Exhibit 10.25
Phase One
February 25, 1998
SHORT FORM
AGREEMENT FOR THE PROVISION OF
FIBER OPTIC FACILITIES AND SERVICES
1. PREAMBLE
This Agreement is entered into on February 27, 1998 between Northeast Utilities
Service Company, a specially chartered Connecticut corporation, The Connecticut
Light and Power Company, a Connecticut corporation, Western Massachusetts
Electric Company, a Massachusetts corporation, and Public Service Company of New
Hampshire, a New Hampshire corporation, (collectively "Grantor") and NECOM LLC,
a Massachusetts limited liability company (the "Grantee").
2. RECITALS
2.1 WHEREAS, Grantor is the owner of transmission structures, subtransmission
structures, conduits, and associated civil works ("Structures") and has certain
rights to use easements and/or rights of way within which the Structures are
located in the State of Connecticut, the Commonwealth of Massachusetts, the
State of Maine and the State of New Hampshire as part of Grantor's electric
transmission system;
2.2 WHEREAS, Grantee seeks to use certain of the Structures to install a fiber
optic cable which will consist of not less than 48 and not more than 144
singlemode fiber optic filaments, at least 36 of which will be used by Grantee
for its communication system and 12 of which will be used by Grantor for its
communication system or otherwise as permitted by this Agreement; and
2.3 WHEREAS, the parties have entered into an agreement of even date relating to
portions of Cable, hereinafter defined, installed after the date hereof; and
2.4 WHEREAS, Grantor is willing to grant the use of certain of its Structures
for the purposes described in clause 2.2 and to grant the use of certain of the
fiber optic filaments in the fiber optic cable, once it is installed, in
exchange for the payment of certain annual fees and the right of use of 12
singlemode fiber optic filaments.
NOW THEREFORE, in consideration of the mutual covenants, terms, and conditions
contained in this Agreement, the parties agree as follows:
3. DEFINITIONS
3.1 Activation Date - The date on which the Cable on a Route Segment is accepted
by the parties as operational.
3.2 Cable - Fiber optic filaments consisting of either NUNet, NEON, or both, and
any suitable core, jacketing or sheath.
3.3 Grantee's Space - Floor space to be provided to Grantee by Grantor, as
available in the sole judgment of Grantor, in existing facilities or in New
Buildings of Grantor along the Route for the placement of Equipment to be used
solely in connection with NEON.
3.4 Grantor's Space - Floor space to be provided to Grantor by Grantee in New
Buildings or facilities of Grantee for the placement of Equipment to be used
solely in connection with NUNet.
3.5 NEON - The fiber optic filaments in the Cable (other than the 12 fibers to
be used by Grantor as NUNet), Grantee's Equipment and Grantee's Space.
3.6 NUNet - Twelve fiber optic filaments in one or more single color-coded tubes
within the Cable, Grantor's Equipment and Grantor's Space.
3.8 Route - That portion of Grantor's transmission route designated in Exhibit
3.26 attached to the Complete Agreement referred to in Section 8.1.
3.9 Route Segment - A portion of the Route between any two of the numbered
points set forth in Exhibit 3.26 attached to the Complete Agreement referred to
in Section 8.1. The Route Segment includes a location within the cities or towns
and counties listed in Exhibit 3.10.
4. Grantee'S RIGHT TO USE; OBLIGATION TO BUILD
4.1 Grant of Right. Grantor grants to Grantee the indefeasible right of use of
the fiber optic filaments within the Cable as it is placed on the Grantor's
Structures, except for the 12 fiber optic filaments reserved for the Grantor's
use.
4.2 Limitation on Use. Grantee shall use NEON solely to serve its customers in
accordance with applicable state and federal regulations.
4.3 Other Cables/Facilities. This Agreement shall not be construed as limiting
or restricting Grantor in any manner from using its structures, easements and/or
rights of way for the installation of its fiber optic cables or
telecommunication facilities for its own use or that of third parties.
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5. OWNERSHIP OF THE CABLE
5.1 Title. Legal title to the Cable and to any item of Equipment installed upon
the Grantor's Structures shall be held by Grantor. With respect to the Cable and
NUNet, Grantor shall have absolute legal and beneficial ownership, subject to
certain restrictions set forth in the Complete Agreement. With respect to the
NEON fibers installed upon the Grantor's Structures, Grantor shall hold legal
title to the same as Grantee's nominee and, with respect to such property,
Grantee shall have the right of use granted in Section 4 of this Agreement and
will be the beneficial owner.
5.2 Reversion of Beneficial Ownership. Grantee's right of use under Section 4 of
this Agreement and beneficial ownership of NEON shall revert to the Grantor upon
termination of this Agreement or of any applicable Route Segment.
6. TERM AND TERMINATION
6.1 Period. The term of this Agreement shall be for a period (the "Term")
commencing on September 27, 1994 and ending on September 27, 2024 ("the Ending
Date") and shall automatically renew on September 27, 2024 and thereafter for
five year periods until terminated by either party upon notice given one year or
more prior to September 27, 2024 or any renewal date thereafter.
7. SHORT FORM; INCONSISTENCIES
7.1 Short Form. The parties have entered into another agreement of even date
regarding the same subject matter which other agreement contains further
provisions concerning the relationships between the parties (the "Complete
Agreement"). This Agreement is a shortened form of the Complete Agreement and is
created solely for the purpose of recording or filing it in appropriate public
records. In the event of any inconsistencies between this Agreement and the
Complete Agreement, the provisions of the Complete Agreement shall control.
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IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the day
and year first above written.
Witnessed by: Northeast Utilities Service Company
/s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxxxxxxxxx
---------------- -----------------------------------------
Print Name: Xxxxx X. Xxxxxxxxxxx
Title: Vice President - Energy Delivery
The Connecticut Light and Power
Company
/s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxxxxxxxxx
---------------- -----------------------------------------
Print Name: Xxxxx X. Xxxxxxxxxxx
Title: Vice President - Energy Delivery
Western Massachusetts Electric
Company
/s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxxxxxxxxx
---------------- -----------------------------------------
Print Name: Xxxxx X. Xxxxxxxxxxx
Title: Vice President - Energy Delivery
Public Service Company of New
Hampshire
/s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxxxxxxxxx
---------------- -----------------------------------------
Print Name: Xxxxx X. Xxxxxxxxxxx
Title: Vice President - Energy Delivery
NECOM LLC, by its
Manager FiveCom,
Inc.
/s/ Xxxx Strannen By: /s/ Xxxxxx Xxxxxxxxxx
---------------- -----------------------------------------
Print Name: Xxxxxx Xxxxxxxxxx
Title: President
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State of Connecticut February 26, 1998
County of Hartford, ss. Berlin
Personally appeared Xxxxx X. Xxxxxxxxxxx, the Vice President of
Northeast Utilities Service Company, and acknowledged the foregoing instrument
to be the free act and deed of Northeast Utilities Service Company, before me,
/s/ Xxxxxxx X. Xxxxxx
---------------------------------
affix notarial print name:
seal Notary Public
My Commission expires: 12/31/2000
State of Connecticut February 26, 1998
County of Hartford, ss. Berlin
Personally appeared Xxxxx X. Xxxxxxxxxxx, the Vice President of The
Connecticut Light and Power Company, and acknowledged the foregoing instrument
to be the free act and deed of The Connecticut Light and Power Company, before
me,
/s/ Xxxxxxx X. Xxxxxx
---------------------------------
affix notarial
seal Notary Public
My Commission expires: 12/31/2000
State of Connecticut February 26, 1998
County of Hartford, ss. Berlin
Personally appeared Xxxxx X. Xxxxxxxxxxx, the Vice President of Western
Massachusetts Electric Company and acknowledged the foregoing instrument to be
the free act and deed of Western Massachusetts Electric Company, before me,
/s/ Xxxxxxx X. Xxxxxx
---------------------------------
affix notarial
seal Notary Public
My Commission expires: 12/31/2000
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State of Connecticut February 26, 1998
County of , ss.
Personally appeared Xxxxx X. Xxxxxxxxxxx, the Vice President of Public
Service Company of New Hampshire, and acknowledged the foregoing instrument to
be the free act and deed of Public Service Company of New Hampshire, before me,
/s/ Xxxxxxx X. Xxxxxx
affix notarial ---------------------------------
seal
Notary Public
My Commission expires: 12/31/2000
State of Xxxxxxxxxxxxx ,0000
County of , ss.
Personally appeared ________________________, the
______________________ of NECOM LLC, and acknowledged the foregoing instrument
to be the free act and deed of NECOM LLC, before me,
affix notarial ---------------------------------
seal
Notary Public
My Commission expires: 12/31/2000
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EXHIBIT 3.10
Cities or Towns and Counties in which the Route Segment is located and in which
this agreement is to be filed or recorded
State County Municipality
----- ------ ------------
CONNECTICUT Hartford East Hartford
East Windsor
Hartford
Manchester
South Windsor
Tolland Ellington
Somers
MASSACHUSETTS Hampden Chicopee
Hampden
Ludlow
Springfield
Wilbraham
NEW HAMPSHIRE Hillsborough Bedford
Goffstown
Xxxxxx
Litchfield
Manchester
Merrimack
Nashua
Merrimack Hooksett
Rockingham Candia
Deerfield
Londonderry
Nottingham
Strafford Barrington
Dover
Durham
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State County Municipality
NEW HAMPSHIRE Xxxxxxxxx Xxx
Madbury
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