License Agreement

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WIRED TELECOMMUNICATIONS LICENSE AGREEMENT 
AND RIGHT-OF-WAY USE AGREEMENT 
BETWEEN THE CITY OF GLENDALE 
AND FLYING BULL INTERNET, LLC DBA  
NOVOS FIBER 
 
This Wired Telecommunications License (“License”) and Right-of-Way Use Agreement (“Agreement”) is 
effective as of this ____ day of _________, 2025, by and between the City of Glendale, an Arizona 
municipal corporation (“City”) and Flying Bull Internet, LLC dba Novos Fiber, a Texas limited liability 
company (“Licensee”). 
RECITALS 
WHEREAS, City owns public street and alley right-of-way and public utility easements within the 
boundaries of the City of Glendale; and 
WHEREAS, NOVOS FIBER has obtained from the Arizona corporation commission a certificate of 
convenience and necessity by Decision No. 79667 dated January 22, 2025, (the “CC&N”); and  
WHEREAS, NOVOS FIBER desires the ability to able to install future Facilities withing the right-of-way 
and operate, maintain and repair existing Facilities within a portion of the right-of-way, subject to the 
requirements of this License and Agreement: and 
WHEREAS, NOVOS FIBER has applied to City for permission to continue using the right-of-way to 
maintain its existing Fiber Optic Networks and provide Telecommunications Services; and 
WHEREAS, city is authorized to regulate its streets, alley and public utility easements, and to grant, renew, 
deny , amend and terminate licenses for and otherwise regulate the installation, operation and maintenance 
of such Facilities within the City’s boundaries pursuant to City Charter, Glendale City code, and by virtue 
of federal (47 U.S.C. § 253) and state statutes (including, but not limited to A.R.S §§ 9-581, 9-582, and 9-
583), by the city’s police powers, its authority over public right-of-way, and its other governmental powers 
and authority; and 
WHEREAS, City wants to reserve rights to construct and use and allow others to construct and use all 
manner of additional improvements in the right-of-way; and 
WHEREAS, NOVOS FIBER agrees to provide and maintain accurate maps showing the location of all 
Facilitates owned by NOVOS FIBER on public property including public utility easements within City, 
and to comply with such other mapping requirements as City may establish from time to time; and 
WHEREAS, NOVOS FIBER will secure the appropriate licenses, encroachment and other permits acquired 
by the City Code for the placement of its Facilities placed in the City’s boundaries; and 
WHEREAS, NOVOS FIBER has agreed to comply with the public property use requirements that City has 
established and may establish from time to time; and 
NOW THEREFORE, for and in consideration of the foregoing, the amounts hereinafter to be paid by 
NOVOS FIBER and the covenants and agreements contained herein to be kept and performed by NOVOS 
FIBER, and for other good and valuable considering, the City herby grants to NOVOS FIBER a 
30th
January

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telecommunication license (“License”) and permission to use the public right-of-way pursuant to the terms 
and conditions set forth herein. 
SECTION 1. Definitions 
ACC means the Arizona Corporation Commission. 
A.R.S means Arizona Revised Statutes. 
Backbone means a high-speed network that interconnects smaller, independent networks and is the 
through-portion of a transmission network (not the spurs that branch off). 
Cable Services and Cable System shall have the same meaning as defined in Chapter 10 of the Glendale 
City code. 
Call means the operations required to set up or establish, maintain, and terminate or release a connection 
through a telephone network in support of a communication between two or more stations. A call comprises 
a sequence of events that begins when and end user at an originating station initiates a call request to a 
switch that may work in conjunction with other switches to establish a connection to an end user at a 
destination station and concludes when one party (user) terminates the connection. 
Claim(s) means and includes losses, claims, damages, suits, actions, payments, judgements, demands, 
reasonable expenses and costs, including, but not limited to, reasonable attorney’s fees incurred through all 
appeals. 
Coarse Wavelength Division Multiplexing (“CWDM”) is a variation of WDM that carries four to eight 
wavelengths per fiber or more that is designed for short to medium-haul networks (regional and 
metropolitan areas). 
Commercial Mobile Radio Services means two-way voice commercial mobile radio service as defined by 
the FCC in 47 U.S.C § 157. 
Common Carrier means a private company offering interstate or foreign communication by wire or 
radio or the interstate of foreign transmission of energy to the general public on a non-discriminatory 
basis. 
Conduit means a pipe of either metal, ceramic or plastic that is designed to protect buried cables. 
Conduit System means any combination of Ducts, Conduits, manholes and handholes joined to form 
an integrated whole. 
Contractor means any person, firm, partnership, corporation, association or other organization, or a 
combination of any of them, that performs services or provides goods relating to this Agreement. 
Contractor shall include any subcontractor hired and/or used by NOVOS FIBER Contractors for the 
performance of services or provision of goods relation to this Agreement. 
Dark Fiber means fiber optic strands that are not connected to the transmission equipment. 
Dense Wavelength Division Multiplex: (“DWDM”) is a variation of WDM but with much higher 
bandwidth and density. Using DWDM, up to 80 or more separate wavelengths or channels of data 
can be multiplexed on a single optical fiber. Each channel carries a time division multiplexed (TOM) 
signal. Since each channel can carry up to 2.5 Gbps, up to 200 billion bits per second can be delivered 
by the optical fiber simultaneously.

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Duct means a single enclosed tube, pipe or channel for enclosing and carrying cables, wires, and 
other facilities. 
Equipment means any tangible asset used to install, repair, or maintain Facilities in any ROW. 
Facilities means the plant, equipment, and property used int eh provision communication and 
telecommunication services and not owned by the city, including but not limited to poles, wires, 
pipe, conduits, pedestals, antenna, and other appurtenances placed in, on, or under Public Highways. 
FCC means the Federal Communications Commission. 
Fiber Optic Network is a communication system consisting of an optical transmitter to convert an 
electrical signal into an optical signal to send into the optical fiber, a cable containing bundles of 
multiple optical fibers that is routed through underground conduits and buildings, multiple kinds of 
amplifiers, and an optical receiver to recover the signal as an electrical signal. 
Information Service means the offering of a capability for generating, acquiring, storing, 
transforming, 
processing, 
retrieving, 
utilizing, 
or 
making 
available 
information 
via 
telecommunications. 
Inner-Duct means a pathway created by subdividing a Duct into smaller channels. 
Intrastate Call means a call that originates and terminates in a single state. 
Interstate Call means a call that originates in one state and terminates in a different state (or country). 
Interstate Telecommunications Services Provider means a Telecommunications Corporation that 
places underground or above ground Facilities in the Public Highway for interstate 
telecommunications services. 
Interstate Traffic means a communication or transmission that originates in any state, territory, 
possession of the United States, or the District of Columbia and terminates in another state, territory, 
possession, or the District of Columbia. 
Manhole means an enclosure, usually below ground level and entered through a hole on the surface 
covered with a cast iron or concrete manhole cover, which personnel may enter and use for the 
purpose of installing, operating and maintaining cable and fiber in a Conduit. 
Multichannel Video System includes; 
a) A “cable system”, as the term is defined in title VI of the Federal Communications Act of 
1934, providing service within the City; 
b) An “Open Video System”, as the term as defined in title VI of the Federal Communications 
Act of 1934, 47 U.S.C § 573 and implementing regulations (47 CFR § 76.1500), providing 
services within the City; 
c) Any other system providing Multichannel Video Programming Services within the City where the 
service is transmitted in whole or in part via wires or lines that are in or cross any ROW within the 
City. The preceding sentence shall apply whether the provide owns, leases or otherwise obtains the 
right to use the wires or lines, including wires or lines of telecommunications provide used pursuant 
to tariff or other for that purpose; 
d) Any other system providing Multichannel Video Programming Services within the City where a 
license or similar permission or approval from the City is required under applicable law.

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For purposes of this License, “Multichannel Video Programming Services” means multiple channels 
of video programming where some o all of the video programming is generally considered 
comparable to programming provided by a television broadcast station or by a direct to home satellite 
service. Multichannel Video Programming Services specifically includes, but is not limited to, 
“cable service” as the term is used in Title VI of the Federal Communications Act of 1934. 
Parties shall collectively mean the City of Glendale and NOVOS FIBER of Arizona. 
Point of Presence (POP) means a telecommunications facility where network equipment is located 
to be used to connect customers to a network backbone. 
Provider means a Telecommunications Corporation that constructs, installs, operates or maintains 
telecommunications Facilities in the City Public highways. 
Public Emergency means any condition which, in the opinion of City officials, poses an immediate 
threat to the lives or property of the citizens of Glendale or others caused by any natural or man-
made disaster, including but not limited to, storms, floods, fire, accidents, explosions, major water 
main breaks, hazardous material spills, etc. 
Public Highway means the roads, streets and alleys and all other dedicated public ROW and public 
utility easements of the City. 
Public Service Corporation means a corporation engaged in furnishing gas, oil, or electricity for 
light, fuel, or power; or in furnishing water for irrigation, fire protection, or other purposes; or in 
furnishing, for profit, hot or cold air or steam for heating or cooling purposes; or engaged in 
collecting, transporting, treating, purifying and disposing of sewage through a system, for profit; or 
in transmitting messages or furnishing public telegraph or telephone service, and all corporations 
other than municipal, operating as common carriers. However, a message transmitting company is 
only a public service corporation if it is a common carrier. 
Right-of-Way (“ROW”) shall have the same meaning as Public Highway. 
Service Lateral means an underground facility that is used to transmit, distribute, or furnish 
communications from a common source to an end-use customer. 
Telecommunications Services means the offering of telecommunications for a fee directly to the 
public, or to such users as to be effectively available directly to the public, regardless of the facilities 
used. 
Wavelength Division Multiplexer (“WDM”) means a device that combines optical signals from 
multiple different single-wavelength end devices onto a single fiber. WDM carries two to four 
wavelengths per fiber. 
SECTION 2. Permission to Use Right-of Way 
2.1 
Subject to the provisions of this Agreement, the Glendale City Code, the City Glendale 
Charter, and Arizona and federal law, City hereby grants NOVOS FIBER permission to use the 
designated portions of the right-of-way (“ROW”) pursuant to the terms and conditions of the License 
and Agreement. 
2.2 
NOVOS FIBER’s use and occupation of the ROW shall in all respects conform to all and 
each of the following provisions:

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2.2.1 
Permitted Uses. NOVOS FIBER shall use the portions of the ROW solely of the uses 
allowed under this License and Agreement and shall conduct no other activity at or from 
those designated portions of the ROW as described on Exhibit A. The permitted uses are 
limited to the following: 
 
2.2.1.1 Constructing, maintain, repairing and operating the Facilities as described in 
 
this Agreement. 
 
2.2.1.2 To the extent that any Fiber Optic Networks within the route within the City 
 
carry intrastate and/or intestate Calls as referenced by A.R.S. §§ 9-582 and 9-583, the
 
City hereby grants NOVOS FIBER a revocable and nonexclusive Telecommunications
 
License  (“License”) to run concurrently with the term of this Agreement. 
2.2.1.3 NOVOS FIBER may locate its Fiber Optic Network in the ROW at the locations 
shown on the maps submitted to and approved by the City as part of the City’s permitting 
process and should be deemed Critical Infrastructure. 
2.2.1.4 Such additional related uses for which City may give or retract consent from time 
to time. Such additional uses may only be conducted following City’s sole and absolute 
discretion. 
2.3 
All other uses of the ROW are prohibited. NOVOS FIBER may not allow third parties to use the 
Facilities for any use that NOVOS FIBER itself does not have the authority under this License and 
Agreement to use the Facilities for. 
2.3.1 
The Telecommunications License granted by this Agreement does not allow NOVOS 
FIBER to provide one-way transmissions by anyone directly to customers or any other type of 
video programming to other programming or transmission that may be subject to a cable television 
license or franchise. This License doe does not allow a Multichannel Video System and/or the 
providing of Multichannel Video Programming Services. 
2.3.2 
If NOVOS FIBER ever obtains or seeks federal, state or local approval to provide a cable 
system or open video system (“Video Services”) over the Fiber Optic Networks, this License and 
Agreement shall remain in effect according to its terms and NOVOS FIBER shall continue to pay 
any fee required by this Agreement, regardless of any legal or regulatory provisions, permits or 
other processes or rules that might now or hereafter provide otherwise. 
 
2.3.3 
Without limiting the other amendment or waiver provisions of this License and Agreement, 
no change to or waiver of this Agreement’s provisions regarding Video Services is effective 
without a formal amendment to this Agreement executed by City after approval by the City 
Council. City has not promised any such amendment or waiver. This agreement does not prohibit 
the parties from entering into other agreements regarding the Fiber Optic networks or Conduit 
Systems, should both parties desire to do so in their sole and absolute discretion. 
2.4 
The authority to install and construct any Conduit System and/or Fiber Optic Networks on City 
property granted herein authorizes NOVOS FIBER only to install such Fiber as is necessary to construct 
and operate the infrastructure described in this Agreement in order to provide the authorized Services and 
does not authorize NOVOS FIBER to install or construct any Facilities not expressly provided or in this 
Agreement.

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2.5 
To the extent that NOVOS FIBER uses the City’s ROW to provide services other than the 
telecommunications services as defined by A.R.S. § 9-581, such use and/or occupation of the ROW is 
subject to the terms and conditions of this Agreement and any applicable fees, permits and laws. 
2.6 
NOVOS FIBER shall comply with all applicable laws as amended from time to time, including but 
not limited to, the Glendale City Code and the City Charter and Arizona and federal law in the exercise and 
performance of its rights and obligations under this Agreement. If it is necessary for NOVOS FIBER to 
comply with any law or regulation of the FCC or the ACC to engage in the business activities anticipated 
by this Agreement, NOVOS FIBER shall comply with such laws or regulation as a condition precedent to 
exercising any rights granted by this Agreement. Provided, however, no such law or regulation of the FCC 
or ACC shall enlarge or modify any of the rights or duties granted by this Agreement without a written 
medication to this Agreement. 
SECTION 3. Non-Exclusive Rights/Priority Rights 
3.1 
This grant is not exclusive, and nothing herein contained shall be construed to prevent City from 
granting other like or similar grants or privileges to any other person, firm or corporation, or to deny to or 
lessen the powers and privileges granted City under the Constitution and laws of the State of Arizona. 
3.2 
Any and all rights granted to NOVOS FIBER shall be subject to the prior and continuing right of 
City to use the ROW exclusively or concurrently, with any other person or persons, and to manage City’s 
own Facilities. Any and all rights granted to NOVOS FIBER shall also be subject to all deeds, easements, 
dedications, conditions, covenants, restrictions, encumbrances, and claims to title which may affect public 
property. Nothing in this License shall be construed to grant, convey, create or vest a perpetual real property 
interest in land to NOVOS FIBER, including any fee or leasehold interest, easement, or any franchise rights. 
3.3 
Any right or privilege claimed pursuant to this Agreement by NOVOS FIBER for any use of any 
public ROW shall be subordinate to: A) any prior or subsequent lawful occupancy or use thereof by the 
City or any other governmental entity; B) any prior lawful occupancy or use thereof by any other person; 
C)and to any prior easements therein, provided however, that nothing herein shall extinguish or otherwise 
interfere with property rights established independently of this Agreement. 
3.4 
There is hereby reserved to City every right and power required pursuant to this Agreement to be 
herein reserved or provided by any lawful ordinance or the Charter of the City, and NOVOS FIBER by its 
execution of this Agreement agrees to be bound thereby and to comply with any lawful action of lawful 
requirements of the City in its exercise of such rights or power, heretofore or hereinafter enacted or 
established. Neither the granting of any Agreement nor any provision hereof shall constitute a waiver or 
bar to the exercise of any lawful governmental right or power of City. 
3.5 
By executing this Agreement, City does not waive any rights that it may have against any public 
utility or other property owner to require that such owners obtain prior approval from the City for such uses 
of their property or facilitates, or that revenues received by any public utility or other property owner from 
NOVOS FIBER, by virtue of NOVOS FIBER’s use of their property or facilities be included in the 
computation of any use agreement fees owed by such parties to the City. 
3.6 
Nothing in this Agreement shall be construed to prevent the City from abandoning, altering, 
improving, repairing, or maintaining its Facilitates and/or the ROW, and for the purpose to require NOVOS 
FIBER, at no expense to the City, to remove, relocate or abandon in place NOVOS FIBER’s Facilities in 
order to accommodate the activities of the City. Such decision to ask NOVOS FIBER to remove, relocate 
or abandon in place NOVOS FIBER’s Facilities in order to accommodate the activities of the City shall be

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thoughtfully considered and the City shall use reasonable efforts to avoid repeated impact on NOVOS 
FIBER’s Facilitates. The City shall not be liable for lost revenues sustained by NOVOS FIBER, however 
caused, because of damage, modification, alteration, or destruction of its Facilitates in the ROW, when such 
costs or lost revenues result from the construction, operation, and/or maintenance of city Facilities and/or 
the ROW, provided that the activities resulting in such costs or lost revenues are conducted in accordance 
with applicable laws and regulations. 
SECTION 4. Notice of Other Users 
4.1 
NOVOS FIBER may enter into contracts with unrelated third parties (“Users”) in the ordinary 
course of NOVOS FIBER’s business for use of the Conduit Systems and/or Fiber Optic Networks within 
the portions of the ROW subject to this Agreement. Such contracts (“User Contracts”) shall be subject to 
all requirements and provisions of the Agreement and the following: 
4.1.1 
Such Users shall not perform any construction, maintenance, repair or other work of any 
kind in the ROW related to the Fiber Optic Networks or Conduit System(s) and the identity of such 
Users must be disclosed to the City upon request, but such information will be considered 
Confidential and Proprietary under Section 31.2.3. All User Contracts shall prohibit such Users 
from performing any construction, maintenance, repair or other work of any description in the 
ROW related to the Fiber Optic Networks or Conduit System(s), unless such Users have an 
agreement with the City. 
4.1.2 
In the event the Uder Contract provides for the User to construct, install, operate or 
maintain any portion of the Fiber Optic Networks or Conduit System(s) within the route in the 
ROW, no such arrangement shall proceed until the User enters into an Agreement with the City for 
use of the City’s ROW. 
4.2 
NOVOS FIBER shall cause to comply with this Agreement all persons using the ROW through or 
under NOVOS FIBER or this Agreement. NOVOS FIBER is responsible for any violations of this 
Agreement by persons using the ROW through or under NOVOS FIBER or this Agreement. 
SECTION 5. Description of the Services and Routes 
5.1 
NOVOS FIBER uses its Fiber Optic Network to offer voice, data, and internet services over fiber. 
5.2 
NOVOS FIBER’s current initial planned routes for its Conduit Systems and Fiber Optic Networks 
are shown on Exhibit A. NOVOS FIBER has 0 Linear Feet of owned conduit in the ROW within the City. 
SECTION 6. Regulatory Conditions Relating to the Right-of-Way Usage 
For purposes of the Agreement, whenever work is done in the ROW relating to any of the Facilities, 
NOVOS FIBER agrees that is solely responsible for the acts, errors, omissions, and any negligence of any 
or all of its Contractors and the obligations of Sections 6 and 7 are imposed on both NOVOS FIBER and 
any of its Contractors, for whom NOVOS FIBER will be responsible. NOVOS FIBER will ensure that 
NOVOS FIBER and it Contractors comply with Public ROW use requirements as follows: 
6.1 
Registration. NOVOS FIBER agrees to register with the City by completing an application or 
renewal application form and paying the application fee. 
6.2 
Notice of Changes. NOVOS FIBER shall file a proposed amendment to the registration before it 
makes any change that would render the registration information incomplete or inaccurate. A change of 
NOVOS FIBER’s name or address must be filed at least sixty (60) days prior to the date the change becomes

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effective; a change in the telephone number must be filed ten (10) days before the change becomes effective; 
and in the case of a change in the Facilities (by addition, subtraction or modification or movement), the 
change in Facilities must be filed at least sixty (60) days before work commences on the Facilitates unless 
the relocation was ordered ty the City. In the case of a change in the category of services offered, the change 
must be noticed thirty (30) days before the earlier of the date the service commences, or NOVOS FIBER 
begins marketing the service. 
6.3 
NOVOS FIBER is completely responsible for ensuring that its Facilities are constructed, installed, 
operated and/or maintained in accordance with the City of Glendale City Code and established practices 
with respect to such public ROW and easements such as the proper permits being applied for prior to 
commencing any work and that the terms and conditions of such permits are strictly followed. 
6.4 
NOVOS FIBER’s use of the public ROW and easements under the control of the City shall be 
according to plans approved by the City Engineer, provided that such approval shall not be unreasonably 
withheld or delayed. 
6.5 
The facilities to be constructed, installed, operated, maintained, upgraded and removed hereunder, 
shall be so located or relocated as to interfere as little as possible with traffic or other authorized uses within 
said public ROW and easements. Any phases of construction and/or installation relating to traffic control, 
backfilling, compaction and paving, as well as the location or relocation of said Facilities shall be subject 
to regulation by the City Engineer. 
6.6 
NOVOS FIBER and its agents shall be subject to the City’s exercise of such police, regulatory and 
other powers as it now has or may later obtain, and NOVOS FIBER may not waive the application of the 
same. City shall have continuing jurisdiction and supervision over any Facilities located within or on public 
ROW. Daily administrative, supervisory, and enforcement responsibilities shall delegate and entrusted to 
the City Manager or designee to interpret, administer and enforce the provisions of this License Agreement. 
SECTION 7. Plan Approval, Permits and Inspection 
7.1 
No Facilities shall be changed, installed, constructed, located on, or attached to any property within 
the City ROW, public utility easements and any other easements dedicated to the City until NOVOS FIBER 
has applied for and received approval for permits from the City Engineer. NOVOS FIBER shall be solely 
responsible for any all acts, errors, omissions and negligence of its Contractor(s) who are involved in the 
installation, construction, maintenance, repair, location, relocation and any other activity involving NOVOS 
FIBER’s Facilities subject to this License and Agreement. Additionally, NOVOS FIBER and it 
Contractor(s) shall comply with all other provisions of the Glendale City Code, including but not limited 
to Chapter 28 regarding off-site construction, Chapter 30 regarding street and sidewalks, and other 
applicable City and/or Maricopa County regulations. All rights hereunder are granted under the express 
condition that the City shall have the power at any time to impose lawful restrictions and limitations upon, 
and to make regulations as to NOVOS FIBER’s use of the public ROW as may deemed best for the public 
interest, safety, or welfare to the same extent that such restrictions and limitations are applied to all non-
governmental users of the public ROW. 
7.2 
NOVOS FIBER shall submit the applicable Permit Application(s) together with the details, plans 
and specifications for City review and approval, and pay all applicable application, review and inspection 
fees prior to any and all construction work performed pursuant to the rights granted under this Agreement. 
NOVOS FIBER and/or its Contractor(s) shall abide by all stipulations of all licenses and permits issued. If 
NOVOS FIBER desires to change the location of any portion of the Conduit System(s) and/or Fiber Optic 
Network(s), including any related Facilities or equipment, from the set forth in the initial Permit Application

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NOVOS FIBER shall apply for and obtain approval for an amendment to the permit prior to installation or 
construction. 
7.3 
The City may issue reasonable policy guidelines to all licensees/users to establish procedures for 
determining how to control issuance of engineering permits to multiple licensees/users for the same one-
mile segments of their Facilities. NOVOS FIBER agrees to cooperate with the City in establishing such 
policy and comply with the procedures established by the City Engineer or designee to coordinate the 
issuance of multiple engineering permits in the same one-mile segments. 
7.4 
City will approve or deny such applications based on the availability of space at the location sought 
by NOVOS FIBER, safety and other consideration in accordance with the City’s Code, applicable ROW 
construction regulations and other appliable law. NOVOS FIBER and/or its Contractor(s) agree to comply 
with the terms of any City-issued licenses and permits. 
7.5 
Any new conduit or other Facilities placed in the ROW will be constructed using industry standard 
horizontal directional drilling, missile boring, and trenching construction methods. Other material placed 
in the ground may include concrete manholes, generally 4x4x4, pull boxes/handholes, utility boxes, and 
HDPE couplings and elbow, fiber optic cable, splice cases, tracer wire, grounding material, mule tape, jet 
string and conduit plugs. NOVOS FIBER and/or its Contractor(s) will install any new Conduit and access 
points (manholes/pull boxes) using industry standard practices and in full compliance with Uniform 
Standard Specifications and Details for Public Works Construction sponsored and distributed by the 
Maricopa Association of Governments as amended hereinafter referred to as “MAG”, the City’s 
supplements to MAG, and the City of Glendale Utility Permit and Construction Manual. 
7.6 
The City shall have the right to inspect all construction or installation work performed subject to 
the provisions of this License and to make such tests as it shall find necessary to meet City standards as set 
forth in the City of Glendale Utility Permit and Construction Manal and the MAG Uniform Standard 
Specifications and Details for Public Works Construction and the City of City Supplements thereto and to 
ensure compliance with the terms of this License and other pertinent provisions of law. 
7.7 
Any new Conduit system(s) and/or Fiber Optic Network(s) shall be installed in multiple phases as 
agreed upon by NOVOS FIBER and the City. If portions of this project will take place on the major arterial 
streets in City, NOVOS FIBER and City will work to minimize the inconvenience to the citizens of City 
and others who use those major arterial streets impacted by the project by developing segments of the 
project to be completed in sequence. 
7.8 
Any Conduit systems and/or Fiber Optic Network(s) to be constructed, installed, operated and 
maintained under this Agreement shall be located or relocated so as to interfere as little as possible with 
traffic, existing utilities or other authorized uses over, under or through said streets and public ways. 
NOVOS FIBER shall not install, operate, or allow the use of equipment, methodology or technology that 
may or would interfere with the optimum effective use or operation of City’s existing or future fire, 
emergency or other communications equipment, methodology or technology (i.e., voice or other data 
carrying receiving or transmitting equipment). If such interference should occur, NOVOS FIBER shall 
immediately discontinue using the equipment, methodology or technology that causes the interference. Any 
such corrective measures shall be made at no cost to City. NOVOS FIBER shall be responsible to ensure 
compliance with this Agreement by all persons using the ROW through or under NOVOS FIBER or this 
Agreement. 
7.9 
Co-location. NOVOS FIBER’s installation of the Facilities shall be reasonably coordinated with 
other utilities and City to accommodate opportunities for common installation along with NOVOS FIBER’s

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route as set forth in this Agreement. All installations of cable and/or fiber shall be in Conduit or innerduct 
as reasonably approved by the City Engineer. Provided, however, nothing herein shall require NOVOS 
FIBER to incur any material additional expense to accommodate common installations. 
7.10 
Although the exact placement and location of any additional Facilities shall be determined by City 
through the permit process, NOVOS FIBER has expressed its intent and City has expressed its desire to 
have any Facilities installed outside of the paved street areas whenever such location is feasible and 
reasonable. Further, if it is the intent and desire of NOVOS FIBER for the Conduit System to be placed by 
horizontal directional drilling under such streets when feasible and reasonable, bore profiles based on 
vacuum pothole information shall be part of the engineered plans submitted to the City. Arterial streets 
shall not be bored unless approved by the City Engineer. In the event that a street opening in new pavement 
or resurfaced pavement cannot be avoided, NOVOS FIBER agrees to pay a surcharge fee to cover damages 
and early deterioration will be assessed for cutting new or resurfaced pavements less than seven years old. 
7.11 
NOVOS FIBER shall also provide and identify a representative, such as a project manager, who 
shall be the contact person for the City during any construction periods. 
7.12 
Prior to start of any construction work, NOVOS FIBER shall provide written notice to all adjacent 
or affected residents or businesses at least for-eight (48) hours in advance of any street, alley, sidewalk, and 
driveway closures and make suitable arrangements to have all vehicles moved to a satisfactory location 
outside the closed area. 
7.12.1 If an emergency requires activity without such written notice, NOVOS FIBER shall use 
reasonable best efforts to provide timely actual notice to the owners or other persons having lawful 
control of the adjoining property. Upon request, NOVOS FIBER shall promptly furnish to City 
documentation of such permission from such other affected property owner or tenant. 
7.13 
Whenever NOVOS FIBER or its Contractors shall cause any opening or alteration to be made for 
any purpose in any public streets, or public places, the opening or alteration shall be completed and restored 
with due diligence within seven (7) business days. NOVOS FIBER shall upon the completion of the opening 
or alteration, restore the property, improvements or landscaping disturbed by NOVOS FIBE or its 
Contractors to a condition substantially comparable to the condition before the opening or alteration and 
the restoration shall be performed with due diligence within a reasonably prompt time. 
7.14 
Traffic Control. 
 
7.14.1 All Traffic shall be regulated in accordance with MAG; the City of Phoenix Barricade 
Manual, latest edition, available through the City of Phoenix Traffic Engineering; the Manal on 
Unform Traffic Control Devices (MUTCD); any Special Provisions included herein. 
 
7.14.2 At the time of the pre-construction conference, NOVOS FIBER shall designate an 
American Traffic Safety Services Association (ATSSA) certified individual who is well qualified 
and experienced in construction traffic control and safety, to be responsible for implementing, 
monitoring, and altering traffic control measures as necessary to require that traffic is carried 
through the work area in an effective manner and that motorists, pedestrians, bicyclists, and workers 
are protected from hazard and accidents. At the same time, the City shall designate a representative 
who will be responsible to see that all traffic control and traffic control alterations are implemented 
per these traffic control specifications. 
 
7.14.3 NOVOS FIBER shall have the full responsibility and liability for traffic control for work 
performed by NOVOS FIBER or their Contractors. NOVOS FIBER shall submit a Traffic Control

11 
 
Plan to Traffic Engineering for approval one week prior to beginning work under this Agreement. 
It shall be noted Traffic under this Agreement shall include all motor vehicles, bicyclists, and 
pedestrians. NOVOS FIBER shall not begin construction until the Traffic Control Plan is approved 
by the City. An approved Traffic Control Plan shall be maintained onsite during all phases of 
construction, otherwise construction will cease until the Traffic Control Plan is approved. 
 
7.14.4 During construction it may be necessary to alter traffic control as approved by Traffic 
Engineering. Alterations to traffic control shall be in accordance with the latest edition of Part VI 
of the Manual on Uniform Traffic Control Devices: “Traffic Control for Streets and Highway 
Construction and Maintenance Operations”; the latest edition of the City of Phoenix Traffic Control 
Manual, latest edition. The most restrictive manual shall apply. NOVOS FIBER shall pay any and 
all applicable barricade fees. 
 
7.14.5 City will make no payment for traffic control. The cost for any fees shall be NOVOS 
FIBER’s responsibility. 
 
7.14.6 In the event NOVOS FIBER or its Contractor(s) damages any traffic signal equipment, 
traffic signal conduit, loop detectors and/or circuits, it shall have them repaired immediately at its 
expense by an electrical Contractor that has had traffic signal experience which is pre-approved by 
the City. Any damage caused by NOVOS FIBER or its Contractor(s) that is repaired by the City 
will be billed to NOVOS FIBER at cost. 
 
7.14.7 Pedestrian access shall be maintained along the length of the project at all times per the 
requirements of the ADA and as approved by Traffic Engineering. 
 
7.14.8 Speed limits shall be strictly enforced. 
 
7.14.9 For more information, please contact the City of Glendale Traffic Engineering. 
7.15 
Clean Up. NOVOS FIBER and/or its Contactor(s) shall, during construction and upon completion 
of work, remove all temporary construction facilities, debris, and unused materials provided for in the work, 
and put the works site of the work and public ROW in a safe, neat and clean condition. 
7.16 
Safety. NOVOS FIBER and NOVOS FIBER’s Contractor(s) shall be solely and completely 
responsible for the conditions of any job site where the infrastructure is being placed that are related to the 
work undertaken by NOVOS FIBER, including safety of all persons (including employees) and property 
during performance of the work. This requirement shall apply continuously and not be limited to normal 
working hours. Safety provisions shall conform to all applicable federal (including OSHA), state, county, 
and local laws, ordinances, codes, and regulations. Where any of these are in conflict, the more stringent 
requirement shall be followed. NOVOS FIBER’s failure to thoroughly familiarize itself with the 
aforementioned safety provisions shall not relieve NOVOS FIBER from compliance with these provisions. 
7.17 
Blue Stake. NOVOS FIBER and its Contractor(s) shall comply with A.R.S. §§ 40-360.21 through 
40-360.32 by participating as a member of the Arizona Blue Stake Center with the necessary records and 
persons to provide location service of NOVOS FIBER’s Facilities upon receipt of a locate call or as 
promptly as possible, but in no event later than two working days. A copy of the Agreement or proof of 
membership shall be filed with the City Engineer. 
SECTION 8.  Hazardous Substances 
NOVOS FIBER’s and its Contractor(s) activities upon or about the ROW shall be subject to the following 
regarding any hazardous or toxic substances, waste or materials, or any substance now or hereafter subject

12 
 
to regulation under the Comprehensive Environmental Response Compensation and Liability Act 42 U.S.C 
§§ 9601, et. Seq. or any other federal, state, county or local law pertaining to hazardous substances, waste 
or toxic substances and their reporting requirements (collectively “Toxic Substances”). 
1. NOVOS FIBER and/or its Contractor(s) shall not produce, dispose, transport, treat, use or store 
any Toxic Substances upon or about the ROW. The prohibitions of the preceding sentence only 
shall not apply to:  
a. Ordinary gasoline, diesel fuel o rother fuels or lubricants necessary for ordinary use in 
motor vehicles and ordinary construction machinery permitted upon the ROW. Such 
materials must be properly and lawfully contained in ordinary quantities in ordinary 
quantities in ordinary tanks and receptacles that are permanently installed in such 
vehicles and machinery. 
b. Electric backup batteries. 
 
2. NOVOS FIBER and /or its Contractor(s) shall dispose of any Toxic Substances away from the 
ROW as required by law and as reasonable required by City. 
 
3. NOVOS FIBER and/or its Contractor(s) shall not use the ROW in a manner inconsistent with 
regulations issued by the Arizona Department of Environmental Quality, or in a manner that 
would require a permit or approval from the Arizona Department of Environmental Quality or 
any other governmental agency. The preceding sentence does not prohibit ordinary permits for 
control of dust during construction permitted by this Agreement. 
 
4. In addition to and without limitation of any other indemnities or obligations, NOVOS FIBER 
shall pay, indemnify, defend and hold City harmless against any loss or liability incurred by 
reason of any Toxic Substance on or affecting the portion of the ROW used that is attributable 
to or caused by NOVOS FIBER, its Contractor(s) or anyone using the ROW under this 
Agreement. 
 
5. NOVOS FIBER and/or its Contractor(s) shall immediately notify City of any Toxic Substance 
at any time discovered or existing upon the ROW. NOVOS FIBER is not responsible for Toxic 
Substances that may exist at the ROW if NOVO FIBER’s Contractors and/or any other persons 
using the ROW under this Agreement did not do any of the following: 
 
a. Knowingly participate in the Toxic Material coming to the ROW 
b. Knowingly fail to immediately report the Toxic Material to City 
c. Knowingly participate in spreading or otherwise disturbing the Toxic Material 
d. Knowingly exacerbate the effects of the Toxic Material or the difficulty or cost of 
dealing with Toxic Material 
 
6. NOVOS FIBER understands the hazards presented to persons, property and the environment 
by dealing with Toxic Substances. NOVOS FIBER acknowledges the possibility that the ROW 
may contain actual or presumed asbestos and other Toxic Substances containing materials. 
 
7. Within twenty-four (24) hours after any violation by NOVOS FIBER and/or by its 
Contractor(s) of this Agreement pertaining to Toxic Substances, NOVOS FIBER shall give 
City notice reporting such violation.

13 
 
Section 9. On-Call Assistance 
NOVOS FIBER shall be available to staff employees of any City department having jurisdiction over 
NOVOS FIBER’s activities twenty-four (24) hours a day, seven (7) days a week, regarding problems or 
complaints resulting from the installation, operation, maintenance, or removal of its Network. City may 
contact by telephone the network control center operator at the following phone number 833-673-1215 
regarding such problems or complaints and may use that number in order to reach NOVOS FIBER at any 
time for emergency matter. NOVOS FIBER shall use reasonable efforts to respond to any issues within the 
time frames specified in its service level agreements. NOVOS FIBER shall make arrangements with a local 
entity to handle any necessary problems or complains that require a physical presence. 
Section 10. Mapping Requirement 
10.1 
NOVOS FIBER shall maintain As-Built Drawings of its Facilities located within the ROW and 
furnish a copy both electronically in an ESRI-compatible mapping format (or in a mapping format 
compatible with the current City electronic mapping format as specified by the City) and in hard copy form 
if requested by the City. Upon completion of new or relocation construction of underground Facilities in 
ROW, NOVOS FIBER shall create and maintain precise, up-to-date maps of any of its Conduit System 
and/or Fiber Optic Network routes and any above ground equipment located in the ROW and precise and 
verifiable horizontal and vertical location information and will make this information available to the city 
upon the installation of any new Facilities. NOVOS FIBER will also provide surface-location marking of 
any of NOVOS FIBERS’s Facilities that are located underground within any public ROW within 10 (ten) 
business days of installation. 
10.2 
If complete updates are not provided in a compatible format, NOVOS FIBER shall pay the actual, 
reasonable costs the City incurs to update the city’s electronic mapping format due to the location or 
relocation of NOVOS FIBER’Ss Facilities. However, before the City incurs any cost to convert updates 
provided by NOVOS FIBER, it will notify NOVOS FIBER that it cannot access the updates that had been 
provided. If within fourteen (14) days, NOVOS FIBER has not either provided compatible updates or 
provided the city an agreeable date by which such updates will be received by City, City will convert the 
incompatible updates unilaterally. 
10.3 
In the event that NOVOS FIBER fails to supply records in the City specified format, and there is a 
cost to the City in convert NOVOS FIBER provided files, NOVOS FIBER will be responsible for the 
conversion costs and will pay such costs within thirty (30) days of the date of the bill from the City invoicing 
the amount due. However, before the City incurs any cost to convert NOVOS FIBER provided files, it will 
notify NOVOS FIBER that it cannot access the records that had been provided. If within fourteen (14) days, 
NOVOS FIBER has not either provided compatible records or provided the City an agreeable date by which 
such updates will be received by the City, City will convert the incompatible updates unilaterally. 
Section 11. Relocation 
11.1 
NOVOS FIBER shall relocate at no expense to the City any Facilities or other encroachment 
installed or maintained in, on or under any public place or ROW, as may be necessary to facilitate any 
public purpose any Cit project whenever directed to do so by City. The City will not exercise its right to 
require NOVOS FIBER Facilities to be relocated in an unreasonable or arbitrary manner. However, to the 
extent that the City receives funds from any third parties or government entities for a project that requires 
the relocation of Facilities owned, operated and/or maintained by the NOVOS FIBER, the City shall 
allocate such funds to the relocation of NOVOS FIBER’s Facilities. If more than one licensee is required 
to relocate for the same project, and is eligible for reimbursement, any such funds shall be distributed on a

14 
 
pro rata basis based on the total relocation costs of each of the licensees eligible for such reimbursement. 
NOVOS FIBER shall not hold the City liable for failure to request or file a claim for any funds for the 
relocation of the NOVOS FIBER’s Facilities. Such relocations shall be accomplished in accordance with 
the directions from City and shall be pursuant to the same terms and conditions as the initial installation 
allowed pursuant to this Agreement and any applicable issued permits. NOVOS FIBER shall comply with 
any and all requirements of Chapter 10 of the Glendale City Code. Within ninety (90) days after service of 
notice by the City, NOVOS FIBER shall remove the designated portions of the Facilities, or in the event 
that, by the nature of the removal such removal cannot be performed within the ninety-day period, NOVOS 
FIBER shall take reasonable steps to remove the Facilities and diligently prosecute the removal to 
completion, and if requested, restore the sidewalks and other ROW to a condition comparable to the 
condition before the construction of the public improvement at no cost and expense to the City. 
11.2 
NOVOS FIBER agrees to obtain a permit as required by this Agreement prior to removing, 
abandoning, relocating or reconstructing of any portion of its Conduit System(s) or Fiber Optic Network(s) 
in the public ROW. Notwithstanding the foregoing, City understands and acknowledges there may be 
instances when NOVOS FIBER is required to make repairs that are of an emergency nature or in connection 
with an unscheduled disruption of the Facilities. NOVOS FIBER will maintain any annual permits required 
by the City for such maintenance and emergency repairs. NOVOS FIBER will notify City before the repairs 
and will apply for and obtain the necessary permits in a reasonable time after notification. 
11.3 
If the City needs to perform any part of the necessary relocation or removal work that has not been 
done within the time required by the City, it shall be entitled to seek payment for such relocation costs by 
drawing upon the letter of credit or security fund required by this Agreement pursuant to Section 25. 
Section 12. Expansion or Extension of the Current Use Area 
12.1 
Any further expansion and/or extension of NOVOS FIBER’s Fiber Optic Network and or empty 
Conduit placement outside the current route(s) in the ROW shall require written approval from the City 
Engineer, who may, refer the matter to the City Council for approval, provided that such consent, by either 
the City Engineer, or the City Council, shall not be unreasonable withheld or delayed. 
12.2 
NOVOS FIBER agrees that such further expansions and/or extensions beyond the current route(s) 
shall be at all times governed by the terms and conditions of this Agreement. 
12.3 
Requests for expansions and/or extensions should identify the route, number of conduits, size of 
conduits, and intended use (including whether there will be dark fiber available for sale or leasing to third 
parties.) 
Section 13. Damage to Public Property 
13.1 
In addition to any indemnity obligation under this License and Agreement, whenever the 
installation, use, maintenance, removal, or relocation of any NOVOS FIBER’s Facilities is required or 
permitted under this Agreement, and such installation, removal or relocation damages or disturbs the 
surface or subsurface of any ROW or public property or the public improvement located thereon, therein, 
or thereunder, however such damage or disturbance was caused. NOVOS FIBER, at its sole cost and 
expense, shall promptly restore the surface or subsurface of the ROW or public property and/or repair or 
replace the surface, subsurface and/or public improvement therein, or thereunder, in as good a condition as 
before in accordance with applicable laws, normal wear and tear excepted, reasonable satisfactory to the 
City Engineer. If NOVOS FIBER does not repair the damage or disturbance as just described, then City

15 
 
shall have the option, upon ten (10) business days of receipt of the invoice for the costs, the City will be 
entitled to deduct the amount of the invoice from NOVOS FIBER’s letter of credit. 
13.2 
Notwithstanding the notice provision above, in the event of a Public Emergency, the City shall have 
the right to immediately perform, without prior written notice to NOVOS FIBER, such reasonable and 
necessary work on behalf of NOVOS FIBER to repair and return public property to a safe and satisfactory 
condition in accordance with applicable laws, normal wear and tear excepted, reasonably satisfactory to the 
City Engineer. The City shall provide written notice to NOVOS FIBER of the repairs as soon as practicable 
after the work has begun. NOVOS FIBER agrees that any severed City-owned Conduit and/or fiber must 
be completely repaired or replaced to the nearest splice point. If the City needs to perform any part of the 
necessary repairs, relocation and/or removal work, it shall be entitled to seek payment for such repairs, 
relocation and/or removal costs from NOVOS FIBER and may draw upon a bond and/or letter of credit or 
security fund required by this Agreement in full or partial satisfaction of such costs, if payment is not made 
by NOVOS FIBER as required by Section 13.3 below. 
13.3 
Upon the receipt of a demand for payment by City, NOVOS FIBER shall, within thirty (30) days, 
reimburse City for any undisputed costs. 
13.4 
For any pavement cuts by NOVOS FIBER, NOVOS FIBER agrees to restore the pavement and to 
reimburse the City for all costs arising from the reduction in the service life of any public road, in 
accordance with the provisions of the Glendale City Code and the fees established by the city pursuant 
thereto. NOVOS FIBER agrees to pay within thirty (30) days from the date of issuance of an invoice from 
City. Failure to do so shall entitle City to draw upon the letter of credit or security fund and/or performance 
bond. 
SECTION 14. Public Emergency Disruption by City 
City shall have the right, because of a Public Emergency, to seer, disrupt, remove, tear out, dig-up or 
otherwise damage and/or destroy Facilities of NOVOS FIBER without any prior notice to NOVOS FIBER, 
if the action is deemed necessary by either the City Manager, Fire chief, Police Chief, City Engineer, or 
Public Works Director or designee. In such event, neither the City nor any agent, Contactor or employee of 
city shall be liable to NOVOS FIBER, its Contractors or its customers or their parties for any harm so 
caused to them or the Facilities. When practical and if possible, City will consult with NOVOS FIBER in 
advance to assess the necessity of such actions and to minimize to the extent practical under the 
circumstances damage to and disruption of operation of the Fiber Optic Networks. City shall inform 
NOVOS FIBER of any actions taken. NOVOS FIBER shall be responsible for repair at its sole expense of 
any of its Facilities damaged pursuant to any such action taken by City. 
SECTION 15. Public Safety/Public Emergency 
15.1 
If any of NOVOS FIBER’s Facilities or activities present any immediate hazard or impediment to 
the public, to the City, to other improvements or activities within or outside of the route area(s), or to city’s 
ability to safely and conveniently operate the ROW or perform Cit’s utility, public safety and/or other public 
health, safety and welfare functions, then NOVOS FIBER shall immediately remedy the hazard, comply 
with city’s request to secure the route area, and otherwise cooperate with City at no expense to City to 
remove any such hazard or impediment. 
15.2 
In the event of a Public Emergency, neither the City nor any agent, Contractor or employee of the 
City shall be liable to NOVOS FIBER or its Contractors or its customers or other third parties for any harm 
so caused to them by the reasonable actions of the City or its agents, Contractors or employees in responding

16 
 
to such public emergency. When practical and if possible, City will consult with NOVOS FIBER in advance 
to assess the necessity of such actions and to minimize, to the extent practical under the circumstances, 
damage to and disruption of either the public property involved, or the Facilities involved. 
SECTION 16. Contractors 
16.1 
The specific independent Contractors identified and used by NOVOS FIBER for the construction 
activities to expand and extend NOVOS FIBER’s Facilities and Service Area will need to be approved by 
the City Engineer or designee prior to issuance of each construction permit, such approval shall not be 
unreasonably withheld, delayed, conditioned or denied. Any Contractors performing construction work 
within the ROW or public easements shall comply with licensing requirements of the Arizona General 
Contractors. 
16.2 
All independent Contractors shall provide their own insurance policies or shall furnish separate 
certificates and endorsements for each. All coverages for independent Contractors shall be subject to all the 
requirements stated herein. For NOVOS FIBER. 
SECTION 17. Legal Worker Compliance 
17.1 
NOVOS FIBER hereby warrants that it will at all times during the term of this Agreement comply 
with all federal immigration laws applicable to NOVOS FIBER’s employment of its employees, and with 
the requirements of A.R.S. § 23-214(A). 
SECTION 18. Effective Date and Validity of Agreement 
18.1 
This Agreement is effective upon signature by NOVOS FIBER and the execution of it by the 
Glendale City Council. 
18.2 
NOVOS FIBER shall acknowledge that as a condition of acceptance of this Agreement, NOVOS 
FIBER was required to be represented throughout the negotiations of the Agreement by its own attorney 
and NOVOS FIBER had the opportunity to consult with its own attorneys about its rights and obligations 
regarding the Agreement. NOVOS FIBER has reviewed city’s authority to execute and enforce this 
Agreement and has reviewed all applicable law, both federal and state, and, after considering same, 
NOVOS FIBER acknowledges and accepts the right and authority of City to execute this Agreement and 
to enforce the terms herein. 
SECTION 19. Term of Agreement 
19.1 
The original term of this License and Agreement shall terminate 11:59 p.m. on the date prior to 
the date that is the tenth (10th) annual anniversary of this Agreement, which is the date of approval of this 
Agreement by the City Council, unless sooner terminated as set forth in this Agreement. 
SECTION 20. Modification, Renewal, Extension 
20.1 
If NOVOS FIBER wishes to renew its License and continue using the ROW, then at least one 
hundred and eighty (180) days prior to the expiration of this License and Agreement, NOVOS FIBER 
shall apply to the city for a new License and Agreement in accordance with the then existing federal, 
state, and local laws. 
20.2 
NOVOS FIBER shall pay to City the applicable fee at the time of the submission of the 
application.

17 
 
20.3 
Upon renewal or extension of a telecommunications license with the City, City shall have the 
right to renegotiate any of the terms from a prior agreement. NOVOS FIBER understand that the City 
may adopt future code amendments and/or fee schedules relating to Facilities located within the ROW, 
which may replace in its entirety the current fees and other costs imposed upon NOVOS FIBER under 
this Agreement. NOVOS FIBER acknowledges the right of the city to adopt and implement lawful code 
amendments and/or fee schedules. 
20.4 
If NOVOS FIBER’s Facilities remain in the ROW, and NOVOS FIBER continues to use such 
Facilities beyond the expiration of the license term and pay the annual fees, the License shall be 
considered to be in a “Holdover Term,” subject to the terms and conditions of this Agreement. Such 
Holdover Term, however, shall not exceed 60 days beyond the expiration of the term, and no permits will 
be issued to NOVOS FIBER by the City until a new License has been approved by the City Council. 
20.5 
Failure by NOVOS FIBER to have a valid License and Agreement to use the ROW by the 
expiration of the holdover Term may result in immediate withdrawal and revocation of any existing 
permits issued by the City to NOVOS FIBER. If, however, NOVOS FIBER has timely filed its 
application and is in active negotiations with the City prior to the expiration of the License and 
Agreement, the city may, in its discretion, grant, extend, or take no action on permits issued to NOVOS 
FIBER prior to the expiration of the Agreement. 
SECTION 21. Payments 
21.1 
By entering into this Agreement, neither party waives any current or future rights reserved under 
the Telecommunications Act of 1196, including but not limited to, those rights set forth in Sections 
253(c), reserving the City’s right to manage the public ROW and to require fair, nondiscriminatory and 
reasonable compensation from NOVOS FIBER for use of the public ROW. 
21.2 
NOVOS FIBER shall be solely responsible for payment to City as follows: 
21.2.1 Application Fee - NOVOS FIBER shall pay City an application fee for the administrative 
costs involved in the issuance of a telecommunications license, which shall be due at the time of 
the submittal of the application. 
21.2.2 Transaction Privilege Tax – NOVOS FIBER shall pay transaction privilege tax on any 
qualifying services under Glendale City Code. 
21.2.3 ROW Usage Fee for Provision of Interstate Telecommunications Services                         
A Fiber Optic Network in the ROW that carries interstate traffic between and among NOVOS 
FIBER’s interstate points of presence exclusive of the Fiber Optic Network used by the local 
network and the portion of the interstate network that carries intrastate calls is subject to an annual 
fee based on the number of linear feet of trench in the ROW. The annual fee is One Dollar and 
Ninety-Six Cents ($1.96) per linear foot, which shall be adjusted annually as provided in Section 
21.2.3.1 
21.2.3.1 
NOVOS FIBER asserts that under A.R.S. § 9-582, 100% of its route in 
Glendale is exempt for the ROW Usage Fee because the NOVOS FIBER network carries 
local exchange and intrastate traffic. 
21.2.3.2 
Should the nature of NOVOS FIBER’s use change so that either a linear 
foot fee under Section 21.2.3 or Section 21.6 or a use fee under Section 21.2.4 is 
applicable, NOVOS FIBER agrees to pay such fees, subject to any right of offset under

18 
 
Section 22. Any such fees shall be calculated from the effective date of this Agreement 
and any retroactive amounts from the date of the change in circumstances that cause the 
fee to be due the City shall be payable within 30 days of written notification by the City 
to NOVOS FIBER of what amount is due. 
21.2.3.3 
Commencing on the anniversary date of this Agreement and continuing 
through the fifth year of the term, the linear foot fee and ROW usage fee shall be escalated 
annually each year July 1 based on the United States Department of Labor, Bureau of 
Labor Statistics, Consumer Price Index-All Urban Consumers, West Region for All Items 
(CPI). If there is no increase in the CPI, the fee shall remain what it was for the prior 
year. 
21.2.3.4 
As of the date of this Agreement, NOVOS FIBER does not provide 
interstate telecommunications services subject to this fee in A.R.S. § 9-582-583. 
21.2.3.5 
Should NOVOS FIBER own, install, maintain, operate, or acquire Fiber 
Optic Networks that do qualify for the annual footage fee, NOVOS FIBER shall 
immediately notify the City in writing of the number of linear feet and the location, so that 
the annual fee may be calculated. 
21.2.3.6 
Any such annual fee shall be due and payable within 30 days of the receipt 
of an invoice from the city advising NOVOS FIBER of the amount due. Such a fee shall 
be prorated from the date of the invoice until the anniversary date of this Agreement. 
Thereafter, upon each anniversary date of this Agreement, the annual fee will be adjusted 
as provided by Section 21.2.3.1 above. 
21.2.4 Compensation for Use of ROW in the event that NOVOS FIBER provide any services that 
are in addition to intrastate services as identified in it CC&N or occupies or uses the ROW for a 
use other than one that conforms to the definition of the Telecommunication Services as defined in 
this Agreement and A.R.S. § 9-581-583, NOVOS FIBER agrees to pay fair and reasonable 
compensation for use of the ROW as authorized by law. Upon each anniversary of this Agreement, 
the compensation will be adjusted by the CPI as provided by Section 21.2.3.1 above, and payment 
made as required by Section 21.3 
21.3 
For any annual payment(s) owed, NOVOS FIBER shall make such payment(s) to the City within 
five (5) business days of the effective date of this Agreement and/or by the anniversary of such effective 
date thereof for the duration of the term, whichever is applicable. 
21.4 
Permit Fees – NOVOS FIBER shall pay all applicable construction permit fees to place Facilitates 
in the ROW, which includes charges for encroachment permit applications, issuance, inspection, testing, 
plan review and other fees adopted by City and applicable to perrons doing work and/or encroaching in the 
City’s ROW pursuant to Glendale Development Fee Schedule. If, at the request of NOVOS FIBER, the 
need of NOVOS FIBER’s work requires after hours or nighttime work outside of normal business hours, 
NOVOS FIBER shall reimburse the City according to the fee schedule in place. 
21.5 
Damage Fees – NOVOS FIBER shall pay any reasonable costs associated with any damage caused 
to the public ROW as provided by Glendale City Code. 
21.6 
Pro-rated Fees – Within thirty (30) days after the issuance of a permit for the installation of 
additional footage of Conduit(s), if such installation subjects NOVOS FIBER to an annual fee pursuant to 
Section 21.2.3 or Section 21.2.4 above (if applicable), NOVOS FIBER will pay a pro-rated portion of the

19 
 
annual fee, as adjusted, per linear foot for that section of its expanded route. The prorated annual fee shall 
be determined by multiplying the annual footage fee, as adjusted, for the year of payment, by a fraction, the 
numerator of which is the number of full months between the month of issuance of the permit and the next 
following anniversary date of this Agreement and the denominator of which is twelve (12). 
21.7 
In the event, NOVOS FIBER cancels or returns a permit and does not construct or install Facilities, 
which had been approved by such a permit, the footage fees previously paid for public ROW used or 
occupied by NOVOS FIBER shall be applied as a credit toward any annual fee or refunded to NOVOS 
FIBER by the City. 
21.8 
Any check s should reference the contract number and be sent to: 
 
City of Glendale 
 
Engineering Department 
 
5850 W. Glendale Ave. 
 
Glendale, AZ 85301 
21.9 
NOVOS FIBER agrees that if it fails to pay any amounts owed to the City by the time prescribed 
for payment, NOVOS FIBER shall pay interest on the amounts owed, at the rate of one percent (1%) per 
month. 
SECTION 22. In-Kind Payments as an Offset to Fees Owed 
This Agreement does not currently provide for any in kind payment by NOVOS FIBER, however, should 
fees be owed under Section 21 above, the Parties may agree in writing to an in kind payment of fiber(s) 
and/or conduit(s) to offset such fees or transaction privilege taxes owed through an addendum to this 
Agreement. 
SECTION 23. Taxes 
NOVOS FIBER shall pay any applicable city, county and state transaction privilege and use tax. Such taxes 
are in addition to any non-tax amounts owed by NOVOS FIBER pursuant to Section 21. NOVOS FIBER 
consents to the disclosure of any and all information reported on NOVOS FIBER’s transaction privilege 
tax returns by authorizing and all owing the City’s tax collector to release such information to the City 
Manager or designees. 
SECTION 24.  Performance Bond 
24.1 
Prior to receiving any permit to construct, install, maintain or perform any work on public property 
that requires a permit from the City pursuant to applicable City codes, NOVOS FIBER shall cause to be 
fled and maintain until wither completion of the construction or termination of this Agreement as 
determined by NOVOS FIBER, a faithful performance bond in favor of City in the sum of One Hundred 
Thousand Dollars ($100,000.00) or the amount of the construction costs (whichever is greater) to guarantee 
that NOVOS FIBER shall observe, fulfill and perform each and every term of this Agreement. In case of 
any breach of any condition of this Agreement, any amount of the sum in bond, up to the whole thereof, 
may be forfeited to compensate City for any damages t may suffer by reason of such breach. Said bond 
shall be acknowledged by NOVOS FIBER, as principal, and shall be issued by a surety with an AM Best 
rated of A-VII or better for the last four quarters. City and NOVOS FIBER agree that the process and 
procedure for drawing upon, curing, and replenishing the performance bond shall be the same as set forth 
below for the security fund and/or letter of credit.

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24.2 
If NOVOS FIBER has completed the above construction and wants the bond released, the City will 
need to inspect and approved the construction prior to such release. However, a performance bond will be 
required for each subsequent or additional construction project and/or work on public property. 
SECTION 25. Security Fund 
25.1 
Upon application for continued use of the ROW, but no later than five (5) business days before this 
Agreement is submitted to the City Council for approval, NOVOS FIBER shall provide by either a cash 
deposit or domestic irrevocable standby letter of credit to the City Engineer in the initial amount of Fifty 
Thousand Dollars ($50,000.00) as a security fund that is in compliance with the standards and form set 
forth in Exhibit C or its equivalent. Said cash deposit or letter of credit shall be maintained with the City 
for the term of this Agreement as security for the faithful performance by NOVOS FIBER of all the 
provisions of this Agreement, and compliance with all lawful orders, permits and directions of any 
department or office of the City having jurisdiction over its acts or defaults under this Agreement and any 
permit issued thereto, and the payments by NOVOS FIBER of any fees, claims, liens and taxes due the City 
which arise by reason of the construction, operation or maintenance of the Facilities. City shall have the 
full power of withdrawal of funds from the cash deposit put into the security fund account or letter of credit 
except that all interest accrued on any cash deposit shall be payable to NOVOS FIBER on demand. No 
withdrawals shall be made from the security fund account without the prior written approval of the City 
Manager and prior written notice of intent to withdraw to NOVOS FIBER. 
25.2 
Within twenty (20) days after notice to NOVOS FIBER that any amount has been withdrawn by 
City from the security fund account or letter of credit, NOVOS FIBER shall deposit a sum of money to 
sufficient to restore such security fund account to the original amount or present the City an additional 
irrevocable letter of credit in said amount so that the total amount of funds available to the City is 
$50,000.00. 
25.3 
If NOVOS FIBER fails, within ten (10) business days of a notice of intent to draw on either the 
security fund account or on the letter of credit, to either dispute the notice in writing; or pay City any taxes 
or fees due and unpaid; or fails to repay to City, within such ten (10) business days of such notice, any 
damages, costs or expenses which City shall be compelled to pay by reason of any act or default of NOVOS 
FIBER in connection with this Agreement; or fails, within thirty (30) days of such notice of failure by City 
to dispute the notice in writing or comply with any provision of this Agreement which City reasonable 
determines can be remedied by an expenditure of funds from the cash deposit in the security fund account 
or letter of credit, City may immediately withdraw the amount thereof, with interest from the security fund 
account Upon such withdrawal, City shall notify NOVOS FIBER of the amounts and date thereof. 
25.4 
Any funds that City erroneously or wrongfully withdraws shall be returned to NOVOS FIBER, 
with interest of 1.0% per month, within thirty (30) days of such a determination. 
25.5 The rights reserved to City, with respect to the security fund account and/or letter of credit, are in 
addition to all other rights of City whether reserved by this Agreement or authorized by law, and no action, 
proceeding or exercise of a right with respect to such security fund account or letter of credit shall affect 
any other right City may have. 
SECTION 26. Insurance 
26.1 
Minimum Limits of Insurance. NOVOS FIBER shall at all times during the term of this Agreement, 
at its own cost and expense, carry and maintain for the mutual benefit of the City and NOVOS FIBER, 
commercial general liability insurance against claims for bodily injury, death or property damage,

21 
 
products/completed operation and personal and advertising injury, which insurance shall cover claims as 
may be occasioned by the operations, act, omission or negligence of NOVOS FIBER or its officers, agents, 
representatives, employees or servants during all times that this License and Agreement is in effect. 
Insurance limits are inclusive of umbrella coverage. NOVOS FIBER shall maintain limits no less than those 
stated herein for each type of insurance. 
26.2 
General Requirements. NOVOS FIBER’s insurance of the types and amounts required in this 
section shall be from companies possessing a current A.M. Best, Inc. rating of  A-VII, or better and legally 
authorized to do business in the State of Arizona. 
26.2.1 All insurance required herein shall be maintained in full force and effect until all work or 
services required to be performed under the terms of this Agreement is satisfactorily completed and 
formally accepted. Failure to do so may, at the sole discretion of City, constitute a material breach 
of this Agreement and may result in termination of this Agreement. 
26.2.2 The insurance coverage, except workers’ compensation and professional liability, required 
by this Agreement, shall name City, its agents, representatives, directors, officials, and employees, 
as additional insureds, and shall specify that insurance afforded NOVOS FIBER shall be primary 
insurance, and that any self-insured retention and/or insurance coverage carried by City or its 
employees shall not contribute to the coverages provided by NOVOS FIBER. This provision and 
the naming of the City as an additional insured shall not be construed as giving rise to responsibility 
or liability of the City for applicable deductible amounts under such policy(ies). 
26.2.3 The insurance policies shall contain a waiver or transfer rights of recovery (subrogation) 
against City, its agents, representatives, officers, directors, officials and employees. 
26.2.4 The insurance policies may provide coverage, which contain deductibles or self-insured 
retentions. Such deductible an/or self-insured retention shall be assumed by and be for the account 
of, and at the sole risk of NOVOS FIBER who shall be solely responsible for the deductible and/or 
self-insured retention. The amounts of any self-insured retentions shall be noted on the Certificate 
of Insurance. Cit, at is option, may require NOVOS FIBER to secure payment of such deductibles 
or self-insured retentions by a surety bond or an irrevocable letter of credit. Self-insured retentions 
of up to $2,000,000 (Two Million Dollars) shall be accepted. 
26.2.5 All policies shall not be cancelled until at least thirty (30) days prior written notice has 
been given to City. NOVOS FIBER will ensure its policies will comply with the minimum 
requirements of Section 26 and notify the City if it cannot meet those requirements. 
26.2.6 NOVOS FIBER shall be responsible for ensuring that the City is notified within thirty (30) 
days of the occurrence of any reduction in the insurance coverage amounts, cancellation or 
expiration of any of the policies as required by this License Agreement. 
26.2.7 NOVOS FIBER shall include all Contactors as additional insureds under is policies or shall 
provide separate certificates and endorsements for each Contractor. All coverage for Contractors 
shall be subject to all the requirements stated herein for NOVOS FIBER. Upon request of NOVOS 
FIBER, the City may agree to lower insurance requirements for a Contractor. This change in 
insurance limits will be subsequent to a review by the City’s Project Manager of the potential 
exposures and risks of the work being performed by the Contactor, and a determination that such a 
reduction to the insurance limits is warranted.

22 
 
26.2.8 City reserves the right to periodically review said insurance limits to ensure coverage based 
on market and risk requirements throughout the effective term and this Agreement. 
26.3 
Proof of Insurance-Certificates of Insurance. 
26.3.1 Prior to upon execution of this Agreement, NOVOS FIBER shall furnish to City 
Certificates of Insurance issued by NOVOS FIBER’s agent or broker, as evidence that policies 
providing the required covered, conditions and limits required by this Agreement are in full force 
and effect and obtain from the City’s Engineering Division approval of such Certificate(s) shall 
include the endorsement listing the City as an Additional Insured to Section 26.2.2 and shall be 
attached as Exhibit B to this Agreement. 
26.3.2 If a policy does expire during the life of this Agreement, a renewal certificate must be sent 
to the City ten (10) business days prior to the expiration date. 
26.3.3 All Certificates of Insurance shall identify the policies in effect on behalf of NOVOS 
FIBER, their policy period(s), and limits of liability. Coverage shown on Certificate of Insurance 
must coincide with the requirements in the text of the Agreement documents. Information required 
to be on the Certificate of Insurance may be typed on the reverse of the Certificate and 
countersigned by an authorized representative of the insurance carrier or agent. Copies of the initial 
Certificate of Insurance and any and all subsequent renewals that are under this Agreement shall 
be sent to: 
City of Glendale 
Engineering Department 
5850 W. Glendale Ave. 
Glendale, AZ 85301 
26.3.4 City reserves the right to request and to received, within ten (10) business days, certified 
copies of any or all of the herein required insurance policies and/or endorsements. City shall not be 
obligated, however, to review same or to advise NOVOS FIBER of any deficiencies in such policies 
and endorsements, and such receipt shall not relieve NOVOS FIBER from, or be deemed a waiver 
of City’s right to insist on, strict fulfillment of NOVOS FIBER’s obligations under this Agreement. 
26.4 
Required Coverage. 
26.4.1 Such insurance shall protect NOVOS FIBER from claims set forth below that may arise 
out of or result from operations of NOVOS FIBER under this Agreement and for which NOVOS 
FIBR may be legally liable, whether such operations be by NOVOS FIBER or by a consultant or 
Contractor or by anyone directly or indirectly employed by any of them, or by anyone for whose 
acts may be legally liable. Coverage under the policy will be at least as broad as Insurance Services 
Office, Ind. Policy form CG 00 01 10 01 and CG 20 37 07 04 or equivalent thereof, including but 
not limited to severability of interest and waiver of subrogation clauses. 
26.4.2 Claims for damages because of bodily injury, sickness or disease, or death of any person 
other than NOVOS FIBER’s employees; 
26.4.3 Claims for damages insured by usual personal and advertising injury liability coverage; 
26.4.4 Claims for damages, because of injury to or destruction of tangible property, including loss 
due of use resulting therefrom;

23 
 
26.4.5 Claims involving contractual liability insurance applicable to NOVOS FIBER’s obligation 
under the Indemnification Agreement. 
26.5 
Commercial General Liability – Minimum Coverage Limits. 
The Commercial General Liability insurance required herein shall be written for not less than $5,000,000 
limits of liability. Any combination between general liability and excess general liability alone amounting 
to a minimum of $5,000,000 per occurrence and an aggregate of $10,000,000 in coverage will be 
acceptable. The Commercial General Liability additional insured endorsement shall be as broad as the 
Insurance Services, Inc.’s (ISO) Additional Insured, Form B CG 20 10 10 01 and CG 20 37 07 04 and shall 
include coverage for NOVOS FIBER’s completed operations and products. 
26.6 
Worker’s Compensation and Employer’s Liability. 
NOVOS FIBER shall maintain Worker’s Compensation insurance to cover obligation imposed by federal 
and state statutes having jurisdiction over NOVOS FIBER’s employee engaged in the performance of the 
work or services; and Employer’s Liability insurance of not less than $2 million for each accident, $2 
million disease coverage for each employee, and $2 million disease policy limit. In case any work is 
subcontracted, NOVOS FIBER will require the Contractor to provide Worker’s Compensation and 
Employer’s Liability to at least the same extent as required of NOVOS FIBER. 
26.7 
Automobile Liability. 
If NOVOS FIBER owns and/or operates vehicles in Arizona, NOVOS FIBER shall maintain 
Commercial/Business Automobile Liability insurance with a combined single limit for bodily injury and 
property damage of not less than $5 million each occurrence with respect to any owned, hired, and non-
owned vehicles assigned to or used in performance of the NOVOS FIBER’s work. Coverage shall be at 
least as broad as coverage Symbol 1, “any auto”, (Insurance Service Office, Inc. Policy Form CA 0001 
0306, or any replacements thereof). If hazardous substances, materials or wastes are transported, insurance 
for NOVOS FIBER’s Contractor shall include coverage limits of $5 million per accident for bodily injury 
and property damage. 
SECTION 27. Indemnity 
27.1 
NOVOS FIBER acknowledges that it has responsibility for any and all of its Facilities installed in 
the public ROW, its use of the ROW and for its exercise of its rights under this License and Agreement 
directly or through its Contractor(s), except of the intentional acts or gross negligence on the part of the 
City. To the fullest extent permitted by law, NOVOS FIBER, shall defend, indemnify and hold harmless 
the City, or its officials, boards, commissions, agents or employees, individually and collectively, from and 
against any and all Claims as defined in Section 1 arising out of or alleged to have resulted from or 
materially caused by the acts, errors, mistakes, and/or omissions of NOVOS FIBER, its employees, agents, 
or any tier of Contractors acting on behalf of NOVOS FIBE or any other person for whose acts, errors, 
mistakes, and/or omissions NOVOS FIBER may be legally liable. This defense and indemnification 
requirement includes any Claims or amounts arising or recovered under workers compensation laws or any 
other law, bylaw, or ordinance, order or decree caused by any failure on the part of NOVOS FIBER, its 
agents, employees representatives to fulfill NOVOS FIBER’s obligation under this Agreement, whether 
resolution of the above Claim(s) proceeds to judgement or not except to the extent such Claims resulted 
from or were caused by intentional acts or negligence on the part of  the City or its agents. The provisions 
of this section shall survive termination of this Agreement. This section applies even if the party seeking

24 
 
damages makes a claim against the City or brings a claim against the City based on vicarious liability or 
non-delegable duty. 
27.2 
NOVOS FIBER further agrees to indemnify and hold harmless the City, its officers and its 
employees from and against all reasonable costs, damages, and expenses incurred by the City, its officers 
and its employees in the defense of any litigation brought by third parties challenging the right of the City 
to enter into this Agreement with NOVOS FIBER under the City Code or other applicable law. 
27.3 
In the event that a notice of claim is served on the City or litigation is commenced against the City, 
the City may, but is not required to, tender the defense of the litigation to NOVOS FIBE, who shall defend 
the litigation. If the City tenders the defense to NOVOS FIBER, NOVOS FIBER shall have the right to 
retain counsel of its own choice, to settle all or any part of the litigation on terms acceptable to NOVOS 
FIBER (and, where such terms directly obligate or affect the City, acceptable to the City). NOVOS FIBER 
agrees to keep the Glendale City Attorney’s Office informed of the status and progress of all litigation 
involving the City that has been tendered to NOVOS FIBER or its insurance carrier. 
27.3.1 The parties shall promptly notify each other in writing of any claims, demands, or lawsuits 
which may involve the City and provide copies of all accident reports, incident reports, statements 
or other documents that are relevant to the claims, demands, or lawsuits, or which may lead to the 
discovery of relevant material or information in the possession of the other party, its employees, 
agents, Contractors, and/or others. 
27.3.2 Subject to any legal protections for privilege and/or confidentiality, both parties agree to 
cooperate with the other party to gather any relevant information relating to an incident which 
results in a claim, demand, or lawsuit. 
27.4 
It is the purpose of this section to provide maximum indemnification to the City under the terms 
and conditions expressed herein, and, in the event of a dispute, this section shall be construed (to the greatest 
extent permitted by law) to provide for the indemnification of the City by NOVOS FIBER against any and 
all claims, demands or lawsuits. The sole exception shall be an express determination by a court of 
competent jurisdiction upon full adjudication of the case that the damages either arose from the City’s gross 
negligence or intentional acts or that the City was comparatively at fault for the damages related to that 
portion judicially determined to be the City’s fault. 
27.5 
The provision of Section 27 shall not be dependent or conditioned upon the validity of this License 
but shall be and remain a binding right and obligation of the City and NOVOS FIBER, even if part or all 
of this License is declared null and void in a legal or administrative proceeding. It is the intent of NOVOS 
FIBER and the City upon the effective date of this License, that this Section serves as any such declaration 
and shall be binding obligation of an inure to the benefit of NOVOS FIBER and the City and their respective 
successors and assigns, if any. Any failure by NOVOS FIBER shall be considered a material breach of this 
License Agreement. 
27.6 
The amount and type of insurance coverage requirements set forth in this Agreement will in no way 
be construed as limiting the scope of the indemnity in this Section. 
27.7 
As a condition to Licensor’s executing this Agreement, NOVOS FIBE specifically agrees that to 
the extent any provision of this Section is not fully enforceable against NOVOS FIBER for any reason 
whatsoever, the parties shall meet to negotiate the reformation of this Agreement, to the minimal extent 
necessary to cause it to be enforceable to the fullest extent permitted by law.

25 
 
SECTION 28. Limitation of Liability 
28.1 
The City and its officers, agents, elected or appointed officials, employees, departments, boards 
and commissions, shall not be liable to NOVOS FIBER or to its affiliates or customers for any interference 
with or disruption in the operations of NOVOS FIBER’s Fiber Optic Networks or the provision of services, 
or for any Claim for damages arising out of or materially related to NOVOS FIBER’s use of the ROW, 
except to the extent of intentional misconduct or gross negligence on the part of the City, its officers, agents, 
elected or appointed officials, employees, departments, boards and commissions. 
28.2 
NOVOS FIBER also agrees that it shall have no recourse whatsoever against the City or its 
officials, boards, commissions, agents or employees for any loss, costs, expense or damages arising out of 
or materially related to any provision or requirement of the City because of the enforcement of this License 
and Agreement or because of defects in this License or Glendale City Code. 
28.3 
NOVOS FIBER shall assume the risk of, and herby relinquishes any claim against the City in 
connection with any final, non-appealable determination by a court of competent jurisdiction that the City 
lacked the current statutory authority under Arizona law to issue this License. 
SECTION 29. Transferability of License and Agreement 
29.1 
This License is personal to NOVOS FIBER 
29.2 
Except as otherwise provided in this Agreement, the rights, privileges ad License granted herein 
shall not be sold, sublet, assigned, conveyed or otherwise transferred, nor shall nay of the rights or privileges 
therein granted or authorized be leased, assigned, sold, conveyed or otherwise transferred, either in whole 
or in part, nor shall title thereto, either legal or equitable, or any right, interest or property therein, pass to 
or vest in any person, except NOVOS FIBER, either by act of NOVOS FIBER or operation of the law, 
without the express written consent of the City, which consent shall not be unreasonably withheld or 
delayed. Prior to any proposed transfer of any kind becoming final, NOVOS FIBER shall seek the consent 
of the City to the proposed transfer. Approval by the City to a transfer does not constitute a waiver or release 
of any of the rights of the City under the Glendale City code or this Agreement, whether arising before or 
after the date of transfer. 
29.3 
“Transfer” transactions shall mean all of the following transactions, circumstances and conditions 
and to all persons claiming pursuant to such transactions, circumstances and conditions: 
1. 
Any voluntary or involuntary assignment, conveyance or transfer of the ROW or any 
interest therein or any rights under this Agreement, in whole or in part. 
2. 
Any assignment by NOVOS FIBER of any interest in this Agreement for the benefit of 
creditors, voluntary or involuntary. 
3. 
Any voluntary or involuntary pledge, lien, mortgage, security interest, judgment, claim or 
demand, whether arising from ay contract, any agreement, any work of construction, repair, 
restoration, maintenance or removal, or otherwise affecting NOVOS FIBER’s rights to use 
the ROW (collectively “Liens”) except that the City acknowledges NOVOS FIBER is 
permitted to pledge, lien, mortgage, and/or create a security interest in its network and 
associated right and privileges in relation to any financing transaction of the company. 
4. 
NOVOS FIBER insolvency.

26 
 
5. 
The occurrence of any of the foregoing with respect to any assignee or other successor to 
NOVOS FIBER. 
29.4 
The new Licensee as approved by the City shall be equally subject to all the obligations and 
privileges of the original License and Agreement, including any amendments, which will remain in full 
effect, as if the new Licensee were the original Licensee. 
29.5 
The approval of the change shall include an Assignment Agreement form (if there was an 
assignment) or Transfer form (if there was a stock acquisition, a merger, or other type of transfer of NOVOS 
FIBER’s assets) to be signed by Assignee, Assignor and the City. 
29.6 
Any assignment or other transfer of License and Agreement, including any amendments, shall be 
binding on the assignee or transferee as if he assignee or transferee had originally executed the Agreement 
for the full term and shall include the following: 
29.6.1 The proposed assignee or transferee has read, accepts, and agrees to be bound by the terms 
of this Agreement; and 
29.6.2 The proposed assignee or transferee assumes all obligations, liabilities and responsibility 
for the acts and omissions of NOVOS FIBE, known and unknown, for all purposes, and agrees that 
the assignment or transfer shall not permit it to take any position or exercise any right with NOVOS 
FIBER could not have exercised; and 
29.6.3 NOVOS FIBER and the proposed transferee shall submit to City a description of the nature 
of the transfer. 
29.6.4 NOVOS FIBER may execute a pledge or, hypothecation our mortgage or similar 
instrument transferring conditional ownership of all or part of NOVOS FIBER’s assets to a lender 
or creditor in the ordinary course of business provided that NOVOS FIBER has secured approval 
from the Arizona Corporation Commission, if required. In the even a lender assumes control of the 
assets as operation of NOVOS FIBER through a default of NOVOS FIBER in loan obligations, the 
Lender may assume he rights and obligations of NOVOS FIBER. The lender may not transfer or 
change control of the Agreement without submitting the change to the City for approval. If the 
Lender does continue operation on any basis at any time, the Lender shall be subject to all 
provisions of the Agreement. No later than 30 days after assumption of control by the Lender, the 
Lender shall apply to the City of the right to continue assumption of control or to transfer the 
Agreement. Application by the Lender for approval of such assumption of control or transfer shall 
be subject to all provisions set forth herein on consent by the City Council and shall not be 
unreasonably denied or upheld. A “Lender” as discussed herein shall not include a company, person 
or corporation or other entities that operate cable television systems or fiber optics 
telecommunications systems as a principal or important business. This paragraph is intended to 
prohibit the intentional use of lending and/or foreclosure as a method for effecting change of control 
or transfer of the Agreement without City Council review and approval. 
29.6.5 Notwithstanding the foregoing, prior notice, but not prior consent shall be required for a 
transfer of control of NOVOS FIBER to any company which is owned or controlled or under 
common control and with the same direct parent as NOVOS FIBER, and which is intended after 
such transfer to remain under the ownership or control of that parent or an entity under common 
control or with the same direct parent, provided that no transfer shall be valid unless NOVOS

27 
 
FIBER and the proposed transferee submit a binding agreement and warranty to the City stating 
that: 
1. 
The proposed transferee has read, accepts and agrees to be bound by the License and 
Agreement. 
2. 
The proposed transferee assumes all obligations, liabilities and responsibilities under the 
License and Agreement for the acts and omissions of NOVOS FIBER, known and 
unknown, for all purposed, and agrees that the transfer shall not permit it to take any 
position or exercise any right which NOVOS FIBER could not have exercised; and  
3. 
The transfer will not substantially dimmish the financial resources available to NOVOS 
FIBER, 
29.6.5.1 However, prior to completing the transfer described above, NOVOS FIBER must give 
prior notice to the City of the proposed transfer and describe the nature of the transfer and complete 
information regarding the effect of the transfer on the direct and indirect ownership and control of 
the License and Agreement. 
29.7 
Transfer Remedies. Any transfer with City’s consent shall be void and shall not result in the 
transferee obtaining any rights or interests in, under or related to this License and Agreement. City may, in 
its sole discretion and in addition to all other lawful remedies available to City under this Agreement or 
otherwise, and in any combination, terminate this Agreement, collect any fees owed from NOVOS FIBER 
and/or declare the transfer to be void, all without prejudicing any other right or remedy of City under this 
Agreement. No cure or grace periods shall apply to transfers or assignments prohibited by this Agreement 
or to enforcement of any provision of this Agreement against an assignee who did not receive City’s 
consent. 
29.8 
Transfer Fee. NOVOS FIBER shall pay to City in advance the sum of Two Thousand Dollars 
($2,000.00) as a nonrefundable fee for legal, administrative and other expenses related to every transfer 
(other than the sale of publicly traded stock) or to any request for a consent to transfer, whether or not City 
grants such request. 
SECTION 30. No Third-Party Beneficiaries 
No person or entity shall be a third-party beneficiary to this Agreement or shall have any right or cause of 
action hereunder, City shall no liability to third parties for any approval of plans, NOVOS FIBER’s 
construction of improvements NOVOS FIBER’s negligence, NOVOS FIBER’s failure to comply with the 
provisions of the Agreement (including any absence or inadequacy of insurance required to be carried by 
NOVOS FIBER), or otherwise as a result of the existence of this Agreement. 
SECTION 31. NOVOS FIBER’s Records 
31.1 
Recordkeeping. During the negotiations preceding and the entire term of this License and 
Agreement, NOVOS FIBER shall keep records and provide information to City as required regarding the 
following: 
 
1. 
The status of construction, repair, location or relocation of NOVOS FIBER’s Facilities 
2. 
Information relating to any Fiber Optic Networks on portions of the route that are not 
exempt from a fee imposed for occupation of the ROW.

28 
 
3. 
Information relating to this License and Agreement and/or to City’s or NOVOS FIBER’s 
rights or obligations under this License and/or Agreement. 
31.2 
If necessary for the City to determine NOVOS FIBER’s compliance with the terms of this License 
and Agreement or other applicable law, with ten (10) days of written notice by city of a request for 
disclosure, NOVOS FIBER shall provide relevant documentation as requested by City, response to 
questions, and produce relevant books and records for the City’s inspection and copying. Such records shall 
be available to City at NOVOS FIBER’s office in Maricopa County, Arizona. NOVOS FIBER shall also 
require its employees, agents, and accountants to give their full cooperation and assistance in connection 
with City’s access to such records. 
31.2.1 Such documentation can include information on the type of services NOVOS FIBER is 
offering its customers (but not necessarily information disclosing any particular service being 
provided to a specific customer) and/or the financial information sed in calculating any payments 
or taxes due to the City request for documentation, it must reasonably provide Proprietary 
Information, NOVOS FIBER shall so mark such documentation as “Confidential”. 
31.2.2 Proprietary Information disclosed by NOVOS FIBER shall mean any document or material 
clearly identified as “Confidential.” Suc Proprietary Information shall include, but not limited to 
any customer names and lists, financial information, technical information, other information 
clearly identified as “Confidential” pertaining to services provided to its customers, maps regarding 
network placement and equipment, with the exception of any map(s) attached to this Agreement. 
31.2.3  Proprietary Information disclosed by NOVOS FIBER to the City, or its constituent 
departments shall be regarded as Proprietary as to third parties. If the City receives a request to 
disclose such information, the City shall notify NOVOS FIBE of such request and allow NOVOS 
FIBER a reasonable opportunity to defend its information from disclosure. 
31.2.4 Information that is already in the public domain shall not be considered Proprietary 
Information. If public domain information s included with Proprietary Information on the same 
document, the City shall only disclose those portions within the public domain. 
31.2.5 Notwithstanding any provision in this License, NOVOS FIBER acknowledges and 
understand that the City is subject to the disclosure requirements of Arizona’s Public Records Law 
(A.R.S. § 39-121 et seq). 
31.3 
Reports. Upon request and subject to any necessary confidentiality requirements, NOVOS FIBER 
shall provide to City copies of any communications and reports submitted by NOVOS FIBER to the FCC 
or any other federal state regulatory commission or agency having jurisdiction in respect to any matters 
directly affecting enforcement of this Agreement. 
SECTION 32.  Penalties for Violation of Terms 
32.1 
City may pursue any remedy at law, including but not limited to injunctive relief, civil trespass, 
and withholding other City permits and authorizations until NOVOS FIBER complies with the terms of the 
License, Agreement or the applicable law. Likewise, NOVOS FIBER may pursue any remedy at law, 
including but not limited to injunctive relief, at any time should the City fail to comply with local, state or 
federal law. 
32.2 
Such remedies are cumulative and may be pursued in the alternative.

29 
 
SECTION 33. Liquidated Damages for Violations 
33.1 
NOVOS FIBER’s obligation to pay liquidated damages does not in any way detract from NOVOS 
FIBER’s indemnity and insurance obligations under this Agreement, which shall apply according to their 
terms in addition to NOVOS FIBER’s obligation to pay liquidated damages. 
33.2 
NOVOS FIBER understands and agrees that failure to comply with any time and performance 
requirements in this Agreement or the requirements of Chapter 10 of the Glendale City Code will result in 
damage to the City, and that it is and will be impracticable to determine the actual amount of such damage 
in the event of delay or nonperformance: therefore, the parties hereby agree to the liquidated damages 
specified below pursuant to the authority in Glendale City Code. The following amounts per day or part 
thereof may be chargeable to the letter of credit or security fund for the following concerns: 
33.2.1 Each failure to properly restore the public ROW or to correct related violations of 
specifications, code ordinance or standards within fifteen (15) business days of having been notified 
by the city in writing to correct such defects--$500.00 per day. Such amount is in addition to any 
cost the City may incur to restore the ROW or correct the violation. Any such liquidated damage 
payments shall not be chargeable to NOVOS FIBER once the cure is commenced and diligently 
pursued. 
33.2.2 Each failure to make NOVOS FIBER’s books and records available as required by this 
Agreement that is not cured after five (5) business days written notice - $250.00 per day. 
33.2.3 Any unauthorized partial or total transfer of this Agreement - $4,000.00 per transfer. 
33.2.4 Each instance of any action or non-action by NOVOS FIBER contrary to the terms of this 
Agreement that is not cured after ten (10) business days’ notice - $500.00 per day. This provision 
shall not apply if the City has already assessed a charge under Section 33.2.1 through 33.2.3 or 
32.2.5. 
33.2.5 Failure to provide a valid Certificate of Insurance as required by Section 26.3.1 that is not 
cured after five (5) business days’ notice - $50.00 per day. 
33.3 
Assessment. If the City Engineer concludes that NOVOS FIBER may be liable for liquidated 
damages, the City Engineer shall issue to NOVOS FIBER a written Notice of Intention to Assess Liquidated 
Damages. The Notice shall set forth the nature of the violation and the amount of the proposed assessment. 
Such Notice must be issued, if at all, within no more than sixty (60) days after the City first notified NOVOS 
FIBER in writing of the alleged noncompliance. Within ten (10) business days of the receipt of the Notice, 
NOVOS FIBER shall either pay the amount or file a written appeal with the City Manager, who shall 
approve or deny or adjust the proposed assessment amount. If liquidated damages are imposed, NOVOS 
FIBER shall pay the liquidated damage amount within ten (10) business days of the receipt of the City 
Manager’s decision. The City shall be allowed to deduct any liquidated damage amount from the letter of 
credit or security fund if NOVOS FIBER does not make payment within the required time period(s) set 
forth above. 
33.3.1 If, however, the liquidated damages exceed Five Thousand Dollars ($5,000.00), then the 
following shall apply: 
33.3.2 NOVOS FIBER shall have thirty (30) days of receipt of such written notice to pay the 
liquidated damage amount or give City notice contesting the assertion of noncompliance.

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33.3.3 In the event that NOVOS FIBER contests the City’s assertion of violation or fails to 
respond to the City’s notice of intent to assess liquidated damages, City shall schedule a public 
hearing to determine whether the liquidated damages were properly assessed. City shall provide 
NOVOS FIBER with at least (30) days’ notice of such hearing, which shall specify the time, place 
and purpose of the hearing. At the hearing, NVOVOS FIBER will be given the opportunity to be 
heard and present evidence. If the result of the hearing is that NOVOS FIBER is responsible for 
the liquidated damage amount, then the amount determined at the hearing will be due ten (10) days 
after the hearing decision is announced. 
33.3.4 NOVOS FIBER may appeal the outcome of the hearing to an appropriate court, which shall 
have the power to review City’s decision “de novo”. Such appeal to the appropriate court must be 
taken within sixty (60) days after the issuance of City’s hearing decision. Otherwise, the outcome 
of the hearing shall be final and conclusive. 
SECTION 34.  Revocation / Termination 
34.1 
The License granted hereunder may be revoked and/or the Agreement terminated prior to its date 
of expiration by the City for the following reasons: 
34.1.1 NOVOS FIBER fails to comply with the material terms and conditions of the Agreement or 
applicable law, including but not limited to failing to maintain any insurance, security fund, letter 
of credit, and/or performance bond. 
34.1.2 NOVOS FIBER fails to make payment in the amounts and at the time specified in this 
Agreement after the appropriate notice. 
34.1.3 NOVOS FIBER ceases doing business in the City. 
34.1.4 NOVOS FIBER is or becomes insolvent or is a party to a voluntary or involuntary 
bankruptcy, reorganization, or receivership case or proceeding, makes an assignment fo the benefit 
or creditors, is subject to other actions by creditor that, in the reasonable, good faith opinion of the 
City, threaten the financial viability of NOVOS FIBER as a going concern, or if there is any similar 
action that affects NOVOS FIBE’s capability to perform its obligations under this License and/or 
Agreement. 
34.2 
Before terminating the Agreement under Sections 34.1.1, 34.1.2, 34.1.4 and 34.1.6, the City 
Manager or a designee, shall give prior written notice to NOVOS FIBER of the defect in performance and 
give NOVOS FIBER sixty (60) days within which to cure the defect in performance. 
34.3 
The City need not provide a sixty (60) day cure period to termination if the City finds that the defect 
in performance under the Agreement is due to intentional misconduct, is a violation of criminal law, or is 
part of a pattern or repeated and persistent violations where NOVOS FIBER has already had notice and 
opportunity to cure. 
34.4 
The City Manager has the authority to terminate, subject to NOVOS FIBER’s right to notice and 
cure where provided, this License and/or Agreement. 
34.5 
Hearing Prior to Revocation of License. Prior to the revocation or refusal t renew the License, the 
City will hold a hearing if requested by NOVOS FIBER. 
34.6 
Termination by Mutual Agreement. This License and/or Agreement may be terminated prior to its 
date of expiration by NOVOS FIBER by providing the City with ninety (90) days written notice and only

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upon making arrangement satisfactory with the City Engineer to remove all NOVOS FIBER’s Facilities 
from public property and the ROW, unless the City Engineer agrees to allow NOVOS FIBER to abandon 
part or all of its Facilities in place. If the City Engineer agrees to allow NOVOS FIBER to abandon it 
Facilities in place, the ownership of such Facilities, including everything permitted y City to be abandoned 
in place shall transfer to City and NOVOS FIBER shall cooperate to execute any documents necessary to 
accomplish such transfer within thirty (30) days of such allowance of abandonment. 
34.7 
Notwithstanding anything in Section 34.6 above, upon termination of this Agreement, NOVOS 
FIBER shall remove all of its optical repeaters, DWDM and CWDM multiplexers, antennae, fiber optic 
cables, wires, and related equipment within ninety (90) days. 
SECTION 35. Non-use/Abandonment of the Facilities 
35.1 
An “Abandoned Facility” will mean a Facility no longer in service or physically disconnected from 
a portion of the operating Facility or from any other Facility that is in use or still carries services. NOVOS 
FIBER ceases to provide services or abandons use of any of its Facilities, upon cancellation or termination 
of the Agreement, NOVOS FIBER shall notify the City and may, subject to the City’s approval, 
permanently abandon the Facilities in place. In such event, the City, at its option, may acquire ownership 
of the Facilities. In lieu of permanent abandonment, the City may require NOVOS FIBER, to the reasonable 
satisfaction of the City and without cost or expense to the City, to promptly remove the Facilities and to 
restore the public ROW to a reasonable condition under the supervision of the City. 
35.2 
Upon permanent abandonment, if the City does not require removal, NOVOS FIBER shall submit 
to the City a proposal ad instruments for transferring ownership to the City. Any such Facilities, which are 
not removed as required by the City within ninety (90) days of either such date of termination or cancellation 
or of the date the City issued a permit authorizing removal, whichever is later, automatically shall become 
the property of the City. NOVOS FIBER will notify the Arizona Blue Stake Center to record the Facilities 
that have been abandoned. 
35.3 
Title to any and all personal property installed by NOVOS FIBER upon the ROW that is not 
removed during the period set forth in Section 35.2 s hall automatically vest in City. 
35.4 
Nothing Section 35.1 shall be deemed to require NOVOS FIBER to remove Facilities that the 
NOVOS FIBER uses for the provision of services other than Telecommunications Services or Interstate 
Telecommunications Services, so long as such use of Facilities for the provisions of the ongoing other 
services is authorized by the City pursuant to this Agreement. 
SECTION 36.  Cancellation for Conflict of Interest 
Pursuant to A.R.S. § 38-511, City may cancel this Agreement within three (3) years after Agreement 
execution without penalty or further obligation if any person significantly involved in initiating, negotiating, 
securing, drafting or creating the Agreement on behalf of City is or becomes at any time while the 
Agreement or an extension of the Agreement is in effect an employee of or a consultant to any other party 
to this Agreement with respect to the subject matter of the Agreement. The cancellation shall be effective 
when NOVOS FIBER received written notice of the cancellation, unless the notice specifies a later time. 
SECTION 37.  Gratuities 
City may, by written notice, terminate this Agreement, in whole or in part, if City determines that 
employment or a gratuity was offered or made by NOVOS FIBER or a representative of NOVOS FIBER 
to any officer or employee of City of the purpose influencing the outcome of the procurement of securing

32 
 
the Agreement, an amendment to the Agreement, or favorable treatment concerning the Agreement, 
including the making of any determination or decision about Agreement performance. City, in addition to 
any other rights or remedies, shall be entitled to recover exemplary damages in the amount of three time 
the value of the gratuity offered by NOVOS FIBER. 
SECTION 38.  Condemnation 
The following shall govern any condemnation of any part of or interest in the area used and/or occupied by 
NOVOS FIBER and any conveyance to City or another condemner in avoidance or settlement of 
condemnation or threat of condemnation: 
1. Termination for Condemnation. This agreement shall terminate as to the portion taken on the 
date that is the earlier of the date title vests in the condemner, or the date upon which the 
condemner is let into possession. 
2. Power to Condemn. NOVOS FIBE acknowledges that City and others from time to time may 
sue to condemn the area used by NOVOS FIBER or any interest therein or rights thereto. 
 
a. City reserves the right of condemnation or eminent domain over the area used and/or 
occupied by NOVOS FIBER. City does not warrant that it will not condemn the area(s) 
used and/or occupied by NOVOS FIBER during the term of this Agreement, but City 
does not presently have intentions to condemn such area(s). 
 
b.  City also reserves the right through its powers of eminent domain to acquire all or any 
portion of the Facilities owned by NOVOS FIBER in accordance with the applicable 
conditions set forth in the Arizona Revised Statutes. However, under no circumstances 
shall any valuation be made for any right or privilege granted by this Agreement should 
the City acquire the property of NOVOS FIBER. 
SECTION 39. Notice 
39.1 
All notices, which shall or may be given pursuant to this Agreement, shall be in writing and 
transmitted through the U.S certified or registered mail, postage prepaid, by means of prepaid private 
delivery systems, r by facsimile transmission showing a valid delivery receipt if a hard copy of the same is 
followed by delivery the U.S. mail or by private delivery systems, addressed as follows: 
CITY OF GLENDALE 
City of Glendale 
Construction Engineering Manager 
5850 W. Glendale Ave. 
Glendale, AZ 85301 
WITH COPIES TO: 
City Attorney’s Office  
City Clerk’s Office 
5850 W. Glendale Ave.  
5850 W. Glendale Ave. 
Glendale, AZ 85301 
 
Glendale, AZ 85301

33 
 
NOVOS FIBER: 
NOVOS FIBER 
3100 Olympus Blvd, STE 410 
Dallas TX, 75019 
WITH COPIES TO 
General Counsel 
 
39.2 
Notices shall be deemed sufficiently given and served upon the other party if delivered personally 
or by facsimile transmission (provided with respect to facsimile or email that such transmissions are 
received on a business day during normal business hours), the first business day after deposit if sent by 
private delivery systems and the fifth business day after deposit in U.S. Mail. 
39.3 
Either party may from time to time designate any other address for this purpose by written notice 
to the other party in the manner set forth above. 
39.4 
NOVOS FIBER shall notify the City within ten (10) business days of any change in mailing 
address. 
SECTION 40. Governing Law 
It is mutually understood and agreed that this Agreement shall be governed by the laws of the State of 
Arizona, both as to interpretation and performance. Any action at law, suit in equity, or judicial proceeding 
for the enforcement of this Agreement or any provision thereof shall be instituted only in the courts located 
within Maricopa County, Arizona. 
SECTION 41.  Partial Invalidity 
If any section, paragraph, subdivision, clause, phrase or provision of this Agreement shall be adjudged 
invalid or unenforceable or is preempted by federal or state laws or regulations, the same shall not affect 
the validity of this Agreement as a hole or any part of the provisions of this Agreement other than the part 
adjudged to be invalid, unenforceable or preempted. 
SECTION 42.  No Warranty 
42.1 
The issuance of a license, permit or other authorization by the City is not a representation or 
warranty that such license, permit, or authorization is a legally sufficient substitute for a franchise, and is 
not a representation of warranty that a franchise is not required. 
42.2 
NOVOS FIBER ACKNOWLEDGES AND AGREES THAT CITY DOES NOT WARRANT THE 
CONDITION OR SAFETY OF ITS ROW OR THE PREMISES SURROUNDING THE SAME, AND 
NOVOS FIBER HEREBY ASSUMES ALL THE RISKS OF ANY DAMAGE, INJURY OR LOSS AOF 
ANY NATURE WHATSOEVER CAUSED BY OR IN CONNECTION THE USE OF ANY CITY ROW. 
SECTION 43. Non-Waiver 
NOVOS FIBER shall not be excused from complying with an of the terms and conditions of this Agreement 
by any failure of City upon any one or more occasions to insist upon or to seek compliance with any such 
terms or conditions. Notwithstanding any other provision of this Agreement, nothing in this Agreement

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shall constitute a waiver of either party’s right to challenge any portion of this Agreement that is not in 
accordance with applicable federal, state and local laws. 
SECTION 44. Remedies Not Exclusive 
The remedies set forth in this License and Agreement are not exclusive. Election of one remedy dos does 
not preclude the use of other remedies. 
SECTION 45. Force Majeure 
With respect to any provision of this Agreement, the violation or non-compliance of which could result in 
the imposition of a financial penalty, liquidated damages, forfeiture or other sanction upon NOVOS FIBER, 
such violation or non-compliance shall be excused where such violation or non-compliance is the result of 
acts of God, war, civil disturbance, strike or other labor unrest, or other events, the occurrence of which 
was not reasonably foreseeable by NOVOS FIBER and is beyond its reasonable control. 
SECTION 46.  Dispute Resolution 
 
In the event of a dispute between the parties to this Agreement regarding a provision of this Agreement, a 
party's performance of its obligations as stated in this Agreement or any other matter governed by the terms 
of this Agreement, the parties will meet in good faith to attempt to resolve the dispute. If the parties fail to 
resolve the dispute, then the parties agree that the dispute may be resolved through mediation. If mediation 
is agreed to by the disputing parties, the disputing parties shall mutually agree upon the services of one (1) 
mediator whose fees and expenses shall be borne equally by the disputing parties. If the dispute is not 
resolved within a reasonable time, the disputing parties shall be free to use other remedies such as 
nonbinding arbitration or litigation to resolve the dispute. 
 
SECTION 47.  Exhibits 
 
All Exhibits referred to in this Agreement and any addenda, attachments, and schedules which may, from 
time to time, be referred to in any duly executed amendment to this Agreement are by such reference 
incorporated in this Agreement and shall be deemed a part of this Agreement. 
 
SECTION 48.  Survival of Liability 
 
All obligations of NOVOS FIBER and City hereunder and all warranties and indemnities of NOVOS FIBER 
hereunder shall survive termination of this Agreement.

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CITY OF GLENDALE, An Arizona 
municipal corporation 
 
 
 
 
 
 
 
 
__________________________ 
 
 
 
 
 
 
 
 
Kevin R. Phelps, City Manager 
ATTEST: 
 
____________________________ 
Julie K. Bower, City Clerk (SEAL) 
 
APPROVED AS TO FORM:  
 
___________________________ 
Michael D. Bailey, City Attorney 
 
 
 
 
 
 
 
 
 
 
 
 
Flying Bull Internet LLC dba Novos Fiber, 
 
 
 
 
 
 
 
a Texas limited liability company  
 
 
 
 
 
 
 
 
By: ________________________ 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Print Name: _________________ 
 
 
 
 
 
Its: ___________________________ 
 
 
 
 
 
 
 
Date: ________________________ 
 
 
 
 
 
 
 
 
 
Jarrod Watson
CFO
January 27, 2025