,then Customer shall be liable <br /> for the early termination charges set forth in Article 6 below. <br /> ARTICLE 6—EARLY TERMINATION <br /> 6.1 Early Termination. In the event that Customer terminates any Service after the Service <br /> Activation Date but prior to the end of the Service Term or Service Renewal Term,or the CITY <br /> terminates Services pursuant to a Customer Default,Customer shall be subject to early termination <br /> charges equal to(i)50%of the remaining reoccurring charges in the term; plus(ii) any and all installation <br /> charges, reasonable construction costs,charges from termination of Third Party Services,or other <br /> charges or costs which have been incurred by the CITY in providing Customer with Services. Customer <br /> may exercise such right to terminate for convenience by providing at least thirty(30)days prior written <br /> notice. The Parties agree that the charges in this Section are a genuine estimate of the CITY's actual <br /> damages in the event Customer terminates for convenience and are not a penalty. <br /> ARTICLE 7-EQUIPMENT AND INSTALLATION <br /> 7.1 CITY Equipment. The CITY,or its agent, may provide, install, maintain, repair,operate and <br /> control the CITY's equipment including but not limited to fiber,conduit, man holes, hand holes,ducts, <br /> electrical and optical equipment("CITY's Equipment"). CITY's Equipment shall remain the sole and <br /> exclusive property of the CITY,and nothing contained herein shall give or convey to Customer,or any <br /> other person, any right,title or interest whatsoever in the CITY's Equipment, notwithstanding that it <br /> may be,or become,attached to,or embedded in, realty. Customer shall not tamper with, remove or <br /> conceal any identifying plates,tags or labels identifying the CITYS's ownership interest in the CITY's <br /> Equipment. Customer shall not adjust,align, attempt to repair, relocate or remove the CITY's <br /> Equipment, except as expressly authorized in writing by the CITY. Customer shall be liable for any loss of <br />
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