Transfer of certain leases for City conduit from Comelec Internet Services to ImOn CommunicationsCity of Dubuque
City Council Meeting
Consent Items # 017.
Copyrighted
January 17, 2023
ITEM TITLE: Transfer of certain leases for City conduit from Comelec Internet
Services to I mOn Communications
SUMMARY: City Manager recommending approval in principle of a transfer of certain
leases for City Conduit from Comelec Internet Services to I mOn
Communications.
SUGGESTED Suggested Disposition: Receive and File; Approve
DISPOSITION:
ATTACHMENTS:
Description
City Manager Memo
Staff Memo
Type
City Manager Memo
Staff Memo
Signed Document Supporting Documentation
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Transfer of certain leases for City conduit from Comelec Internet Services
to ImOn Communications
DATE: January 13, 2023
Information Services Manager Chris Kohlmann, Civil Engineer II Dave Ness, and
Sustainable Innovation Consultant David Lyons are recommending approval in principle
of a transfer of certain leases for City Conduit from Comelec Internet Services to ImOn
Communications.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Mic ael C. Van Milligen
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Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Barry Lindahl, Senior Counsel
Chris Kohlmann, Information Services Manager
Dave Ness, Civil Engineer II
David Lyons, Sustainable Innovation Consultant
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DUUB-
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Masterpiece on the Mississippi
TO: Michael C. Van Milligen, City Manager
FROM: Chris Kohlmann, Information Services Manager
Dave Ness, Civil Engineer II
David Lyons, Sustainable Innovation Consultant
Dubuque
All -America City
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2007.2012.2013
2017*2019
SUBJECT: Transfer of certain leases for City conduit from Comelec Internet Services
to ImOn Communications
DATE: January 13, 2023
INTRODUCTION
The purpose of this memo is to request approval in principle of a transfer of certain
leases for City conduit from Comelec Internet Services to ImOn Communications.
BACKGROUND
In 2016 the City of Dubuque undertook its Broadband Acceleration Initiative. The
Initiative focuses on public/private collaborations and includes a comprehensive
strategy to reduce the cost and time required for broadband expansions in Dubuque.
One effort within that strategy is the use of "Master Agreements", where an overall legal,
structural and financial relationship is established between the City and broadband
providers and approved by City Council. Project Statements carried out pursuant to that
Master Agreement can then be quickly considered and approved
In 2017 the City of Dubuque and ImOn Communications entered into a Master Co -
location and Shared Services Agreement to accelerate the deployment of new
broadband capacity in Dubuque. The initial Project Statement and subsequent
amendments under that collaboration have gone well and all anticipated value to the
City is being received.
In 2021 the City of Dubuque and Comelec Internet Services entered into a Master Co -
location and Shared Services Agreement to accelerate the deployment of new
broadband capacity in Dubuque. The initial Project Statement and subsequent
amendments under that collaboration have also gone well and all anticipated value to
the City is being received.
ImOn Communications and Comelec Internet Services have requested that certain
licenses presently held by Comelec under its Master Co -location and Shared Services
Agreement be terminated and simultaneously transferred to the Master Co -location and
Shared Services agreement with ImOn Communications.
DISCUSSION
City staff has reviewed the proposed transfer and has determined that all initial
requirements of the City will be continued and that the transfer will assist with the efforts
for universal Fiber -To -The -Home deployment in Dubuque.
BUDGETIMPACT
There is no budgetary impact to the approval of the proposal. The City will continue to
receive license payments from ImOn Communications for any transferred agreements
which they continue to utilize.
RECOMMENDATION AND ACTION REQUESTED
This requested transfer supports Dubuque's Broadband Acceleration Initiative and
reduces the cost to City of providing a state-of-the-art fiber optic infrastructure.
We would respectfully request your approval and recommendation to City Council that
the City Council approve the transfer in principle subject to approval of the final
documents by the City Manager and City Attorney.
c.c. Crenna Brumwell, City Attorney
Barry Lindahl, Senior Counsel
Steve Brown, Project Engineer
Kerry Bradley, Engineering
DocuSign Envelope ID: 2B76A39C-C69F-41B4-A9A6-71CKA59B8EC
January 12, 2023
To: The City of Dubuque
Attn: Barry Lindahl at bales e cit ofdu ti ue,or
Re: Comelec Services, Inc. ("Comelec") and Im.On Communications, LLC ("ImOn")
Comelec is a party to a Master Co -Location and Shared Services Agreement with the City of Dubuque,
Iowa (the "Comelec MSA"). ImOn is a party to a Master Co -Location and Shared Services Agreement
with the City of Dubuque, Iowa (the "ImOn MSA"). The Comelec MSA and the ImOn MSA each exist
independent of the other.
Comelec and ImOn are in discussions for Comelec to sell to ImOn, and for ImOn to purchase from
Comelec, certain fiber assets owned by Comelec and by Comelec Fiber, LLC. A portion of such fiber
assets are located within conduit leased by Comelec from. the City of (Dubuque, Iowa (the "City")
pursuant to the Comelec MSA. Such conduit lease arrangements or leases are referred to in this
memorandum as the "City Conduit Leases" and such conduit as the "City Conduit". The discussions
between ImOn and Comelec for the proposed sale referred to above are expected to include a termination
of the City Conduit Leases with Comelec and a simultaneous granting of a new lease of the City Conduit
from the City to ImOn.
Comelec and ImOn anticipate that such termination/grant would occur at, and be conditioned upon, a
closing of the above asset sale and purchase and that the terms of such termination/grant would be
documented, effective as of such closing, by (a) an amendment or modification to the ImOn MSA to add
a lease of the City Conduit, and (b) an amendment or modification to the Comelec MSA -to remove or
terminate the City Conduit Leases. For avoidance of doubt, notwithstanding the foregoing, the parties
agree and acknowledge that Comelec shall retain its conduit lease with the City to its wireless tower on
Cedar Cross (and that the Comelec MSA shall continue in effect related thereto).
Comelec and ImOn request that the City consent to this termination/grant, with the terms thereof to be
documented in a manner mutually acceptable to Comelec, ImOn and the City Attorney for the City,
Respectfully submitted:
COMELEC SERVICEC, INC.
Timothy J..Burbach, President
IMON COMMUNICATIONS, LLC
DocuSigned by:
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Patrice M. Carroll, President & CEO