ORDINANCE NO. 045-2025   AN ORDINANCE GRANTING A FRANCHISE TO LUMOS FIBER OF ALABAMA, LLC, TO CONSTRUCT, OPERATE AND MAINTAIN TRANSMISSION CABLE IN THE CITY'S RIGHTS-OF-WAY   WHEREAS, the City of Montgomery has and reserves the right to exercise control over the highways, streets, alleys and public places and to require City of Montgomery's consent prior to using such highways, streets, alleys and public places;   WHEREAS State law confers on the City of Montgomery certain rights and requirements for franchises and permission to use the public ways of the City of Montgomery;   WHEREAS the Franchisee has requested from City of Montgomery a franchise to use the streets and public ways of the City of Montgomery to conduct business as a communications services' provider; and   WHEREAS the City of Montgomery and the Franchisee have negotiated this Agreement which is mutually agreeable to both parties.   NOW, THEREFORE, BE IT ORDAINED that the Mayor and the City Clerk be and are hereby authorized and directed to execute and attest, respectively, for and on behalf of the City of Montgomery, Alabama the "Franchise Agreement" attached hereto as Exhibit A and incorporated as if fully set out herein.   This ordinance will become effective upon passage, approval and publication.   ADOPTED this the 16th of September, 2025.   STEVEN L. REED, MAYOR   ATTEST: BRENDA GALE BLALOCK, CITY CLERK 04S2025   FRANCHISE AGREEMENT   THIS FRANCHISE AGREEMENT ("Agreement") made and entered into this 16th day of September, 2025, by and between The City of Montgomery, Alabama ("City") and Lumos Fiber of Alabama, LLC, with its principal office at 4100 Mendenhall Oaks Parkway, Suite 300, High Point, NC 27265 ("Provider").   WITNESSETH:   WHEREAS, the City of Montgomery has and reserves the right to exercise control over the highways, streets, alleys and public places and to require City of Montgomery 's consent prior to using such highways, streets, alleys and public places;   WHEREAS, State law confers on the City of Montgomery certain rights and requirements for franchises and permission to use the public ways of the City of Montgomery;   WHEREAS the Franchisee has requested from City of Montgomery a franchise to use the streets and public ways of the City of Montgomery to conduct business as a communications services' provider; and   WHEREAS the City of Montgomery and the Franchisee have negotiated this Agreement which is mutually agreeable to both parties.   NOW, THEREFORE, in consideration of the mutual covenants contained herein and intending to be legally bound thereby, the City of Montgomery and Franchisee enter into this Agreement and agree as follows:   l . Term. The City of Montgomery grants unto Provider a non-exclusive franchise, for a term of twenty (20) years to erect, install or maintain communications facilities or provide communication services by use of said communication facilities within the City of Montgomery's rights-of-wayC'ROWs").   2. Scope of Franchise. The communication service facilities to be installed by the Provider by said franchise are more particularly described in the attached as Exhibit "A"; which is incorporated herein by reference in its entirety and shall apply as if fully set forth herein. There shall be no changes, revisions or additions to the communication service facilities identified in Exhibit "A", without the expressed written consent of the City of Montgomery, provided City of Montgomery 's issuance of a construction permit for new routes and facilities shall be deemed written consent for such new routes and facilities. Provider agrees to comply with all applicable requirements of any related City of Montgomery ordinances and regulations.   3. Permits. Provider shall make application to the City of Montgomery to obtain all necessary permits for any work that will be performed in the ROWs. Upon request of the Provider and prior to making an application for a ROW permit, City of Montgomery will use their best efforts to notify Provider of any unique features and/or conditions, as well as any unique Ordinances, of which the City of Montgomery is aware which could have the potential to hinder, delay, or alter construction or significantly increase the cost thereof. Applications for a ROW perrnit shall contain descriptions and locations of construction, describe which areas along the proposed routes will have access to the facilities to be installed with the goal to provide the maximum feasible access to the new installation for the residents of City of Montgomery , the projected timelines for the same and the full contact information (including cell phone), of all the responsible parties for the installation ofthe facilities, especially the site supervisor and the on-site supervisor for any sub-contractor. The provider shall immediately update the contact information if there is a change in the individuals with on-site responsibility for the project. In no event shall a pennit be valid for more than eighteen months; provided however, that requests for an extension will not be unreasonably withheld or delayed. Provider shall give reasonable notice to the City of Montgomery prior to commencing construction within the City of Montgomery. Provider shall notify City of Montgomery upon completion of the permitted work.   4. Franchise Fee. As consideration for this franchise, the Franchisee shall pay semiannually to the City of Montgomery an amount equal to five percent (5%) of the Gross Revenue, as defined herein, collected by the Franchisee. "Gross Revenue" shall mean all revenues (exclusive of sales tax) collected by Franchisee from the provision oftelecommunications services pursuant to this franchise within the corporate limits of the City of Montgomery. Gross Revenues shall not include (l) any taxes, fees or assessments collected by the Provider from Subscribers for pass-through to a government agency, including the franchise fee and FCC user fee; (2) bad debt; (3) credits, refunds and deposits paid to Subscribers; or (4) any exclusions available under State Law. No such franchise fee shall be assessed against Provider unless it is assessed on neutral and non-discriminatory basis for all communication services providers. In the event that an franchise fee payment or other sum due is not received by the City on or before the date due, or is underpaid, Grantee shall pay in addition to the payment, or sum due, interest from the due date at the state legal interest rate of 6% annually (Alabama Code S 8.8.1). In the event the City should conduct a review of Grantee' s books and records pursuant to Section 7.6 of this franchise and such review indicates a franchise fee underpayment of seven percent (7%) or more during the entire period reviewed, the Grantee shall assume all reasonable, documented costs of such audit and pay same upon demand by the City.   5. Insurance. On the effective date of this Agreement, Franchisee shall file with the City of Montgomery a certificate of insurance and thereafter continually maintain in full force and effect at all times for the full term of the franchise, at the expense of Franchisee, a commercial general liability insurance policy, including coverage for explosion, collapse and underground, written by a company authorized to do business in the State of Alabama with a rating of at least A or higher, protecting the City of Montgomery against liability for claims of bodily injury and property damage occasioned by the installation, removal, maintenance or operation of the communications system by Franchisee in the following amounts: One Million Dollars ($1,000,000) combined single limit per occurence for bodily injury and for real property damage; Two Million Dollars ($2,000,000) general aggregate.   6. Franchisee shall also provide to City of Montgomery a certificate of insurance for a commercial automobile liability insurance policy written by a company authorized to do business in the State of Alabarna with a rating of at least A or higher covering all owned, nonowned, hired and leased vehicles operated by Franchisee, with a combined single limit of One Million Dollars ($ 1 each accident for bodily injury and property damage. Franchisee shall also maintain, and by its acceptance of any franchise granted hereunder, specifically agrees that it will continually maintain throughout the term of the franchise, workers compensation in compliance with the statutory requirements of the state(s) of operation and employers' liability with a limit of One Million Dollars ($1,000,000) each accident/disease/policy limit.   7. The Franchisee shall maintain, during the course of this Agreement, Commercial Umbrella or Excess Liability Insurance to provide excess coverage above the Commercial Liability, Commercial Automobile Liability and the Employer's Liability coverage of Worker's Compensation with Excess/Umbrella Limits of $5,000,000 per Occurrence and $5,000,000 per Aggregate. The policy must be on an "occurrence" basis.   8. The commercial general liability and commercial automobile liability insurance required pursuant to this section shall include the City of Montgomery and its officers, employees, board members and elected officials as additional insureds as their interests may appear under this Agreement and shall be kept in full force and effect by Franchisee during the existence of the franchise. Ifthe Provider discontinues the use of its facilities, it shall so inform the City of Montgomery and represent a plan for the removal and/or safe disconnection and decommissioning of its facilities.   9. Bond. Franchisee shall obtain and maintain, or cause to be obtained and maintained, during the entire term of the franchise and any extensions and renewals thereof, at its cost and expense, and file with the City of Montgomery Clerk a corporate surety bond in the amount of Twenty-Five Thousand Dollars ($25,000), both to guarantee the timely construction and full activation of Franchisee's system and to secure the faithful perfornance of Franchisee ofall its obligations provided under the franchise. Failure to timely obtain, file, assign and/or maintain said bond at all times at the required amount shall constitute a substantial violation of this Agreement. Fiber Relocation; In the event that the City of Montgomery requires that it is necessary to relocate any of the fiber optic installed by the Franchisee, whether due to public necessity, improvements, repairs, or any other reason, the Franchisee shall bear all costs and expenses associated with such relocation. The Franchisee shall coordinate with the City of Montgomery to ensure that the relocation is completed in a timely and effcient manner, and in accordance with all applicable regulations and standards.   10. Indemnity. Provider shall employ ordinary care in the maintenance and operation of its system and its facilities shall be kept in good condition and shall not be allowed to endanger the life, health or property of any citizen ofthe Ciw of Montgomery or property of the City of Montgomery. Provider hereby agrees to indemnifr and hold the City of Montgomery harmless, including its agents and employees, from any claims or damages resulting from the action of the Provider in constructing, operating, or maintaining its system.   11. Disputes. Any dispute arising between the parties pursuant to or in connection with the franchise shall not be subject to binding arbitration, but the parties agree that they will use their best efforts to resolve any such dispute (including mediation if appropriate) prior to suing in the agreed upon and appropriate venue to resolve the dispute, which shall be the State and Federal Courts located in Montgomery County, Alabama. Provider shall periodically provide to the City of Montgomery a point of contact for Provider to facilitate communication.   12. Governing Law. In any controversy or dispute under this franchise, the laws and jurisdiction of the State of Alabama shall apply to the extent such law has not been superseded or preempted.   13. Entire Agreement. This franchise constitutes the entire agreement between the parties and shall be binding upon and inure to the benefit ofthe respective successors in interest to the parties hereto.   14. Effective Date. This franchise shall commence October 13 2025, and shall expire on October 13 2045.   IN WITNESS WHEREOF, the City of Montgomery and Provider have executed this Agreement as their free and voluntary act and deed, effective as of the day and year first above written.   CITY OF MONTGOMERY STEVEN L. REED, MAYOR   ATTEST: BRENDA GALE BLALOCK, CITY CLERK   EXHIBIT A Lumos proposes to build a fiber-based, high-capacity telecommunications network, both to provide telecommunications services to third-party customers and for Lumos's own use. Lumos's initial plans are to impact homes and small businesses across City of Montgomery, Montgomery County, but plans can shift some as we work through the field engineering and construction phases of the project. Mont. Adv., 9/29, 10/6, 10/13/2025 #11696819