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CITY OF SUNNY ISLES BEACH AGREEMENT FOR UNDERGROUND CONVERSIONS THIS AGREEMENT (the "Agreement') is made and entered into this _day of , 2019 by and between CITY OF SUNNY ISLES BEACH ("City'), a Florida municipal corporation with an address of 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 and ATLANTIC BROADBAND(Miami) LLC ("ABB"), a Delaware corporation with an address of 1681 JF Kennedy Causeway, North Bay Village Florida 33141 WHEREAS, the City has requested that ABB convert certain overhead cable distribution facilities located within the following boundaries (the "C'cnversion'): Along Col linsAve.—from 158th.St.to 195thSt.(TerracinaAve.)and from the Atlantic Ocean (east)and bound to the west by Atlantic Blvd.) (collectively, the "Existing Overhead Facilities') to underground facilities, including switch cabinets, nodes and other appurtenant facilities some of which may be installed above ground (collectively,the "Underground Facilities') and has further requested that certain of the Underground • Facilities be placed in certain of its road rights-of-way (City RO W') and/or certain • • road rights-of-way owned by or under the jurisdiction of other agencies (Other ROW "). City ROW and Other ROW may be referred to collectively as 'RO W"; and WHEREAS, the City has agreed to pay ABB $1 39,269.94 for the cost of such Conversion; and WHEREAS, ABB is willing, subject to the terms and conditions set forth in this Agreement, to place certain of the Underground Facilities in the ROW; and NOW THEREFORE, in recognition of the foregoing premises and the covenants and agreements set forth herein, and other consideration the sufficiency of which is hereby acknowledged, intending to be legally bound hereby, the parties covenant and agree as follows: 1. The foregoing recitals are true and correct, and are hereby incorporated by reference into this Agreement. Page 1 of 8