CONTRACT 7544 Reimbursement AgreementAgreement No. 7544
REIMBURSEMENT AGREEMENT
This Reimbursement Agreement ("Agreement") is entered into as of MAaoI4 �026
by and between the City of El Segundo, a general law city and municipal corporation ("City"),
and mood 1703, LLC, a Delaware limited liability company ("Applicant"). The parties agree
as follows:
1. Recitals. This Agreement is made with reference to the following facts and
circumstances:
a. The Applicant plans to file an application for an encroachment permit allowing
the Applicant to install fiber optic cables and associated infrastructure through
public right-of-way in the City (the "Project").
b. Because the Applicant is not a public utility, evaluation of the Project proposal'
requires review and analysis by third -party professional consultants, including
the city attorney's office, and city staff to complete a number of tasks including,
without limitation, conducting legal research, research regarding establishing a
fee associated with the use of public right-of-way by a private entity, and
negotiating and processing an agreement between the Applicant and the City
establishing that fee, among other Project -related items, for consideration by
the City Counic(l (collectively, ''Project Costs"). The City and applicant will, in
good faith, strive to complete such negotiations within ninety (+ 0) days from the
date this Agreement is executed.
c. City believes it is in the public interest for Applicant to reimburse the City for
such Project Costs as provided for in this Agreement. All work performed by
third -party consultants, including legal fees and costs, related to the Project will
be under the sole direction of City but will be reimbursed by the Applicantas
provided for in this Agreement. Notwithstanding Applicant's payment, Applicant
will not be provided with the details of the descriptions of the City's legal fees
and costs as such is considered attorney -client privileged information with the
City holding the privilege to such billing information.
2. Citv Reimbursement. Applicant and City have estimated the Project Costs to be
$30,000, and Applicant has paid this amount to the City as of November 3, 2025 (the
"Reimbursement Payment").
3. Applicant's Acknowled meats, By signing this agreement, Applicant acknowledges
and understands that:
a. This Agreement in no way obligates the City to authorize the Project or approve
any application for any of the future entitlements or environmental documents
for the Project. The City and its elected and appointed officials retain absolute
sole discretion to either approve or deny any of the environmental documents
or entitlements that may arise based on services provided pursuant to this
Agreement and needed to effectuate the Project.
b. The Reimbursement Payment is not refundable.
Agreement No. 7544
c. The Reimbursement Payment may not be applied to any costs associated with
the encroachment permit application for the Project. Stated differently, the fee
for an encroachment permit is a distinct and separate fee from the
Reimbursement Payment described in this Agreement.
d. The above -referenced "Project Costs" do not include any environmental studies,
reports or reviews that (in the City's sole discretion) are necessary to comply
with the California Environmental Quality Act or any other law.
4. Notices. Except as otherwise expressly provided by law, all notices or other
communications required or permitted by this Agreement or by law to be served on or
given to either party to this Agreement by the other party will be in writing and will be
deemed served when personally delivered to the party to whom they are directed, or in
lieu of the personal service, upon deposit in the United States Mail, certified or registered
mail, return receipt requested, postage prepaid, addressed to:
Applicant at: Hood 1703, LLC
c/o DJ Moore, of Paul Hastings LLP
1999 Avenue of the Stars, 27th Floor
Century City, CA 90067
(310) 620-5779
City at: City of El Segundo
Attn: Elias Sassoon, Director of Public Works
350 Main Street
El Segundo, CA 90245
(310) 524-2356
Either party may change its address for the purpose of this Section by giving written notice
of the change to the other party.
5. Acceptance of Electronic Signatures, The parties agree that agreements ancillary
to this Agreement and related documents to be entered into in connection with this
Agreement will be considered signed when the signature of a party is delivered by
electronic mail in "portable document format" (i.e., .pdf) form, or by facsimile transmission.
Such signature will be deemed to be and treated in all respects as an original signature.
6. Governing 1. . This Agreement is made in and will be construed in accordance
with the laws of the State of California, and exclusive venue for any action involving this
Agreement will be in Los Angeles County.
7. Partial Invalidity, Should any provision of this Agreement be held by a court of
competent jurisdiction to be either invalid or unenforceable, the remaining provisions of
this Agreement will remain in effect, unimpaired by the holding.
8. Intern. This instrument and its attachments constitute the sole agreement
between City and Applicant respecting the matters above and correctly sets forth the
obligations of City and Applicant.
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Agreement No. 7544
9. Construction. The language of each part of this Agreement will be construed simply
and according to its fair meaning, and this Agreement will never be construed either for
or against either party.
10. Authority/Modification, The parties represent and warrant that all necessary action
has been taken by the Parties to authorize the undersigned to execute this Agreement and
to engage in the actions described herein. This Agreement may be modified by written
amendment. The City's manager, or designee, may execute any such amendment on
behalf of City.
11. Counterparts. This Agreement may be executed in any number of counterparts,
each of which will be an original, but all of which together will constitute one instrument
executed on the same date.
IN WITNESS WHEREOF the parties hereto have executed this Agreement the
day and year first hereinabove written.
CITY OF EL SEGUNDO
Darrell George,
City Manager
ATTE T:
Susan Traux,
City Clerk
APPROVED AS TO FORM:
MARK D. HENSLEY, CITY ATTORNEY
r
David King,
Assistant City Attorney
HOOD 1703, LLC
By:
Craig Wal rop,
Vice President, Strategy & Business
Development