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Home My WebLink AboutAG 98-156 DAT 71 DATE GLUT: _` \' `1 . Q.)C- • S\ CITY OF FEDERAL WA L - W DEPARTME REQ T F CONTRACT PREPARATION/DOCUMENT REVIEW/SIGNAT E PD l• ORIGINATING DEPT./DIV.: v\ �c & 2. ORIGINATING STAFF PERSON: \\\A".---- EXT:\_ !. 3. DATE REQ. BY: `VA\VA 4. TYPE OF DOCUMENT REQUESTED (CHECK ONE): ❑ PROFESSIONAL SERVICES AGREEMENT ❑ SECURITY DOCUMENT ❑ MAINTENANCE/LABOR AGREEMENT (c.a.,A A PfRF/MAIN BOND:Ass( OF FUNDS IN LIEU OF BOND/ ❑ PUBLIC WORKS CONTRACT ❑ CONTRACTOR SELECTION DOCUMENT ❑ SMALL PUBLIC WORKS CONTRACT (c.o.,RFS,RFP,RFC)) (LESS THAN$25,000) ❑ CONTRACT AMENDMENT AG#: ❑ PURCHASE AGREEMENT EASEMEN ` ` , (MATERIALS,SUPPLIES,EQUIPMENT) OTHER - a,\ �,�� "_\ . - kk \ 1.∎ ❑ REAL ESTATE PURCHASE & SALES AGREEMENT ` j` Iglik 5. PROJECT NAME. i \�>L '` Ck, ,. %� Illi 6. NAME OF CONTRACTOR: ° ADDRESS: PHONE: TYPE OF PERSON OR ENTITY (CHECK ONE): ❑ INDIVIDUAL 0 SOLE PROPRIETORSHIP STATE: TAX ID#/SS#: ❑ PARTNERSHIP CORPORATION ((�� SIGNATURE NAME: �� V TITLE: 7. SCOPE OF WORK: ATTACH EXHIBIT A - A COMPLETE AND DETAILED DESCRIPTION OF THE SERVICES OR SCOPE OF WORK, INCLUDING COMPLETION DATES FOR EACH PHASE OF WORK AND LOCATION OF WORK. 8. TERM: COMMENCEMENT DATE: \ J\t\.. y� COMPLETION DATE: S1\� �� \ .11L_ 9. TOTAL COMPENSATION: $ �>`%1 (INCLUDES EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON LL LASOR CE ATTACH•CYEOULE•OF EMPLOYEES TITLES AND Y RATES) REIMBURSABLE EXPENSES: ❑YES tp .NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED? ❑ YES NO IF YES, $ PAID BY ❑ CONTRACTOR 0 CITY 1 O. SELECTION PROCESS USED (CHECK ONE): ❑ REQUEST FOR BIOS ❑ REQUEST FOR QUOTES ❑ARCHITECT & ENGINEER LIST ❑ REQUEST FOR PROPOSALS ❑ REQUEST FOR QUALIFICATIONS ❑ SMALL WORKS ROSTER 1 1. CON -ACT REV( INITIAL/DATE APPROVEDL�7U3 111 V \l'\ 4"\ ■,;),\Als1 . • .(RECTOR a,,,JACW (ALL CONTRACTS) �' +�QQ V ISK MANAGEMENT �' U.°, (ALL CONTRACTS EXCEPT AMENDMENTS, �, CONTRACTOR SELECTION / \�{ ,x/ kd-PURCHASING -�Vk\l.v 1 2. CONTRACT SIGNATURE ROUTING .,II-AL! D TE APPROVED 4,04eA J 1 �W DEPARTMENT ///i Y MANAGER CRAMP! CLERK w��L7a ;0'Y ED COPY SACK�TO ORIGINATING DEPT. it" A IGNED AG # ^ /p D PURCHASING: PLEASE CHARGE TO: _�� ' \ ..- V ....:?‘Z_ ��k COMMENTS \.. ‘-L-64%\%1--k- & -‘\ QPX\ A,•SA"C(JVIN• C..-' \f"t) C')`Ikk S&\\Q.•)4" 4 WHITE••ORIGINAL STAYS WITH CONTRACT CANARY•CLERK TO STAFF PINK••LAW DEPT. GOLDENROD-ORIGINATING STAFF (.0492(REV 6/95) 1 e , ! • UNDERGROUND CONVERSION AGREEMENT THIS Agreement, dated as of this 8th day of July, 1998, by and between the CITY OF FEDERAL WAY, Washington, a Municipal Corporation (the "City") and PUGET SOUND ENERGY, Inc., a Washington Corporation(the "Company"). RECITALS A. The Company is a public service company engaged in the sale and distribution of electric energy and, pursuant to its franchise from the City, currently distributes electricity within the City. B. The City is undertaking a street improvement program at South 312 Street between Pacific Highway South and South 23 Ave. South as more specifically identified on work order number 96-01303 (the "Conversion Area"). The street improvement program includes the adding of one lane and sidewalks on South 312 Street. C. The City has expressed a desire to participate with the Company to cause the existing overhead distribution power system within the Conversion Area to be replaced with a comparable underground distribution power system utilizing above ground transformers. D. The parties wish to execute this written contract in accordance with Schedule 71 of the Company's Electric Tariff G to govern the installation of such a system. c Al* L) r . • • • AGREEMENT The Company and the City therefore agree as follows: 1. "Main Distribution System," "Underground Service Lines," and "Trenching and Restoration" shall have the meaning set forth in Schedule 71. 2. Subject to the availability of equipment and materials, the Company, at its expense except as otherwise provided herein, shall furnish and install a Main Distribution System within the Conversion Area, in accordance with the Company's standard specifications. 3. Upon connection of those customers to be served by the Main Distribution System and removal of facilities of any other utilities, which may be connected to the poles of the overhead system, the Company shall, at its expense, except as otherwise provided herein, remove the existing overhead system (including associated wires and Company-owned poles) of 15,000 volts or less within the Conversion Area. 4. The City shall, at its expense, perform the following within the Conversion Area, all in accordance with the Company's specifications. (a)Trenching (including shoring, flagging and barricades) and Restoration (including restoration of streets, sidewalks and private property); and (b) surveying for alignment and grades for vaults and ducts. Other utilities may be permitted by the City to use City-provided trenches for the installation of their facilities so long as such facilities or the installation thereof do not interfere with the Company's Main Distribution System or the installation or maintenance thereof. 2 • • 5. The City shall, within thirty (30) days after the completion of the work to be performed by the Company pursuant to paragraphs 2. and 3. above, remit to the Company a payment of 30% of the actual costs as determined in accordance with Schedule 71. The total cost is presently estimated at two hundred and one thousand five hundred twenty one dollars ($201,521.00); provided, however, the foregoing estimated amount is subject to change if: (a) construction has not started within 90 days from the date of this Agreement; or (b) the conversion is not been completed within 180 days of the date of this Agreement; or (c) the City revises its construction plans in a manner which requires a revision of the Company's construction plans; or (d) the Company incurs costs to obtain easements pursuant to subparagraph 8 of this Agreement. Should the forgoing estimated amount increase by more than ten percent (10%) the City shall have the right to cancel and terminate this agreement. Upon termination the City shall pay the actual costs incurred by the Company to date. 6. The Company shall own, operate and maintain all electrical facilities installed pursuant to this Agreement including, but not limited to, the Main Distribution System and underground services installed by the Company pursuant to this Agreement. 7. Except with respect to those customers for which underground conversion is determined not to be necessary, the City shall notify all customers within the Conversion Area that secondary service to such customers must be converted from overhead to underground service. Upon the request of any customer, other than a single family residential customer, within the Conversion Area, the Company will remove the overhead system and connect such customer's underground service line to the Main Distribution System. 3 • • 8. The Company shall provide reasonable assistance in obtaining operating rights as may be necessary to permit the Company to construct, operate,repair, and maintain all electrical facilities installed by the Company pursuant to this Agreement. The Company shall not be required to bear the costs of any necessary easements. The cost to the Company of any easements on privately owned property which the Company must obtain shall be reimbursed in full by the City pursuant to paragraph 5 above. 9. The City shall be responsible for coordinating all work to be performed in connection with the street improvement program within the Conversion Area. The Company shall not be required to install the Main Distribution System until the area in which such System is to be installed has been established to grade. Upon performance by the City of the necessary preliminary work, the City shall give the Company reasonable advance written notice requesting the Company to commence installation of-the Main Distribution System and shall schedule such construction to minimize interference from the installation of other improvements. 10. The Company's performance hereunder shall be commenced within a reasonable time following receipt of the written notice pursuant to Paragraph 9 above. The Company shall use reasonable diligence in performing its work hereunder,but shall not be liable for any delays resulting from circumstances beyond its control including, but not limited to, failure to receive necessary operating rights pursuant to paragraphs 8 and 11. The City agrees that work performed by the Company shall be scheduled to avoid premium labor charges to the Company. If the Company mutually agrees with the City that the Company's normal straight-time eight hour labor day must be changed within the hours of 6:00 a.m. to 6:00 p.m., the City must provide sufficient advance notice to allow the Company to provide IBEW Local Union No. 77 with five (5) days advance notice in accordance with the Company's collective bargaining agreement with the union. Any overtime labor not included in the original estimate but provided by the Company at the request of the City may 4 • • increase the Company's project cost which will result in an increased cost under this Agreement to the City. 11. The City shall furnish any and all operating rights required by the Company under its Tariffs, in a form or forms satisfactory to the Company, to allow the Company to construct, operate, repair and maintain the Main Distribution System within the City right-of-ways in the Conversion Area. The Company may postpone performance of its obligations hereunder until it has been furnished with such operating rights. 12(a)The City releases and shall defend, indemnify and hold the Company(and its successors and assigns, and the respective directors, officers, employees, agents and representatives of the Company)harmless from all claims, losses, harm, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) caused by, arising out of or in connection with the performance of the activities set forth in this Agreement to the extent caused by the negligent acts, errors, or omissions of the City, its employees or agents. (b) The Company releases and shall defend, indemnify and hold the City harmless from all claims, losses, harm, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) caused by, arising out of or in connection with the performance of the activities set forth in this Agreement to the extent caused by the negligent acts, errors, or omissions of the Company, its employees or agents. 13. This Agreement is subject to the General Rules and Provisions set forth in Tariff Schedule 80 of the Company's electrical Tariff G and to Schedule 71 of such Tariff, as such Schedules may be revised from time to time upon approval of the Washington Utilities and Transportation Commission. Any conflict in terms between this Agreement and the Company's Schedules 71 and 80 of its tariffs shall be resolved in favor of such tariff provisions. 5 • • 14. In the event the City requires the relocation of any of the facilities installed under this Agreement prior to the expiration of twenty (20) years after completion of the conversion hereunder, the City shall bear the entire costs of such relocation, unless otherwise provi: 1Rd in the Franchise Agreement between the parties set forth in Ordinance No. 98-315. jj'I1 15. Nothing in this Agreement shall in any way affect the rights or obligations of the Company under any previous agreements pertaining to the existing or future facilities of 115 kV or greater within the Conversion Area. 16. During the performance of all activities described in the Agreement, neither the City's nor the Company's employees shall be considered employees of the other Party. 17. No provision of this Agreement may be amended or modified except by written agreement signed by the Parties. This Agreement shall be binding upon and inure to the benefit of the Parties' successors in interest,heirs and assigns. Any provision of this Agreement which is declared invalid or illegal shall in no way affect or invalidate any other provision. The venue for any dispute related to this Agreement shall first be the Washington Utilities and Transportation Commission, Olympia, Washington and secondly King County, Washington. Failure of the City or the Company to declare any breach of default immediately upon the occurrence thereof, or delay in taking any action in connection with, shall not waive such breach or default. CITY OF F DERAL WAY PUGET SO D E GY, Inc. , ` BY ,i.� fr, BY A`/ �IL��i' - Kenneth E. Nyberg ynn F. Logen ITS City Manager ITS Tariff Consultant Date Signed 41 ITV Date Signed u /4 aD, /9”R Attest. e -L , ity Clerk,N. Christine Green, CMC Approved as to form. j , • •------C-ity Attorney, Londi K. Lindell 6 • • UNDERGROUND CONVERSION AGREEMENT THIS Agreement, dated as of this 8th day of July, 1998, by and between the CITY OF FEDERAL WAY, Washington, a Municipal Corporation (the "City") and PUGET SOUND ENERGY, Inc., a Washington Corporation (the "Company"). RECITALS A. The Company is a public service company engaged in the sale and distribution of electric energy and, pursuant to its franchise from the City, currently distributes electricity within the City. B. The City is undertaking a street improvement program at South 312 Street between Pacific Highway South and South 23 Ave. South as more specifically identified on work order number 96-01303 (the "Conversion Area"). The street improvement program includes the adding of one lane and sidewalks on South 312 Street. C. The City has expressed a desire to participate with the Company to cause the existing overhead distribution power system within the Conversion Area to be replaced with a comparable underground distribution power system utilizing above ground transformers. D. The parties wish to execute this written contract in accordance with Schedule 71 of the Company's Electric Tariff G to govern the installation of such a system. el sow w v a • • AGREEMENT The Company and the City therefore agree as follows: 1. "Main Distribution System," "Underground Service Lines," and "Trenching and Restoration" shall have the meaning set forth in Schedule 71. 2. Subject to the availability of equipment and materials, the Company, at its expense except as otherwise provided herein, shall furnish and install a Main Distribution System within the Conversion Area, in accordance with the Company's standard specifications. 3. Upon connection of those customers to be served by the Main Distribution System and removal of facilities of any other utilities, which may be connected to the poles of the overhead system, the Company shall, at its expense, except as otherwise provided herein, remove the existing overhead system (including associated wires and Company-owned poles) of 15,000 volts or less within the Conversion Area. 4. The City shall, at its expense, perform the following within the Conversion Area, all in accordance with the Company's specifications. (a)Trenching (including shoring, flagging and barricades) and Restoration (including restoration of streets, sidewalks and private property); and (b) surveying for alignment and grades for vaults and ducts. Other utilities may be permitted by the City to use City-provided trenches for the installation of their facilities so long as such facilities or the installation thereof do not interfere with the Company's Main Distribution System or the installation or maintenance thereof. 2 • 5. The City shall, within thirty (30) days after the completion of the work to be performed by the Company pursuant to paragraphs 2. and 3. above, remit to the Company a payment of 30% of the actual costs as determined in accordance with Schedule 71. The total cost is presently estimated at two hundred and one thousand five hundred twenty one dollars ($201,521.00);provided, however, the foregoing estimated amount is subject to change if: (a) construction has not started within 90 days from the date of this Agreement; or (b)the conversion is not been completed within 180 days of the date of this Agreement; or (c) the City revises its construction plans in a manner which requires a revision of the Company's construction plans; or (d) the Company incurs costs to obtain easements pursuant to subparagraph 8 of this Agreement. Should the forgoing estimated amount increase by more than ten percent (10%) the City shall have the right to cancel and terminate this agreement. Upon termination the City shall pay the actual costs incurred by the Company to date. 6. The Company shall own, operate and maintain all electrical facilities installed pursuant to this Agreement including, but not limited to, the Main Distribution System and underground services installed by the Company pursuant to this Agreement. 7. Except with respect to those customers for which underground conversion is determined not to be necessary, the City shall notify all customers within the Conversion Area that secondary service to such customers must be converted from overhead to underground service. Upon the request of any customer, other than a single family residential customer, within the Conversion Area, the Company will remove the overhead system and connect such customer's underground �' p Y Y gr service line to the Main Distribution System. 3 • • 8. The Company shall provide reasonable assistance in obtaining operating rights as may be necessary to permit the Company to construct, operate,repair, and maintain all electrical facilities installed by the Company pursuant to this Agreement. The Company shall not be required to bear the costs of any necessary easements. The cost to the Company of any easements on privately owned property which the Company must obtain shall be reimbursed in full by the City pursuant to paragraph 5 above. 9. The City shall be responsible for coordinating all work to be performed in connection with the street improvement program within the Conversion Area. The Company shall not be required to install the Main Distribution System until the area in which such System is to be installed has been established to grade. Upon performance by the City of the necessary preliminary work, the City shall give the Company reasonable advance written notice requesting the Company to commence installation of the Main Distribution System and shall schedule such construction to minimize interference from the installation of other improvements. 10. The Company's performance hereunder shall be commenced within a reasonable time following receipt of the written notice pursuant to Paragraph 9 above. The Company shall use reasonable diligence in performing its work hereunder,but shall not be liable for any delays resulting from circumstances beyond its control including, but not limited to, failure to receive necessary operating rights pursuant to paragraphs 8 and 11. The City agrees that work performed by the Company shall be scheduled to avoid premium labor charges to the Company. If the Company mutually agrees with the City that the Company's normal straight-time eight hour labor day must be changed within the hours of 6:00 a.m. to 6:00 p.m., the City must provide sufficient advance notice to allow the Company to provide IBEW Local Union No. 77 with five (5) days advance notice in accordance with the Company's collective bargaining agreement with the union. Any overtime labor not included in the original estimate but provided by the Company at the request of the City may 4 M • • • increase the Company's project cost which will result in an increased cost under this Agreement to the City. 11. The City shall furnish any and all operating rights required by the Company under its Tariffs, in a form or forms satisfactory to the Company, to allow the Company to construct, operate, repair and maintain the Main Distribution System within the City right-of-ways in the Conversion Area. The Company may postpone performance of its obligations hereunder until it has been furnished with such operating rights. 12(a)The City releases and shall defend, indemnify and hold the Company(and its successors and assigns, and the respective directors, officers, employees, agents and representatives of the Company) harmless from all claims, losses, harm, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) caused by, arising out of or in connection with the performance of the activities set forth in this Agreement to the extent caused by the negligent acts, errors, or omissions of the City, its employees or agents. (b) The Company releases and shall defend, indemnify and hold the City harmless from all claims, losses, harm, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) caused by, arising out of or in connection with the performance of the activities set forth in this Agreement to the extent caused by the negligent acts, errors, or omissions of the Company, its employees or agents. 13. This Agreement is subject to the General Rules and Provisions set forth in Tariff Schedule 80 of the Company's electrical Tariff G and to Schedule 71 of such Tariff, as such Schedules may be revised from time to time upon approval of the Washington Utilities and Transportation Commission. Any conflict in terms between this Agreement and the Company's Schedules 71 and 80 of its tariffs shall be resolved in favor of such tariff provisions. 5 x • 14. In the event the City requires the relocation of any of the facilities installed under this Agreement prior to the expiration of twenty (20) years after completion of the conversion hereunder, the City shall bear the entire costs of such relocation, unless otherwise provi. •d in the Franchise Agreement between the parties set forth in Ordinance No. 98-315. ' / 15. Nothing in this Agreement shall in any way affect the rights or obligations of the Company under any previous agreements pertaining to the existing or future facilities of 115 kV or greater within the Conversion Area. 16. During the performance of all activities described in the Agreement, neither the City's nor the Company's employees shall be considered employees of the other Party. 17. No provision of this Agreement may be amended or modified except by written agreement signed by the Parties. This Agreement shall be binding upon and inure to the benefit of the Parties' successors in interest, heirs and assigns. Any provision of this Agreement which is declared invalid or illegal shall in no way affect or invalidate any other provision. The venue for any dispute related to this Agreement shall first be the Washington Utilities and Transportation Commission, Olympia, Washington and secondly King County, Washington. Failure of the City or the Company to declare any breach of default immediately upon the occurrence thereof, or delay in taking any action in connection with, shall not waive such breach or default. CITY OF FEDERAL WAY PUGET SO ■ ID ENERGY, Inc. BY BY `lL4—1 1111 ,1- " 641/Kenneth E. Nyberg ynn F. Logen ITS City Manager ITS Tariff Consultant Date Signed 111^-04. 41 lord' Date Signed ti y a°, 1q/g Attes : `erg , �:^ I4 ity Clerk,N. Christine Green, CMC Approved as to form: �� - City Attorney, Londi K. Lindell 6 PUG ET • f_:, SOUND ,' :.i L.ENERGY K7 %1 A 75AlC;__ • • July 20, 1998 Mr. Ken Miller % City of Federal Way 33530 1st Way South Federal Way, WA 98003-6221 Re.: South 312th Street Conversion Dear Mr. Miller; Enclosed are three (3) copies of an agreement between the City of Federal Way and Puget Sound Energy. I have signed the agreement on behalf of Puget Sound Energy. If the agreement meets with the City's approval please have one (1) completely executed copy returned to me at: Lynn Logen OBC-03W % Puget Sound Energy P.O. Box 97034 Bellevue, WA 98009-9734 If you have any questions please give me a call at (425) 462-3872. I Sincerely," 1 )i t.X., 0., , Lynn F. Logen Puget Sound Energy. Inc. • P.O Box 97034 • Bellevue,WA.9£3009-9734 JUL-06-66 13:01 From:PUGET SOUND ENERGY OBC-03N +4254623414 T-101 P.01/07 Job-732 • • PUG ET souNp ENERGY PuGEr SOUND ENERGY Federal&State Regulation Dept Mail Stop: OBC-03W P.O.Box 97034 Bellevue,WA 98009-9734 FAX: (423) 462-3414 Date: j - 5K"- Number of Pages 7 Including Cover: Please Deliver The Following Pages: TO: Name: f`1 e.A 44 , 1[e_r- Phone: Company: 6:4-‘y --r F J-ern t Fax: . '3,64 /._ 9/Z From: Lynn Logen Phone: (425) 462-3872 Comments: This facile is intended only for the use of the addressee named herein and may contain legally pd velegal and confidential infartnadon. If you are not the intended recipient of this facsimile,you are hereby notified that any dissemination,disaibudon,or copying of this facsimile is strictly prohibited,and please immediately return the original facsimile to us above via the United States Postal Service.We will reimburse any reasonable costs you incur in returning the&csimile to us.Thank you 07/09/98 THU 14:00 [T%/R% NO 9887] JUL-09-98 13:02 From:PUGET SOUND ENERGY OBC-03N +4254623414 T-101 P.02/07 Job-732 • • UNDERGROUND CONVERSION AGREEMENT THIS Agreement, dated as of this 8th day of July, 1998, by and between the CITY OF FEDERAL WAY, Washington, a Municipal Corporation (the "City") and PUGET SOUND ENERGY, a Washington Corporation(the "Company"). RECITALS A. The Company is a public service company engaged in the sale and distribution of electric energy and, pursuant to its franchise from the City, currently distributes electricity within the City. B. The City is undertaking a street improvement program at South 312 Street between Pacific Highway South and South 23 Ave. South as more specifically identified on work order number 96-01303 (the "Conversion Area"). The street improvement program includes the adding of one lane and sidewalks on South 312 Street. C. The City has expressed a desire to participate with the Company to cause the existing overhead distribution power system within the Conversion Area to be replaced with a comparable underground distribution power system utilizing above ground transformers. D. The parties wish to execute this written contract in accordance with Schedule 71 of the Company's Electric Tariff G to govern the installation of such a system. 07/09/98 THU 14:00 1T%/R% NO 9887] JUL-09-98 13:02 From:PUGET SOUND ENERGY OBC-03N +4254623414 T-101 P.03/07 Job-732 • • AGREEMENT The Company and the City therefore agree as follows: 1. "Main Distribution System," "Underground Service Lines," and "Trenching and Restoration" shall have the meaning set forth in Schedule 71. 2. Subject to the availability of equipment and materials, the Company, at its expense except as otherwise provided herein, shall furnish and install a Main Distribution System within the Conversion Area,in accordance with the Company's standard specifications. 3. Upon connection of those customers to he served by the Main Distribution System and removal of facilities of any other utilities, which may be connected to the poles of the overhead system, the Company shall, at its expense, except as otherwise provided herein, remove the existing overhead system (including associated wires and Company-owned poles) of 15,000 volts or less within the Conversion Area. 4. The City shall, at its expense, perform the following within the Conversion Area, all in accordance with the Company's specifications. (a)Trenching (including shoring, flagging and barricades) and Restoration (including restoration of streets, sidewalks and private property); and (b) surveying for alignment and grades for vaults and ducts. Other utilities may be permitted by the City to use City-provided trenches for the installation of their facilities so long as such facilities or the installation thereof do not interfere with the Company's Main Distribution System or the installation or maintenance thereof. 2 07/09/98 THU 14:00 [TX/RX NO 9887] JUL-09-98 13:02 From:PUGET SOUND ENERGY OBC-03N +4254623414 T-101 P.04/07 Job-732 • • 5. The City shall, within thirty (30) days after the completion of the work to be performed by the Company pursuant to paragraphs 2. and 3. above, remit to the Company a payment of 30% of the actual costs as determined in accordance with Schedule 71. The total cost is presently estimated at two hundred and one thousand five hundred twenty one dollars ($201,521.00); provided, however,the foregoing estimated amount is subject to change if (a) construction has not started within 90 days from the date of this Agreement; or (b) the conversion is not been completed within 180 days of the date of this Agreement; or (c) the City revises its construction plans in a manner which requires a revision of the Company's construction plans;or (d) the Company incurs costs to obtain easements pursuant to subparagraph 8 of this Agreement. Should the forgoing estimated amount increase by more than ten percent (10%) the City shall have the right to cancel and terminate this agreement. Upon termination the City shall pay the actual costs incurred by the Company to date. 6. The Company shall own, operate and maintain all electrical facilities installed pursuant to this Agreement including, but not limited to, the Main Distribution System and underground services installed by the Company pursuant to this Agreement. 7. Except with respect to those customers for which underground conversion is determined not to be necessary, the City shall notify all customers within the Conversion Area that secondary service to such customers must be converted from overhead to underground service. Upon the request of any customer, other than a single family residential customer, within the Conversion Area, the Company will remove the overhead system and connect such customer's underground service line to the Main Distribution System. 3 07/09/98 THU 14:00 [TX/RX NO 9887] JUL-09-98 13:02 From:PUGET SOUND ENERGY OBC-03N +4254623414 T-101 P.05/07 Job-732 8. The Company shall provide reasonable assistance in obtaining operating rights as may be necessary to permit the Company to construct,operate,repair, and maintain all electrical facilities installed by the Company pursuant to this Agreement.The Company shall not be required to bear the costs of any necessary easements.The cost to the Company of any easements on privately owned property which the Company must obtain shall be reimbursed in full by the City pursuant to paragraph 5 above. 9. The City shall be responsible for coordinating all work to be performed in connection with the street improvement program within the Conversion Area. The Company shall not be required to install the Main Distribution System until the area in which such System is to be installed has been established to grade. Upon performance by the City of the necessary preliminary work, the City shall give the Company reasonable advance written notice requesting the Company to commence installation of the Math Distribution System and shall schedule such construction to minimize interference from the installation of other improvements. 10. The Company's performance hereunder shall be commenced within a reasonable time following receipt of the written notice pursuant to Paragraph 9 above. The Company shall use reasonable diligence in performing its work hereunder,but shall not be liable for any delays resulting from circumstances beyond its control including, but not limited to, failure to receive necessary operating rights pursuant to paragraphs 8 and 11. The City agrees that work performed by the Company avoid premium labor charges to the Company. If the Company P an Y shalt be scheduled to a of p mutually agrees with the City that the Company's normal straight-time eight hour labor day must be changed within the hours of 6:00 a.m. to 6:00 p.m.,the City must provide sufficient advance notice to allow the Company to provide IBEW Local Union No. 77 with five (5) days advance notice in accordance with the Company's collective bargaining agreement with the union. Any overtime labor not included in the original estimate but provided by the Company at the request of the City may 4 07/09/98 THU 14:00 [TX/RX NO 9887] JUL-09-98 13:03 From:PUGET SOUND ENERGY OBC-03N +4254623414 T-101 P.06/07 Job-732 • • increase the Company's project cost which will result in an increased cost under this Agreement to the City. 11. The City shall furnish any and all operating rights required by the Company under its Tariffs, in a form or forms satisfactory to the Company, to allow the Company to construct, operate, repair and maintain the Main Distribution System within the City right-of-ways in the Conversion Area. The Company may postpone performance of its obligations hereunder until it has been furnished with such operating rights. 12(a)The City releases and shall defend, indemnify and hold the Company(and its successors and assigns, and the respective directors, officers, employees, agents and representatives of the Company)harmless from all claims, losses,harm, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) caused by. arising out of or in connection with the performance of the activities set forth in this Agreement to the extent caused by the negligent acts, errors,or omissions of the City,its employees or agents. (b) The Company releases and shall defend, indemnify and hold the City harmless from all claims, losses, harm, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) caused by, arising out of or in connection with the performance of the activities set forth in this Agreement to the extent caused by the negligent acts, errors,or omissions of the Company, its employees or agents. 13. This Agreement is subject to the General Rules and Provisions set forth in Tariff Schedule 80 of the Company's electrical Tariff G and to Schedule 71 of such Tariff, as such Schedules may be revised from time to time upon approval of the Washington Utilities and Transportation Commission. Any conflict in terms between this Agreement and the Company's Schedules 71 and 80 of its tariffs shall be resolved in favor of such tariff provisions. S 07/09/98 THU 14:00 [TX/RX NO 9887] JUL-09-98 13:03 From:PUGET SOUND ENERGY OBC-03N +4254623414 T-101 P.07/07 Job-732 • • • 14. In the event the City requires the relocation of any of the facilities installed under this Agreement prior to the expiration of twenty (20) years after completion of the conversion hereunder, the City shall bear the entire costs of such relocation 15. Nothing in this Agreement shall in any way affect the rights or obligations of the Company under any previous agreements pertaining to the existing or future facilities of 115 kV or greater within the Conversion Area. 16. During the performance of all activities described in the Agreement,neither the City's nor the Company's employees shall be considered employees of the other Party. 17. No provision of this Agreement may be amended or modified except by written agreement signed by the Parties. This Agreement shall be binding upon and inure to the benefit of the Parties' successors in interest,heirs and assigns. Any provision of this Agreement which is declared invalid or illegal shall in no way affect or invalidate any other provision. The venue for any dispute related to this Agreement shall first be the Washington Utilities and Transportation Commission, Olympia, Washington and secondly King County, Washington. Failure of the City or the Company to declare any breach of default immediately upon the occurrence thereof, or delay in taking any action in connection with, shall not waive such breach or default. CITY OF FEDERAL WAY PUGET SOUND ENERGY, Inc. BY BY Kenneth E.Nyberg Lynn F. Logen ITS City Manager ITS_ Tariff Consultant Date Signed Date Signed Attest: City Clerk,N. Christine Green, CMC Approved as to form: City Attorney. Londi K. Lindell 6 07/09/98 THU 14:00 [T%/R% NO 9887] s / 9 .' S UNDERGROUND CONVERSION AGREEMENT THIS Agreement, dated as of this 8th day of July, 1998, by and between the CITY OF FEDERAL WAY, Washington, a Municipal Corporation (the "City") and PUGET SOUND ENERGY, Inc., a Washington Corporation(the "Company"). RECITALS A. The Company is a public service company engaged in the sale and distribution of electric energy and, pursuant to its franchise from the City, currently distributes electricity within the City. B. The City is undertaking a street improvement program at South 312 Street between Pacific Highway South and South 23 Ave. South as more specifically identified on work order number 96-01303 (the "Conversion Area"). The street improvement program includes the adding of one lane and sidewalks on South 312 Street. C. The City has expressed a desire to participate with the Company to cause the existing overhead distribution power system within the Conversion Area to be replaced with a comparable underground distribution power system utilizing above ground transformers. D. The parties wish to execute this written contract in accordance with Schedule 71 of the Company's Electric Tariff G to govern the installation of such a system. 1 • • • AGREEMENT The Company and the City therefore agree as follows: 1. "Main Distribution System," "Underground Service Lines," and "Trenching and Restoration" shall have the meaning set forth in Schedule 71. 2. Subject to the availability of equipment and materials, the Company, at its expense except as otherwise provided herein, shall furnish and install a Main Distribution System within the Conversion Area, in accordance with the Company's standard specifications. 3. Upon connection of those customers to be served by the Main Distribution System and removal of facilities of any other utilities, which may be connected to the poles of the overhead system, the Company shall, at its expense, except as otherwise provided herein, remove the existing overhead system (including associated wires and Company-owned poles) of 15,000 volts or less within the Conversion Area. 4. The City shall, at its expense, perform the following within the Conversion Area, all in accordance with the Company's specifications. (a)Trenching (including shoring, flagging and barricades) and Restoration (including restoration of streets, sidewalks and private property); and (b) surveying for alignment and grades for vaults and ducts. Other utilities may be permitted by the City to use City-provided trenches for the installation of their facilities so long as such facilities or the installation thereof do not interfere with the Company's Main Distribution System or the installation or maintenance thereof. 2 ID S 5. The City shall, within thirty (30) days after the completion of the work to be performed by the Company pursuant to paragraphs 2. and 3. above, remit to the Company a payment of 30% of the actual costs as determined in accordance with Schedule 71. The total cost is presently estimated at two hundred and one thousand five hundred twenty one dollars ($201,521.00); provided, however, the foregoing estimated amount is subject to change if: (a) construction has not started within 90 days from the date of this Agreement; or (b) the conversion is not been completed within 180 days of the date of this Agreement; or (c) the City revises its construction plans in a manner which requires a revision of the Company's construction plans; or (d) the Company incurs costs to obtain easements pursuant to subparagraph 8 of this Agreement. Should the forgoing estimated amount increase by more than ten percent (10%) the City shall have the right to cancel and terminate this agreement. Upon termination the City shall pay the actual costs incurred by the Company to date. 6. The Company shall own, operate and maintain all electrical facilities installed pursuant to this Agreement including, but not limited to, the Main Distribution System and underground services installed by the Company pursuant to this Agreement. 7. Except with respect to those customers for which underground conversion is determined not to be necessary, the City shall notify all customers within the Conversion Area that secondary service to such customers must be converted from overhead to underground service. Upon the request of any customer, other than a single family residential customer, within the Conversion Area, the Company will remove the overhead system and connect such customer's 'underground service line to the Main Distribution System. 3 • • 8. The Company shall provide reasonable assistance in obtaining operating rights as may be necessary to permit the Company to construct, operate, repair, and maintain all electrical facilities installed by the Company pursuant to this Agreement. The Company shall not be required to bear the costs of any necessary easements. The cost to the Company of any easements on privately owned property which the Company must obtain shall be reimbursed in full by the City pursuant to paragraph 5 above. 9. The City shall be responsible for coordinating all work to be performed in connection with the street improvement program within the Conversion Area. The Company shall not be required to install the Main Distribution System until the area in which such System is to be installed has been established to grade. Upon performance by the City of the necessary preliminary work, the City shall give the Company reasonable advance written notice requesting the Company to commence installation of-the Main Distribution System and shall schedule such construction to minimize interference from the installation of other improvements. 10. The Company's performance hereunder shall be commenced within a reasonable time following receipt of the written notice pursuant to Paragraph 9 above. The Company shall use reasonable diligence in performing its work hereunder, but shall not be liable for any delays resulting from circumstances beyond its control including, but not limited to, failure to receive necessary operating rights pursuant to paragraphs 8 and 11. The City agrees that work performed by the Company shall be scheduled to avoid premium labor charges to the Company. If the Company mutually agrees with the City that the Company's normal straight-time eight hour labor day must be changed within the hours of 6:00 a.m. to 6:00 p.m.,the City must provide sufficient advance notice to allow the Company to provide IBEW Local Union No. 77 with five (5) days advance notice in accordance with the Company's collective bargaining agreement with the union. Any overtime labor not included in the original estimate but provided by the Company at the request of the City may 4 increase the Company's project cost which will result in an increased cost under this Agreement to the City. 11. The City shall furnish any and all operating rights required by the Company under its Tariffs, in a form or forms satisfactory to the Company, to allow the Company to construct, operate, repair and maintain the Main Distribution System within the City right-of-ways in the Conversion Area. The Company may postpone performance of its obligations hereunder until it has been furnished with such operating rights. 12(a) The City releases and shall defend, indemnify and hold the Company (and its successors and assigns, and the respective directors, officers, employees, agents and representatives of the Company) harmless from all claims, losses, harm, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) caused by, arising out of or in connection with the performance of the activities set forth in this Agreement to the extent caused by the negligent acts, errors, or omissions of the City, its employees or agents. (b) The Company releases and shall defend, indemnify and hold the City harmless from all claims, losses, harm, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) caused by, arising out of or in connection with the performance of the activities set forth in this Agreement to the extent caused by the negligent acts, errors, or omissions of the Company, its employees or agents. 13. This Agreement is subject to the General Rules and Provisions set forth in Tariff Schedule 80 of the Company's electrical Tariff G and to Schedule 71 of such Tariff, as such Schedules may be revised from time to time upon approval of the Washington Utilities and Transportation Commission. Any conflict in terms between this Agreement and the Company's Schedules 71 and 80 of its tariffs shall be resolved in favor of such tariff provisions. 5 • 14. In the event the City requires the relocation of any of the facilities installed under this Agreement prior to the expiration of twenty (20) years after completion of the conversion hereunder, the City shall bear the entire costs of such relocation, unless otherwise provi. :4 in the Franchise Agreement between the parties set forth in Ordinance No. 98-315. rr/n 15. Nothing in this Agreement shall in any way affect the rights or obligations of the Company under any previous agreements pertaining to the existing or future facilities of 115 kV or greater within the Conversion Area. 16. During the performance of all activities described in the Agreement, neither the City's nor the Company's employees shall be considered employees of the other Party. 17. No provision of this Agreement may be amended or modified except by written agreement signed by the Parties. This Agreement shall be binding upon and inure to the benefit of the Parties' successors in interest,heirs and assigns. Any provision of this Agreement which is declared invalid or illegal shall in no way affect or invalidate any other provision. The venue for any dispute related to this Agreement shall first be the Washington Utilities and Transportation Commission, Olympia, Washington and secondly King County, Washington. Failure of the City or the Company to declare any breach of default immediately upon the occurrence thereof, or delay in taking any action in connection with, shall not waive such breach or default. CITY OF FEDERAL WAY PUGET SO I E GY, Inc BY 6 1454 BY _ �..�0�or t■r(Kenneth E. Nyberg Lynn F. Logen ITS City Manager ITS Tariff Consultant Date Signed Alikoti4 41 ltd Date Signed - ly .2 0, /917 S 7/ c / ■ - ity Clerk,N. Christine Green, CMC Attest: �- �a�..,� ty , Approved as to form: �% City Attorney, Londi K. Lindell 6 • • i UNDERGROUND CONVERSION AGREEMENT THIS Agreement, dated as of this 5th day of December, 1997, by an, .etween the CITY OF FEDERAL WAY, Washington, a Municipal Corporation ("City") an. 'UGET SOUND ENERGY, Inc., a Washington Corporation ("Puget"). RECITALS A. Puget is a public service company engaged in + e sale and distrib •: • of electric energy and, pursuant to its franchise from the City, curr ntly distributes electricity wi .. the City. B. The City is undertaking a street impro ement program at South 312th • . -et from 23`d Avenue South to Pacific Highway South .s more specifically id ti - on work order 96-01303 ("Conversion Area"). The s. -et improvement program in 1 es the South 312th Street Improvements. C. The City has expresses a desire to participate 'th uget to cause th- existing overhead distribution power s stem within the Conversio- Area to be replac-• ith . omparable underground dis. •.ution power system utilizing . . ve ground tr..,sfo ers. D. The parties w. h to execute this written contract in accordance ith Schedule 71 of Puget's Electric T. - ff G to govern the installation of such a system. t • • AGREEMENT Puget and the City therefore agree as follows: 1. The following terms when used in this Agreement shall have the meaning given below: (a) "Main Distribution System" an underground electric distribution system exclusive of "Underground Service Lines"as defined herein. (b) "Underground Service Lines" are Underground electric service lines provided, installed and maintained by the customer in non-residential areas extending from service connections of the structure to the designated secondary service connection point of a main distribution system. (c) "Trenching and Restoration" includes all breakup of sidewalks and pavement, excavation for vaults, trenching for ducts, select backfill, concrete around ducts (if required), compaction and restoration. 2. Subject to the availability of equipment and materials, Puget, at its expense except as otherwise provided herein, shall furnish and install a Main Distribution System within the Conversion Area, in accordance with Puget's standard specifications. 3. Upon connection of those customers to be served by the Main Distribution System and removal of facilities of any other utilities which may be connected to the poles of the overhead system, Puget shall, at its expense except as otherwise provided herein, remove the existing overhead system (including associated wires and Puget-owned poles) of 15,000 volts or less within the Conversion Area. 4. The City shall, at its expense, perform the following within the Conversion Area, all in accordance with Puget's specifications. 2 • • (a)Trenching (including shoring, flagging and barricades) and Restoration (including restoration of streets, sidewalks and private property); and (b) surveying for alignment and grades for vaults and ducts. Other utilities may be permitted by the City to use City-provided trenches for the installation of their facilities so long as such facilities or the installation thereof do not interfere with Puget's Main Distribution System or the installation or maintenance thereof. 5. The CITY shall, within thirty (30) days after the completion of the work to be performed by Puget pursuant to paragraphs 2. and 3. above, remit to Puget a payment of thirty percent (30%) of the actual costs as determined in accordance with Schedule 71. Such amount is presently estimated at Sixty Thousand and 90/100 Dollars ($60,000.90); provided, however, the foregoing estimated amount is subject to change if: (a) construction has not started within 90 days from the date of this Agreement; (b) the conversion is not been completed within 180 days of the date of this Agreement; (c) the City revises its construction plans in a manner which requires a revision of Puget's construction plans; or (d) Puget incurs costs to obtain easements pursuant to subparagraph 8 of this Agreement. Should the forgoing estimated amount increase by more than 10% the City shall have the right to cancel and terminate this agreement. Upon termination the City shall pay the actual costs incurred by Puget to date. 6. Puget shall own, operate and maintain all electrical facilities installed pursuant to this Agreement including, but not limited to, the Main Distribution System and underground services installed by Puget pursuant to paragraphs 2 and 7 of this Agreement. 3 • • 7. Except with respect to those customers for which under-ground conversion is determined not to be necessary, the City shall notify all customers within the Conversion Area that secondary service to such customers must be converted from overhead to underground service. Upon the request of any customer, other than a single family residential customer, within the Conversion Area, Puget will remove the overhead system and connect such customer's underground service line to the Main Distribution System. •. • i e .•• • • • ', _ . -• • • . • ' • - •_ !_- . • • -._.- • • . „_ _ •. .+ - -om everheaf'to undergro 8. - .• --ies-ac o"_._.: , :-- _ .. :1 .-• - . - . .L- • -!.- +ro•- .A •i . . . - • _ _. • • . •• 14 • and surface mounted •. . _:. - .5 •--'. --•- - ge o cons+ ct, opera e, repair an ma . • • ie ns a e• • •e . •+ . •- - • . Puget shall provide reasonable r6:3 ,406.% Noe vve vt Per eS4.∎ el-- It> c+c•1-s1v(-CV assistance in obtaining operating right . t shall not be required to bear the costs of any QF`''t-e 1/3T\-- Yc pCt■y')IlietkvAdkvl v\e c . Y') eas�„� The cost to Puget of any easements on privately owned property which Puget must t obtain shall be reimbursed by the City pursuant to paragraph 5 above. �� f' i•A tleet 1 4 • • 9. The City shall be responsible for coordinating all work to be performed in connection with the street improvement program within the Conversion Area. Puget shall not be required to install the Main Distribution System until the area in which such System is to be installed has been established to grade. Upon performance by the City of the necessary preliminary work, the City shall give Puget reasonable advance written notice requesting Puget to commence installation of the Main Distribution System and shall schedule such construction to minimize interference from the installation of other improvements. 10. Puget's performance hereunder shall be commenced within a reasonable time following receipt of the 'written notice pursuant to paragraph 9. Puget shall use reasonable diligence in performing its work hereunder, but shall not be liable for any delays resulting from circumstances beyond its control including, but not limited to, failure to receive necessary operating rights pursuant to paragraph 8 above or paragraph 11 below. The City and Puget agree that work performed by Puget shall be scheduled to avoid premium labor charges to Puget. If Puget mutually agrees with the City that Puget's normal straight-time eight hour labor day must be changed within the hours of 6:00 a.m. to 6:00 p.m., the City must provide sufficient advance notice to allow Puget to provide IBEW Local Union No. 77 with five (5) days advance notice in accordance with Puget's collective bargaining agreement with the union. Any overtime labor not included in the original estimate but provided by Puget at the request of the City will increase Puget's project cost which will result in an increased cost under this Agreement to the City. 5 • • 11. The City shall furnish any and all operating rights required by Puget under its Tariffs, in a form or forms satisfactory to Puget, to allow Puget to construct, operate repair and maintain the Main Distribution System within the City right-of-ways in the Conversion Area. Puget may postpone performance of its obligations hereunder until it has been furnished with such operating rights. 12. (a) The City releases and shall defend, indemnify and hold Puget (and its successors and assigns, and the respective directors, officers, employees, agents and representatives of Puget) harmless from all claims, losses, harm, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) caused by, arising out of or in connection with the performance of the activities set forth in this Agreement to the extent caused by the negligent acts, errors or omissions of the City, its employees or agents. (b) Puget releases and shall defend, indemnify and hold the City (and its elected officials, M, officers, employees, agents, and volunteers) harmless from all claims, losses, harm, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees) caused by, arising out of or in connection with the performance of the activities set forth in this Agreement to the extent caused by the negligent acts, errors, or omissions of Puget, its employees or agents. 13. This Agreement is subject to the General Rules and Provisions set forth in Tariff Schedule 80 of Puget's electrical Tariff G and to Schedule 71 of such Tariff, as such Schedules may be revised from time to time upon approval of the Washington Utilities and Transportation Commission. Any conflict in terms between this Agreement and Puget's Schedules 71 and 80 of its tariffs shall be resolved in favor of such tariff provisions. 6 • • 14. In the event the City requires the relocation of any of the facilities installed under this Agreement prior to the expiration of twenty (20) years after completion of the conversion �' A P tY � ) Y hereunder, the City shall bear the entire costs of such relocation, unless it is determined in a franchise agreement between Puget and the City that costs of relocated facilities installed under this Agreement should be allocated in a different manner. 15. Nothing in this Agreement shall in any way affect the rights or obligations of Puget under any previous agreements pertaining to the existing or future facilities of 115 kV or greater within the Conversion Area. 16. During the performance of all activities described in this Agreement, neither the City's nor Puget's employees shall be considered employees of the other Party. 17. No provision of this Agreement may be amended or modified except by written agreement signed by the Parties. This Agreement shall be binding upon and inure to the benefit of the Parties' successors in interest, heirs and assigns. Any provision of this Agreement which is declared invalid or illegal shall in no way affect or invalidate any other provision. The venue for any dispute related to this Agreement shall first be the Washington Utilities and Transportation Commission, Olympia, Washington and secondly King County, Washington. Failure of the City or Puget to declare any breach or default immediately upon the occurrence thereof, or delay in taking any action in connection with, shall not waive such breach or default. 7 • • CITY OF FEDERAL WAY PUGET SO ENER Y, Inc. BY: BY: //�,/1 �t�`i� Kenneth E. Nyberg Lynn F. Logen ITS: City Manager ITS: Tariff Consultant Date Signed: Date Signed: Pee-44,12f- g, /9 9 7 ATTEST: City Clerk,N. Christine Green, CMC APPROVED AS TO FORM: City Attorney, Londi K. Lindell 8 + .A . . / \ mit ORDINANCE NO. 9 8-315 AN ORDINANCE OF TILE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, GRANTING PUGET SOUND ENERGY, INC., A WASHINGTON CORPORATION, A NONEXCLUSIVE FRANCHISE TO HAVE AND USE ITS FACILITIES IN, UPON, OVER, UNDER, ALONG, ACROSS AND THROUGH THJ FRANCHISE AREA WITHIN THE CITY FOR PURPOSES OF TRANSMISSION, DISTRIBUTION AND SALE OF ENERGY FOR POWER, ELECTRICAL HEAT, AND LIGHT AND TO COLLECT TOLLS,RATES AND COMPENSATION FOR SUCH ENERGY AND SUCH USES. THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS: The City of Federal Way has determined that the general public health, safety, welfare, necessity and convenience require that power, heat and light facilities be constructed, maintained and repaired in an orderly manner when such facilities are located in, under, on or along City roads, streets, alleys, and rights of way. Section 1. Definitions Where used in this Franchise the following terms shall be defined as follows: 1.1 "City" means the City of Federal Way, Washington, a municipal corporation of the State of Washington, and its respective successors and assigns. 1.2 "Council" means the City of Federal Way Council acting in its official capacity. 1.3 "Director" means the Public Works Director of the City of Federal Way Public Works Department. 1.4 "Facilities" means poles (with or without crossarms), wires, lines, conduits, cables, communication and signal lines, braces, guys, anchors, vaults and all necessary or convenient appurtenances thereto, whether the same be located over or under the ground for the purposes of transmission, distribution and sale of energy for power, electrical heat, and light and to collect tolls, rates and compensation for such energy and such uses. 1.5 "Franchise Area" means rights-of-way for public roads, streets, avenues, alleys, and highways of the City as now existing, or as hereafter laid out, platted, dedicated or improved within ORD # 98-315, PAGE 1 0 D ,• i ( • ( • the present limits of the City and as such limits may be hereafter extended. The Franchise Area does not include any other public property owned, in whole or in part, leased, or otherwise occupied by the City. 1.6 "Franchisee" means Puget Sound Energy, Inc., a Washington corporation, and its respective successors and assigns. Section 2. Grant/Acceptance 2.1 Grant of Franchise. The City does hereby grant to Franchisee, subject to the terms of this Franchise, the right, privilege, authority and franchise to: (a) Construct, set, erect, install, support, attach, connect, maintain, repair, replace, enlarge, operate and use its Facilities in, upon, over, under, along, across and through the Franchise Area for the purposes of transmission, distribution and sale of energy for power, electrical heat, light and any other lawful purpose for which energy can be used; and (b) To charge and collect tolls, rates and compensation for such energy and such uses. 2.2 Acceptance by Franchisee. Franchisee shall have no rights under this Franchise, nor P Y , shall Franchisee be bound by the terms and conditions of this Franchise, unless Franchisee shall, within sixty(60)days after the effective date of this Franchise, file with the City its written acceptance of this Franchise and all of its.terms and conditions. Section 3. Non-Franchise Area City Property This Franchise shall not convey any right to Franchisee to install its Facilities on or to otherwise use City-owned or leased properties outside the Franchise Area. Section 4. Term Subject to Franchisee filing its acceptance pursuant to Subsection 2.3, the term of this Franchise shall be for a period of ten(10) years commencing on the effective date of this Franchise, unless terminated earlier pursuant to the terms of this Franchise or other applicable law. Section 5. Location of Facilities 5.1 Maps. Upon written request of the City, Franchisee shall provide the City with a map showing the approximate location of major components of Franchisee's existing electrical system within the Franchise Area. Upon written request of the City, Franchisee shall update such map to reflect actual or anticipated improvements to the system. Any such map (or update thereof) so submitted shall be for informational purposes only and shall not obligate Franchisee to undertake any ORD # 98-315, PAGE 2 (r. specific improvements, nor shall such map be construed as a proposal to undertake any specific improvements. 5.2 GIS Data. At such time as Franchisee develops and deploys Geographic Information System("GIS")technology for its electrical utility maps and records throughout its service area and has such information available in digital GIS format for its Facilities within the Franchise Area, the City may request,by written notice to Franchisee, that the parties promptly instigate negotiations with the objective of amending this Section 5.2 to make provision for the distribution of such maps to the City in digital GIS format and for disclaimers the parties may include relative to such distribution if such disclaimers are agreed to by both parties. In the event the parties cannot, within a reasonable period of time after Franchisee's receipt of the City's request, reach an agreement as to the terms of such amendment, either party may, by written notice to the other party, demand that the foregoing issue be submitted to mediation under and pursuant to the Mediation Rules of the Judicial Arbitration and Mediation Service in Seattle, Washington. If the parties cannot resolve the issue through mediation, this Franchise may be terminated by either party providing sixty(60) days written notice to the other party. 5.3 Design Markings. Franchisee shall further provide the location of Franchisee's underground Facilities within the Franchise Area by either field markings or by locating the Facilities on the City's design drawings, and shall provide all other reasonable cooperation and assistance to the City, upon the City's reasonable request, in connection with the City's design of new streets and intersections and major renovations of existing streets and intersections and all other public street improvements. 5.4 No Warranty or Waiver. Nothing herein is intended to relieve the parties of their respective obligations arising under Chapter 19.122 RCW or other applicable law with respect to determining the location of utility facilities prior to construction. Further, neither the provisions of this Franchise nor the absence of any specific provision in this Franchise is intended to limit, detract from or render ineffective any disclaimer(including, without limitation, any disclaimer as to accuracy or completeness)placed by Franchisee on any map furnished to the City pursuant to Section 5.1 of this Franchise. Section 6. Vegetation WAC 296-44-31719 states that "[t]rees which may interfere with ungrounded supply conductors should be trimmed or removed." Franchisee shall coordinate its routine vegetation management activities with the City and will trim vegetation in the vicinity of its Facilities within the Franchise Area in compliance with all City ordinances, regulations, resolutions and rules. However, such obligation to coordinate and comply shall not limit Franchisee's right under this Franchise to cut, trim or otherwise remove vegetation at any time within the Franchise Area which, due to proximity to Franchisee's Facilities, poses an imminent threat to property, public safety or continuity of electrical service. ORD # 98-315, PAGE 3 (S Section 7. Noninterference of Facilities Franchisee agrees to maintain its Facilities and perform all work within the Franchise Area so as not to unreasonably interfere with the free passage of traffic and in accordance with the laws of the State of Washington and City ordinances, regulations resolutions and rules. Section 8. Requirement of Permits Franchisee shall, at its expense, obtain all permits and pay all permit fees required by applicable City ordinances, regulations, resolutions and rules prior to commencing any work within the Franchise Area; provided, however, that in the event of an emergency in which Franchisee's Facilities within the Franchise Area are in a condition as to immediately endanger the property, life, health or safety of any individual,Franchisee may take action immediately to correct the dangerous condition without first obtaining any required permit so long as such permit is obtained by Franchisee as soon as practicable thereafter. Applications for right-of-way permits shall be presented to the Public Works Department,which applications will require performance bonds, plans, blueprints, cross sections, or further detailing of any work to be performed, at the Director's discretion. Section 9. Standard of Performance Franchisee shall, in carrying out any authorized activities within the Franchise Area, comply with all applicable laws, ordinances, codes and standards, as now existing or hereafter adopted or amended, and in compliance with the terms of this Franchise, whether or not the work is performed by the Franchisee, its agents, employees, subcontractors, or other third parties at Franchisee's - direction. Upon completion of any installation of Franchisee's Facilities within the Franchise Area, the "as-built" location of the Facilities shall be within two (2) feet of the location of the Facilities shown in the plans submitted by Franchisee to the City's Public Works Department or closer if required by State law. Nothing herein is intended to relieve the parties of their respective obligations arising under applicable law with respect to determining the location of utility facilities. Section 10. Survey Markers and Monuments Franchisee shall immediately replace all markers or monuments, using a licensed surveyor, disturbed during any work by Franchisee within the Franchise Area. Franchisee shall pay all costs associated with such lost, destroyed or disturbed monuments or markers. Section 11. Surface Markings/Stakes Prior to Franchisee commencing any excavation work within the Franchise Area, Franchisee shall locate its underground Facilities in the vicinity of such excavation work by placing temporary identification surface markings on the pavement or hard ground, made with spray paint, spay caulk or temporary wood stakes of the specific color to identify the type of underground utility Facility, which are color coded and marked to indicate the type of underground Facility, all pursuant to the ORD # 98-315, PAGE 4 American Public Works Association Uniform Color Code Marking Standards as now existing or as thereafter adopted or amended, and to Chapter 19.122 RCW. In the event of any conflict or inconsistency between this Section 11 and Chapter 19.122 RCW, as now existing or hereafter amended, Chapter 19.122 RCW will control. Section 12. Restoration/Repair Whenever it shall be necessary for Franchisee,in the exercise of its rights under this Franchise, to make any excavation or perform any work in the Franchise Area, Franchisee shall, upon completion of such excavation or work, restore and repair the surface of the Franchise Area, at its sole cost and expense, to the same condition or to a better condition than it was in prior to such excavation or work in compliance with all applicable federal, state, or local laws, rules, regulations and safety standards, to the City's satisfaction and within a reasonable time period. Section 13. Right to Complete Work In the event Franchisee fails to comply with any applicable federal, state or City laws, ordinances, rules, regulations or standards or with any of the terms of this Franchise, and such noncompliance continues for a period of ten(10) days after Franchisee receives written notice from the City regarding the noncompliance, the City may, but in no event is the City obligated to, order any work completed, including without limitation Franchisee's obligation to repair pursuant to Section 12 herein and Franchisee's obligation to remove facilities pursuant to Section 14 herein. If the City causes such work to be done by its own employees or by any person or entity other than Franchisee, Franchisee shall, upon the City's written regest, immediately reimburse the City for all - reasonable costs and expenses incurred by the City in having such work performed, which costs may include the City's reasonable overhead expenses. However, the City shall not have any electrical work accomplished by any person or entity other than Franchisee or a qualified and licensed electrical contractor reasonably acceptable to Franchisee. Section 14. Relocation of Facilities 14.1 City Reservation of Rights. The City reserves the right to use, occupy and enjoy the Franchise Area for any purpose that is not inconsistent with the terms and conditions of this Franchise, including without limitation, the construction of any water, sewer or storm drainage line, installation of traffic signals, street lights,trees, landscaping, bicycle paths and lanes, equestrian trails, sidewalks, other pedestrian amenities, and other public street improvement projects. 14.2 City's Duties. In the event the City undertakes any street improvement project in or use of the Franchise Area as authorized by Subsection 14.1 herein, and such project or other City use necessitates the relocation of Franchisee's then existing Facilities within the Franchise Area, the City shall: ORD # 98-315, PAGE 5 (• (a) Provide written notice to Franchisee requesting such relocation within a reasonable time prior to the commencement of such project or other City use; and (b) Provide Franchisee with copies of pertinent portions of the City's plans and specifications for such project so that Franchisee may relocate its Facilities to accommodate such project or other City use. 14.3 Franchisee's Duties. After receipt of the City notice requesting the removal of the Facilities pursuant to Subsection 14.2(a) and receipt of the plans and specifications pursuant to Subsection 14.2(b),Franchisee shall relocate such Facilities within the Franchise Area at its sole cost and expense so as to accommodate the street improvement project or other City use. 14.4 Other Relocation. Whenever any person or entity, other than the City, requires the relocation of Franchisee's Facilities to accommodate the work of such person or entity within the Franchise Area;or,whenever the City requires any person or entity undertaking any work(other than work undertaken at the City's cost and expense or on the City's behalf as described below)within the Franchise Area to undertake any street improvement project in or use of the Franchise Area as authorized under Subsection 14.1, and such work, street improvement project or other use necessitates the relocation of Franchisee's then existing Facilities within the Franchise Area, then Franchisee shall have the right as a condition of any such relocation to require such person or entity to make payment to Franchisee, at a time and upon terms acceptable to Franchisee, for any and all costs and expenses incurred by Franchisee in the relocation of Franchisee's Facilities. Any condition or requirement imposed by the City upon any person or entity (including, without limitation, any condition or requirement imposed pursuant to any contract or in conjunction with approvals or - permits for zoning, land use, construction or development) which necessitates the relocation of Franchisee's Facilities within the Franchise Area shall be a required relocation for purposes of this Subsection 14.4; provided, however, (a) in the event the City reasonably determines(and promptly notifies Franchisee in writing of such determination) that the primary purpose of imposing such condition or requirement upon such person or entity is to cause the construction of a water, sewer or storm drainage line, a public street improvement(including without limitation the construction or installation of any traffic signals, streetlights, trees, landscaping, bicycle paths and lanes, equestrian trails, sidewalks, or other pedestrian amenities), on the City's behalf and (b) such public street improvement is otherwise reflected in the current "capital facilities" element of the City's comprehensive plan or other similar City Council-approved improvement plans, then only those costs and expenses incurred by Franchisee in integrating and connecting such relocated Facilities with Franchisee's other Facilities shall be paid to Franchisee by such person or entity, and Franchisee shall otherwise relocate its Facilities within such segment of the Franchise Area in accordance with the provisions of Subsection 14.3. 14.5 Exclusivity. This Section 14 shall govern all relocations of Franchisee's Facilities required in accordance with this Franchise. Any required relocation of Franchisee's Facilities which also involves a conversion of aboveground Facilities to underground Facilities shall, as to those Facilities being converted from aboveground Facilities to underground Facilities, be arranged and ORD # 98-315, PAGE 6 • accomplished in accordance with Section 15. Nothing in this Section 14 shall require Franchisee to bear any cost or expense in connection with the location or relocation of any Facilities existing under benefit of easement or other rights not arising under this Franchise Section 15. Undergrounding Qf.F&cilities 15.1 )3y City Request. The City may, by written notice to Franchisee, request Franchisee to convert its existing aboveground Facilities within the Franchise Area(of 15,000 volts or less) to �, underground Facilities in connection with any improvement within the Franchise Area undertaken by lia o1 the City including, but not limited to, any street improvement which otherwise requires the relocation \011 of such Facilities in accordance with Section 14 herein. In such event, such undergrounding shall be \.` arranged, provided and accomplished in accordance with Federal Way Ordinance No. 91-90, as now \DA t1 existing or hereafter adopted or amended, and all applicable schedules and taxi n file with the 04 .0,1`\ Washington Utilities and Transportation Commission or its successor; provided that if any term or condition of such City ordinance and any term or condition of such schedules and tariffs are in rxtey\ conflict, the term or condition of the schedules and tariffs shall govern and control. 15.2 At Franchisee's Election. If during the term of this Franchise, Franchisee undertakes a major replacement of any of Franchisee's existing aboveground Facilities or installs a major addition of new Facilities within the Franchise Area,such major replacement or addition shall be underground to the extent required under Federal Way Ordinance No. 91-90, as now existing or hereafter adopted or amended. Such undergrounding shall be done subject to and in accordance with all applicable schedules and tariffs on file with the Washington Utilities and Transportation Commission or its successors. 15.3 Exclusivity. This Section 15 shall govern all matters related to undergrounding of Franchisee's Facilities(i.e., conversions or otherwise) in connection with this Franchise. Section 16. Default 16.1 Notice of Default. If Franchisee shall fail to comply with any of the provisions of this Franchise, the City may serve a written notice to Franchisee ordering such compliance and Franchisee shall have sixty(60) days from the receipt of such notice in which to comply. 16.2 Revocation of Franchise. If Franchisee is not in compliance with this Franchise after the expiration of the sixty (60) day period, the City may, by ordinance, declare an immediate forfeiture of this Franchise; provided, however, if any failure to comply with this Franchise by Franchisee cannot reasonably be corrected with due diligence within such sixty (60) day period (Franchisee's obligation to comply and to proceed with due diligence being subject to unavoidable delays and events beyond its control), then the time within which Franchisee may so comply shall be extended, upon notice to the Director, for such time as may be reasonably necessary and so long as Franchisee commences promptly and diligently to effect such compliance. ORD # 98-315, PAGE 7 • . ( - ( , Section 17. Nonexclusive Franchise This Franchise is not an exclusive franchise. Without limiting Franchisee's rights under this Franchise, this Franchise shall not in any manner prohibit the City from granting other and further franchises in, under, over, upon, and along the Franchise Area. This Franchise shall not prohibit or prevent the City from using the Franchise Area for any reason not inconsistent with this Franchise or affect the jurisdiction of the City over the Franchise Area or any part thereof. Section 18. Limited Rights This Franchise is intended to convey only a limited right and interest to Franchisee in the Franchise Area. This Franchise is not a warranty of title or conveyance of any ownership interest in or to the Franchise Area to Franchisee. Section 19. Eminent Domain The existence of this Franchise shall not preclude the City from acquiring by condemnation, in accordance with applicable law, all or a portion of Franchisee's Facilities within the Franchise Area for the fair market value thereof. In determining the value of such Facilities, no value shall be attributed to the right to occupy the Franchise Area conferred by this Franchise. Section 20. Vacation If at any time the City, by ordinance,vacates all or any portion of the Franchise Area, the City will not be liable for any damages or loss to the Franchisee by reason of such vacation. The City may, after thirty(30) days written notice to Franchisee, terminate this Franchise with respect to any such vacated area. Section 21. WUTC Tariff This Franchise is subject to the provisions of any applicable tariff now or hereafter on file with the Washington Utilities and Transportation Commission or its successor. In the event of any conflict or inconsistency between the provisions of this Franchise and such tariff f the provisions of such tariff shall control. Section 22. Compliance with Laws Franchisee shall comply with all applicable federal, state and City laws, ordinances, resolutions, regulations, standards and procedures, as now existing or hereafter amended or adopted, including without limitation the State Environmental Protection Act; provided, however, that if any term or condition of this Franchise and any term or condition of any City law, code, ordinance, resolution, regulation, standard, procedure, permit or approval are in conflict, the term or condition of this Franchise will control. ORD # 98-315, PAGE 8 Section 23. Sign age The City shall have the right, subject to such reasonable rules and regulations as may be prescribed by Franchisee and subject to the limitations prescribed by RCW 70.54.090 or any other applicable law, to post City signs on Franchisee's utility poles within the Franchise Area. Section 24. Charge for Administrative Costs Franchisee agrees to pay a fee or charge to recover the actual reasonable administrative expenses incurred by the City which are directly related to receiving and approving this Franchise. Nothing herein shall preclude the City from recovering any administrative costs incurred by the City in the approval of permits or in the supervision, inspection or examination of all work by Franchisee in the Franchise Area as prescribed in accordance with applicable provisions of the City's code. Section 25. Indemnification Franchisee agrees to indemnify and hold the City, its elected officials, officers, employees, agents, and volunteers harmless from any and all claims, demands, losses, actions and liabilities (including costs and all attorney fees) to or by any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives, arising from, resulting from, or connected with this Franchise to the extent caused in part or in whole by the negligent acts, errors or omissions of the Franchisee, its officers, partners, shareholders, agents, employees, or by the Franchisee's breach of this Franchise. In the event any claim, demand, suit or action is commenced against the City which gives rise to Franchisee's obligation pursuant to this Section 25, the City shall promptly notify Franchisee thereof, and Franchisee shall have the right, at its election and sole cost and expense,to defend, settle or compromise such suit or action by attorneys selected by Franchisee with the prior consent of the City; provided that the City may withhold such consent only on the grounds that the attorneys selected by Franchisee are precluded by rules of professional responsibility or applicable law from undertaking such representation. The City shall have the right at all times to participate through its own attorney in any suit or action which arises pursuant to this Franchise when the City determines that such participation is required to protect the interests of the City or the public. In the event it is determined that RCW 4.24.115 applies to this Franchise, Franchisee agrees to defend, hold harmless and indemnify the City to the maximum extent permitted thereunder, to the full extent of Franchisee's negligence. Section 26. Insurance 26.1 Minimum Limits. The Franchisee agrees to carry as a minimum, the following insurance, in such forms and with such carriers as are satisfactory to the City. (a) Workers compensation and employes liability insurance in amounts sufficient pursuant to the laws of the State of Washington; ORD # 98-315, PAGE 9 (, (46 .(b) Commercial general liability insurance with combined single limits of liability not less than $2,000,000 for bodily injury, including personal injury or death, products liability, contractual coverage, operations, explosion, collapse, underground and property damage; and (c) Automobile liability insurance with combined single limits of liability not less than $1,000,000 for bodily injury, including personal injury or death and property damage. 26.2 Mandatory Insurance Provisions. The comprehensive general liability insurance and automobile liability insurance policies shall be endorsed to contain the following provisions: (a) The City, its officers, elected officials, employees, and volunteers are to be named as additional insured; (b) Coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability; (c) Coverage shall not be suspended, canceled, modified or reduced except after thirty (30) days prior written notice to the City delivered by certified mail, return receipt requested; and (d) Coverage shall be primary as to the City, its officers, officials, employees and volunteers. Any insurance or self-insurance by the City, its officers, officials, employees or volunteers shall be in excess of Franchisee's required insurance. 26.3 Verification of Coverage. Franchisee shall furnish the City with certificates of insurance and original endorsements evidencing the coverages required by this Section. The certificates and endorsements shall be signed by a person authorized by the insurer to bind coverage on its behalf and must be received and approved by the City prior to the commencement of any work. At the City's request, Franchisee shall deliver certified copies of all required insurance policies. 26.4 Self-Insurance. In satisfying the insurance requirements set forth in this Section, Franchisee may self-insure against such risks in such amounts as are consistent with good utility practices.Franchisee shall provide the City with sufficient written evidence, upon request, that such insurance (or self-insurance) is being so maintained by Franchisee. Such written evidence shall include, to the extent available from Franchisee's insurance carrier, a written certificate of insurance with respect to any insurance maintained by Franchisee in compliance with this Section. Section 27. Franchise Fees If; during the term of the Franchise, the Washington State Legislature authorizes the City to impose a franchise fee or other charge upon the sale of energy for power, heat or light, the City shall ORD # 98-315, PAGE 10 • have the right, at its discretion, to impose such a fee or charge within the legal limits prescribed by the authorizing legislation. Section 28. General Provisions 28.1 Entire Agreement. This Franchise contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Franchise and no prior agreements or understandings pertaining to any such matters shall be effective for any purpose. 28.2 Modification.No provision of this Franchise may be amended or added to except by agreement in writing signed by both of the Parties. 28.3 Assignment. Franchisee shall not have the right to transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the City. Any assignee shall,within thirty (30)days of the date of any approved assignment, file written notice of the assignment with the City together with its written acceptance of all terms and conditions of this Franchise.Notwithstanding the foregoing,Franchisee shall have the right, without such notice or such written contest, to mortgage its rights, benefits and privileges in and under this Franchise to the Trustee for its bondholders. 28.4 Attorney Fees. In the event the City or the Franchisee defaults on the performance of any terms in this Franchise, and the Franchisee or the City places the enforcement of the Franchise or any part thereof or the collection of any monies due, or to become due hereunder, in the hands of an attorney, or files suit upon the same, the prevailing party shall be entitled to an award of all reasonable attorneys`fees, cots and expenses. The venue for any dispute related to this Franchise shall be King County, Washington. . 28.5 No Waiver.Failure of either party to declare any breach or default by the other party immediately upon the occurrence thereof; or delay in taking any action in connection therewith, shall not waive such breach or default, but such party shall have the right to declare any such breach or default at any time.Failure of either party to declare one breach or default does not act as a waiver of such party's right to declare another breach or default. 28.6 Governing Law. This Franchise shall be made in and shall be governed by and interpreted in accordance with the laws of the State of Washington. 28.7 Authority. Each individual executing this Franchise on behalf of the City and Franchisee represents and warrants that such individual is duly authorized to execute and deliver this Franchise on behalf of the Franchisee or the City. 28.8 Notices. Any notices required to be given by the City to Franchisee or by Franchisee to the City shall be delivered to the parties at the following addresses: ORD # 98-315, PAGE 11 • (40 Franchisee: City: Puget Sound Energy, Inc. City of Federal Way Corporate Relations Manager Central Region Attn: City Attorney 22828 - 68th Avenue S. 33530 1st Way South Kent, WA 98032-1834 Federal Way, WA 98003-6210 Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail, postage prepaid, to the address set forth herein. Any notice so posted in the United States mail shall be deemed received three(3) days after the date of mailing. 28.9 Captions. The respective captions of the sections of this Franchise are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect in any respect any of the provisions of this Franchise. 28.10 Remedies Cumulative. Any remedies provided for under the terms of this Franchise are not intended to be exclusive but shall be cumulative with all other remedies available to the City at law, in equity or by statute. 28.11 Franchise Coverage. By Ordinance Number 93-189, adopted on November 9, 1993, the City Council granted a franchise to Washington Natural Gas Company to construct, maintain, repair, renew and operate a gas distribution system("WNG Franchise"). On or about February 11, 1997, Puget Sound Power &Light Company and Washington Natural Gas Company merged to become Puget Sound Energy. The parties to this Franchise agree that this Franchise will only apply to the transmission, distribution and sale of energy for power, electrical heat and light and to the - collection of tolls, rates and compensation for such energy and such uses and that the WNG Franchise shall remain in full force and effect. Section 29. Severability If any section, sentence, clause, or phrase of this Ordinance should be held to be invalid or unconstitutional by a court of competent jurisdiction, such invalidity or unconstitutionality shall not affect the validity or constitutionality of any other section, sentence, clause or phrase of this Ordinance. Section 30. Ratification Any act consistent with the authority and prior to the effective date of this Ordinance is hereby ratified and affirmed. ORD # 98-315, PAGE 12 cm( IP Section 31. Effective Date This Ordinance shall take effect and be in full force thirty(30) days after its passage, approval and publication, according to law. PASSED by the City Council of the City of Federal Way this �1 day of /pit I , 1998. / CITY OF FEDERAL WAY 4,a-riday- MAYOR, RONALD L. GINTZ ATTEST: Gz CITY CLERK, N. CHRISTINE GREEN, CMC APPROVED AS TO FORM: C A �:"i�Y, LONDI K. LINDELL Ir FILED WITH THE CITY CLERK: 11-11-97 PASSED BY THE CITY COUNCIL: 04-21-98 PUBLISHED: 04-25-98 EFFECTIVE DATE: 05-21-98 K:IORDENWUGETSE.FRN 4/21/98 ORD # 98-315, PAGE 13 ACCEPTANCE: The undersigned hereby accepts all the rights and privileges of the above granted Franchise and acknowledges that such rights and privileges are subject to and limited by all of the terms, conditions and obligations contained therein. r- DATED this H ti day of — e , 1998. PUGET SOUND ENERGY, INC. AttrA 1 � Its: D c- ka- Pt ORD #98-315, PAGE 14 rxrroF G PAGE 1 • �Y 01/01/99 035827 33530 1st Way South VENDOR: 000051 Federal Way,WA 98003 SHIP TO: PUGET SOUND ENERGY INC FEDERAL WAY CITY HALL PAYMENT PROCESS GEN-02W CD/PW FIRST FLOOR P 0 BOX 91269 33530 1ST WAY SOUTH BELLEVUE. WA 98009-9269 FEDERAL WAY. WA 98003 FOB Point: Req.No.: Terms: Due Upon Receipt Dept.: S 312TH-SR 99 TO 23RD AVE S Req. Del. Date: Contact: KEN MILLER Special Inst: Confirming? N CONTRACT PURCHASE ORDER PUBLIC WORKS DEPARTMENT Quantity Unit: Description ; Unit Pnce Ext Prtcs PWS tNDERGROUND CONVERSION'< ,AGMT! AS PER CONTRAC TERM 7 $ :98 THRU .12; 31. 99:.. APPROVER: MARWAN SALLOUM NOTE TOTAL ESTIMATED COST.: $201 5 21,<>;: & CITY'S PAYMENT IS 30% OF AMOUNT CONTRACT ALSO ALLOWS FOR A 10% CONTINGENCY: $6.045.63 WHICH IS NOT INCLUDED ABOVE [1998 PO #32188] PWS 1JNDERGROUND CONVERSION/CONTINGENCY b 045 53 10% CONTINGENCY ADDED PER ABOVE AS PER CONTRACT #AG98-156 TERM: 7-8-98 THRU 12-31-99 APPROVER. MARWAN SALLOUM SUBTOTAL 66.501.93 BILL TO:CITY OF FEDERAL WAY TAX .00 ATTN: ACCOUNTS PAYABLE FREIGHT .00 33530 1ST WAY SOUTH TOTAL 66.501.93 FEDERAL WAY. WA 98003 • Account Number. Amount i AccountNumber Amount E 306-4400-113-595-30-471 66.501 .93 Authorized Signature VENDOR COPY Authorized Signature (over $1,000) c(rYor G PAGE 1 Dats 1;0 Ntlriib.et > 01/01/99 035827 33530 1st Way South VENDOR: 000051 Federal Way,WA 98003 SHIP TO: PUGET SOUND ENERGY INC FEDERAL WAY CITY HALL PAYMENT PROCESS GEN-02W CD/PW FIRST FLOOR P 0 BOX 91269 33530 1ST WAY SOUTH BELLEVUE, WA 98009-9269 FEDERAL WAY, WA 98003 FOB Point: Req.No.: Terms: Due Upon -Receipt Dept.: S 312TH-SR 99 TO 23RD AVE S Req.Del.Date: Contact: KEN MILLER SpecialInst: Confirming? N CONTRACT PURCHASE ORDER PUBLIC WORKS DEPARTMENT QU ntity :. ...:Uryrt .. .. :D..ecr pUotr. .. .... .` <UnK Prism Ekt P:rtce PWS UNDERROUND. CONVERSION AGMT 60 456 t3 AS PER CONTRACT #A49,8 156 3 TERM: 7 :8- 8 1T0 U 1 1 94 APPROVER: KEN MILLER `:.;NOTE; TOTAL ESTIMATED COST $241,521: >::.;: & CITY'S PAYMENT IS 30% OF AMOUNT ;', CONTRACT ALSO ,A.LLOWS?FORA 10% CONTINGENCY: $6.045.63 WHICH IS..NOT INGLUD.ED ABOVE [1998 PO #32188] SUBTOTAL 60.456.30 BILLTO:CITY OF.FEDERAL WAY. TAX .00 ATTN: ACCOUNTS PAYABLE FREIGHT .00 33530 1ST WAY SOUTH TOTAL 60,456.30 FEDERAL WAY, WA 98003 Ac:.count;Num bs Amount;; - ...:: ;;::<:Acca�,nt°�ufitr►T�er<.':;.; ..... E 306-4400-113-595-30-471 60.456.30 Authorized Signature VENDOR COPY Authorized Signature(over $1,000) CITY OF = ` Purchasing(253)661-4077 PURCHASE ORDER EDE J- t■ Payables(253)661-4064 \)\> Fax(253)661-4075 0 3 218 8 33530 First Way South • Federal Way,WA 98003 DATE: U! F.O.B.DESTINATION VENDOR $e 12 98 REQUISITION#: P1 CONFIRMING:DO NOT DUPLICATE DEPARTMENT: 13 V PUGET SOUND ENERGY CITY OF FEDERAL WAY PAYMENT PROCESS GEN-02W CITY HALL P 0 BOX 91269 33536 1ST WAY SOUTH BELLEVUE , WA 98009-9269 ' FEDERAL WAY, WA 98003 ALL INVOICES TO: CITY OF FEDERAL WAY • ATTN:ACCOUNTS PAYABLE • 33530 FIRST WAY SOUTH, FEDERAL WAY,WA 98003 SPECIAL INSTRUCTIONS: CONTRACT PURCHASE ORDER *IMPORTANT: Vendor must show Ili icOMP AT§W§ITOaci , i Lading, Invoices,and Correspondence. SHIP VIA: fiat 'I `, LOST E CRIPTIO I` UNiT`PRICE AMOUNT 1 1 AGMT PW-UNDERGROUND CONVERSION AGMT 60 ,456 . 30 60 ,456 . 30 AS PER CONTRACT #AG98-156 TERM: 7-8-98 TO 12-31-99 APPROVER: KEN MILLER ****************************** TOTAL COST EST IS $201 , 521 . 00 & CITY' S PAYMENT IS 30% OF AMT CONTRACT ALSO ALLOWS FOR A 10% CONTINGENCY: $6 ,045. 63 WHICH IS NOT INCLUDED ABOVE SALES TAX AS QUOTED ACCOUNT NUMBER AMOUNT FREIGHT S QUOTED 306-4400- 113-595-30-471 60 ,456 . 30 TOTAL • 60,456 . 30 APPROVAL CODE OTHER APPROVAL AS NEEDED P` P REQUISITIONS APPROVED BY: 0 R V A L' S CITY OF FEDERAL WAY PURCHASE TERMS AND CONDITIONS THE PURCHASE ORDER CONTRACT INCLUDES THE FOLLOWING TERMS AND CONDITIONS AND INCLUDES, BUT IS NOT LIMITED TO,THE INVITATION TO BID, REQUEST FOR QUOTATION,SPECIFICATIONS, PLANS AND PUBLISHED RULES AND REGULATIONS OF THE CITY OF FEDERAL WAY PURCHASING DIVISION AND THE LAWS OF THE CITY OF FEDERAL WAY AND THE STATE OF WASHINGTON,WHICH ARE HEREBY INCORPORATED BY REFERENCE. VENDOR AND PURCHASER AGREE AS FOLLOWS: 1. DELIVERY.For any exception to the delivery date as specified on this order,Vendor shall give prior notification and obtain written approval thereto from the Purchasing Coordinator or appropriate representative-With respect to delivery under this order.Time is of the essence and the order is subject to termination and/or appropriate damages for failure to deliver as specified. 2. PACKAGING. No charge will be allowed for packaging,boxing,handling or transportation costs except as specified on this order. 3. SHIPPING INSTRUCTIONS.Unless otherwise specified,all goods are to be shipped prepaid,F.O.B.Destination.Where shipping addresses indicate room numbers the vendor shall make delivery to that location at no additional charge where specific authorization is granted to ship goods F.O.B.shipping point. Vendor agrees to prepay all shipping charges,route as instructed or if instructions are not provided,route by cheapest common carrier and to bill the Purchaser as a separate item on the invoice for said charges.Each invoice for shipping charges shall contain the original or a copy of the bill indicating that the payment for shipping has been made.Purchaser reserves the right to refuse COD shipments. 4. RISK OF LOSS.Regardless of F.O.B.point,Vendor agrees to bear all risks of loss,injury or destruction of goods and materials ordered herein which occur prior to delivery. Such loss, injury or destruction shall not release Vendor from any obligation hereunder. 5. CHANGES.No alteration in any of the terms,conditions,delivery price,quantity,quality,or specifications of this order will be affective without written consent of the Purchaser for its acceptance prior to shipment. 6. SAVE HARMLESS. Vendor shall protect,indemnify and save Purchaser,its officers,agents,servants and employees harmless from and against any damage, • •""cast or liability of any nature or any injuries to persoris'or grope*arising from acts or omissiohs Of Vendor,his employees,agent or subcontractors:r ' howsoever caused. 7. INFRINGEMENTS.Vendor agrees to protect and save harmless the Purchaser against all claims,suits or proceedings because of use of copyrighted,or' uncopyrighted composition,secret process,patented or unpatented invention,articles or appliances furnished or used under this order,and to assume all expenses and damages arising from such claims,suits,or proceedings. 8. REJECTION.All goods or materials purchased herein are subject to approval by the Purchaser.Any rejection of goads or material resulting because of nonconformity to the terms and specifications of this order whether held by the Purchaser or returned, will be at Vendor's risk and'expense.' 9. ASSIGNMENTS.The provisions or monies due under this contract shall only be assignable,in whole or in part,with the prior written approval of the Purchasing Coordinator or approved representative of the City of Federal Way. 10. PAYMENTS,CASH DISCOUNT,LATE PAYMENT CHARGES. Invoices will not be processed for payment nor will the period of computation for cash discount commence until receipt of a properly completed invoice or invoiced items,whichever is later.If an adjustment in payment is necessary due to damage or dispute,the cash discount period shall commence on the date final approval for payment is authorized. 11. WARRANTIES.Vendor warrants that articles supplied under this order conform to specifications herein and are fit for the purpose for which such goods are ordinarily employed,except that if a particular purpose is stated,the material must then be fit for that particular purpose. 12. FORCE MAJEURE.Neither party shall be held responsible for failure or delay in the fulfillment of conditions of this contract or purchase order if the cause is not within the control of the party whose performance is interfered with and which,by the exercise of reasonable diligence,said party is unable to prevent. 13. GRATUITIES.The Purchaser may,by written notice to the Vendor.cancel this contract if it is found by Purchaser that Vendor or any agent or representative of Vendor,offered or gave gratuities,in the form of entertainment,gifts or otherwise,to any officer or employee of the City of Federal Way with a view toward securing a contract or securing favorable treatment with respect to the awarding of this contract,in violation of the City of Federal Way Code of Ethics. 14. TAXES.Unless otherwise indicated,the Purchaser agrees to pay all State of Washington sales or use tax. Vendor shall comply with and be responsible for, all federal,state,and local taxes and licensing requirements.When applicable,Purchaser agrees to furnish Vendor,upon acceptance of articles supplied under this order,with an exemption certificate. 4 • 15. TERM.This purchase order is valid for current fiscal year only.Orders for any services or goods which have not been received or delivered by December 31 of the current year shall be considered cancelled without further notice. 16. TERMINATION. In the event of a breach by Vendor of any of the provisions of this contract,the Purchaser reserves the right to cancel and terminate this contract forthwith upon giving oral or written notice to Vendor.Vendor shall be liable for damages suffered by Purchaser resulting from Vendor's breach of contract. 17. NONDISCRIMINATION AND AFFIRMATIVE ACTION.Vendor agrees not to discriminate against any client,employee or applicant for employment or services because of race,creed,color,national origin,sex,marital status,age or the presence of any sensory,mental or physical disability with regard to,but not limited to,the following employment upgrading,demotion or transfer,recruitment or recruitment advertising,lay-offs or terminations,rates of pay or other forms of compensation,selection for training or rendition of services. It is further understood that any vendor who is in violation of this clause or an applicable Affirmative Action Program shall be barred forthwith from receiving awards of any purchase order from the City unless a satisfactory showing is made that discriminatory practices or noncompliance with applicable Affirmative Action Programs have terminated and that a recurrence of such acts is unlikely. 18. DEFAULT.Vendor covenants and agrees that in the event suit is instituted by the Purchaser for any default on the part of the Vendor,and the Vendor is adjudged by a court of competent jurisdiction to be in default,he shall pay to the Purchaser all costs,expense expended or incurred by the Purchaser in connection therewith,and reasonable attorney's fees.The Vendor agrees that the Superior Court of the State of Washington shall have jurisdiction over any suit,and that venue shall be laid in King County. 19. IDENTIFICATION.All invoices,packing lists,packages,shipping notices,and other written documents affecting this order shall contain the applicable purchase order number. . 20. LIENS,CLAIMS AND ENCUMBRANCES.Vendor warrants and represents that all the goods or materials ordered herein are free and clear of all liens,claims or encumbrances of any kind. 21. ANTI-TRUST.Vendor and the Purchaser recognize that in actual economic practice overcharges resulting from anti-trust violations are in fact Borne by the Purchaser.Therefore,Vendor hereby assigns to the Purchaser any and all claims for such overcharges. 22. BRANDS.When a special brand is named it shall be construed solely for the purpose of indicating the standard or quality, performance,or use desired. Brands of equal quality,performance,and use shall be considered,provided Vendor specifies the brand and model and submits descriptive literature when available. 23. ACCEPTANCE. BY ACCEPTING THIS PURCHASE ORDER IN WRITING OR BY DELIVERING THE MATERIAL ORDERED, YOU ACCEPT ALL OF THE TERMS AND CONDITIONS SET FORTH. FORMAL OBJECTION IS HEREBY MADE TO ANY ADDITIONAL OR DIFFERENT TERMS PROPOSED BY VENDOR AS A CONDITION OF ACCEPTANCE OR DELIVERY. INSTRUCTIONS FOR USE OF PURCHASE ORDER VENDOR: Upon completion of the order,an invoice reflecting all costs relating to the order shall be submitted to the City of Federal Way Accounts Payable Department,33530 1st Way South,Federal Way,WA. 98003-6221. The completed purchase order will be paid according to the current schedule available from Accounts Payable.