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Verizon FiOS SM 1 VERIZON CONFIDENTIAL Verizon FiOS See the light The Broadband Revolution is Coming to Your Community

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1 VERIZON CONFIDENTIAL

Verizon FiOS

See the light

The Broadband Revolution is Coming to Your Community

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2 VERIZON CONFIDENTIAL

Table Of Contents

OverviewWhat is Verizon FiOS? . 3The Power of FiOS 4Transforming Broadband 5Verizon’s Strength 6Future-Proof 7The Best Value in Broadband: Internet Package Prices 8Coming Soon: FiOS TV 9FiOS in Your Community 10FTTP Description and Process of HOA Upgrade 11

PicturesFiber Distribution Hub 12 - 13Pull Box 14 -15Fiber Distribution Terminal 16 - 17Exterior Molding 18 – 19Optical Network Terminal 20

Optional Architecture DesignTellabs MDU ONT 21Motorola MDU ONT 22

Questions & Answers 23 -30

Premise Access LicenseCalifornia – Example Only 31

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3 VERIZON CONFIDENTIAL

What is Verizon FiOS?

FiOS is a platform today for exciting opportunities tomorrow• Cutting-edge fiber-optic

technology • Internet access, voice services,

and digital TV • Great new choices in next

generation services:

Lightning-quick authorized digital movie downloads

Efficient, productive telecommuting

HDTV capabilities

Multi-player online gaming

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4 VERIZON CONFIDENTIAL

The Power of FiOS

Dial-upUp to 56K

CableUp to 4Mbps

FiOSUp to 30Mbps

Super-fast connectivity

Actual download and upload speeds will vary based on numerous factors, such as the condition of wiring at your location, computer configuration, Internet and network congestion, and the speed of website servers you access, among other factors. Speed and uninterrupted use of the service are not guaranteed.

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5 VERIZON CONFIDENTIAL

Transforming BroadbandFTTP Full Build & Overlay Architectures

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6 VERIZON CONFIDENTIAL

Verizon’s StrengthWhile Verizon is the nation’s largest wireline voice carrier, it is also emerging as the premier broadband and wireless provider.

We are• Investing in growth• Transforming our network • Developing product

innovations

• Providing excellent service

and superior products

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7 VERIZON CONFIDENTIAL

Future-proof An integrated whole house solution

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8 VERIZON CONFIDENTIAL

The Best Value in BroadbandFiOS High-speed Internet Services

*Prices subject to change

And these packages also include: • 9 e-mail addresses• Anti-virus and spam protection• Wireless Router included for New FiOS

installations• Personal Web space of up to 10 Mb of

storage with a Web building tool• MSN, AOL or YAHOO Premium® software at

no additional charge • Special offers on movies, music,

games and software• 24/7 Technical Support

Connection Speeds Monthly Price* 6/075 Mbps/2 Mbps $39.99

15 Mbps/2 Mbps $49.99

30 Mbps/5 Mbps $179.95

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9 VERIZON CONFIDENTIAL

Coming Soon: A Better Choice for Entertainment… More Channels, Choices and Value

Everything you expect…• Digital Programming• Digital Video Recorder • Premium Channels• Parental Controls

… And Much More!• Expansive HD Programming • Abundant Video-On-Demand

Library• Room to Grow• Competitively priced

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10 VERIZON CONFIDENTIAL

FiOS in Your Community

• Construction• Service Availability• Marketing in Your Community• Community Activities

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11 VERIZON CONFIDENTIAL

Description

• The Verizon FTTP build in overlay wire centers has provided opportunities for Verizon to serve MDU properties with FiOS services.

• Once Verizon receives approval from the Owner and/or HOA, a site survey will be conducted. Engineering completes the survey to determine the network design to provision fiber to the property/building.

• The pre-field team completes their walk-through to determine materials and quantities that are required for the inside wiring portion of the project.

• A schedule is agreed upon with the property manager and the residents are notified that access to each living unit (LU) is required to complete the fiber drop installation.

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12 VERIZON CONFIDENTIAL

Fiber Distribution Hub• For the design of some properties, a Fiber Distribution Hub (FDH) may

be placed in strategic locations depending on the number of living units.• The FDH has a feeder cable from the street “Right of Way” and a

distribution cable that feeds the complex. • When a FiOS order is generated, an installer will run a fiber optic

jumper from the feeder cable to a distribution cable assigned to the specific living unit.

Fiber Distribution Hub

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13 VERIZON CONFIDENTIAL

Inside a Fiber Distribution Hub

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14 VERIZON CONFIDENTIAL

• The distribution cables terminate in pull boxes throughout the property. The larger capacity cables are spliced into smaller cables that feed directly into specific buildings. The pull boxes are utilized instead of above ground pedestals to maintain aesthetics.

Pull Box

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15 VERIZON CONFIDENTIAL

Inside a Pull Box

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16 VERIZON CONFIDENTIAL

• The Fiber Distribution Terminal (FDT) mounts on the side of the building.

• The fiber optic drops placed into the living units are spliced in the terminal and the terminal is grounded at this location.

Fiber Distribution Terminal

Fiber DistributionTerminal

Molding

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17 VERIZON CONFIDENTIAL

Fiber Distribution Terminal

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18 VERIZON CONFIDENTIAL

• The fiber optic drops are routed from the terminal to the attic space through exterior molding. The molding used matches the exterior color of the building and is placed in strategic locations (i.e., close to down spouts and corner of buildings).

Exterior Molding

Molding

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19 VERIZON CONFIDENTIAL

• Verizon will strive to match the color of your building or trim as the molding is available in various colors.

• The molding is constructed of metal so it is easily painted.

Exterior Molding

Molding MoldingFDT

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20 VERIZON CONFIDENTIAL

• The Optical Network Terminal (ONT) includes the power supply, battery backup and the terminal. The terminal has the capability to provide 4 separate phone lines, 1 data port and 1 coax port (future video services).

Optimal Network Terminal

Recessed Cabinet Tellabs 611i

Surface MountedMotorola 1000v

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21 VERIZON CONFIDENTIAL

• Tellabs MDU ONT

For the design of some properties a MDU ONT may be placed if Verizon is unable to obtain a clear pathway for fiber drops to each unit.

The MDU ONT is placed in a common equipment room and utilizes existing house cable (CAT3, CAT5 or Coax) wiring to reach each living unit. The CAT3 & CAT5 cable reach a maximum distance of 300’ from ONT to living unit router.

A site survey will have to be conducted to see if this is an option for your MDU property.

Optional Architecture Design

• The Tellabs 625 MDU ONT is capable of handling up to 8 voice and 8 vDSL lines utilizing either CAT5 or CAT3 cabling.

• The Tellabs 621 MDU ONT is capable of handling 8 Voice Lines and 8 Ethernet lines. It utilizes existing CAT5 cabling.

• These units are currently being installed in California, Oregon, Florida, and Texas.

• Each MDU ONT requires a battery back up unit (not pictured).

Tellabs 625 MDU ONT

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22 VERIZON CONFIDENTIAL

• Motorola MDU ONT

For the design of some properties, a MDU ONT may be placed if Verizon is unable to obtain a clear pathway for fiber drops to each unit.

The MDU ONT is placed in a common equipment room and utilizes existing house cable (CAT3, CAT5 or Coax) wiring to reach each living unit. The CAT3 & CAT5 cable reach a maximum distance of 300’ from ONT to living unit router.

A site survey will have to be conducted to see if this is an option for the MDU property.

Motorola 6000V MDU ONT

• The Motorola MDU ONT 6000v (pictured to the right) is capable of handling up to 24 voice and 16 vDSL lines. It utilizes one existing CAT5 or CAT3 Cabling.

• The Motorola MDU ONT 6000e is capable of handling 24 voice lines and 16 Ethernet lines. It utilizes two existing CAT5 cabling to each living unit.

• It can be wall mounted or rack mounted in a telephone room or utility closet.

• These units are currently being installed in the Washington, New Jersey, Rhode Island, Maryland and Maine.

• Each MDU ONT requires a battery back up unit (not pictured).

Optional Architecture Design

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23 VERIZON CONFIDENTIAL

What does FTTP mean?FTTP is an acronym for Fiber to the Premise, which describes the build-out method for the new Verizon network currently being deployed in Verizon service areas nationwide. This network will deliver voice, video, and broadband Internet services all over a hair-thin strand of dedicated fiber-optic cable installed all the way to the home or business of each of our customers. Fiber-optic systems use glass fiber and laser-generated pulses of light to transmit voice, data and video signals at speeds and capacities far exceeding today’s copper and coaxial cable systems.This dedicated fiber link to each customer’s home has close to unlimited bandwidth, allowing Verizon to provide your residents with all the above services at unparalleled speeds and reliability. This powerful new network will make it possible for your residents to access all the high-bandwidth entertainment content and services available today as well as those we believe will become available over the next 20+ years! The first step in deploying Verizon’s fiber-optic network is to complete a no-obligation site survey of the property. The site survey will allow Verizon to design the best possible network for each specific property. The following questions are intended to provide details surrounding the FTTP deployment process, and are meant to address common considerations of property owners in regard to the deployment of FTTP service to their property.

What is Verizon FiOS (fiber) service?Verizon FiOS is the name of our new super-charged suite of fiber-optic services delivered over Verizon’s new FTTP network. These services include voice, video and broadband Internet services, as well as many new products and services only available through Verizon.

What is the purpose and scope of the “survey” or “upgrade” that Verizon would like to perform on my property?The purpose of the FTTP upgrade is to provide a dedicated fiber-optic connection directly to each unit in your community, allowing your residents to have access to the newest, most advanced communications, information and entertainment services available over a “future-proof” network that will continue to support new applications and capabilities as they are developed. The purpose of our initial survey is to determine the architecture, equipment and deployment options that are best suited to deliver these FiOS services to the residents of each of your communities, and provides no obligation on the owner’s behalf. Verizon will then utilize this survey to create detailed drawings specific to your community for the owner’s written approval prior to the initiation of any on-site work.

Questions & Answers

Note: These statements were prepared by Verizon on 9/23/05 in response to the NMHC White Paper article entitled 'Telephone Fiber to the Premises: Apartment Owner Issues and Considerations’ and are subject to change at any time.

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24 VERIZON CONFIDENTIAL

When will construction begin and when will it be completed?Each apartment community will be different; therefore, it is difficult to provide exact details of the work required until a detailed site survey is performed. When Verizon has completed the survey, we will propose a specific start date and provide an estimate of the project duration. Prior to the commencement of any work, written approval by the owner will be obtained.

What steps will the provider take to minimize disruption to residents?Verizon does not anticipate that residents will experience any outages or inconveniences because of the network upgrade performed throughout the community. Residents may see Verizon technicians working outside or within the hallways of the property, but those residents will be notified of such work through on-site signage or individual communication. In some cases, Verizon may need brief access to the living unit in order to complete work, and such access will be managed by the Property Manager, Owner and Verizon Representative to ensure minimal impact to the residents.

Exactly what equipment will be installed in the building or on the property?While there may be differences from one community to the next, a typical installation consists of a fiber distribution network that extends a single fiber-optic cable to each living unit in your property. In most cases, a Fiber Distribution Hub (FDH) may be placed in a mutually agreed upon communications room. This is the point at which the fiber feeder cable from the Verizon network terminates and is broken down to customer-specific fiber strands. Fiber Distribution Terminals (FDT) will be strategically located (typically in hallway/riser closets) to allow for the most efficient placement of the fiber drops to each living unit. To minimize any disruption or inconvenience to the residents, it is recommended that the drop be pre-positionedall the way to inside the living unit during the construction build out. At that point, an Optical Network Terminal (ONT) will be installed inside the living unit when each resident orders new service, or converts their existing service to Verizon FiOS.

Questions & Answers

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25 VERIZON CONFIDENTIAL

How much interior space is needed, and exactly where will all the equipment be located?The information needed to answer this question can be provided only after a complete site survey is performed.

Will any structural modifications to the building be needed?In most cases, it will not be necessary to make any structural modifications to the property. It is Verizon’s objective to avoid, or at least minimize, the need for structural modifications in our placement of equipment and facilities. Whenever possible, Verizon will design a solution that leverages existing facilities. As with upgrades of any sort to a community’s communications infrastructure, however, a small amount of drilling may be necessary to route the new fiber-optic cabling and infrastructure to each unit in your community. When deemed appropriate and mutually agreed upon, Verizon will provide and install raceway molding or microduct to ensure that our fiber deployment is aesthetically pleasing, and for ease of access to the cabling as necessary in the future, as agreed upon by the property owner. No structural work will be done without the prior consent of the MDU owner. Again, the site survey will clarify the type of design that will be best suited to your property.

Who will own the equipment inside each individual unit?The equipment in each individual unit necessary to provide FiOS services will be installed when a resident places their service order. Verizon will own the entire fiber network up to the ONT. This includes building entrance fiber cable, FDH, distribution/riser fiber cable, FDTs, Fiber drops to living units, ONT, power supply, battery backup units, and video set top box when available. The customer will retain ownership of the router.

Who will own the remainder of the equipment?Verizon will own and maintain all equipment necessary for the provision of FiOS services, up to the network demarcation point located at the ONT. This includes the Fiber Distribution Hub and Fiber Distribution Terminals as well as all fiber facilities necessary for the provision of services to the ONT. The building owner will be given ownership of the molding system if utilized.

Who will pay for the equipment?Verizon will place all equipment necessary for the provision of service, including the FDH, FDT, ONT, power supply, battery, video bridge, and router, at no cost to the MDU owner or resident. Residents will be responsible for replacement batteries.

Questions & Answers

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26 VERIZON CONFIDENTIAL

Who will pay for the equipment?Verizon will place all equipment necessary for the provision of service, including the FDH, FDT, ONT, power supply, battery, video bridge, and router, at no cost to the MDU owner or resident. Residents will be responsible for replacement batteries.

Where will the demarcation point be?The network demarcation point will be located at the Optical Network Terminal (ONT) where Verizon’s fiber network terminates and inside wire facilities are provided for the delivery of service to the resident.

Is there an alternative architecture that will allow placement of the demarcation point at the minimum point of entry to the building (if the owner desires)?Verizon does have an MDU ONT that maybe able to be utilize for your property. Verizon will have to do a site survey to determine if this architecture can be used for the demarcation point at the minimum point of entry to the building.

Does the owner have any choice regarding the location of the demarcation point?Verizon will conduct a site survey and will provide detailed drawings for your approval—including placement of the ONT—prior to initiation of construction.

To what degree can existing wiring be used?The FTTP network design extends fiber all the way to the ONT. With the ONT located in the living unit, there is no existing wiring in the common areas of the property that would be used in the delivery of FiOS services. Within the living unit, Verizon should be able to utilize existing wiring. This is subject to verification at each community.If Verizon utilizes the MDU ONT architecture at your property, we will utilize the existing wiring in the common equipment and into each of the living units. That will be determined after a site survey at your property.

Questions & Answers

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27 VERIZON CONFIDENTIAL

What easements, licenses, or other access rights are needed?Verizon requires the MDU owner to sign a Premise License Agreement (PAL) authorizing Verizon to deploy and maintain this FTTP network at their property, and in the event multiple buildings are to be served, an easement must also be granted by the MDU owner to Verizon. The owner will also be required to make adequate space available for the placement of equipment and facilities.

What methods will be used to cut through existing structural elements?Verizon will meet all national and local codes as it pertains to cutting through existing structural elements and will conform to normal construction practices. Plans will be mutually agreed upon prior to any construction on the property.

What methods will be used to avoid or correct safety and fire code violations?All work that is performed because of Verizon’s FTTP deployment will comply with all local and national safety and fire code regulations. Verizon will secure all necessary permits and will participate in safety inspections as required by law.

What methods will be used to conceal wiring and equipment?Verizon will work to ensure that all FTTP wiring is routed in an aesthetically pleasing way based on the layout of your community. In instances where it is called for, Verizon will install raceway molding or microduct to hide any exposed wiring within hallways or community common areas. Prior to construction, a mutual agreement will be reached as it pertains to the methods used to conceal wiring.

Questions & Answers

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Will the owner be given notice of when work will be performed, so the owner can have a representative present and inspect the work on completion?Yes. The owner will be fully informed and involved in each step of the deployment process.

Who will be responsible for design, construction, and restoration costs?Verizon’s requirements with respect to the FTTP network design and deployment are consistent with our position on traditional network builds. In the new construction MDU market, the owner is responsible for complying with our FTTP wiring specifications, including the provision of space necessary for our equipment, pathway creation for the fiber facilities, and in regard to placement of the ONT and related equipment. In existing communities that are being upgraded to a fiber infrastructure, Verizon is responsible for these costs.

What standards will be applied to restoration of the property?Verizon will work to see that the property is restored to its pre-construction condition.

Will the provider indemnify the owner against any and all liability arising from the installation and operation of the facilities?No. Verizon will not indemnify the owner against the liability arising from the installation and operation of the facilities, but we are glad to discuss pertinent liability issues with the owner prior to any work being completed.

Questions & Answers

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What services will the company provide?Verizon FiOS is the name of our new suite of fiber optic services delivered over Verizon’s fiber network. These services include traditional local and long distance voice as well as broadband Internet service and video services (availability TBD per market). FTTP Technology is capable of supporting a wide range of applications in addition to these initial offerings. Your Verizon representative will keep you informed as new products and services are developed and available.

Does the provider require an exclusive agreement for any service?Verizon is not seeking exclusivity in the provision of voice, data or video services. We recognize that a resident may want to select an alternative provider for these services, and has the right to do so. If the owner enters into a Marketing agreement with Verizon, we will require exclusivity in the marketing and promotion of the contracted services at the property level.

Will the provider compensate the owner for any of the rights requested by the provider?Property owners who enter into an Exclusive Marketing Agreement with Verizon will be compensated per the agreement. Your dedicated Verizon representative will provide you with additional information regarding the benefits of these agreements for you, your leasing staff and your residents.

Will any exclusive contract conflict with any existing agreements?Verizon depends on you to know what contracts exist at your properties, and whether or not the Marketing agreements we propose are in conflict with any such agreements. To the extent that we are able to do so, we will work cooperatively with you to ensure that there are no conflicts.

Questions & Answers

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30 VERIZON CONFIDENTIAL

Who will be responsible for the cost of electric power to run the ONT and related facilities?It is the owner ’s responsibility to provide power for the ONT, assuming that the property is operated in a non-metered capacity. The amount of electricity required to power the ONT is equivalent to the amount needed to power a nightlight.

Who will be responsible for replacing batteries in the back-up power units?FiOS customers will be responsible for replacing batteries in the back-up power units. The FiOS user guide and resident marketing collateral informs the resident that batteries should be replaced periodically. In addition, during the resident’s "Personal Touch" installation, the Verizon Technician will review this information in detail.

Who will be liable if there is an emergency and a resident has no voice service because the batteries have not been replaced?The Verizon FiOS user guide clearly informs the resident that it is their responsibility to replace batteries periodically. At your discretion, you may take on this responsibility as part of your general maintenance program at a property, or leave it to the residents to care for. Verizon is not liable for any failure to replace batteries as needed. Note: The problems associated with backup battery failure are consistent with the current liability associated with a resident’s choice, for example, to use a cordless phone, which operates on electricity, VoIP service, or the resident who elects to utilize cellular phone service in place of a land line.

What will happen to existing copper facilities? Will residents be able to continue to subscribe to telephone service using the existing network?Verizon is not planning to remove the copper cabling at your existing properties as the fiber build-out takes place. As FiOS services are ordered by individual residents, the services will be provisioned over the fiber infrastructure. If the property is a new construction community, all the voice, data and video services currently available from Verizon will be delivered via the fiber network only. No copper network will be deployed (subject to fiber deployment schedule On a central office specific basis).

Questions & Answers

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31 VERIZON CONFIDENTIAL

Premise Access LicenseFor good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned Licensor hereby grants unto VERIZON CALIFORNIA INC. (“Verizon”), having an address at 112 S. Lakeview Canyon Road, Thousand Oaks, California 91362, its successors and assigns, the right, privilege and authority to deliver all services that the facilities can support (“Service”), and to access, construct, reconstruct, relocate, replace, operate, repair, maintain and at its discretion remove the following facilities (“Facilities”):

Fiber optic network facilities, including but not limited to: Fiber optic cables, drops, jumpers, splice enclosures, distribution hubs and distribution terminals, optical network terminals, power supply units, battery backup units, innerducts, wall plates, conduits, raceways and moldings, copper cables and wires, coaxial cables and wires, jacks, interconnection devices, interface modules, optical network equipment cabinets, and associated equipment and facilities. Within the building(s) and upon, over, under and along the land which Licensor owns (or in which Licensor has an interest and is authorized to enter into this Premise Access License (“License”), located at ____________________ ____________________________________ (_______________) in the City/Town of _______________________, State of California (the “Building”).

If Verizon installs conduits, raceways or molding (“Pathways”) in the Building, then the Pathways shall be installed at locations and with materials reasonably approved by Licensor. Upon installation, the Pathways will be deemed Building fixtures and will be owned by Licensor, subject to Verizon’s right to remove, replace and maintain the Pathways. The fiber optic, copper and coaxial cables and lines and any flexible microducts (“Cabling Equipment”) installed by Verizon within such Pathways will not be Building fixtures and will continue to be owned by Verizon. Licensor shall not move, disturb, alter or change the Cabling Equipment or connect, directly or indirectly, any telephones, computers, televisions or other devices to the Cabling Equipment. If molding is installed by Verizon (“Verizon’s Molding”),Verizon’s Molding may cover the conduits and raceways containing Verizon’s Cabling Equipment as well as any adjacent conduits and raceways owned by Licensor or any cable TV or other communications company serving the Building, and Licensor shall have the right to remove, replace and maintain Verizon’s Molding and shall also have the right to allow its contractors and any cable TV or other communications company serving the Building to remove, replace and maintain Verizon’s Molding; provided such installation, removal, replacement or maintenance of Verizon’s Molding does not materially adversely affect the operation of Verizon’s Facilities.

It is understood that Verizon owns all facilities that it installs except the pathways described above. All work performed by Verizon shall be performed in a good and workmanlike manner and any damage to the premises caused thereby shall be corrected by Verizon. Verizon shall hold harmless and indemnify Licensor from physical injury to Licensor’s property, its employees or the public which may occur at any time through the negligence of Verizon.Licensor understands that Verizon’s ability to furnish services to occupants in the Building(s) is contingent upon Licensor allowing Verizon to maintain its fiber optic network Facilities on the property and in the Building(s). However, at any time after the fifth (5th) anniversary of the date of this License., Licensor may, upon one hundred twenty (120) days’ prior written notice to Verizon, terminate this License. However, Verizon shall have the right to continue to access, maintain and operate the Facilities to provide Services to customers receiving such Services at the conclusion of any Term.

This License is binding upon and shall inure to the benefit of the parties and their respective successors and assigns.In witness whereof, the undersigned has duly executed this License as of __________________, 20 ___.

LICENSOR: ________________________________________________________________________Name:Title:

Premise Access License (California)Example