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EXHIBIT A <br />DUCT AND CONDUIT SPACE LICENSE AGREEMENT <br />This Duct and Conduit Space Lease Agreement ("Agreement" or "Lease") is entered into <br />as of the _ day of , 2024, by and between the City of Portsmouth, <br />Virginia, a Virginia municipal corporation (the "City"), and the Southside Network Authority, <br />a Virginia political subdivision (the "Authority"), each a "Party" and collectively the "Parties." <br />For their Agreement, the Parties state: <br />Recitals <br />R-1 The City owns that certain section of duct or conduit along the West Norfolk <br />Bridge (as more particularly defined in Schedule 1.1, the "City Conduit"), along with property <br />rights, easements, permits, and licenses to access the City Conduit (collectively, the "City <br />Conduit"), which it uses for certain purposes related to its City telecommunications <br />infrastructure, but part of which is empty. <br />R-2 The City is a member of the Authority. The Authority intends to construct, <br />reconstruct, maintain, and operate a fiber optic communications network in the City, and wishes <br />to access and use the City Conduit for its purposes, on terms and conditions mutually agreeable <br />to the City and the Authority. <br />Agreement <br />For and in consideration of the foregoing recitals, which are expressly incorporated <br />herein, the mutual promises set forth below, and other good and valuable consideration, the <br />receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: <br />Article I — Definitions <br />1.1 Definitions. <br />Authority Fiber means the 864 strand fiber optic cable the Authority intends to install in <br />the unused portion of the City Conduit, together with any replacements thereof. <br />Communications Services means electronic or optical transmission of information <br />between separate points by prearranged means, e.g., fiber optic cable and lighting equipment. <br />Effective Date means the date first hereinabove written. <br />Lease Area means the interior of the City Conduit, together with the right of access <br />thereto. The interior space shall be limited to the minimum necessary to install the Authority <br />Fiber; any additional strands beyond the number agreed herein shall require a new agreement. <br />This Agreement does not permit the Authority to locate any permanent structure in any right of <br />way or on City property; such right is merely a right of passage for the purposes of access and <br />temporary use in connection with the construction, reconstruction, replacement, repair, and <br />similar activity with respect to its permitted use of the City Conduit. <br />