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and shall end upon the expiration of the Initial Term, or the Renewal Term, if validly exercised, of <br />this Agreement, unless such individual Supplement is earlier terminated or this Agreement is <br />extended or terminated, as provided for herein (the "Supplement Term"). All of the provisions <br />of this Agreement shall be in effect during the Supplement Tenn. The expiration or termination <br />of the Agreement under Section 2.1 shall immediately terminate all Supplements. Any holding <br />over after the expiration of the Supplement Term shall constitute a default by Licensee, <br />notwithstanding that Licensor may elect to accept one or more payments of fees from Licensee. <br />3. REPRESENTATION CONCERNING SERVICES; TERMINATION WITHOUT CAUSE. Licensee <br />represents, warrants and covenants that its Equipment installed pursuant to this Agreement and <br />each Supplement will be utilized solely for providing the Services, and Licensee is not authorized <br />to and shall not use its Equipment to offer or provide any other services not specified herein <br />without Licensor's consent. At any time that Licensee ceases to operate as a provider of Services <br />under Federal or state law, the Licensor shall have the option, in its sole discretion and upon six <br />(6) months' written notice to Licensee, to terminate this Agreement and to require the removal of <br />Licensee's Equipment from the ROW and from Municipal Facilities, including the cost of any site <br />remediation, at no cost to the Licensor, without any liability to Licensee related directly or <br />indirectly to such termination. <br />4. SCOPE OF AGREEMENT. Licensee shall only use Municipal Facilities pursuant to an <br />approved Supplement as provided in Exhibit A. Any and all rights expressly granted to Licensee <br />under this Agreement shall be exercised at Licensee's sole cost and expense, and shall be subject <br />to the restrictions and conditions set forth herein. Parties acknowledge that this Agreement shall <br />not apply to the installation of new Equipment where prior equipment did not exist, and is Iimited <br />to new installations where prior Equipment existed, modifications to existing Equipment, or <br />replacement of existing Equipment as provided herein. <br />4.1 Attachment to Municipal Facilities. Subject to the conditions herein, the <br />Licensor hereby authorizes and permits Licensee to install, operate, maintain, control, remove, <br />reattach, reinstall, relocate, and replace Equipment on identified Municipal Facilities located in the <br />ROW for the purpose of providing Services. <br />4.1.1 Licensee will submit to the authorized representative of Licensor an <br />application in substantially the same form as attached hereto as Exhibit B ("Application") <br />including a design for any Equipment that identifies both the Equipment and the Municipal <br />Facilities Licensee being used. One Application is required per Municipal Facility. <br />4.1.2 Licensor may approve, approve with conditions, or disapprove an <br />Application in its sole discretion, provided however, Licensor shall not unreasonably delay its <br />decision. Any approved Equipment shall be included as part of the applicable Supplement. <br />4.1.3 If Licensee submits an Application to use a Municipal Facility that is <br />structurally inadequate to accommodate its proposed Equipment, Licensor may permit the <br />replacement of the Municipal Facility (a "Replacement Facility") with one that is acceptable to <br />and approved by the Licensor as part of the applicable Supplement. Any Replacement Facility <br />shall be installed, maintained, repaired, and/or replaced in accordance with Section 6 of this <br />Agreement. <br />Page 5 of 22 <br />190735027_1 <br />