Underground Conversion Projects Sample Clauses

Underground Conversion Projects. JEA intends to participate in various aboveground to underground conversion projects in order to move JEA’s OSP Facilities underground (hereinafter “Underground Conversion Project”). Notwithstanding other provisions in this Agreement to the contrary, when JEA is performing an Underground Conversion Project, the following shall apply: (i) On a project-by-project basis, JEA may offer Licensee the option to attach to JEA’s underground OSP Facilities, to lease JEA dark fiber and/or to enter into a joint trenching agreement with JEA. Licensee shall pay, at its expense, the cost of relocating pursuant to an Underground Conversion Project. . If Licensee elects to relocate with JEA, JEA will work in good faith to minimize Licensee’s costs associated with relocation; (ii) When an Underground Conversion Project involves JEA Poles upon which Licensee’s Communications Facilities are attached, JEA shall give Licensee notice in writing of JEA’s intent to perform an Underground Conversion Project. Within thirty (30) days of receipt of notice from JEA, Licensee shall provide a written response to JEA informing JEA of Licensee’s intent to remove or relocate its Communications Facilities and informing JEA of the manner in which Licensee intends to proceed including, if applicable, the election of any JEA proposal with respect to the Underground Conversion Project; (iii) If Licensee does not relocate its Communications Facilities to JEA’s underground OSP Facilities and does not remove all of its Communications Facilities from the Pole(s) prior to JEA’s abandoning the Pole(s), JEA shall have the right to remove or have removed Licensee’s Communications Facilities from the Pole(s) at Licensee’s expense. JEA shall not be responsible for any damage or loss suffered by Licensee or others as a result of JEA’s having removed Licensee’s Communications Facilities from the Pole(s), and Licensee shall indemnify, defend and hold harmless JEA in accordance with Article XVIII, paragraph C, with respect to any claims by third parties resulting from JEA’s removal of Licensee’s Communications Facilities from JEA’s Pole(s); (iv) When, as a result of an Underground Conversion Project, JEA abandons its Pole(s), Licensee shall not have the option of purchasing such Pole(s); and (v) If Licensee agrees to relocate its Communications Facilities to JEA’s underground OSP Facilities, those Communications Facilities will no longer be governed by this Agreement.