03-014 Ricochet Networksricochet
high-speeO u«e-free Internet RICOCHET NETWORKS, INC.
I AOO GLF.NARM PLACE OE MVER, CO 80202 303 572 1200 tolephona 303 572 1300 tez
May 30, 2003 pV811~, wQRKs
City of Cupertino ~ry~~ (i ~ -?114; ,
Carmen Lynaugh
10300 Torre Avenue
Cupertino, CA 95014
Dear Ms. Lynaugh,
Enclosed are two (2) signed copies of the Renewal ~~greement necessary to extend the term of the
Interim Agreement, signed on February 27, 2003, between Ricochet Networks, Inc. and the City
of Cupertino. Please arrange for signature of both copies on the appropriate lines and return one
(1) copy to my attention at the address above.
If you have any questions regarding this Renewal Agreement please do not hesitate to contact me
at (303) 542-1218.
Regards,
Market Development
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Interim Agreement
This Interim Agreement ("Agreement") i:; made and entered into this ~ 7~~ day
of February, 2003 (the "Execution Date"), by and between the City of Cupertino, a municipal
corporation of the State of California (hereinafter, CITY), and Ricochet Networks, Inc., a
corporation organized under the laws of the state ~~f Delaware (hereinafter, RICOCHET).
RECITALS
WHEREAS, CITY is the site of several poletop radios abandoned by METRICOM, INC.
AND AFFILIATED DEBTORS AND DEBTOR-IN-POSSESSION in bankruptcy proceedings in
the United States Bankruptcy Court, Northern District of California, San Jose Division, Case No.
O1-53291-ASW (Weissbrodt, J.); and
WHEREAS, PACIFIC GAS & ELECTRIC COMPANY ("PG&E") has requested either
the removal of the poletop radios or payment for bower consumed by the radios commencing
February 1, 2003; and
WHEREAS, RICOCHET wishes to reactivate the poletop radios and operate in the
public rights-of--way, provided RICOCHET can rf~ach acceptable agreements with CITY and with
PG&E; and
WHEREAS, RICOCHET is willing to pa;y PG&E all properly due charges for power
consumption by poletop radios located on poles or other facilities owned by the CITY between
February 1, 2003 and May 31, 2003;
follows:
NOW, THEREFORE, for good and valuable consideration, the parties hereby agree as
1. TERM OF AGREEMENT. The term of this Agreement shall be from February 1, 2003
through May 31, 2003, inclusive.
2. RENEWAL. This Agreement can be renewed for an additional four-month period with the
mutual agreement of the parties. Without such agreement, this Agreement shall automatically
terminate at 5:00 PM on May 31, 2003.
3. CITY OBLIGATIONS. CITY agrees as follov~~s:
A. During the term of this Agreement, CITY shall not remove or disconnect the poletop
radios located on poles or other facilities owned by the CITY;
B. During the term of this Agreement CITY shall negotiate in good faith with
RICOCHET toward finalizing a permanent Facilities Use Agreement.
4. RICOCHET OBLIGATIONS. RICOCHET agrees as follows:
A. During the term of this Agreement, RICOCHET shall pay all properly due charges
for power consumed by any and all oi'the subject poletop radios located on poles or
other facilities owned by the CITY between February 1, 2003 and May 31, 2003;
B. During the term of this Agreement, RICOCHET shall negotiate in good faith with
CITY toward finalizing a permanent Facilities Use Agreement.
5. TERMINATION. CITY and RICOCHET understand, acknowledge and agree that during the
term of this agreement CITY shall not be responsible for any costs incurred from PG&E as a
result of leaving the poletop radios in place and c~~nnected. Upon RICOCHET's failure to pay any
resulting costs in a timely manner, CITY may, at their discretion, terminate this Agreement.
6. RESERVATION OF RIGHTS. RICOCHET understands, acknowledges and agrees that all
rights granted to RICOCHET under this Agreement are nonexclusive and shall remain subject to
all prior and continuing regulatory and proprietary rights and powers of the CITY to regulate,
govern and use the CITY's rights of way and to e:+cercise the police powers of the CITY. CITY
and RICOCHET agree that nothing contained in or contemplated by this Agreement is intended
to confer, convey, create or grant to RICOCHET ;iny perpetual real property interest in any CITY
property or in any of the CITY's public rights-of-way.
7. NOTICES. All notices and other communications required or permitted to be given under this
Agreement shall be in writing and shall be mailed, postage prepaid, by first class mail to the
respective parties set forth below:
CITY: City of Cupertino
City Manager
10300 Torre Avenue
Cupertino, CA 95014
RICOCHET: Ricochet Networks, Inc.
Attn: Real Estate
1400 Glenarm Place, Suite 100
Denver, CO 80202
8. ATTORNEY FEES. In the event it becomes necessary for either party to institute legal
proceedings to enforce this Agreement, or any prc-vision thereof, then and in such proceedings the
nonprevailing party shall pay the prevailing party's reasonable attorney's fees to the extent
permitted by law.
9. GOVERNING LAW. The CITY and RICOCHET agree that the law governing this
Agreement shall be that of the State of California. In the event of lawsuit between the parties,
venue shall be vested in the state courts of the Co~.~nty of Santa Clara, State of California.
WITNESS THE EXECUTION HEREOF on the day and year first hereinabove written.
APPROVED AS TO FORM CI O CL~PERTINO
ity Attorney Da id Knapp
,~ City Manager
RICOCHET NETWORKS, INC. ) ~~~
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Second Renewal Agreement
This Second Renewal Agreement ("Agreement") is made and entered into this L day
of October, 2003 (the "Execution Date"), by and between the City of Cupertino, a
municipal corporation of the State of Caliform:a (hereinafter, CITY), and Ricochet
Networks, Inc., a corporation organized under the laws of the state of Delaware
(hereinafter, RICOCHET).
RECITALS
WHEREAS, pursuant to Paragraph r~~o (2) of the Interim Agreement; entered into
on February 27, 2000, RICOCHET and CITY wish to renew the term of the Interim
Agreement.
NOW, THEREFORE, the parties heret~y agree as follows:
TERM OF AGREEMENT The term of the Ini:erim Agreement shall be renewed for the
period from September 30, 2003 through October 31, 2003, inclusive. This Agreement
shall be renewed on a month to month basis with mutual written agreement of the parties
to a term not to exceed 2 additional months or until December 31, 2003.
WITNESS THE EXECUTION HEREOF on tree day and year first hereinabove written.
APPROVED AS TO FORM
~~~ ~~
City Attorney
CITY OF CUPERTINO
David W. Knapp
City Manager
RICOCHET NETWORKS, INC.
~~
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By: _ Greg Sadler
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Renewal Agreement
This Renewal Agreement ("Agreement") is made and entered into this _ day of May, 2003 (the
"Execution Date"), by and between the City of Cupertino, a municipal corporation of the State of
California (hereinafter, CTTY), and Ricochet Networks, Inc., a corporation organized under the
laws of the state of Delaware (hereinafter, RICOCHET).
RECITALS
WHEREAS, pursuant to Paragraph two (2) of the Interim Agreement, entered into on
February 27, 2000, RICOCHET and CITY wish to renew the term of the Interim Agreement.
NOW, THEREFORE, the parties hereby agree as follows:
TERM.OF AGREEMENT. The term of the Interim Agreement shall be renewed for the period
from June 1, 2003 through September 30, 2003, inclusive.
WITNESS THE EXECUTION HEREOF on the d;~y and year first hereinabove written.
APPROVED AS TO F
City Attorney
OF CUPERTINO
David pp
City M n ger
~~~
RICO NETWORKS, INC.
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