Loading...
2004-43r w INSTALLATION AND ACCESS AGREEMENT (CABLE BROADBAND SERVICES) • This INSTALLATION AND ACCESS AGREEMENT ("Agreement") is effective as of March 16, 2004, by and between BRIGHT HOUSE NETWORKS, LLCdI, through its Florida Division ("BHN") and Citv of Clermont Waste Water Treatment Plant ("OWNER"). Installation of Services Deliver~System; Services. In consideration of good and valuable, the receipt and sufficiency of which are hereby acknowledged, OWNER hereby grants BHN, the right to install, own, use, operate, maintain, modify, upgrade and remove a broadband cable television and digital services distribution system (the "Services Delivery System") and to provide any and all cable television, entertainment, data, information and other services (KServices") to the place of business owned by OWNER, located at 3335 Hancock Road (All Suites), Clermont, FL 34711 (the "Premises"). BHN shall install and maintain the Services Delivery System at the Properties in accordance with all applicable laws, rules and regulations, in a good and workmanlike manner, [in accordance with any construction plan agreed upon by OWNER and BHN], [and at BH1V's sole cost and expense unless otherwise specified in the construction plans or agreed upon by BHN or OWNER]. Equipment shall be installed in accordance with good engineering practices and shall meet or exceed the requirements of federal, state or local laws pertaining to the placement and maintenance of the System. 2. Access Rights. OWNER hereby grants and conveys to BHN and its respective successors and assigns, anon-exclusive easement in, on, over, across, under, and throughout the Properties for the purposes of: (a) providing Services to the Properties and (b) installing, owning, using, operating, inspecting, maintaining, testing, replacing, modifying, relocating, upgrading and removing the Services Delivery System or any part thereof. 3. Ownership and Use of Services Delivery System. All equipment, cable, conduit and wiring and all such other property placed on the Properties by BHN as part of the Services Delivery System shall be and remain the sole personal property of BHN and shall not be deemed to be affixed to or to become a part of the Properties. 4. BHN shall have the sole right to possession of and dominion and control over the Services Delivery System, and any equipment, facilities, antennas, pipes, conduits, poles, pedestals, vaults, active or passive devices, converters, cables and wires on the Properties on the date of this Agreement which are to be used by BHN to deliver Services under this Agreement. OWNER, or any other party shall not tamper with, attach to. or use any portion of the Services Delivery System without the prior written authorization of BHN. BHN will also have the right to construct, install, connect or operate any future type of video reception device, whether hard wire or • wireless, within the Properties, subject to the reasonable approval of OWNER. 5. BHN may remove any and all of the equipment, wiring, and any of the other properties placed on the Properties at any time following the expiration of the term of this Agreement. If BI-IN damages a Property when it removes the Services Delivery System or any of its other properties from a Property, BHN will repair and restore such damage to the condition existing immediately prior to such damage. If any of the Services Delivery System or other property of a BHN Affiliate is not removed from the Properties within 90 days after the temunation or expiration of the Agreement, [then BHN will be deemed to have abandoned such personal property in place, and title to the abandoned property automatically shall vest in OWNER]. If BHN so elects, it may lease or sell any portion of the Services Delivery System to OWNER or any other party following expiration of this Agreement pursuant to such terms and conditions as may be agreed to by such parties. 6. BHN shall maintain public liability insurance of not less than One Million Dollars ($1,000,000) for injury resulti$g from any one accident and property damage liability of not less than One Million Dollars ($1,000,000). 7. BHN shall consult with OWNER on the pre-wiring plans before installation. Upon the request of BHN, OWNER shall give BHN written approval of such plans which will not be unreasonably withheld, conditioned or delayed. If OWNER fails to respond within (l0) days after receipt of plans, the work shall be deemed approved. Once approval of OWNER has been obtained, BHN will not make any changes in the construction documents without prior consent of OWNER. 8. BHN shall be responsible for any or all damages directly caused by faulty workmanship during installation or disconnection of Service. Boring of holes or insertion of fasteners through the surface of walls for attachment of peripheral equipment is part of the normal workmanship and shall not be construed as damages. BHN shall hold OWNER harmless from damages arising from BHN'S faulty workmanship. OWNER shall not be liable for damage, theft, misappropriation or loss of any of the System, except in the event that such damage, theft, misappropriation or loss is caused by or is the result of OWNER's gross negligence or willful misconduct. 9. This Agreement shall remain in full force and effect for so long as BHN provides Services to any occupant (tenant) of the Premises. Occupants of the Premises who desire Services from BHN shall be charged and billed individually for Services and connection to the Services Delivery System at the agreed monthly rate as stated in BHN/ Road Runner Business Class Commercial Services Agreement, plus an additiona190 days thereafter to effect any removal of the Services Delivery System. ~. • 10. Each individual executing this Agreement below represents and warrants that. it is fully authorized to execute and deliver this Agreement to the other and to legally bind the party for which it is signing. This Agreement shall accrue to the benefit of and be bvtding upon BHN, on the one hand, and OWNER on the other hand, and all of their respective successors and assigns. 11. OWNER represents and warrants that (a) OWNER has the full authority to fully perform its obligations under this Agreement, (b) no party has any contractual right or any interest in the Properties that conflict with any rights granted under this Agreement; and (c) no Property is part of a banl~uptcy proceeding, foreclosure action, or deed-in-lieu-of-foreclosure transaction. OWNER will indemnify and holds BHN harmless against all claims, losses and damages arising from or related to the inaccuracy or falsity of any of OWNER's representations herein. BHN represents and warrants that BHN has the full authority to fully perform its obligations under this Agreement. BHN will indemnify, and hold OWNER, its principals, officers, directors, and employees harmless from and against any loss, cost, damage and expense of whatever kind arising directly or indirectly from the construction, operation, maintenance and repair of BHN's System or from BHN's breach of this Agreement. 12. This Agreement has been and entered into in the State of Florida. This Agreement shall be interpreted and enforced in accordance with the laws of the State of Florida without reference to conflict of law provisions. Any action arising under this Agreement shall only be brought in a court of competent jurisdiction in the State of Florida. 13. This Agreement contains all the terms and conditions agreed to by OWNER and BHN. Any and all previous agreements, if they exist, between such parties are replaced by this Agrcement. The Agreement can be modified or changed only by a written instrument signed by OWNER and BF3N. h1 the event that any provision of this Agreement is held to be invalid or unenforceable, it is the intent of the patties that the remainder of the Agreement remain in full force and effect so long as no party is deprived of a material right under this Agreement. OWNER (or Authorized Agertt) BRIGHT through its Florida Name: Wk. rn.~.- SGe k. N d!-r'S Title: C~ ~T ~~ Date: y~ ~ 3 ~D Stateofi ['' I^L7r'~da Coutriy of: L(~~~ Thu fore ing inshumetrt was acknowledged before me on tlvs day of `~ \ . 200, by ~.~) (), ~l (1 t?O 5.f.'~~-- ~ ~ C S (name). He/She [please clr aseo~C-applicable] is t~tsonall,~known to me, ~ has produced his/her (state) driver's lioeatse, or his~lter (type of identification) as identification, and did'did not fake an oath. Notary Public (si me) ~~~~~~ Print Name __ ~"~'~~ My Commission Expiration L~~Z191 l~5 My Commnission No. Name: William Gilliam ~ / Title: Vice President Broadband Internet Services Dais: S~/3 6 State of: Florida Cou~y of: Oran e The fore yin i ~trumerz< was acknowled ed before me on Uv~/~~ day of 200~by William Gilliam, as Vice President Broad nd Lrtemet Services of Bright House Networkq LLC, through its Florida Division. He is personally lmown'to me. Notary Public (s%gn n e DERRICK J. R06t.ES Print Name otary Public, State of Ftoritfa twy comm. exp. Aug. 21, 2007 My Commission Expiration -~m~~ ~~~ 243852 1t4y Commission No. z°`".u ~ ~ °e~% TRACY AGKROYD • * ~ MY COMMISSION f DD 219165 ~, ~ EXPIRES: September6, 2007 'T"'oF v~oR`° Bonded ThN Budget Notary Services