DARK FIBER LEASE AGREEMENT

DARK FIBER LEASE AGREEMENT This Dark Fiber Lease Agreement is made by and between the Weatherford Municipal Utility System, and Weatherford Regional Medical Center In consideration of the promises, the mutual covenants, terms and conditions herein contained, the Parties do hereby mutually covenant and agree as follows: ARTICLE 1 DEFINITIONS For the purpose of this Agreement, the following terms when used herein shall have the following meaning: 1.1 "City" means the City of Weatherford, Texas, a home rule municipality. 1.2 "Dark Fiber" means unlit optical fiber cable strands for which the user is responsible for providing and attaching equipment and lasers to transmit the light to carry data via the fiber. 1.3 "Day" unless otherwise specified, means a calendar day. 1.4 "Facilities" means all facilities, including but not limited to fiber optic cables, equipment, and all associated hardware, owned and/or utilized by Lessee, that occupy and use the Network. 1.5 "Lessee" means Weatherford Regional Medical Center, 713 East Anderson, Weatherford, Texas 76086. 1.6 "Network" means the optical fiber strands, innerduct, conduit, building entrance facilities, associated appurtenances, and capacity owned by WMUS and located throughout the rights-of-way of the City. 1.7 "Rules and Regulations" means the WMUS Rules and Regulations for Dark Fiber Leases. 1.8 "WMUS" means the Weatherford Municipal Utility Systems, consisting of the electric, water, and wastewater systems of the City, and governed by the Board of Trustees of the WMUS. ARTICLE II EXHIBITS 2.1 Exhibits to Agreement. The following Exhibits are incorporated herein by reference and made a part hereof: A Proposal for Lease of Dark Fiber (Exhibit A) B Fiber License Agreement Investigation Request Form C Fiber Optic Cost Estimate for connections D WMUS PoUicy/Guidelines for Dark Fiber Leases 1

A R T I C L E III AGREEMENT 3.1. Access and License. Initial Fibers. Subject to the terms and conditions of this Agreement, WMUS hereby grants to Lessee a non-exclusive license to use seven pairs of fiber optic cable (total of 14 strands) in the Network (the "Licensed Fibers") as further identified in Lessee's Proposal submitted in compliance with WMUS Rules and Regulations (attached hereto as Exhibit A) on the condition that Lessee shall timely pay all applicable fees, rates, charges, and applicable taxes ("Fees"), and shall be in compliance with all other covenants, terms, and conditions of the Agreement. This grant is subject to the right of WMUS to occupy and use the public rights-of-way, public utility easements, private property, and any other property in and on which the WMUS Network is located. Nothing in this Agreement shall be deemed to grant, convey, or vest an interest or estate in the Network, the Dark Fiber, or any land, including but not limited to any fee, leasehold, easement or franchise, in Lessee. Exhibit A also identifies the service addresses (herein so called) along and on the Network between which Lessee shall transmit data. Additional Fibers. In the future, WMUS may lease to Lessee additional dark fibers requested by Lessee during the remainder of the Term of this Agreement, i f capacity is available and i f Lessee is not in material breach of this Agreement. All requests by Lessee for additional dark fibers shall be made pursuant to the WMUS Rules and Regulations, as such rules and regulations exist at the time of any such request. (c) WMUS Agreements with Third Parties. Nothing in this Agreement shall act as a limitation, restriction, or prohibition against WMUS with respect to any agreement which WMUS has heretofore entered into, or may in the future enter into with others regarding the Network, including the identified portion of the Network covered by this Agreement. Lessee acknowledges that such an agreement with a third party may make rearrangement of Lessee's Facilities necessary. Lessee agrees that, in such event. Lessee will cooperate in good faith with such rearrangement work; provided, however, that WMUS shall give Lessee thirty (30) Days written notification of such intent to rearrange Lessee's Facilities. (d) Relocation. Except as provided herein for emergency situations, i f WMUS determines that it is necessary to relocate, modify, or alter the Licensed Fibers and/or the Network, WMUS shall provide Lessee with sixty (60) Days written notification prior to making the proposed relocation, modification, or alteration in order to provide Lessee a reasonable opportunity to rearrange, relocate, or modify its existing Facilities. Lessee shall have no responsibility for costs and expenses relating to the relocation, modification, or alteration of the Licensed Fiber or the Network for the purpose of meeting the needs of WMUS or the needs of any other lessee. In all cases, Lessee shall bear the costs incurred in any rearrangement, relocation, modification, or alteration of its Facilities. 2

I f WMUS determines a need to use the Licensed Fibers or occupy all or part of the Network occupied by the Licensed Fibers, and i f WMUS reasonably determines that Lessee's Facilities can be accommodated otherwise in the Network, WMUS shall permit Lessee to rearrange its Facilities in such manner that will minimize chances for service interruption to Lessee. (e) Emergencv Use/Relocation. In the event of an emergency as determined by WMUS, WMUS may relocate, modify, or alter the Licensed Fibers and/or Network without prior notice to Lessee. In such event, as soon as reasonably practicable thereafter and not later than seventy-two (72) hours after having taken such action, WMUS will advise Lessee in writing of the emergency work performed or the action taken with respect to any emergency modification or alteration of the Licensed Fibers and/or Network. 3.2. Term and Renewals. Initial Term. The "Initial Term" of this Agreement shall commence on October V\ 2013 (the "Commencement Date") and end on Sept 30*\ 2014 the first (1'^) fiscal year of the Agreement, (typically Sept 30 -fiscal year-renews automatically each year on Oct 1) Renewal. Subject to the terms and conditions of this Agreement, and provided Lessee is not in default of any of the material terms of this Agreement (including, but not limited to, payment of all fees and charges), beyond the applicable cure period, Lessee shall have the option to extend this Agreement for five (5) additional one (1) year renewal periods ("Renewal Term") commencing on October 1 following the expiration date of the Initial Term or of any subsequent Renewal Term. This Agreement shall be automatically renewed for each successive Renewal Term unless Lessee sends written notice of non-renewal to WMUS no later than thirty (30) Days prior to the expiration of the Initial Term or any Renewal Term, such notice to be provided in accordance with Section 3.17 of this Agreement. 3.3. Fee for License and Access. Types of Fees. Lessee shall pay to WMUS the current fees that are identified in each Proposal and referred to in the utility rate schedules of WMUS, as such schedules may be revised from time to time by WMUS, including the Dark Fiber Backbone License Fees, Drop Cable Management Fees, Custom Cable Management Fees, and any applicable administrative and miscellaneous charges. Lessee shall pay the fees identified in each Proposal without set-off or recoupment, in accordance with the covenants, terms and conditions of the Agreement. Lessee shall pay, upon the execution of the Proposal, the Intercormection Fee. In addition to WMUS' periodic revision of applicable fees and charges, the fees payable hereunder are also subject to change by WMUS after completion of a cost of service study. Lessee shall pay all fees and charges, as and when they are revised and implemented by WMUS. Method of Payment. Lessee shall pay the total Drop Cable Management Fees (excluding the Interconnection Fee) in a lump sum at the commencement of the term of a Proposal. 3

(c) Result of Untimely Payment. WMUS reserves the right to charge the Lessee interest on the lump sum at a rate not to exceed the maximum rate allowable by law i f the Lessee fails to timely pay the lump sum amount. The Lessee shall timely pay any and all undisputed portions of the fees in the event the Lessee disputes in good faith any other portion of the fees. WMUS, upon two (2) business days' prior written notice, reserves the right to temporarily suspend or terminate services to the Lessee until the Lessee has paid any and all undisputed fees. An administrative charge of Two Hundred Dollars ($200) or such other charges as may be established by WMUS by law shall be due and payable by the Lessee for the cost of processing and handling the Lessee's failure to pay any of the fees required by this Agreement. WMUS reserves the right to modify the administrative charge by law and charge the Lessee interest on the administrative charge i f payment is not made within thirty (30) Days of its assessment. 3.4. Lessee's Use of Network. Purposes of Use of the Network. Lessee shall use the Network only for the purpose of the transmission of data. This use shall be non-exclusive, and WMUS specifically reserves the right to allow the Network to be used by other parties and to make additions, deletions, or modifications to the Network subject to the rights of Lessee hereunder. Lessee shall comply with all applicable ordinances, statutes and regulations of local, state and federal government agencies. In the event Lessee uses the Network to provide in whole or in part services subject to Chapter 66, Texas Utilities Code, or Chapter 283, Texas Local Government Code (as such statutes may be amended in the future). Lessee shall apply for the required certifications from the Texas Public Utility Commission and shall pay City the fees provided in such statutory provisions. No Interference. Lessee shall, at its own expense, maintain any equipment it utilizes to access the Network pursuant to this Agreement in good repair and in a manner suitable to WMUS so as not to conflict with the use of the Network by WMUS or the City, or any other party permitted by WMUS. Lessee shall not unreasonably interfere with any other permitted party's access to the Network. 3.5. Indemnity. To the fullest extent permitted by law and without limitation by the provisions of Section 3.6 relating to insurance, the Lessee shall indemnify, defend and hold harmless the City, WMUS, their Council and Board of Trustees members, officers, employees, and agents from and against any and all demands, claims, injuries, losses, or liabilities of any nature, including death or injury to any person, property damage, or any other loss and including without limitation all damages, penalties, fines and judgments, associated investigation and administrative expenses and defense costs, including, but not limited to reasonable attorney's fees, courts costs and costs of alternative dispute resolution, arising out of, or resulting in any way from or in connection with the performance of this Agreement. The Lessee's obligations under this Section apply regardless of whether or not a liability is caused or contributed to by any negligent (passive or active) act or omission of WMUS or the City, except that the Lessee shall not be obligated to indemnify for liability arising from the sole negligence or willful misconduct of WMUS or the City. The provisions of this Section survive the expiration or termination of this Agreement. 4

3.6. Insurance. Not later than the Commencement Date, Lessee shall provide to WMUS a certificate of insurance naming WMUS, the City, and all of their elected officials, officers and employees, agents and volunteers as additional insureds, and evidencing its maintenance of a comprehensive general liability policy covering bodily injury, property damages (broad form), and personal injury with limits of not less than One Million Dollars ($1,000,000) for injury to or death or one or more persons in any one occurrence, and Five Hundred Thousand Dollars ($500,000) for damage or destruction to property in any one occurrence, and Two Million Dollars ($2,000,000) general aggregate. The form and carriers shall be mutually acceptable to WMUS and Lessee. During the Term, should such policy of insurance lapse or terminate, Lessee shall give WMUS thirty (30) Days prior written notice thereof and shall provide a new certificate evidencing proper insurance coverage according to the provisions of this paragraph prior to such lapsing or termination. Lessee shall cause contractors, subcontractors, suppliers, service providers, and others performing work of any type for or on behalf of Lessee to maintain policies of insurance equal to Lessee's requirements set forth in this paragraph. 3.7. Adequate Assurance. Within seven (7) business days of the Commencement Date Lessee shall furnish to WMUS, and maintain throughout the remainder of the Term of this Agreement, Adequate Assurance in the form of a cash deposit equal to the value of six (6) months' Lease Payments, securing the faithful performance by Lessee of its obligations under this Agreement. Two (2) years from the Commencement Date of this Agreement, provided that Lessee has not been in material breach of this Agreement, WMUS shall return three (3) months' worth of such cash deposit and continue to hold three (3) months' cash deposit during the remainder of the lease. I f Lessee has been in material breach of this Agreement during the two (2) years the cash deposit is held, WMUS is entitled to hold the cash deposit for one (1) additional year, and WMUS shall continue to hold the cash deposit until Lessee has not been in breach for eighteen (18) consecutive months. 3.8. Damage or Destruction. Lessee's Facilities. In the event of a total or partial destruction of substantially all of the Lessee's Facilities, or any part thereof, where such casualty occurs as a result of an event of Force Majeure, whether or not such casualty is covered under a policy of insurance carried by the Lessee, this Agreement may be terminated at the option of the Lessee, or the Lessee, at its sole cost and expense, may commence and complete as soon as practicable the repair or restoration of the damaged Lessee's Facilities, or any part thereof, to substantially the same condition immediately before the event of destruction. Network. In the event of a total or partial destruction of the Network, or any part thereof, including the Licensed Fibers, where such casualty occurs as a result of an event of Force Majeure, whether or not such casualty is self-insured or covered under a policy of insurance carried by WMUS or the City, this Agreement may be terminated at the option of WMUS, or WMUS, at its sole cost and expense, may commence and complete as soon as practicable the repair or restoration of the damaged Network, or any part thereof, including the Licensed Fibers, to substantially their same condition immediately before the event of destruction. I f WMUS elects to terminate this Agreement, WMUS shall be relieved of any obligation to the Lessee, and the Lessee shall be released from its obligations under this Agreement. 5

3.9. Default. The non-defauhing Party may terminate the Agreement and any and all unexpired Proposals upon the occurrence of an Event of Default caused by the defaulting Party, if the defaulting Party fails to cure the Event of Defauh within the period of time specified below. In an Event of Default of a financial nature, the defaulting Party shall cure the default within two (2) business days of receipt of the notice of default. In the Event of Default of a nonfinancial nature, the defaulting Party shall cure the default within ten (10) Days of receipt of the notice of default. A failure to cure an Event of Default within the specified period of time shall constitute a material breach of the Agreement. Events of Default. The occurrence of any of the following shall constitute an Event of Default: (i) (ii) (iii) (iv) (v) (vi) Failure to pay any fee when due unless the Lessee, in good faith, disputes all or any portion of the fee, in which event the Lessee shall pay only that portion of the fee that it does not dispute. Failure to perform, observe or comply with any other covenant, term or condition of the Agreement that either Party is required to observe or perform. Assignment or transfer of the Lessee's interest in the Agreement, voluntarily or by operation of law. Assignment or transfer of the Lessee's assets for the benefit of the Lessee's creditors. Filing of a petition in bankruptcy or a petition for reorganization or other arrangement relating to the bankruptcy, insolvency, or receivership of the Lessee and/or its assets, unless the same is dismissed within one hundred eighty (180) Days of the filing thereof Any representation or warranty of either Party that shall prove to have been incorrect, false, or misleading in any material respect when made. Obligation to Perform; Payment. The termination of the Agreement and any and all unexpired Proposals shall not relieve the defaulting Party of its obligation to perform its obligations, including the payment of the fees, prior to the effective date of termination. (c) Remedies for Default. The nondefaulting Party shall have the following rights and remedies, in addition to all other rights and remedies provided by applicable law, to which the nondefaulting Party may resort cumulatively, or in the alternative: (i) (ii) (iii) keep the Agreement in effect and enforce all rights and remedies that it enjoys under the Agreement, including but not limited to the right to payment of all fees as they shall become due, by appropriate legal action; seek specific performance of the Agreement in addition to other rights and remedies that are available at law or in equity; and terminate the Agreement for cause. 6

3.10. Termination By WMUS. WMUS may terminate this Agreement for all or a portion of the Licensed Fiber ("Terminated Fiber") upon giving notice, as provided herein, if: (i) WMUS decides for any reason to terminate operation and maintenance of the Network; or (ii)in the event WMUS determines that it needs the Network and Licensed Fiber for its own uses. Any fees paid in advance by Lessee shall be refunded on the date the termination is effective. By Lessee. Lessee may terminate this Agreement for all or a portion of the Licensed Fiber so long as Lessee has fully paid all engineering and construction costs, and all accrued fees, due to WMUS for the Terminated Fiber. Lessee shall pay a termination fee in the amount of one hundred ten percent (110%) of the annualized lease rate for such Terminated Fiber. (c) Notice of Termination. For terminations contemplated by this section, the Parties shall give Notice of Termination in writing by certified mail, return receipt requested. Such Notice shall be effective upon receipt as evidenced by the return receipt, or such later date as stated in the Notice. 3.11. Damages. Notwithstanding any other provision of this Agreement, neither WMUS nor the Lessee shall be liable to the other for any consequential, incidental, indirect, liquidated, or special damages, or for lost revenues or lost profits to any person arising out of this Agreement or the performance or nonperformance of any provision of this Agreement, even if such party has been informed of the possibility of such damages. The total liability of WMUS for any claim or demand of Lessee arising out this Agreement shall not exceed the amount of the fees paid by the Lessee to WMUS prior to the date of the claim or demand. 3.11. Lessee Practices. Location. designated by WMUS. The location of Lessee's Facilities in the Network shall be as Installation and Maintenance. Lessee's Facilities shall be installed and maintained in accordance with the requirements and specifications of the then current editions of the National Electrical Code ("NEC") and the National Electrical Safety Code ("NESC"), each of which are incorporation by reference in this Agreement, and the rules and regulations of the Occupational Safety and Health Act of 1970 ("OSHA"), and in compliance with any lawful rules or orders now in effect or that may hereafter be issued by WMUS, the City, or other authority having jurisdiction. (c) Interference. Lessee shall not interfere with the use by WMUS of the Network (including the use by any other party permitted by WMUS) and agrees to cease all such actions which unreasonably and materially interfere with the use by WMUS thereof no later than three (3) business days after receipt of written notice of the interference from WMUS. In the event that Lessee's cessation of action is material to Lessee's use of the Network and such cessation 7

frustrates Lessee's use of the Network, within Lessee's sole discretion, Lessee shall have the immediate right to terminate this Agreement. (d) WMUS Rules and Regulations. The Lessee acknowledges that this Agreement is subject to the WMUS Rules and Regulations for Dark Fiber Leases, and acknowledges receipt of a copy of the Rules and Regulations, effective as of the Commencement Date. (e) Violations. I f Lessee's Facilities, or any part thereof, are not maintained in accordance with conditions provided by this Agreement, and Lessee has not corrected the violation within thirty (30) Days from receipt of written notice thereof from WMUS, WMUS may at its own option correct such conditions at Lessee's expense. WMUS will notify Lessee in writing prior to performing such work whenever practicable. When WMUS reasonably believes, however, that such conditions pose an immediate threat to the safety of WMUS employees or the public, interfere with the performance of the service obligations of WMUS, or pose an immediate threat to the physical integrity of the Network, WMUS may perform such work and/or take such action at Lessee's expense that it deems necessary without first giving written notice to Lessee, and WMUS shall be indemnified by Lessee for such work in accordance with Section 3.5 of this Agreement. As soon as practicable thereafter and not later than seventy-two (72) hours after having taken such action, WMUS will advise Lessee in writing of the work performed or the action taken and make all reasonable efforts to arrange for reaccommodation of Lessee's Facilities so affected. Lessee shall be responsible for paying WMUS for all reasonable costs incurred by WMUS in taking action under this section. (f) Removal at End of Term. Upon expiration or termination of this Agreement, WMUS shall determine whether Lessee's Facilities shall be removed or remain in place. I f WMUS determines that the Facilities shall be removed, WMUS shall so notify Lessee, and Lessee shall, within thirty (30) Days of such notification, remove its Facilities under the direction of WMUS. 3.13. Representations and Warranties. By Lessee. The Lessee represents and warrants that: (i) (ii) (iii) (iv) (v) it is in compliance with all applicable laws, rules, regulations and tariffs relating to its activities covered by the Agreement; it is not in delinquency for payment of any WMUS or City fees, taxes or charges for electricity and other utilities and services; it has the requisite power and authority to carry on the business it now conducts; it is a sole proprietorship or a corporation, partnership, or limited liability company, duly formed, validly existing and in good standing under the laws of the State of Texas; it has the power to enter into and perform its obligations under the Agreement, which constitutes a legal, valid and binding obligation of the Lessee and enforceable against it in accordance with its covenants, terms and conditions; 8

(vi) (vii) the execution, deuvery and performance of its obhgations under the Agreement have been duly authorized; and there is no pending or threatened action or proceeding before any court or agency affecting the financial condition or operation of the Lessee or its ability to perform its obligations under the Agreement. Bv WMUS. WMUS represents and warrants that: (i) (ii) (iii) (iv) (v) it is in compliance with all applicable laws, rules, regulations and tariffs relating to its activities covered by the Agreement; it has the power to enter into and perform its obligations under the Agreement, which constitutes a legal, valid and binding obligation of WMUS and enforceable against it in accordance with its covenants, terms and conditions; the execution, delivery and performance of its obligations under the Agreement have been duly authorized; there is no pending or threatened action or proceeding before any court or agency affecting the ability to perform its obligations under the Agreement; and WMUS shall maintain the Network in good operating condition for normal use. WMUS OTHERWISE EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY BEYOND THE MANUFACTURER'S WARRANTY AS TO THE FITNESS OF ANY MATERIALS, EQUIPMENT, OR A N Y OTHER PART OR A L L OF THE FIBER OPTIC NETWORK OR THE LICENSED FIBERS, CONSTRUCTED OR TO BE CONSTRUCTED. The warranties and remedies set forth above constitute the only warranties and remedies with respect to this Agreement, and are in lieu of all other warranties, written or oral, statutory, express or implied, including, without limitation, the warranty of merchantability or fitness for a particular purpose or use. 3.14. Waiver. The consent of a Party to any act or omission of the other Party shall not be deemed to imply consent to or constitute a waiver of a defauh or breach of any term or condition of the Agreement or a continuing waiver of a subsequent default or breach of the same or different term or condition, nor shall any custom or practice which may arise between the Parties in the administration of the Agreement be construed to waive or lessen the right of a Party to insist upon full performance of the other Party in strict compliance with the covenants, terms and conditions of the Agreement. No payment, partial payment, acceptance or partial acceptance by WMUS will operate as a waiver on the part of WMUS of any of its rights under the Agreement. 3.15. Assignment. Restrictions on Assignment. Except as otherwise provided herein, Lessee may not sell, assign, sublease or otherwise transfer in whole or in party (whether voluntarily or by action of law), directly, indirectly, or contingently this Lease or any interest herein to any third party, without the prior consent of WMUS, which consent shall not be unreasonably withheld. 9

Assignment to Affiliate. Without the prior consent of WMUS, Lessee may assign, sublease or otherwise transfer in whole or in party (whether voluntarily or by action of law), directly, indirectly, or contingently this Lease or any interest herein to an Affiliate, so long as that Affiliate provides information to WMUS within thirty (30) Days of the assignment, establishing that it either: (i) has the ability to meet the financial obligations under this Lease; or (ii) concurrently with the assignment. Lessee assigned to Affiliate the right to the Adequate Assurance provided by Lessee to WMUS pursuant to Section 3.7 herein; or (iii) Affiliate has otherwise provided WMUS with Adequate Assurance. If Affiliate fails to meet one of the three criteria set forth above, the Assignment shall be null and void. (c) Assignment to Third Party Providing Similar Services. Lessee may assign, sublease, or transfer, pursuant to a merger, sale or transfer of all or substantially all of the assets or stock of Lessee, all of its rights and obligations under this Agreement to any party that provides similar services as Lessee, so long as the surviving or purchasing entity assumes, in writing, all of the obligations of Lessee under this Agreement, and provides information acceptable to WMUS within thirty (30) Days after the assignment, sublease, transfer, merger, or sale, sufficient to satisfy WMUS that the proposed assignee can meet those obligations. I f the proposed assignee cannot meet those financial obligations, then Adequate Assurance acceptable to WMUS will be provided within sixty (60) Days of the date of the transfer, merger or sale. I f assignee fails to provide Adequate Assurance, the assignment shall be null and void. 3.16. Disputes. Both Parties shall attempt to resolve any controversy, claim, problem, or dispute arising out of or related to this Agreement through good faith consultation in the ordinary course of business. In the event that any problem or dispute is not resolved by the project managers of each Party, either Party may request that senior management become involved, with the express authority to resolve the problem or issue. I f senior management does not successfully resolve the dispute, the dispute may be submitted to mediation. Each party shall bear its own costs of mediation. I f mediation does not resolve the dispute within a reasonable amount of time, the Parties may pursue other avenues of relief. 3.17. Notices. All notices hereunder must be in writing and shall be deemed validly given i f delivered personally or i f sent by certified mail, return receipt requested, by commercial overnight delivery service, by facsimile transmission, or by electronic transmission, addressed as follows (or any other address that the party to be notified may have designated to the sender by like notice): I f to WMUS, to: Director of Electric Utilities Weatherford Municipal Utility Systems City of Weatherford 303 Palo Pinto Weatherford, TX 76086 Telephone: 817-598-4202 Facsimile: 817-598-4294 10

If to Lessee, to: Weatherford Regional Medical Center 713 East Anderson Weatherford, Texas 76086 Telephone: 817-771-0913 Facsimile: 3.18. Binding Effect. This Agreement shall extend to and bind the heirs, personal representatives, successors and assigns of the Parties hereto. 3.19. Complete Agreement; Amendments. This Agreement constitutes the entire agreement and understanding of the parties and supersedes all offers, negotiations, and other agreements of any kind. There are no representations or understandings of any kind not set forth herein. Any modification of or amendment to this Agreement must be in writing and executed by both parties. Each Party and its counsel have reviewed the Agreement. Accordingly, the normal rules of construction to the effect that any ambiguity will be resolved against the drafting party will not be employed in the construction and interpretation of the Agreement. 3.20. No Third Party Beneficiaries. This Agreement is for the sole benefit of the Parties hereto and their respective permitted successors and assigns, and shall not be construed as granting rights to any person or entity other than the Parties, or imposing on either Party obligations to any person or entity other than a Party. 3.21. Governing Law; Venue. This Agreement shall be construed in accordance with the laws of the State of Texas. Trial of any action regarding any dispute regarding this Agreement and/or any Proposal will be vested in the state courts of Parker County, Texas. 3.22. City Charter and Code. This Agreement is subject to the fiscal provisions of the Charter of the City of Weatherford and the Weatherford Municipal Code. The Agreement will terminate without any penalty: (i) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year; or (ii) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal years and funds for WMUS obligations are no longer made available. This provision will take precedence in the event of a conflict with any other term or condition of the Agreement. 3.23. Limitation of Liability. Nothing in the Agreement shall be deemed a waiver of any limitation of liability or defenses under Texas law. 3.24. Severability. If any term of this Agreement is found to be void or invalid, such invalidity shall not affect the remaining terms of this Agreement, which shall continue in full force and effect. 11

IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their respective seals the day and year first above written. WMUS: WEATHERFORD MUNICIPAL UTILITY SYSTEMS ATTEST: By Jerry Blaisdell, City Manager By: Secretary David Orcutt: Weatherford Regional Medical Center By David Orcutt, CEO ATTEST: By: - Secretary 12

Exhibit ^^A Lessee Proposal for Dark Fiber Lease And Description of Network and Service Addresses Service Addresses: 713 East Anderson Weatherford, TX 76086 Service Addresses: SEE BELOW DESCRIPTIONS Weatherford, TX 76087 Other Network Descriptions: 1. Two fibers beginning at 713 East Anderson and ending at 925 Hilltop for an annual amount of $6000 2. Two fibers beginning at 713 East Anderson and ending at 929 Hilltop for an annual amount of $6000 3. Two fibers beginning at 713 East Anderson and ending at 933 Hilltop for an annual amount of $6000 4. Two fibers beginning at 713 East Anderson and ending at 971 Hilltop for an annual amount of $6000 5. Two fibers beginning at 713 East Anderson and ending at 730 Eureka for an annual amount of $6000 13