HomeMy WebLinkAboutCenturylink Communications, LLC - Agreement - 3-31-2023uuuuolylI CI IVCIUFIC IU. L'*r U! IUC-G/1Ma-,+-4I /-U'iC0-000a IJU ICUO'F
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AGREEMENT FOR RELOCATION, ADJUSTMENT OR PROTECTION OF
TELECOMMUNICATIONS FACILITIES
THIS UTILITY RELOCATION, ADJUSTMENT AND/OR PROTECTION
AGREEMENT (hereinafter called, "Agreement"), is executed to be effective as of
March 31 , 2023, by and between the CITY OF FRESNO, a California municipal
corporation, (hereinafter called, "Requestor"), and CenturyLink Communications,
LLC, a Delaware limited liability company (hereinafter called, "Affiliate").
WHEREAS, Requestor has contacted Affiliate, an affiliate of Lumen
Technologies, Inc. ("Company"), regarding relocation, protection and/or
adjustment of the Company's telecommunications facilities, including those
facilities as set forth in Exhibit A, (the "Facilities"), located at E North Ave / S Golden
State Blvd, City of Fresno, County of Fresno, State of California, for the benefit of
the Requestor's North Avenue sewer main realignment project ("Project");
WHEREAS, the current location of the Facilities is set forth in the description
attached hereto as Exhibit A. To avoid all identified conflicts between the Facilities
and the Requestor's Project, Company will adjust, protect and/or relocate its
Facilities as further described in Exhibit B, subject to the terms and conditions set
forth below.
AGREEMENT
In consideration of the mutual covenants and agreements of the parties
contained herein, the receipt and sufficiency of which are hereby acknowledged,
the parties agree as follows:
(1) The government or private entity owning or otherwise controlling the
underlying property whereupon the Facilities are located or are to be
relocated, if so required, first grant to Company the complete
authority to perform the Work described in Exhibit B and, where
necessary, to provide Company permanent easement rights
necessary for the Facilities to remain in the location upon completion
of the Work.
(2) Company will coordinate and perform all relocation, protection and/or
adjustment work (the "Work") described in Exhibit B at the
Requestor's sole cost and expense. Company will use reasonable
efforts to perform all Work from within the area where the Facilities
are located or are to be relocated; provided, however, that where
Company is required to perform the Work from a third party's
property, Company will, obtain any necessary permission in advance
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for Company to perform the Work, including temporary or permanent
easements necessary for the Work or continued operation of the
Facilities.
(3) Total estimated project cost is: $675,081.78 (Six Hundred Seventy -
Five Thousand, Eighty -One Dollars and Seventy -Eights Cents).
Requestor will first provide Company with a check for fifty percent
(50%) of estimated project cost in the amount of $337,540.89 (Three
Hundred Thirty -Seven Thousand, Five Hundred Forty Dollars
and Eighty -Nine Cents) prior to the relocation Work beginning.
Requestor's payment will be applied toward the estimated cost of the
Work as set forth in Exhibit C. The check should be made out to
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During the Work the Company will send the Requestor quarterly
statements detailing the costs of the work performed by the
Company under this Agreement. Upon completion of Work, a final
invoice will be sent providing remaining balance due based upon
actual cost to perform. Final invoice is due within 30 days of receipt.
(4) COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS,
EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION
OF LAW, STATUTORY OR OTHERWISE, WITH RESPECT TO
THE WORK OR AS TO ANY MATTER WHATSOEVER,
INCLUDING, WITHOUT LIMITATION, WARRANTIES OF
MERCHANTABILITY, SATISFACTORY QUALITY AND FITNESS
FOR A PARTICULAR PURPOSE. HOWEVER, COMPANY
GUARANTEES THAT THE WORK WILL BE PERFORMED SUCH
THAT THE FACILITIES WILL NO LONGER CONFLICT WITH
REQUESTOR'S PROJECT.
(5) In the event that circumstances arise that cause the cost and
expense of performing the Work to exceed the estimate, Company
will make an adjustment to the estimate and provide Requestor with
the updated estimate and an explanation of the source of the
increase. The Company acknowledges that should the cost exceed
the estimate, Requestor will require City Council to amend this
Agreement and expend additional funds. Requestor will pay such
additional amounts within forty-five (45) calendar days of Council
approval. Company may, in its discretion, suspend performance of
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the Work until payment is received. A failure to pay such amount
shall cause same to bear interest from the due date until payment is
received at a rate of one -and one-half percent (1 1/2%) per month,
compounded annually.
(6) To the furthest extent allowed by law, Company shall indemnify, hold
harmless and defend Requestor and each of its officers, officials,
employees, agents and volunteers from any and all loss, liability,
fines, penalties, forfeitures, costs and damages (whether in contract,
tort or strict liability, including but not limited to personal injury, death
at any time and property damage) incurred by Requestor, Company
or any other person, and from any and all claims, demands and
actions in law or equity (including reasonable attorney's fees,
litigation expenses and cost to enforce this agreement), arising or
alleged to have arisen directly or indirectly out of performance of this
Agreement. Company's obligations under the preceding sentence
shall not apply to any loss, liability, fines, penalties, forfeitures, costs
or damages caused by the gross negligence, or caused by the willful
misconduct, of Requestor or any of its officers, officials, employees,
agents or volunteers.
If Company should subcontract all or any portion of the work to be
performed under this Agreement, Company shall require each
subcontractor to indemnify, hold harmless and defend Requestor
and each of its officers, officials, employees, agents and volunteers
in accordance with the terms of the preceding paragraph.
This section shall survive termination or expiration of this Agreement.
(7) (a) Throughout the life of this Agreement, COMPANY shall pay
for and maintain in full force and effect all insurance as required
herein with an insurance company(ies) either (i) admitted by the
California Insurance Commissioner to do business in the State of
California and rated no less than "A-VII" in the Best's Insurance
Rating Guide, or (ii) as may be authorized in writing by
REQUESTOR'S Risk Manager or his/her designee at any time and
in his/her sole discretion. The required policies of insurance as
stated herein shall maintain limits of liability of not less than those
amounts stated therein. However, the insurance limits available to
REQUESTOR, its officers, officials, employees, agents and
volunteers as additional insureds, shall be the greater of the
minimum limits specified therein or the full limit of any insurance
proceeds to the named insured.
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(b) If at any time during the life of the Agreement or any
extension, COMPANY or any of its subcontractors fail to maintain
any required insurance in full force and effect, all services and work
under this Agreement shall be discontinued immediately, and all
payments due or that become due to COMPANY shall be withheld
until notice is received by REQUESTOR that the required insurance
has been restored to full force and effect and that the premiums
therefore have been paid for a period satisfactory to REQUESTOR.
Any failure to maintain the required insurance shall be sufficient
cause for REQUESTOR to terminate this Agreement. No action
taken by REQUESTOR pursuant to this section shall in any way
relieve COMPANY of its responsibilities under this Agreement. The
phrase "fail to maintain any required insurance" shall include, without
limitation, notification received by REQUESTOR that an insurer has
commenced proceedings, or has had proceedings commenced
against it, indicating that the insurer is insolvent.
(c) The fact that insurance is obtained by COMPANY shall not be
deemed to release or diminish the liability of COMPANY, including,
without limitation, liability under the indemnity provisions of this
Agreement. The duty to indemnify REQUESTOR shall apply to all
claims and liability regardless of whether any insurance policies are
applicable. The policy limits do not act as a limitation upon the
amount of indemnification to be provided by COMPANY. Approval
or purchase of any insurance contracts or policies shall in no way
relieve from liability nor limit the liability of COMPANY, vendors,
suppliers, invitees, contractors, sub -contractors, subcontractors, or
anyone employed directly or indirectly by any of them.
Coverage shall be at least as broad as:
The most current version of Insurance Services Office (ISO)
Commercial General Liability Coverage Form CG 00 01, providing
liability coverage arising out of your business operations. The
Commercial General Liability policy shall be written on an occurrence
form and shall provide coverage for "bodily injury," "property
damage" and "personal and advertising injury" with coverage for
premises and operations (including the use of owned and non -owned
equipment), products and completed operations, and contractual
liability (including, without limitation, indemnity obligations under the
Agreement) with limits of liability not less than those set forth under
"Minimum Limits of Insurance."
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2. The most current version of Commercial Auto Coverage Form CA 00
01, providing liability coverage arising out of the ownership,
maintenance or use of automobiles in the course of your business
operations. The Automobile Policy shall be written on an occurrence
form and shall provide coverage for all owned, hired, and non -owned
automobiles or other licensed vehicles (Code 1- Any Auto).
3. Workers' Compensation insurance as required by the State of
California and Employer's Liability Insurance.
MINIMUM LIMITS OF INSURANCE
COMPANY shall procure and maintain for the duration of the contract, and for 3
years thereafter, insurance with limits of liability not less than those set forth below.
However, insurance limits available to REQUESTOR, its officers, officials,
employees, agents and volunteers as additional insureds, shall be the greater of
the minimum limits specified herein or the full limit of any insurance proceeds
available to the named insured:
1. COMMERCIAL GENERAL LIABILITY
(i) $2,000,000 per occurrence for bodily injury and property
damage;
(ii) $2,000,000 per occurrence for personal and advertising
injury;
(iii) $4,000,000 aggregate for products and completed operations;
and,
(iv) $4,000,000 general aggregate for the work performed under
the Agreement.
2. COMMERCIAL AUTOMOBILE LIABILITY
$1,000,000 per accident for bodily injury and property
damage.
3. Workers' Compensation Insurance as required by the State of
California with statutory limits and EMPLOYER'S LIABILITY with
limits of liability not less than:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.
4. CONTRACTORS' POLLUTION LEGAL LIABILITY with coverage for
bodily injury, property damage or pollution clean-up costs that could
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result from of pollution condition, both sudden and gradual. Including a
discharge of pollutants brought to the work site, a release of pre-existing
pollutants at the site, or other pollution conditions with limits of liability of
not less than the following:
(i) $1,000,000 per occurrence or claim; and,
(ii) $2,000,000 general aggregate per annual policy period.
UMBRELLA OR EXCESS INSURANCE
In the event COMPANY purchases an Umbrella or Excess insurance policy(ies) to
meet the "Minimum Limits of Insurance," this insurance policy(ies) shall "follow
form" and afford no less coverage than the primary insurance policy(ies). In
addition, such Umbrella or Excess insurance policy(ies) shall also apply on a
primary and non-contributory basis for the benefit of the REQUESTOR, its officers,
officials, employees, agents and volunteers.
DEDUCTIBLES AND SELF -INSURED RETENTIONS
COMPANY shall be responsible for payment of any deductibles contained in any
insurance policy(ies) required herein and COMPANY shall also be responsible for
payment of any self -insured retentions. Any self -insured retentions must be
declared on the Certificate of Insurance, and approved by, the REQUESTOR'S
Risk Manager or his/her designee. At the option of the REQUESTOR'S Risk
Manager or his/her designee, either:
(i) The insurer shall reduce or eliminate such self -insured retentions as
respects REQUESTOR, its officers, officials, employees, agents and
volunteers; or
(ii) COMPANY shall provide a financial guarantee, satisfactory to
REQUESTOR'S Risk Manager or his/her designee, guaranteeing
payment of losses and related investigations, claim administration
and defense expenses. At no time shall REQUESTOR be
responsible for the payment of any deductibles or self -insured
retentions.
OTHER INSURANCE PROVISIONS/ENDORSEMENTS
(i) Al/ policies of insurance required herein shall be endorsed to provide
that the coverage shall not be cancelled, non -renewed, reduced in
coverage or in limits except after thirty (30) calendar days written
notice has been given to COMPANY, except ten (10) days for
nonpayment of premium. COMPANY is responsible for providing
written notice to the REQUESTOR under the same terms and
conditions on any required coverage that is not replaced. Upon
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issuance by the insurer, broker, or agent of a notice of cancellation,
non -renewal, or reduction in coverage or in limits, COMPANY shall
furnish REQUESTOR with a new certificate and applicable
endorsements for such policy(ies). In the event any policy is due to
expire during the work to be performed for REQUESTOR,
COMPANY shall provide a new certificate, and applicable
endorsements, evidencing renewal of such policy not less than five
(5) calendar days prior to the expiration date of the expiring policy.
(ii) In the event this Contract involves any lead -based environmental
hazard (e.g., lead based paint), the Contractors Pollution Liability
insurance policy shall be endorsed to include coverage for lead
based environmental hazards. In the event this Contract involves any
asbestos environmental hazard (e.g., asbestos remediation), the
Contractors Pollution Liability insurance policy shall be endorsed to
include coverage for asbestos environmental hazards. In the event
this Contract involves any mold environmental hazard (e.g., mold
remediation), the Contractors Pollution Liability insurance policy shall
be endorsed to include coverage for mold environmental hazards
and "microbial matter including mold" within the definition of
"Pollution" under the policy.
(iii) The Commercial General, Pollution and Automobile Liability
insurance policies shall be written on an occurrence form.
(iv) The Commercial General, Pollution and Automobile Liability
insurance policies shall be endorsed to name REQUESTOR, its
officers, officials, agents, employees and volunteers as an additional
insured. COMPANY shall establish additional insured status for the
REQUESTOR and for all ongoing and completed operations under
both Commercial General and Pollution Liability policies by use of
ISO Forms or an executed manuscript insurance company
endorsement providing additional insured status. The Commercial
General endorsements must be as broad as that contained in ISO
Forms: GC 20 10 11 85 or both CG 20 10 & CG 20 37 or equivalent.
(v) The Commercial General, Pollution and Automobile Liability
insurance shall contain, or be endorsed to contain, that the
COMPANY& insurance shall be primary to and require no
contribution from the REQUESTOR. The Commercial General and
Pollution Liability policies are required to include primary and non
contributory coverage in favor of the REQUESTOR for both the
ongoing and completed operations coverage. These coverages shall
contain no special limitations on the scope of protection afforded to
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REQUESTOR, its officers, officials, employees, agents and
volunteers.
(vi) Should any of these policies provide that the defense costs are paid
within the Limits of Liability, thereby reducing the available limits by
defense costs, then the requirement for the Limits of Liability of these
polices will be twice the above stated limits.
(vii) The Workers' Compensation insurance policy shall contain, or be
endorsed to contain, a waiver of subrogation as to REQUESTOR, its
officers, officials, agents, employees and volunteers.
(viii) The Commercial General, Pollution and Automobile Liability
insurance policies shall contain, or be endorsed to contain, a waiver
of subrogation as to REQUESTOR, its officers, officials, agents,
employees and volunteers.
PROVIDING OF DOCUMENTS - COMPANY shall furnish REQUESTOR
with all certificate(s) and applicable endorsements effecting coverage
required herein. All certificates and applicable endorsements are to be
received and approved by the REQUESTOR'S Risk Manager or his/her
designee prior to REQUESTOR'S execution of the Agreement and
before work commences. All non -ISO endorsements amending policy
coverage shall be executed by a licensed and authorized agent or broker.
This requirement shall survive expiration or termination of this Agreement.
All subcontractors working under the direction of COMPANY shall also be
required to provide all documents noted herein.
SUBCONTRACTORS - If COMPANY subcontracts any or all of the services
to be performed under this Agreement, COMPANY shall require, at the
discretion of the REQUESTOR'S Risk Manager or designee,
subcontractor(s) to enter into a separate Side Agreement with the
REQUESTOR to provide required indemnification and insurance protection.
Any required Side Agreement(s) and associated insurance documents for
the subcontractor must be reviewed and preapproved by REQUESTOR
Risk Manager or designee. If no Side Agreement is required, COMPANY
will be solely responsible for ensuring that its subcontractors maintain
insurance coverage at levels no less than those required by applicable law
and is customary in the relevant industry.
(8) The execution of this Agreement by the parties' representatives and
their performance hereunder (a) has been duly authorized by
requisite action, (b) will not require any additional approval on the
part of the parties, and (c) will not violate any provision of law, any
regulation or any contract or other obligation.
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(9) This Agreement constitutes the complete legal, valid, and binding
obligation of the parties hereto with regard to the Work and is
enforceable against the parties in accordance with the terms hereof.
Except to the extent herein provided, no amendment, supplement,
modification, or termination of this Agreement shall be enforceable
unless executed in writing by both parties.
(10) If any part of this Agreement is held by a court of competent
jurisdiction to be invalid or otherwise unenforceable, the court shall
interpret the terms hereof to give the greatest effect to the parties'
intentions in entering into this Agreement.
(11) This Agreement shall be construed under the laws of the State in
which the Facilities are located.
(12) This Agreement shall become effective on the date signed by
Requestor.
(13) Following execution, Company will thereafter work with underlying
property owner or governing locality to coordinate a construction
start date and the times for performing the Work.
[Approval signatures appear on following page.]
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IN WITNESS WHEREOF, the parties have executed this Agreement at
Fresno, California, on the day and year first above written.
CITY OF FRESNO,
A California municipal corporation
DaeuSigned by,
By: 3/31/2023
� C
BROCKcD. BUCHE, Director
APPROVED AS TO FORM:
ANDREWJANZ
City Attorney
Doeusigrved by. tt
By:iFt�' �µln.�cwt,t63/16/2023
713 SAF S4 B..
Jennifer M. Quintanilla Date
Senior Deputy City Attorney
ATTEST:
TODD STERMER, CMC
City Clerk
By:EDocuSlgned by,
LV-& h g61W 3/31/2023
Deputy Date
Tina M Your
CENTURYLINK COMMUNICATIONS,
LLC
A Delaware limited liability company
By: Brian Economaki(NI a r8,202316:15 CST)
Name: Brian Economaki
Title: VP Field OPS
REVIEWED BY:
Gakll L NGCfo`r
Gary Nelson, DIR Field Ops
Brad Enea, MGR Field Ops
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Exhibit A
(Current Location of Facilities in UPRR ROW)
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In€ormation Technologies
City of Fresno-UP&E September 30, 2022
Sarah Aguila
Supervising Engineering Technician
Sarah, aiz.ui IaFi:.fresno. uov
Dear Sarah:
SUBJECT: Lumen - Fiber Optic Facilities on Railroad Rieht-af Vr1'st
This letter is Written regarding the Qwest Communications (' Qwest") fiber optic
telecommunication facilities (the "Facilities") installed within Union Pacific Railroad
Company's ("UP") rights -of -way near milepost 209.21 of the Fresno Subdivision near
Fresno, CA, and your planned North Ave Server project that may be impacting these
Facilities. Qwest is now part of Lumen. Please be advised that the Qwest Facilities (1`) are
permitted under confidential easement agreements ("Agreements") between UP and
Qwest; (2:) were commenced only with prior review and approval of construction plans
by UP in accordance with its design, engineering and construction standards (the "UP
Standards"), and (;) was to be completed in accordance with the UP Standards.
The Agreement is confidential and proprietary and not to be released to third
parties. Under the provisions governing the Agreement, responsibility (through up -franc
payment or reimbursement) for the costs to relocate or otherwise protect such Facilities
as a result of any project shall be the responsibility of third party(ies) oilier than UP or
Qwest.
If you have any further questions regarding the matter covered in this letter,
please contact Mr. Clem Helmstetter at (913) 31?-2744, representing Lumen, or me at
(402) 544-7425.
Sincerelv yours.
GARY VOOGD
Commercial Telecom
CC:
Clem Helmstetter— Lumen
James Nickerson — Lumen
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Exhibit B
Summary Description of Work
Scope: City has advised the CenturyLink fiber within UPRR ROW c
bore. CenturyLink will ENG, seek approval from railroads and utilize
aspects of construction. Duct package will be like for like (same size,
count). New deep "wireline" bore will be proposed for UPRR approval.
be pulled and spliced from existing splice points. Typically, these
25,000-foot intervals.
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onflicts with proposed sewer
our approved vendor for all
quantity, and fiber type and
Once approved new fiber will
are located approximately at
OV Proposed Sewer Bore
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PROFILE
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Exhibit C
Estimated Cost Breakdown and Remittance Information
V.
�= CenturyLink`
Relocation Project Cost Estimate - URA
Estimate Valid within 30 Days from:
10/6/2022
P-338271
Relocation Project Tracking#:
Project Na me:
Fresno Sewer Replacement North Ave Realignment
Customer Name:
City of Fresno
Internal Project Code
P.038216.C.27
GLCode:
92441000
Legacy Network Builder:
CenturyLink Communications LLC
RELO PM Contact Info:
Clem Helmstetter; 913-312-2744
Invoice Number:
pending
Customer Number:
#N/A
Description
Cost
Outside Plant Construction / Materials
1$374,456.25
Engineering / Inspection
$24,40450
Fiber Optic Cable Purchased
$18,200.00
Fiber Optic Testing/ Splicing
$10,640.00
RR Flagging/Traffic Control
$90,Uo0.00
Subtotal:
$517,700.7.5
Internal Cost Percentage 130.40%
Internal G&A Cost 30A')Ia
$157,381.03
Total Esitmated Cost
$675,081.78
50%Advance Payment Required
$337,540.89
Estimated Balance to reflect Actual Cost
$337,S40.89
* Estimate does not inculde any rock adders and will be reviewed if encountered.
General instructions for requestor:
Agreement must be scanned back in color to RELO PM — via email to clem.helmstetter@lumen.com
for counter execution. Lumen support digital signatures and can route via Adobe Sign if requested.
Please do not mail agreement.
• A W-9 is included as page 2 of the invoice for your Accounts Payable team's use and check
payable info.
Please scan/email a copy of your check to clem.helmstetter@lumen.com RELO PM, before
mailing.
Remit copy of invoice with payment and provided UPS RS label to:
Lumen Technologies, Inc.
Attn: Ashley Tran; 4000-41 C-E21 / RELO
1025 Eldorado Blvd.
Broomfield, CO 80021
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Fi nal-U RA-Pre50-P-338271
Final Audit Report 2023-03-08
Created: 2023-03-01
By: clem Helmstetter (clem.helmstetter@lumen.com)
Status: Signed
Transaction ID: CBJCHBCAABAAVjgtLE_FFxNIQ4YVScOzivuLFiBLCQMd
"Final-URA-Pre50-P-338271" History
Document created by clem Helmstetter (clem.helmstetter@lumen.com)
2023-03-01 - 1:11:57 AM GMT- IP address: 4.68.48.226
Document emailed to brad.enea@lumen.com for signature
2023-03-01 - 1:13:56 AM GMT
Email viewed by brad.enea@lumen.com
2023-03-01 - 10:03:27 PM GMT- IP address: 104.47.55.126
6e- Signer brad.enea@lumen.com entered name at signing as Brad P. Enea
2023-03-01 - 10:04:26 PM GMT- IP address: 209.244.4.106
6o Document e-signed by Brad P. Enea (brad.enea@lumen.com)
Signature Date: 2023-03-01 - 10:04:28 PM GMT - Time Source: server- IP address: 209.244.4.106
C4' Document emailed to gary.nelson4@lumen.com for signature
2023-03-01 - 10:04:31 PM GMT
Email viewed by gary.nelson4@lumen.com
2023-03-03 - 8:58:27 PM GMT- IP address: 104.47.70.126
60 Signer gary.nelson4@lumen.com entered name at signing as Gary L Nelson
2023-03-03 - 9:47:42 PM GMT- IP address: 155.70.104.119
60 Document e-signed by Gary L Nelson (gary.nelson4@lumen.com)
Signature Date: 2023-03-03 - 9:47:44 PM GMT - Time Source: server- IP address: 155.70.104.119
C-. Document emailed to brian.economaki@lumen.com for signature
2023-03-03 - 9:47:45 PM GMT
Email viewed by brian.economaki@lumen.com
2023-03-08 - 10:14:55 PM GMT- IP address: 104.47.55.126
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UUUUJIIJ.II CI IVCIUF)C IU. L•+FU( IUC-GFIMJ-'+'+/ /-U'+CO-UUDJ I:)U ICUO'+ �--'-' .-.--- - - -- -
do Signer brian.economaki@lumen.com entered name at signing as Brian Economaki
2023-03-08 - 10:15:22 PM GMT- IP address: 155.70.104.121
�Sa Document e-signed by Brian Economaki (brian.economaki@lumen.com)
Signature Date: 2023-03-08 - 10:15:24 PM GMT - Time Source: server- IP address: 155.70.104.121
Agreement completed.
2023-03-08 - 10:15:24 PM GMT
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