Astound/WAVE - Installation of Dark Fiber AGREEMENT FOR INSTALLATION OF DARK FIBER
This Agreement for Installation of Dark Fiber (this "Agreement") is made and entered into as of this
day of 2015 (the "Effective Date"), by and between ASTOUND BROADBAND, LLC, a
Washington limited ffdbility company ("Astound"), and the CITY OF TIGARD, an Oregon municipality (the
"City"). Each of Astound and the City may be referred to in this Agreement as a "Party" and collectively as
the "Parties."
Background
A. Astound and its affiliates own and operate a fiber optic communications network used by Astound
to provide telecommunications, data transport, Internet access, dark fiber, video, VoIP and related services
to its residential, business and wholesale customers.
B. Astound has applied to the City for a right-of-way use franchise (the "Franchise") allowing Astound
to install and maintain its network equipment, facilities and related infrastructure in the City's public rights-
of-way. As of the Effective Date of this Agreement the City either has already granted Astound the
requested Franchise or expects to grant the requested Franchise to Astound soon.
C. The City desires for Astound to install certain dark fiber optic strands and related equipment and
facilities as depicted and described in Exhibits A and B of this Agreement (the "New City Network
Facilities") to connect various municipal departments and locations within buildings that are owned,
occupied and/or used by the City for its municipal purposes. A schematic diagram showing the
approximate configuration and location of the New City Network Facilities is attached to this Agreement as
Exhibit A.
D. Astound is willing to install the New City Network Facilities for the City on the terms and conditions
set forth in this Agreement. When installed, the New City Network Facilities shall be the property of the
City, and a part of the City's internal telecommunications network.
E. The "Project" is installation of the New City Network Facilities at the installation sites and
approximate distances, fiber count, and other specifications of the Project as set forth in Exhibit A and
Exhibit B to this Agreement, and includes dark fiber optic strands to be provided at,no cost to the City.
Agreement
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Astound and the City agree as follows:
1. Term. The term of this Agreement shall commence on the Effective Date specified in the preamble
and, unless earlier terminated pursuant to Section 3 below, shall expire upon expiration of the Warranty
Period described in Section 10 below.
2. Project Permitting. Astound shall be responsible for obtaining all necessary permits, authorizations
and approvals necessary for the construction and installation of the Project (collectively, the "Permits").
The City shall cooperate in providing information reasonably requested by Astound that is needed by
Astound in preparing any construction drawings, estimated installation timelines, or otherwise in
connection with Astound's applications for the Permits.
3. Contingency. This Agreement and the Parties' respective obligations under this Agreement are
expressly contingent on (i)the City's grant to Astound of the Franchise, and (ii) the City allowing Astound
access to the installation sites as, when and to the extent reasonably necessary for Astound to perform the
AGREEMENT FOR INSTALLATION OF DARK FIBER pg. 1
Astound Broadband, LLC/City of Tigard
Work (as that term is defined in Section 4 below) upon no less than twenty four (24) hours notice to the
City. Should the City fail to grant the Franchise to Astound on terms and conditions reasonably acceptable
to Astound on or before March 31, 2015, then this Agreement shall automatically terminate as of that date
and neither Party shall have any further obligations to the other Party under this Agreement. Should the
City fail to provide Astound with reasonable and timely access to the installation sites in accordance with
this Section, Astound shall be excused from performance under this Agreement for the time period during
which access was not reasonably provided.
4. Construction and Installation of Project. Astound shall commence the construction and installation
of the Project (collectively, the "Work") within fifteen (15) days after the latter to occur of the following:
(i) the City has granted the Franchise to Astound; and (ii) Astound has obtained all necessary Permits for the
Project. Astound shall apply for all necessary Permits within thirty (30) days of the Effective Date of this
Agreement. Astound shall, at Astound's sole cost and expense, complete the Work consistent with
Exhibit A and Exhibit B to this Agreement, in accordance with the terms and conditions of the Permits, and
in compliance with all applicable laws, rules and regulations of those governmental entities having
jurisdiction over the rights-of-way and other locations in which the Work is to be performed no later than
October 2, 2015. If the Work is not completed by that date, this Agreement will be null and void and no
Credit will be available, unless the Work is not complete due to the City's failure to issue permits within a
reasonable time or to provide reasonable access to the property listed in Exhibit B, in which case the due
date will be extended to a mutually agreed upon date based on the number of days attributable to the
City's failure. In the event any Permit or applicable laws, rules or regulations require changes to the Work
as set forth in Exhibit A and Exhibit B, Astound and the City shall negotiate in good faith to agree upon
changes to the scope of Work and any corresponding equitable changes to the amount of the Credit, if any,
and memorialize such agreement in writing prior to Astound performing the changed Work. In the event
the agreement for changed work referenced in the last sentence includes a change in the amount of the
Credit, the Parties shall amend the Franchise to reflect such changes. Astound shall be responsible for
obtaining all materials needed for the Project, which shall conform to industry standards, at Astound's sole
cost and expense. At any time during Astound's performance of the Work, the City shall have the right,
upon reasonable advance notice, to inspect the Work. The Parties anticipate it will take approximately ten
(10) to twelve (12) weeks to perform the Work. Astound shall use commercially reasonable efforts to
complete the Work within that time period, and shall advise the City in writing of any delays. The City
understands and agrees that Astound may use contractors to perform some or all of the Work, and
Astound agrees that it shall be responsible for any Work performed by Astound's contractors and
subcontractors.
5. Change Orders. If either Party desires to propose a potential change to the Project, it shall so notify
the other Party and the Parties shall negotiate regarding the proposed change in good faith to arrive at a
mutually acceptable solution; provided, that the City has no obligation to engage in negotiations regarding
the locations to be connected and number of fibers to be provided, as set forth in Exhibit B. If the Parties
agree on any changes to the Project, such agreement shall be set forth in writing and executed by both
Parties.
6. Delivery of Proiect; Acceptance by City. When Astound reasonably determines that the Work is
complete, Astound shall deliver written notice of completion to the City together with copies of the as-built
maps and documentation of the Project components. Upon receipt of such notification, the City shall have
fifteen (15) business days in which the City may inspect the Work and deliver written notice to Astound
either accepting or rejecting the Work. If the City rejects the Work, the City's rejection notice shall specify
in reasonable detail the reason for the City's rejection. The City's sole and exclusive remedy in the event
that it rejects the Work is that Astound shall correct the specified deficiencies within ten (10) days following
its receipt of the City's written rejection notice. In the event that the deficiencies or defects cannot be
AGREEMENT FOR INSTALLATION OF DARK FIBER pg. 2
Astound Broadband, LLC/City of Tigard
corrected within ten (10) days, the City and Astound shall negotiate in good faith to agree upon a mutually
acceptable schedule for correction of the deficiencies or defects. In the event that a mutually agreeable
schedule cannot be determined, Astound shall correct such deficiencies or defects within thirty (30) days of
receiving the City's rejection notice. Upon correction of any deficiencies or defects identified by the City,
Astound shall notify the City and the City shall again have ten (10) business days to inspect the corrected
Work and to accept or reject the corrected Work. The foregoing procedure shall apply again and
successively thereafter until Astound has remedied all deficiencies in the Work. If the City fails to reject the
Work within the ten (10) business day period specified above, the City shall be deemed to have accepted
the Work. In the event the correction of the Work results in changes to the as-built maps and
documentation of Project and Project components previously provided by Astound pursuant to this Section,
Astound shall provide revised documentation at the time it notifies the City that the corrections are
complete.
7. Technical Assistance. As a part of the Work,Astound shall provide the City with up to four (4) hours
of technical assistance to assist the City in configuring the City's network to incorporate and properly
integrate the New City Network Facilities.
8. Payment. In compensation for the Project, the City shall provide Astound with a credit towards the
right-of-way usage fee due to the City by Astound pursuant to Section 3 of the Franchise. The amount of
the credit shall be Thirty Thousand and No/100 Dollars ($30,000.00) (the "Credit"). The Credit shall apply
to the right-of-way usage fees due pursuant to the Franchise from the date the executed Bill of Sale (as
described in Section 9) is delivered to the City, and thereafter for each consecutive right-of-way usage fee
payment required in the Franchise until the full amount of the Credit has been applied. Astound shall pay
the prorated portion of any right-of-way usage fee due for the payment period in which the Credit
commences and for the payment period in which the last of the Credit is fully applied. Astound shall submit
the reports required in the Franchise showing its calculation of the right-of-way usage fee for each payment
period and the Credit applied thereto. After the full amount of the Credit has been applied, Astound will
pay the right-of-way usage fee as required in the Franchise. In no event will the Credit exceed the original
ten-year (10) term of the Franchise. The Credit shall be assignable by Astound as only provided in the
Franchise.
9. Bill of Sale. Within ten (10) days after acceptance of the Work by the City pursuant to Section 6,
Astound shall deliver to the City an executed Bill of Sale, substantially in the form attached to this
Agreement as Exhibit C, conveying to the City full ownership of all right, title and interest in and to the New
City Network Facilities, which will be transferred free and clear of any security interests, materialmen's liens
or other liens or encumbrances of any kind.
10. Warranty. Astound warrants that, upon acceptance by the City and throughout the Warranty
Period (as defined below), the Work shall be free from material defects, deviations, errors and omissions in
its construction and workmanship. Astound shall, following the City's acceptance of the Work, cause all
warranties or guarantees received by Astound with respect to the Work from any manufacturer, contractor
or vendor that performed any of the Work or that supplied any materials used in the performance of the
Work to be assigned to the City, to the extent assignable. Astound's warranty contained herein shall
extend for, and be limited to, a period of twelve (12) months following the date on which the City accepts
the Work (the "Warranty Period"). If, within the Warranty Period, the City discovers any defect in the
Work, Astound shall, within fifteen (15) days following receipt of written notice of such defect from the
City, inspect and correct any such defect, at Astound's sole cost and expense, or notify the City of its
dispute as to the existence of any defect in the Work. In the event the City fails to provide reasonable
access to City property as needed to inspect and correct any defect, Astound shall have additional time to
correct the defect equal to the amount of time the City failed to provide such access.
AGREEMENT FOR INSTALLATION OF DARK FIBER pg. 3
Astound Broadband, LLC/City of Tigard
11. Default. A "Default" shall be deemed to have occurred under this Agreement in the event of any
material breach of this Agreement where the defaulting Party fails to cure such breach within thirty (30)
days after written notice from the other Party specifying such breach, provided that if the breach is of a
nature that cannot be cured within said thirty (30) day time period, a Default shall not have occurred so
long as the breaching Party has commenced cure within said thirty (30) day time period and thereafter
diligently pursues cure to completion. In the event of any Default hereunder, the non-Defaulting Party may
do any one or more of the following: (a) take such actions as it deems reasonably necessary to correct the
Default; or (b) pursue any other remedies available to it under this Agreement, at law or in equity.
Notwithstanding the foregoing, in the event of Astound's material breach of Section 10 of this Agreement,
in addition to the remedies set forth in this Section, the City may, with prompt written notice to Astound,
cease application of the Credit to the right of way usage fees due pursuant to the Franchise until the breach
is cured, during which time right of way usage fees shall accrue and be due and payable by Astound on the
payment date as set forth in the Franchise.
12. Assignment. Neither Party shall assign its rights or obligations under this Agreement without the
prior written consent of the other party, which will not be unreasonably withheld, delayed or conditioned.
The Credit shall be assignable by Astound only as provided in the Franchise
13. Force Majeure. No Party shall be liable for any failure of performance under this Agreement due to
causes beyond such Party's reasonable control including, but not limited to, acts of God, fire, explosion,
vandalism, cable cut, flood, storm, or other similar natural disaster, terrorist acts, insurrection, riot, national
emergency, war or other catastrophe, inability to obtain equipment, material or other supplies due to
strike, lockout or work stoppage, or any law, order, regulation, direction, action or request of any civil or
military governmental authority(each, a "Force Majeure Event").
14. Confidential Information. "Confidential Information" shall mean the as-built maps and
documentation of the Project and Project components required in Section 6 of this Agreement. To the
extent Astound retains any copies of the Confidential Information, it shall hold all Confidential Information
in confidence. Notwithstanding the foregoing, Astound may disclose Confidential Information pursuant to
a written court order, subpoena, regulation, or operation of law, provided that it gives the City reasonable
notice to enable the City to intervene prior to disclosure.
15. Indemnification.
15.1 Indemnification by Astound. Astound shall indemnify, defend and hold the City and its
members, managers, officers, agents and employees (collectively, the "City Indemnified Parties")
harmless from and against any and all liability, causes of action, claims, lawsuits, judgments, damages and
other costs and expenses, including attorney fees and costs of suit or defense asserted against the City
Indemnified Parties to the extent the same arise out of or are due to: (i) Astound's negligence, gross
negligence or willful misconduct in exercising its rights or performing its obligations under this Agreement;
(ii)Astound's noncompliance with or Default under this Agreement; (iii)Astound's failure to comply with
applicable law in connection with its performance under this Agreement; and or/ (iv) the acts or omissions
of Astound's contractors and subcontractors in performing the Work.
15.2 Indemnification by the City. The City shall indemnify, defend and hold Astound and its
members, managers, officers, agents and employees (collectively, the "Astound Indemnified Parties")
harmless from and against any and all liability, causes of action, claims, lawsuits, judgments, damages and
other costs and expenses, including attorneys' fees and costs of suit or defense asserted against the
Astound Indemnified Parties to the extent the same arise out of or are due to: (i) the City's negligence,
AGREEMENT FOR INSTALLATION OF DARK FIBER pg. 4
Astound Broadband, LLC/City of Tigard
gross negligence or willful misconduct in exercising its rights and performing its obligations under this
Agreement; (ii) the City's noncompliance with or Default under this Agreement; and/or (iii) the City's failure
to comply with applicable law in connection with its performance under this Agreement. Notwithstanding
the foregoing, the City's obligations in this Section 15 are subject to the limits of the Oregon Tort Claims Act
and the Oregon Constitution,
15.3 Indemnification Procedures for Third-Party Claims. Should any third-party claim arise
under this Section 15, the indemnified Party shall promptly notify the indemnifying Party of same in writing,
and shall take such action as may be necessary to avoid default or other adverse consequences in
connection with such claim. The indemnifying Party shall have the right to select counsel and to control the
defense and settlement of such claim; provided, however, that the indemnified Party shall be entitled to
participate in the defense of such claim and to employ counsel at its own expense to assist in handling the
claim, and provided further, that the indemnifying Party shall not take any action in defense or settlement
of the claim that would negatively impact the indemnified Party without the consent of the indemnified
Party, and provided further, that the Indemnifying Party shall not agree to a settlement of a claim without
the written consent of the Indemnified Party, which consent shall not be unreasonably withheld or delayed.
The indemnified Party shall reasonably cooperate with the indemnifying Party in the defense of the third-
party claim, including making its files and personnel reasonably available to the indemnifying Party, all at
the cost and expense of the indemnifying Party.
16. Notices. Unless otherwise provided elsewhere in this Agreement, any notice to be given to
either Party under the Agreement will be in writing and directed to the addresses set forth
below. Notices will be deemed received (i) the next business day, when sent by reliable,
commercial overnight courier; (ii) three (3) business days after being sent by certified mail,
postage prepaid and return receipt requested; (iii) when actually received, if sent by email during
the business hours of 9:00 a.m. to 5:00 p.m. (recipient's time). Notices received after 5:00 p.m.
(recipient's time) will be effective the next business day.
If to Astound: If to the City:
Astound Broadband, LLC City of Tigard
401 Parkplace Center, Suite 500 13125 SW Hall Blvd.
Kirkland, WA 98033 Tigard, OR 97223
ATTN: ATTN: Marty Wine, City Manager
Email: Email: marty@tigard-or.gov
With a Copy to: With a Copy to:
Astound Broadband, LLC City of Tigard
401 Parkplace Center, Suite 500 13125 SW Hall Blvd.
Kirkland, WA 98033 Tigard, OR 97223
ATTN: Jim Penney ATTN: Toby LaFrance, Finance Director
Email: jpenney@wavebroadband.com Email: tobv@tigard-or.gov
Either party may change its notice address by giving notice to the other party in accordance with this
Article.
17. Miscellaneous.
17.1 Warranty of Authority. Each of the Parties represents and warrants to the other Party that:
(i) it has all necessary power and authority to enter into and perform the terms of this Agreement; (ii) the
AGREEMENT FOR INSTALLATION OF DARK FIBER pg. 5
Astound Broadband, LLC/City of Tigard
individual signing this Agreement on its behalf has the authority to do so, and (iii) this Agreement
constitutes a valid and binding agreement of such Party, enforceable in accordance with its terms.
17.2 Entire Agreement. This Agreement and the Franchise constitute the entire agreement
between the Parties regarding the subject matter hereof, and supersede any and all prior oral or written
agreements between the Parties regarding the subject matter contained herein and therein. The
Agreement may only be modified or supplemented by an instrument executed by an authorized
representative of the Party against whom such instrument is sought to be enforced.
17.3 Governing Law. This Agreement shall be governed by and interpreted in accordance with
the laws of the State of Oregon.
17.4 Interpretation. This Agreement and each of the terms and provisions of it are deemed to
have been explicitly negotiated by the Parties, and the language in all parts of this Agreement shall, in all
cases, be construed according to its fair meaning and not strictly for or against either of the Parties. The
captions and headings in this Agreement are used only for convenience and are not intended to affect the
interpretation of the provisions of this Agreement. This Agreement shall be construed so that wherever
applicable the use of the singular number shall include the plural number, and vice versa, and the use of
any gender shall be applicable to all genders. If any provision of this Agreement or the application thereof
to any person or circumstance shall, for any reason and to any extent, be found invalid or unenforceable,
the remainder of this Agreement and the application of that provision to other persons or circumstances
shall not be affected thereby, but shall instead continue in full force and effect, to the extent permitted by
law.
17.5 No Waiver. A waiver by one Party at any time of any of its rights regarding a particular
breach or Default of the other Party under this Agreement shall not be deemed a permanent waiver of such
rights, nor shall any such waiver be deemed a waiver of any subsequent breach or Default.
17.6 Relationship; No Third Party Beneficiaries. The Agreement is a commercial contract
between the Parties and the relationship between the Parties is that of independent contractors.
Nothing in the Agreement creates any partnership, principal- agent, employer-employee or joint venture
relationship between the Parties or any of their affiliates, agents or employees for any purpose. This
Agreement is for the sole benefit of the City and Astound and is not intended to confer any rights on any
other person. There are no third party beneficiaries of this Agreement.
17.7 Exhibits. The following Exhibits, which are attached to this Agreement, are incorporated
herein and by this reference made a part of this Agreement:
EXHIBIT A - Approximate Configuration and Location of New City Network Facilities
EXHIBIT B - Project Specifications
EXHIBIT C - Form of Bill of Sale
17.8 Counterparts. This Agreement may be executed in several counterparts, each of which
shall constitute an original, and all of which shall constitute one and the same instrument. Any
executed documents sent to the other Party in portable document format (pdf) images via email will be
considered the same as an original document.
IN WITNESS WHEREOF, the Parties, intending to be legally bound hereby, have duly executed this
Agreement as of the Effective Date set forth in the preamble above.
AGREEMENT FOR INSTALLATION OF DARK FIBER pg. 6
Astound Broadband, LLC/City of Tigard
ASTOUND: THE CITY:
Astound Broadband, LLC, a Washington limited City of Tigard, an Oregon municipality
liability company
By By�
Na e' i�S — Name: Marty Wine
Title: i�c e-nvF C�.— 3JV17Ar- Title: City Manager
[The remainder of this page is intentionally left blank.]
AGREEMENT FOR INSTALLATION OF DARK FIBER pg.7
Astound Broadband, LLC/City of Tigard
EXHIBIT A
Approximate Configuration and Location of New City Network Facilities
�soo sw Han Bivd� City of Tigard Fiber Project
larwary 16,2015
Library
Site G•2
upstairs
250'-12ct
FiberInternal
path to first
Floor demarc
Ubrary 13125 SW Hail Blvd
�t 400'-12ct
Fiber internal
conduit-path 200'-12ct fiber
to Main Telco internal path
500'overtash room to Main Teko
12 ct fiber to room 50'-12ct fiber
city strand- i iternal fiber
900'in city center mod Main Telco
occupied 5"cSkeO room
conduit to
Main Telco OtY Hal
room in City Site a
Hall
100'-12ct fiber
Maas Telco internal fiber
room s+te g to Main telco
room
200'-24ct in
Main Telco room will have a occupied city
mice Pow were all sites fusion / conduit fiber
spk*back to Niche site f lhubi
to site B
Notes: he
Unless otherwise noted,all sites wit require a 12ct Site F 8720 Burnham St.
ternanatwn panel (HUB)
Hub site requires 24 ct term panel
Splice 2 films per ske occupied
i
occupied city
conduit fiber
Actual footage and path will be determined after city to site F(Hub)
conduit is proofed
Publk works 8777 SW Burnham St,
Site E
cny pertrwis ere required.Oty will allow Astound t0
overtash to their exist ft strand
000
Fred Miller 360-543.5200
WAVE
fmlk4wavebyadbend.com
cMswak 20644 /A
V
cwals@wwebraadband.wmBUSINESS SOLUTIONS
EXHIBIT A to Agreement for Installation of Dark Fiber pg.8
Astound Broadband, LLC/City of Tigard
EXHIBIT B
Proiect Specifications
Section A: Description of Fiber Routes In the City Hall Main Telco Room,Astound will install a new main splice
location. In all other buildings,Astound will use the existing telecommunications racks to install fiber termination
panels. Astound will install for the City the number of dark fiber strands specified below along the routes
described below(each,a "Fiber Route, and collectively, the "Fiber Routes"),which shall connect the A Locations
and Z Locations specified below(each,an"End Point," and together, the "End Points"):
Name of Description Length of Fiber
Fiber A Location Z Location Route
Route of Fiber
Site A to City Hall City Hall 12 strands approx. 150 feet via
Main Telco 13125 SW Hall Blvd. Mail Telco Room of dark fiber existing internal
Room Tigard, OR 97223 conduit
(aka"Site A")
Site C to Permit Center City Hall 12 strands approx. 400 feet via
Main Telco 13125 SW Hall Blvd. Main Telco Room of dark fiber existing internal City
Room Tigard, OR 97223 owned conduit
(aka"Site C")
Site D to Police Mod City Hall 12 strands approx. 200 feet via
Main Telco 13125 SW Hall Blvd. Main Telco Room of dark fiber existing internal City
Room Tigard, OR 97223 owned conduit
(aka"Site D")
Site G-1 to Library—Main Floor Library—Upstairs 12 strands approx. 250 feet via
Site G-2 13500 SW Hall Blvd. 13500 SW Hall Blvd. of dark fiber existing internal City
Tigard, OR 97223 Tigard, OR 97223 owned conduit
(aka"Site G-1") (aka"Site G-2")
Site G-1 to Library—Main Floor City Hall 12 strands approx. 500 feet
Main Telco 13500 SW Hall Blvd. Main Telco Room of dark fiber external aerial
Room Tigard, OR 97223 overlash to reach
(aka"Site G-1") City owned conduit;
approx. 900 feet via
existing City owned
conduit
Main Telco City Hall Niche 24 strands approx. 200 feet via
Room to Main Telco Room 8720 Burnham Street of dark fiber existing City owned
Site F Tigard,OR 97223 conduit
(aka"Site F")
Site B to Police City Hall 12 strands approx. 100 feet in
Main Telco 13125 SW Hall Blvd. Main Telco Room of dark fiber ceiling
Room Tigard, OR 97223
(aka"Site B")
EXHIBIT B to Agreement for Installation of Dark Fiber pg.9
Astound Broadband, LLC/City of Tigard
Site F to Niche Public Works 12 strands approx. 350 feet via
Site E 8720 Burnham Street 8777 SW Hall Blvd. of dark fiber existing City owned
Tigard, OR 97223 Tigard, OR 97223 conduit
(aka"Site F") (aka"Site E")
The Parties acknowledge that the Work set forth above is to take place on City owned or controlled property.
Accordingly, it is incumbent upon the City to provide Astound with reasonable access to such property as needed
in order for Astound to perform the Work.
Section B: Description of Equipment. At the demarc for the following Sites, the City shall provide a twelve (12)
count or greater termination panel: (i)Site A, (ii) Site C, (iii) Site D, (iv) Site E, (v) Site G-1, and (vi) Site G-2. At the
following Sites, the City shall provide a twenty-four(24) count or greater termination panel: (1) Site B, and
(2) Site F. The fiber network will be installed as a "dark fiber" network only with no electronic equipment or
services. The provision, installation and operation of any additional equipment or network facilities (including
media converters, SFPs, GBICs, network switches, routers, etc.) needed in order for the City to use the Fiber
Routes installed by Astound shall be the responsibility of the City.
Section C: Splicing. As a part of the Work, Astound shall splice and test two fibers at each End Point. Any
additional splicing shall be performed by the City.
[The remainder of this page is intentionally left blank.]
EXHIBIT B to Agreement for Installation of Dark Fiber pg. 10
Astound Broadband, LLC/City of Tigard
EXHIBIT C
Form of Bill of Sale
BILL OF SALE
This Bill of Sale is made and entered into as of this day of by and
between ASTOUND BROADBAND, LLC, a Washington limited liability company ("Astound"), and the CITY OF
TIGARD, an Oregon municipality (the "City").
A. Description of Personal Property
Pursuant to that certain Agreement for Installation of Dark Fiber dated as of
Astound has constructed and installed for the City the following described personal property (the
"Personal Property"):
(i) ;
(ii) ;
(iii) ; and
(iv)
A description of the location and configuration of the Personal Property at issue is attached to this Bill of
Sale as Schedule 1.
B. Conveyance of Personal Property
Having received full payment for the Personal Property, Astound now transfers, conveys and warrants to
the City full ownership of all right, title and interest in and to the Personal Property, free and clear of any
security interests, materialmen's liens or other encumbrances.
IN WITNESS WHEREOF, Astound and the City have duly executed this Bill of Sale as of the date set forth in
the preamble above.
ASTOUND: THE CITY:
Astound Broadband, LLC, a Washington limited City of Tigard, an Oregon municipality
liability company
By By
Name: Name: Marty Wine
Title: Title: City Manager
EXHIBIT C to Agreement for Installation of Dark Fiber pg. 11
Astound Broadband, LLC/City of Tigard
SCHEDULE 1
to
BILL OF SALE
Description of Personal Property
[See attached.]
EXHIBIT C to Agreement for Installation of Dark Fiber pg. 12
Astound Broadband, LLC/City of Tigard
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January 13, 2016
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VIA OVERNIGHT DELIVERY
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Marty Wine, City Manager
ID
City of Tigard
13125 SW Hall Blvd.
Tigard, OR 97223
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Re: Bill of Sale for Delivery of Dark Fiber under that certain Agreement for Installation of Dark Fiber Q
Dated February 9, 2015 (the "Agreement") and entered into between Astound Broadband, LLC
("Astound") and the City of Tigard (the "City")
Y
Dear Mr. Wine:
0
v
Enclosed with this letter is a signed original of the Bill of Sale relating to Astound's delivery of the New
City Network Facilities(as defined in the Agreement)to the City under the Agreement.
U
v
V
B st regards,
a
0
Byron E. Springer,Jr.
EVP—Legal
Enclosure
cc (with copy of Enclosure):
City of Tigard
13125 SW Hall Blvd.
Tigard, OR 97233
Attn: Toby LaFrance, Finance Director
VIA OVERNIGHT DELIVERY
BILL OF SALE
This Bill of Sale is made and entered into as of the 29th day of May, 2015, by and between
ASTOUND BROADBAND, LLC, a Washington limited liability company ("Astound"), and the CITY OF TIGARD,
an Oregon municipality (the "City").
A. Description of Personal Property
Pursuant to that certain Agreement for Installation of Dark Fiber dated as of February 9, 2015, Astound has
constructed and installed for the City the fiber optic strands in the fiber routes described in Schedule 1 (the
"Personal Property"):
B. Conveyance of Personal Property
Having received full payment for the Personal Property, Astound now transfers, conveys and warrants to
the City full ownership of all right, title and interest in and to the Personal Property, free and clear of any
security interests, materialmen's liens or other encumbrances.
IN WITNESS WHEREOF, Astound and the City have duly executed this Bill of Sale as of the date set forth in
the preamble above.
ASTOUND: THE CITY:
Astound Broadband, LLC, a Washington limited City of Tigard, an Oregon municipality
liability company
By By
Nam?James James A. Penney- Name: Marty Wine
Title: General Counsel Title: City Manager
Bill of Sale pg. 1
Astound Broadband, LLC/City of Tigard
i
SCHEDULE 1
to
BILL OF SALE
Description of Personal Property
Name of Length of Fiber
Fiber A Location Z Location Description Route
Route of Fiber
Site A to City Hall City Hall 12 strands of approx. 150 feet via
Main Telco 13125 SW Hall Blvd. Mail Telco Room dark fiber existing internal
Room Tigard,OR 97223 conduit
(aka"Site A")
Site C to Permit Center City Hall 12 strands of approx.400 feet via
Main Telco 13125 SW Hall Blvd. Main Telco Room dark fiber existing internal City
Room Tigard,OR 97223 owned conduit
(aka"Site C")
Site D to Police Mod City Hall 12 strands of approx.200 feet via
Main Telco 13125 SW Hall Blvd. Main Telco Room dark fiber existing internal City
Room Tigard, OR 97223 owned conduit
(aka"Site D")
Site G-1 to Library—Main Floor Library—Upstairs 12 strands of approx.250 feet via
Site G-2 13500 SW Hall Blvd. 13500 SW Hall Blvd. dark fiber existing internal City
Tigard,OR 97223 Tigard,OR 97223 owned conduit
(aka"Site G-1") (aka"Site G-2")
Site G-1 to Library—Main Floor City Hall 12 strands of approx. 500 feet
Main Telco 13500 SW Hall Blvd. Main Telco Room dark fiber external aerial
Room Tigard,OR 97223 overlash to reach City
(aka"Site G-1") owned conduit;
approx. 900 feet via
existing City owned
conduit
Main Telco City Hall Niche 24 strands of approx.200 feet via
Room to Main Telco Room 8720 Burnham Street dark fiber existing City owned
Site F Tigard,OR 97223 conduit
(aka"Site F")
Site B to Police City Hall 12 strands of approx. 100 feet in
Main Telco 13125 SW Hall Blvd. Main Telco Room dark fiber ceiling
Room Tigard,OR 97223
(aka"Site B")
Site F to Niche Public Works 12 strands of approx.350 feet via
Site E 8720 Burnham Street 8777 SW Hall Blvd, dark fiber existing City owned
Tigard,OR 97223 Tigard,OR 97223 conduit
(aka"Site F") (aka"Site E")
Bill of Sale pg. 2
Astound Broadband, LLC/City of Tigard
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January 13, 2016 3�
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VIA OVERNIGHT DELIVERY X
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Marty Wine, City Manager r
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City of Tigard
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13125 SW Hall Blvd. N
Tigard, OR 97223
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Re: Bill of Sale for Delivery of Dark Fiber under that certain Agreement for Installation of Dark Fiber Q
Dated February 9, 2015 (the "Agreement") and entered into between Astound Broadband, LLC
("Astound") and the City of Tigard (the "City") Y
Y
Dear Mr.Wine:
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Enclosed with this letter is a signed original of the Bill of Sale relating to Astound's delivery of the New
City Network Facilities(as defined in the Agreement)to the City under the Agreement.
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B st regards, Y
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Byron E. Springer,Jr.
EVP—Legal
Enclosure
cc (with copy of Enclosure):
City of Tigard
13125 SW Hall Blvd.
Tigard, OR 97233
Attn: Toby LaFrance, Finance Director
VIA OVERNIGHT DELIVERY
BILL OF SALE
This Bill of Sale is made and entered into as of the 29th day of May, 2015, by and between
ASTOUND BROADBAND, LLC, a Washington limited liability company ("Astound"), and the CITY OF TIGARD,
an Oregon municipality(the "City").
A. Description of Personal Property
Pursuant to that certain Agreement for Installation of Dark Fiber dated as of February 9, 2015, Astound has
constructed and installed for the City the fiber optic strands in the fiber routes described in Schedule 1 (the
"Personal Property"):
B. Conveyance of Personal Property
Having received full payment for the Personal Property, Astound now transfers, conveys and warrants to
the City full ownership of all right, title and interest in and to the Personal Property, free and clear of any
security interests, materialmen's liens or other encumbrances.
IN WITNESS WHEREOF, Astound and the City have duly executed this Bill of Sale as of the date set forth in
the preamble above.
ASTOUND: THE CITY:
Astound Broadband, LLC, a Washington limited City of Tigard, an Oregon municipality
liability company
By By.
Nam01A. Penney Name: Marty Wine
Title: General Counsel Title: City Manager
Bill of Sale Pg-
Astound Broadband, LLC/City of Tigard
SCHEDULE 1
to
BILL OF SALE
Description of Personal Property
Name of Length of Fiber
Fiber A Location Z Location Description Route
Route of Fiber
Site A to City Hall City Hall 12 strands of approx. 150 feet via
Main Telco 13125 SW Hall Blvd. Mail Telco Room dark fiber existing internal
Room Tigard,OR 97223 conduit
(aka"Site A")
Site C to Permit Center City Hall 12 strands of approx. 400 feet via
Main Telco 13125 SW Hall Blvd. Main Telco Room dark fiber existing internal City
Room Tigard,OR 97223 owned conduit
(aka"Site C")
Site D to Police Mod City Hall 12 strands of approx. 200 feet via
Main Telco 13125 SW Hall Blvd. Main Telco Room dark fiber existing internal City
Room Tigard,OR 97223 owned conduit
(aka"Site D")
Site G-1 to Library—Main Floor Library—Upstairs 12 strands of approx. 250 feet via
Site G-2 13500 SW Hall Blvd. 13500 SW Hall Blvd. dark fiber existing internal City
Tigard,OR 97223 Tigard, OR 97223 owned conduit
(aka"Site G-1") (aka"Site G-2")
Site G-1 to Library—Main Floor City Hall 12 strands of approx. 500 feet
Main Telco 13500 SW Hall Blvd. Main Telco Room dark fiber external aerial
Room Tigard,OR 97223 overlash to reach City
(aka"Site G-1") owned conduit;
approx. 900 feet via
existing City owned
conduit
Main Telco City Hall Niche 24 strands of approx. 200 feet via
Room to Main Telco Room 8720 Burnham Street dark fiber existing City owned
Site F Tigard,OR 97223 conduit
(aka"Site F")
Site B to Police City Hall 12 strands of approx. 100 feet in
Main Telco 13125 SW Hall Blvd. Main Telco Room dark fiber ceiling
Room Tigard,OR 97223
(aka"Site B")
Site F to Niche Public Works 12 strands of approx. 350 feet via
Site E 8720 Burnham Street 8777 SW Hall Blvd. dark fiber existing City owned
Tigard,OR 97223 Tigard,OR 97223 conduit
(aka"Site F") (aka"Site E")
Bill of Sale pg. 2
Astound Broadband, LLC/City of Tigard