Agmt 2011 San Leandro Dark Fiber LLC (2)

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• responsible for any environmental studies required by the Califomia Environmental Quality Act ( "CEQA "), including an Environmental Impact Report should one become necessary, that is required for the approval of this License or other agreements pertaining to the Project. 7.2. City Responsible for its Own Expenses. The City will be responsible for its costs (including staff, attorney and consultant time) and expenses to permit SL Dark Fiber to access the Property and to conduct any studies including without limitation any environmental, marketing, financial feasibility, and design studies it deems necessary to assist it with the analysis of the Project. ARTICLE VIII MAINTENANCE; REPAIRS 8.1 Oblieation to Repair, Maintain and Secure the Project. SL Dark Fiber shall have sole responsibility for the installation, operation, maintenance, security, replacement and repair of the Project and, the City shall have sole responsibility for the routine inspection, maintenance, repair, and security of the Property, including all conduit, vaults and other City infrastructure. Repair obligations in the event of damage caused by a third party is set forth in section 8.7 below. In the event of damage to City Property, including but not limited to City•conduit, caused by SL Dark Fiber or its Contractor related to SL Dark Fiber's work to install or to repair the Project,_including but not limited to theft or damage to City Infrastructure, SL Dark Fiber shall be responsible for repair and restoration of the City's Property and conduit. Both Parties agree and acknowledge that time is of the essence for repair of the Property used for the Project that is in use to provide telecommunications services. SL Dark Fiber shall be responsible for replacement or repair of its fiber optic cable and related facilities. 8.2 Secure and Safe Condition and Good Repair. SL Dark Fiber shall keep the Project and the City Property free of debris and anything of a dangerous, noxious or offensive nature or which would create a hazard or undue vibration, heat, noise or interference. SL Dark Fiber shall, at its own expense, maintain the Project in (i) a safe condition, in good repair; (ii) in a manner reasonably satisfactory to the City so as not to conflict with the use of or other leasing of the Property by the City; and (iii) in conformity with such requirements and specifications as the City may require at the time of installation and thereafter in compliance with all federal and state applicable laws and regulations of general applicability, including but not limited to the National Electrical Safety Code. SL Dark Fiber shall not interfere with the City or other tenant's use of the City Property, related facilities or other equipment on the City Property. SL Dark Fiber shall secure the Project at all times to prevent access and theft of the Project. The City shall secure the Property, including any City infrastructure or conduit, to prevent access, damage or theft of the Project and SL Dark Fiber shall cooperate with such efforts. 8.3 City's Rights with Regard to Maintenance. SL Dark Fiber recognizes the City must have the right to take any reasonable action that it deems necessary, in its sole discretion, to repair, maintain, alter, or improve the Property and provision of electrical power thereon to protect the public health and safety of its citizens, including users of the Property. The City acknowledges and agrees that, to the extent feasible, any such action shall not damage, interfere with or degrade the telecommunications services or facilities provided by SL Dark Fiber, its affiliates or designated third parties. Other than emergency repairs, the City shall have no duty to make repairs to the Property used by the Project until SL Dark Fiber has given written notice 1677047v4 1 1 Lit San Leandro Fiber Optic License