§ 8. Construction and maintenance.

(a)

All structures, lines and equipment erected by franchisee within the city shall be so located as to cause minimum interference, as determined by the city, with the proper use of streets, alleys, easements and other public ways and places, and so as to cause minimum interference with the rights or reasonable convenience of property owners. The franchisee shall submit plans for construction of any trunk line extension to the city for approval of location prior to the commencement of construction. Any plans submitted for such approval shall be approved or denied within five (5) business days of submittal. Failure to approve or deny within said five (5) day period shall be deemed approval of the submitted plans. Approval of location shall not be unreasonably withheld by the city. Any construction in streets, alleys or public ways shall comply with sections 21-66 and 21-68 of the City Code and the franchisee or its contractor shall also submit, prior to construction, a traffic control plan consistent with Policy 84-3 of the City of Durango, a copy of which has been furnished to the franchisee. Where poles, conduits or other wire-holding structures of any public utility are available for use by franchisee, the franchisee shall use such poles, conduits and structures if the permission and consent of such public utility can be obtained by franchisee.

(b)

In cases of disturbance of any street, public way or paved area, franchisee shall, at its own cost and expense, and in a manner approved by the city, replace and restore such street, public way or paved area in as good a condition as existed before the work involving such disturbance was commenced, such reasonable determination to be made by the city in accordance with applicable street standards as adopted by the city. All structures, lines, equipment and connections in, over, under and upon all streets shall be kept and maintained by the franchisee in a safe and suitable condition, and in good order and repair as determined by the city. In the event that the city incurs any out of pocket expenses paid to third-parties who are not employees of the city to obtain compliance with the franchisee's use of any street, easement, public way or paved area, franchisee shall reimburse the city for such expenses reasonably incurred.

(c)

Upon receipt of reasonable advance notice, not to be less than five (5) business days, the franchisee shall, at its own expense, protect, support, temporarily disconnect, relocate in the public way, or remove from the public way, any property of the franchisee when lawfully required by the city by reason of traffic conditions, public safety, street abandonment, freeway and street construction, change or establishment of street grade, installation of sewers, drains, gas or water pipes, or any other type of structures or improvements by the city; provided, however, franchisee shall in all cases have the right of abandonment of its property. If public funds are separately available to any utility using such street, easement or right-of-way for the purpose of defraying the cost of such disconnection, relocation or removal, such funds shall also be made available to the franchisee.

(d)

Any fixtures placed in any public way by franchisee shall be placed in such manner as not to interfere with the usual travel on such public way as determined by the city.

(e)

Franchisee shall, upon request of any person holding a special transport permit issued by the city, temporarily raise or lower its wires to permit the moving of buildings. The expense of such temporary removal or raising or lowering of wires shall be paid by the person requesting the same, and the franchisee shall have the authority to require such payment, in advance. Franchisee shall be given not less than forty-eight (48) hours advance notice to arrange for such temporary wire relocation.

(f)

Upon forty-eight (48) hours advance notice to the city, franchisee shall have the authority to trim trees that are overhanging streets and public ways and places of the franchise area, so as to prevent the branches of such trees from coming in contact with the wires and cables of franchisee. At the option of the city, such trimming may be done by the city or under the city's supervision and direction at the reasonable expense of the franchisee. Should the trimming of trees by franchisee result in the destruction of any otherwise healthy trees, franchisee shall be responsible for the reasonable cost of replacement or reasonable compensation to the owner thereof. All pruning, trimming or removal of trees shall be accomplished in accordance with the requirements of sections 26-56 through 26-62 of the Durango City Code.

(g)

The city shall have the right to make additional use, for any public or municipal purpose, of any conduits controlled or maintained by or for franchisee in any street, provided such use by the city does not interfere with the present or future reasonable usage of such conduits by franchisee. In the event of such usage, the city shall indemnify and hold harmless the franchisee against and from any and all claims, demands, causes of action, costs or liabilities of every kind and nature whatsoever arising out of such use of the franchisee's conduits, inclusive of reasonable attorney's fees. The size of any conduit utilized by franchisee for extension of trunk lines or distribution cables shall be of sufficient size, as approved by the city, to allow use by other franchisees or the city. Franchisee shall also have the right to make additional use of conduits controlled or maintained exclusively by the city, and shall indemnify and hold harmless the city against and from any and all claims, demands, causes of action, costs or liabilities of every kind and nature whatsoever arising out of such use of the city's conduits, inclusive of reasonable attorney's fees.

(h)

In those areas of the franchise area where all of the transmission or distribution facilities of respective public utilities providing telephone communications and electrical services are underground, franchisee shall likewise construct, operate and maintain all of its transmission and distribution facilities underground. In those areas of the franchise area where the transmission or distribution facilities of the respective public utilities providing telephone communications and electrical services are both aerial and underground, franchisee shall have no obligation to convert existing aerial transmission lines to underground installations, but shall be obligated to construct, operate and maintain any new transmission or distribution facilities underground, unless expressly waived by the city in writing. Nothing contained in this section shall require franchisee to construct, operate or maintain underground any ground-mounted appurtenances such as subscriber taps, line extenders, system passive devices (splitters, directional couplers), amplifiers, power supplies, pedestals or other related equipment.

In the event that, during the term of this franchise, all of the transmission or distribution facilities of the respective public utilities providing telephone communications and electrical service are converted to underground installation within all or a portion of the franchise area, franchisee shall be provided written notice from the city of such conversion and, subsequent thereto, shall be required to construct, operate and maintain all of its transmission and distribution facilities underground within the franchise area or such portion thereof as may be designated in the written notice from the city.