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REV: 02-23-24 SK <br />ARTICLE 5 <br />TERM AND TERMINATION <br />5.1 Duration. This Agreement shall remain in force for ten (10) years, subject to the <br />City’s authority to regulate the terms and conditions of Company’s use of the Public Rights-Of-Way, <br />and its right to terminate the Agreement pursuant to Section 5.2 below. If none of the grounds for <br />termination listed in Section 5.2 exist at the end of the initial term (or any Renewal Term), the <br />Agreement shall automatically renew for a one (1) year period (a “Renewal Term”) on the same <br />terms and conditions unless either Party provides written notice to the other Party at least six (6) <br />months prior to the expiration of the then-current term stating it does not wish to renew the <br />Agreement. For the sake of clarity, at the end of each Renewal Term this Agreement will renew for <br />an additional Renewal Term unless it is terminated as described in the preceding sentence. In the <br />event that Company loses its authorizations to use the Public Rights-Of-Way, including any CPCN, <br />at any time during the initial term or a Renewal Term, then this Agreement shall automatically <br />terminate. <br />5.2 Termination. The City may terminate this Agreement by giving thirty (30) days <br />written notice of termination upon the occurrence of any of the following: <br />5.2.1 Reasonable determination by the City that the provisions herein interfere with <br />the use or disposal of the Public Rights-Of-Way or any part thereof by the City. Where only a portion <br />of Company’s Facilities interfere with the use or disposal of the Public Rights-Of-Way, the City, at <br />its sole discretion, may elect to require Company to relocate the said portion in accordance with <br />Article 6 of this Agreement. <br />5.2.2 For failure, neglect, or refusal by Company to fully and promptly comply with <br />any and all of the conditions of this Agreement, or for nonuse in accordance with Section 6.2 herein, <br />unless Company confirms within thirty (30) days of receipt of the notice that the cited condition has <br />ceased, been corrected or, subject to the City’s agreement, is diligently being pursued by Company; <br />5.2.3 An order entered by a court of competent jurisdiction approving a petition in <br />bankruptcy or ordering the dissolution, winding up or liquidation of Company or appointing a <br />custodian, receiver, trustee, or other officer to administer a substantial part of Company’s property. <br />5.2.4 The revocation, expiration or other loss of applicable permits or authorizations <br />required by the City, state or federal law for the use, maintenance or operation of the Facilities. <br />5.3 Occupancy/Removal/Abandonment upon Termination. Company shall <br />discontinue use of the Facilities immediately upon termination of this Agreement and within one <br />hundred and twenty (120) days after termination of this Agreement, Company shall either completely <br />remove the Facilities at Company’s sole cost and expense or, with the City approval, abandon the <br />Facilities in place. The provisions of Articles 6.2-6.4 shall govern any such removal or abandonment. <br />Notwithstanding the foregoing, the City Engineer may require a shorter period due to exigent <br />circumstances and may authorize a longer period if it is in the public interest. If Company fails to <br />remove the Facilities within the prescribed time period and the City has not approved abandonment <br />in place, the City may remove the Facilities at the expense of Company, and Company shall promptly <br />reimburse the City for any and all expenses, including but not limited to administrative, legal and <br />consultant costs, within thirty (30) days after receiving an invoice from the City. <br />ATTY/AGR.2024.018/Astound Broadband, LLC (Fiber Agreement) (Page 7 of 20) <br />6.E. - Page 10 of 23 <br />179