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<br />07/30/90 <br /> <br />AERIAL TO UNDERGROUND CONVERSION AGREEMENT <br /> <br />THIS AGREEMENT ("Agreement") is between THE CITY OF REDWOOD <br />CITY, a municipal corporation of the State of California <br />("City"), and PACIFIC BELL, a California corporation ("Pacific"). <br /> <br />A. DEFINITIONS <br /> <br />1. The term "Underground Supporting Structure" ("USS") <br />includes, but is not limited to, conduit, manholes, <br />service boxes, and related equipment. <br /> <br />2. The terms "Trench or Trenchi ng" include, but are not <br />limited to, excavating, backfilling, compacting, and, <br />as necessary, breaking and replacing pavement, <br />sidewalks, driveways, curbs and gutters; and restoring <br />all other surface features disturbed by underground <br />construction, including landscaping; plus the cost of <br />performing such work. <br /> <br />3. The term "District" refers to the area in/on/along <br />Chestnut Street, Redwood City where the undergrounding <br />of existing aerial facilities is to take place. <br /> <br />4. The term "proj ect" means all of the work requi red to <br />underground existing aerial facilities within the <br />District, including work to be performed on behalf of <br />Pacific Gas & Electric Company ("PG&E") and T.C.I. <br />Cablevision of California, Inc. ("CATV"). <br /> <br />5. The term "Tariff'~ refers to Schedule Cal. P.U.C. No. <br />A2, Rule 32, paragraph A.l. <br /> <br />6. The term "Participant" refers to PG&E and/or CATV if <br />either or both will be participating in the Project. <br /> <br />B. RECITALS <br /> <br />1. City has asked Pacific to replace its existing aerial <br />communication facilities with underground communication <br />facilities and perform other work upon its facilities <br />within the District. <br /> <br />2. To facilitate this request, City is willing to <br />construct and transfer ownership of the USS along the <br />public way and upon utility rights of way to Pacific. <br /> <br />3. To further facilitate the Project, all property owners <br />served by th~ aerial facilities to be replaced within <br />the District have been required by suitable <br />legislation, to provide and maintain the USS on their <br />property. <br /> <br />1 <br />