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or in part unless the Person to whom the Facilities will be transferred has first been granted a <br />franchise by the City. By way of example and not limitation, Grantee may lease dark fiber which <br />is part of its Facilities, to third parties who are not granted a franchise by the City, provided that <br />Grantee maintains day-to-day physical control over the leased dark fiber. <br />3.2. Use of Rights -of -Way <br />A. Subject to the City's supervision and control, Grantee may erect, install construct, repair, replace, <br />reconstruct, operate, maintain, upgrade, remove, excavate, dig, restore, and retain in, on over, under, <br />upon, across, above, below, through, and along the Rights -of -Way within the Franchise Area <br />Facilities for the operation of Telecommunication Services within the City. <br />B. Except to the extent City requirements are prohibited by applicable law, including RCW <br />35.99.040 limiting the regulation of the use of the Rights -of -Way, Grantee must follow City <br />requirements for placement of Facilities in Rights -of -Way, including the specific location of Facilities <br />in the Rights -of -Way, and must in any event install Facilities in a manner that minimizes interference <br />with the use of the Rights -of -Way by others, includmg others that may be installing communications <br />facilities. The City may require that Facilities be installed at a particular time, at a specific place or <br />in a particular manner as a condition of access to a particular Right -of -Way, may deny access if <br />Grantee is not willing to comply with City's lawful requirements; and may remove, or require removal <br />of, any Facility that is not installed in compliance with the requirements established by the City, or <br />which is installed without prior City approval of the time, place or manner of installation, and charge <br />Grantee for all the costs associated with removal• and may require Grantee to cooperate with others <br />to minimize adverse impacts on the Rights -of -Way through joint trenching and other arrangements. <br />With regard to its management of the Rights -of -Way, the City shall treat the Grantee and other users <br />of the Rights -of -Way in a competitively neutral and nondiscriminatory manner in accordance with <br />applicable law. <br />C. The granting of this Franchise is not a substitute for any other City required approvals to <br />construct Franchisee's Facilities in the Rights -of -Way. The parties agree that such City approvals <br />(except Right -of -Way use permits as described in Section 8 3) are not considered use permits, as <br />that teen is defined in RCW 35.99.010. Therefore, with the exception of permits described in <br />Section 8 3, City approvals are not subject to the thirty (30) day issuance requirement described in <br />RCW 35.99.030. <br />3.3. Effective Date and Term of Franchise <br />A. This Franchise and the rights, privileges and authority granted hereunder shall take effect upon <br />effectiveness of the franchise ordinance adopted by City Council (the "Effective Date") and <br />acceptance by Grantee, and shall terminate ten (10) years later on the tenth anniversary of the <br />Effective Date, unless teilninated sooner as hereinafter provided. <br />B. At any time not more than two (2) years nor less than one hundred eighty (180) days before the <br />expiration of the current Franchise tern, Grantee may make a written request and City may consider, <br />in accordance with then -applicable laws, including without limitation, Title 13 of the Everett Charter, <br />renewing this Franchise for two (2) additional five (5) year renewal periods. <br />{DPK2242501.DOCX;4/13113.000007/ } <br />Wireline Franchise 8 of 30 <br />