2015-253 IT - Time Warner Cable for WiFi services

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�T TERM SHEET The following sets forth proposed terms relating to an agreement between Time Warner Cable Enterprises LLC ("TWC") and the Orange County, North Carolina ("Orange County") (collectively, the "Parties") regarding the provision of TWC's WiFi services ("WiFi Service") on the Orange County Available Structures (as defined below). This Term Sheet is for discussion purposes and is not intended to be binding on the Parties. Agreements The Parties may subsequently enter into an Authorization to Install and Maintain Communications Equipment (a "Master Agreement") pursuant to which the Parties will conduct a WiFi Service deployment. Term An initial term of 3 years, with successive one (1) year renewal terms, at option of both of the Parties("Term"). Orange County Structures • Attached as Exhibit A is a list of Orange County properties where WiFi for WiFi Attachments and Service may be provided(the"Properties"). Obligations • Structures at the Properties where WiFi equipment may be installed ("Orange County Available Structures") may include street light poles, buildings and other street assets. Orange County Available Structures selected by TWC, and agreed by Orange County, are referred to as "Selected Structures". • Orange County shall provide TWC with free attachment rights on the Selected Structures for Term, and free access to electrical power (as needed). As part of providing TWC with access to the Selected Structures, Orange County shall provide assistance in the form o£ • Representatives and qualified Orange County field engineers and/or staff to participate in TWC's WiFi and network site surveys. • Feedback and guidance on technical and installation requirements and procedures for cabling/wiring and installation of the TWC WiFi access points("TWC WiFi AP's")on Selected Structures. • Engineering and site survey planning, review and approval of Selected Structures, in support of TWC's activities including: TWC network construction and trenching, TWC WiFi and network plant designs, TWC mounting and installation plans. • Approval of TWC's WiFi and network design and authorize TWC's installation of TWC WiFi AP's on Selected Structures. • Provide TWC with exclusivity for being the public WiFi service provider for the Properties. Orange County will not permit any third party to attach WiFi equipment to, or install WiFi equipment within, the Properties for the purposes of public WiFi access. In no way does this prevent or inhibit Orange County itself from providing wireless service at these locations.