4.3. ERMUSR 09-11-2012 - Laserfiche WebLink

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damages to the City as a result of a planned or unplanned service outage to a Lateral Connection. c. Locates. ERMU shall make and be responsible for the costs of locates and relocates for the Network Ring and all Lateral Connections serving ERMU facilities. d. Splicing. The City shall be responsible for all splicing into and along the Network Ring, and for the operation, maintenance, repair and connections to the patch panels and other infrastructure along the Network Ring. ERMU shall have no access to the Network Ring or the components thereof without the City's prior written approval. 5. Use. a. Limited to governmental uses only. The Network Ring is being installed by the City solely for governmental uses. ERMU agrees that its use of the Network Ring will be solely for governmental purposes. Governmental purposes shall include federal, state, county, city,township, school district and other governmental entities. b. Capacity limitations. The Network Ring will include 144 fiber optic strands. ERMU will be entitled to use a maximum of 48 of the available strands. If ERMU identifies a future need for additional capacity, the City will have the sole discretion to determine whether to make additional capacity available to ERMU and on what terms such additional capacity would be made available. 50 percent of the strands used to connect City and ERMU facilities will be counted against ERMU's 48 strands. 6. Term. a. Initial Term and Renewal Terms. This Agreement shall be in effect for an initial term of 20 years from the date hereof, and shall automatically renew each five years thereafter, unless earlier terminated as provided herein. b. Termination by ERMU. ERMU may terminate this Agreement and its use of the Network Ring for any reason, at any time, upon 30 days written notice to the City. ERMU shall not be entitled to reimbursement of any of its contributions to the capital costs of the Network Ring, nor for operation and maintenance costs of the Network Ring, if it terminates the Agreement. c. Termination by City. The City may terminate this Agreement upon one years' written notice to ERMU. If the City terminates this Agreement prior to the end of the 20 year Initial Term hereof, the City shall return to ERMU one per cent of ERMU's capital contributions to the Network Ring for each year remaining on the Initial 20 year Term. 7. Assignment. a. By ERMU. ERMU may not assign, transfer or delegate any of its rights or obligations under this Agreement either directly or indirectly by any means, by operation of law or otherwise without the prior written consent of the City. b. By City. The City may assign its ownership of and/or its operation, maintenance or repair responsibilities with respect to the Network Ring to a third party, but only if said third party specifically agrees to be bound by the terms of this Agreement.