Agmt 2011 San Leandro Dark Fiber LLC (2)

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to the City of the repairs to be made or the condition to be corrected. The City shall have no liability for failure to make any repair required of it if the repair is completed within a reasonable time following the notice from SL Dark Fiber. The City agrees that it will take all reasonable steps to prevent damage such as cable cuts to the Project by ensuring that all such property is marked or otherwise identified in City records to prevent accidental damage, by requiring any entity (including City personnel or contractors) to consult such markings or records prior to undertaking any ground disturbing activities, and by including a condition on all excavation permits that requires the applicant to pay for any damage to the City's Property and all SL Dark Fiber property located thereon. The City agrees to seek reimbursement for such repair and restoration from the entity that caused the damage, but that such repair and restoration shall not be delayed pending such reimbursement. 8.4 Mutual Cooperation. The City agrees to cooperate with SL Dark Fiber, in a reasonable and non - discriminatory manner, in obtaining. at SL Dark Fiber's expense (including reimbursement of the City's reasonable attorney and administrative fees), any City or federal licenses and permits required for or substantially required by SL Dark Fiber's use of the City Property. SL Dark Fiber shall use reasonable care during the installation of its fiber cable, and after installation shall test to verify that SL Dark Fiber's fiber optic facilities do not cause interference or loss of signal of any City owned or operated communications services. 8.5 Relocation at Citv's Request. SL Dark Fiber understands and acknowledges that the City may occasionally require SL Dark Fiber to relocate or remove the Project, at SL Dark Fiber's sole cost and expense, whenever the City reasonably determines that the relocation or removal is needed to address an emergency situation that puts at risk the public health or welfare. If the City desires for SL Dark Fiber to relocate facilities for any of the following non - emergency purposes: (a) to facilitate the construction, completion, repair, relocation, or maintenance of a City facility or project; (b) to prevent interference with the proper operation of City -owned light poles, traffic signal poles, or other City facilities or services, the City shall give SL Dark Fiber thirty (30) days notice and shall afford SL Dark Fiber a reasonably equivalent alternate location for the same License Fee. The City and SL Dark Fiber shall mutually agree in writing who shall bear the costs for such non - emergency moves. If, after agreement on payment of costs is reached, SL Dark Fiber fails to relocate or remove any of its facilities as requested by the City within a reasonable period that enables SL Dark Fiber to avoid disruption of service to its customers, the City shall be entitled to relocate or remove the same at the sole cost and expense of SL Dark Fiber, with notice to SL Dark Fiber. In such event the City shall not be responsible for damage, but shall use reasonable care to preserve such removed equipment or facility until retrieved by SL Dark Fiber. 8.6 Alterations; Improvements. SL Dark Fiber shall not make or allow to be made any alterations, additions or improvements to any of the Property or any part thereof without first obtaining the written consent of the City. If the City provides such consent, all alterations, additions or improvements shall be made at the sole expense of SL Dark Fiber. SL Dark Fiber may update or replace the Project from time to time with prior written notice to the City, provided that (i) the replacement has been previously approved in writing by the City in this License or otherwise; (ii) the replacement is no heavier or larger and uses no more electrical power, or creates no greater health, safety, or visual impact than the model it is replacing; (iii) the electrical power consumption, size and weight of the updated equipment does not, in the 1677047v4 12 Lit San Leandro Fiber Optic License