HomeMy WebLinkAboutUtilities Committee - 02 Feb 2026 - Agenda (2) O �
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CITY OF RENTON
AGENDA - Utilities Committee
2:00 p.m. -Monday, February 2,2026
7th Floor Council Conference Room/Videoconference
1. NFC NORTHWEST, LLC FRANCHISE AGREEMENT
2. ZIPLY FIBER PACIFIC, LLC FRANCHISE AGREEMENT
3. AGREEMENT WITH STANTEC CONSULTING SERVICES INC. FOR THE
COPPER RIDGE STORM SYSTEM IMPROVEMENT PROJECT
4. EMERGING ISSUES IN UTILITIES
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SUBJECT/TITLE: NFC Northwest, LLC Franchise Agreement
RECOMMENDED ACTION: Refer to Utilities Committee
DEPARTMENT: Community & Economic Development
STAFF CONTACT: Nathan Janders
EXT.: 7382
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NFC Northwest, LLC has requested a franchise agreement with the City of Renton in order to provide
a telecommunications network. The franchise being sought with the City of Renton would allow for
the installation of communication facilities, specifically fiber optic cable and related appurtenances,
in, across, over, along, under, through and below certain designated public rights-of-way within the
City. The use of the City rights-of-way for this private telecommunications system requires a
franchise agreement with the City and is subject to appropriate fees for the reduced value of the
affected rights-of way.
The franchise agreement permits NFC Northwest, LLC to construct, install, and operate,
communications equipment, specifically fiber optic cable and related appurtenances, within and
through public rights-of way, public ways and other ways within the City of Renton.
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Authorize the Mayor and Citv Clerk to enter into a franchise aqreement with NFC Northwest, LLC as a purvevor
of telecommunications transmission and distribution systems within the Citv of Renton.
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. Community & Economic
Development Department
DATE: February 2, 2026
TO: Kim-Khanh Van, Committee Chair
Members of Utilities Committee
VIA: Armondo Pavone, Mayor
FROM: Gina Estep, CED Administrator, x6588
STAFF CONTACT: Nathan Janders, Development Engineering Manager, x7382
SUBJECT: NFC Northwest, LLC Franchise Agreement
ISSUE:
Should Council authorize the Mayor and City Clerk to enter into a franchise agreement
with NFC Northwest, LLC?
RECOMMENDATION:
Authorize the Mayor and City Clerk to enter into a franchise agreement with NFC
Northwest, LLC as a purveyor of telecommunications transmission and distribution
systems within the City of Renton.
BACKGROUND SUMMARY:
NFC Northwest, LLC has requested a franchise agreement with the City of Renton in
order to provide a telecommunications network. The franchise being sought with the City
of Renton would allow for the installation of communication facilities, specifically fiber
optic cable and related appurtenances, in, across, over, along, under, through and below
certain designated public rights-of-way within the City. The use of the City rights-of-way
for this private telecommunications system requires a franchise agreement with the City
and is subject to appropriate fees for the reduced value of the affected rights-of way.
The franchise agreement permits NFC Northwest, LLC to construct, install, and operate,
communications equipment, specifically fiber optic cable and related appurtenances,
within and through public rights-of way, public ways and other ways within the City of
Renton.
The length of term agreed to by the City and NFC Northwest, LLC for the proposed
franchise agreement would be effective for a period of five (10) years. A possible 5-year
renewal may be allowed for, via the franchise, at the City's discretion.
Kim-Khanh Van, Committee Chair
Page 2 of 3
January 22, 20266
The agreement groups similar items together Sections 1-8 cover the basic franchise
approval. Sections 9-14 cover general work activities. Sections 15-24 cover basic legal
concerns. Sections 25-27 provide for final franchise adoption.
OUTLINE FOR NFC Northwest, LLC FRANCHISE AGREEMENT
1. Definition: Provides definitions of key terms used in the agreement.
2. Purpose: Explains purpose of the cooperative agreement.
3. Privileqes Conveved: Grants basic franchise rights to XO Communications for
a limited, non-exclusive franchise.
4. Term: Defines length of agreement, and option to extend.
5. Recovery of Costs: Allows City to charge an administrative fee to recover
costs.
6. Assiqnment and Transfer of Franchise: Requires Council approval for
transfer.
7. Compliance with Laws - Reservation of Powers and Authority: Explains legal
obligations for XO Communications.
8. Non-exclusive Franchise: Allows Renton to grant other or further franchises.
9. Permits, Construction and Restoration: Outlines permitting, bonds, restoration
and other construction requirements.
10. Coordination and Shared Excavations: Requires reasonable efforts to
coordinate work within the franchise area.
11. Hazardous Materials: Regulates use of hazardous substances.
12. Emerqencv Work— Extension of Time to Obtain Permit(s): Requires prompt
response in an emergency and extension of time to obtain permits to correct
dangerous conditions.
13. Records of Installation: Requires as-built drawings and provision of plans for
potential improvements upon City request.
14. Underqrounding of Facilities: Requires undergrounding consistent with
Renton Municipal Code.
15. Franchisee Relocation Work: XO Communications is required to relocate its
facilities at its cost when there are identified conflicts with new City streets or
utilities.
16. Abandonment and Discontinuance of Franchisee's Facilities: Requires notice
to the City when use ceases or facilities are abandoned.
17. Termination, Violations and Remedies: Describes termination of franchise,
discontinuation of operations, obligation of Franchisee, and remedies to
parties.
18. Dispute Resolution: Provides process for alleged default as to performance
19. Arbitration: Establishes process for arbitration, discovery, compensatory
damages, and assignment of costs.
20. Alternative Remedies: Allows forjudicial relief.
21. Amendments to Franchise: Specifies process for written amendment to
franchise.
22. Indemnification: Franchisee shall indemnify, defend, and hold harmless
Renton for the duration of the Franchise.
23. Insurance: Requires the Franchisee to procure and maintain insurance for the
duration of the Franchise.
24. Discrimination Prohibited: Provides standard language now included on all
franchise agreements.
Kim-Khanh Van, Committee Chair
Page 3 of 3
January 22, 20266
25. Notice: Outlines noticing procedures and contact information.
26. Miscellaneous: Minor clarifications, including stating the franchise
requirements apply to T-Mobile, its successors and contractors.
27. Effective Date: Franchise becomes effective five days after legal publication.
NFC Northwest, LLC must file its written acceptance of this franchise with the City Clerk
within 60 days after approval by the mayor in order to claim any right or benefit under
this franchise agreement.
cc: Martin Pastucha, Public Works Administrator
Ron Straka, Utility Systems Director
Justin Johnson, Development Engineering Director
Nathan Janders, Development Engineering Manager
Scott Warlick, Engineering Specialist III
CITY OF RENTON,WASHINGTON
ORDINANCE NO.
AN ORDINANCE OFTHE CITY OF RENTON,WASHINGTON,GRANTING NFC
Northwest, LLC AUTHORIZED TO DO BUSINESS WITHIN THE STATE OF
WASHINGTON, ITS AFFILIATES, SUCCESSORS AND ASSIGNS,THE RIGHT,
PRIVILEGE, AND AUTHORITY TO INSTALL COMMUNICATIONS FACILITIES,
SPECIFICALLY FIBER OPTIC CABLE AND RELATED APPURTENANCES,
UNDER, ALONG, OVER, BELOW, THROUGH AND ACROSS THE STREETS,
AVENUES AND ALLEYS OF THE CITY OF RENTON WITHIN THE PUBLIC
RIGHT-OF-WAY OF RENTON.
WHEREAS, RCW 35A.11.020 grants the City broad authorityto regulate the use of the
public Right of Way; and
WHEREAS, RCW 35A.47.040 grants the City broad authority to permit and regulate
non-exclusive franchises; and
WHEREAS, RMC 5-19 describes the City's regulatory regime for franchises; and
WHEREAS, the City Council finds that it is in the best interests of the health, safety
and welfare of residents of the Renton communityto grant a non-exclusive franchise to NFC
Northwest, LLC forthe operation of an underground fiber optic telecommunications system
with the City Rights-of Way;
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RENTON, WASHINGTON,
DO ORDAIN AS FOLLOWS:
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Table of Contents
SECTION I. Definitions.................................................................................................3
SECTIONII. Purpose ....................................................................................................7
SECTION III. Privileges Conveyed ................................................................................8
SECTIONIV.Term....................................................................................................... 11
SECTION V. Recovery of Costs...................................................................................11
SECTION VI.Assignment and Transfer of Franchise ...................................................14
SECTION VII. Compliance with Laws- Reservation of Powers and Authority ..............15
SECTION VIII. Non-exclusive Franchise .....................................................................16
SECTION IX. Permits, Construction and Restoration.................................................. 17
SECTION X. Coordination and Shared Excavations ....................................................25
SECTION XI. Hazardous Materials..............................................................................26
SECTION XII. Emergency Work-Extension of Time to Obtain Permit(s)......................28
SECTION XIII. Records of Installation ........................................................................31
SECTION XIV. Undergrounding of Facilities................................................................34
SECTION XV. Relocation of Franchisee Facilities.......................................................34
SECTION XVI.Abandonment and Discontinuance of Franchisee's Facilities..............40
SECTION XVII. Termination,Violations, and Remedies ..............................................42
SECTION XVIII. Dispute Resolution............................................................................45
SECTION XIX.Arbitration ...........................................................................................48
SECTION XX.Alternative Remedies ...........................................................................50
SECTION XXI.Amendments to Franchise...................................................................50
SECTION XXII. Indemnification ..................................................................................51
SECTION XXIII. Insurance ..........................................................................................55
SECTION XXIV. Discrimination Prohibited..................................................................58
SECTIONXXV. Notice ................................................................................................58
SECTION XXVI. Miscellaneous...................................................................................60
SECTION XXVII. Effective Date...................................................................................65
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SECTION I. Definitions
For the purposes of this Franchise and Attachment 1, which is fully incorporated by
reference, the following defined terms, phrases, words and their derivations shall have the
meaning provided below.When not inconsistentwith the context in which the word is used,
words used in the present tense include the future, words in the plural include the singular,
words in lower case shall have their defined meaning even if the words are not capitalized,
and words in the singular include the plural. Undefined words shall be given their common
and ordinary meaning.
1.1 Administrator: Means the Administrator of The City of Renton's Community
and Economic Development Department or designee, or any successor office responsible
for management of Renton's public properties.
1.2 Construct or Construction: Means to construct, remove, replace, repair,
and/or restore any Facility, and may include, but are not limited to, digging, boring, and/or
excavatingto construct, remove, replace, repair, and restore pipeline(s) and/or Facilities.
1.3 Cost: Means any costs, fees, or expenses, including but not limited to
attorneys' fees.
1.4 Dav: Means calendar day(s) unless otherwise specified.
1.5 Facility or Facilities: Means, collectively or individually, any and all
telecommunication transmission and distribution systems, including but not limited to,
poles, wires, lines, conduits, ducts, cables, braces, guys, anchors and vaults, switches,
fixtures, and communication systems; and any and all other equipment, appliances,
attachments, appurtenances and other items necessary, convenient, or in any way
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appertaining to any and all of the foregoing, whether the same be located across, above,
along, below, in, over, through, or underground. Facilities do not include any noise-creating
equipmentwithin the range of human hearing.
1.6 Franchise: Means this ordinance and any related amendments, attachments,
exhibits, or appendices.
1.7 Franchise Area: Means all present and future City of Renton Rights-of-Wayfor
public roads, alleys, avenues, highways, streets, and throughways (including the area
across, above, along, below, in, over, through, or under such area), laid out, platted,
dedicated, acquired or improved, and; all city-owned utility easements dedicated for the
placement and location of various utilities provided such easement would permit
Franchisee to fully exercise the privilege granted under this Franchise within the area
covered by the easement, without interfering with any governmental functions or other
franchises or easements.
1.8 Franchisee: Means NFC Northwest, LLC authorized to do business within the
State of Washington, and its respective successors and assigns, and agents, contractors(of
anytier), employees, officers and representatives.
1.9 Hazardous Substance: Means any and all hazardous, toxic, or dangerous
substance, material, waste, pollutant, or contaminant, including but not limited to all
substances designated under: the Resource Conservation and Recovery Act, 42 U.S.C. §
6901 et seq.;the Comprehensive Environmental Response, Compensation and LiabilityAct,
42 U.S.C. § 9601 et seq.; the Hazardous Materials Transportation Act, 49 U.S.C. § 5101 et
seq.; the Clean Water Act, 33 U.S.C. § 1251 et seq.; the Clean Air Act, 42 U.S.C. § 7401 et
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seq.; the Toxic Substances Control Act, 15 U.S.C. § 2601 et seq.; the Federal Insecticide,
Fungicide, Rodenticide Act, 7 U.S.C. § 136 et seq.; the Washington Hazardous Waste
Management Act, RCW Chapter 70A.300, and the Washington Hazardous Waste Cleanup -
Model Toxics Control Act, RCW Chapter 70A.305, as they exist or may be amended; or any
other Laws. The term "Hazardous Substance" shall also be interpreted to include any
substance which, after release into the environment, will or may reasonably be anticipated
to cause death, disease, injury, illness, abnormalities, behavioral abnormalities, stunted or
abnormal growth or development, or genetic abnormalities.
1.10 Laws: Means any federal, state, or municipal code, statute, ordinance,
decree, executive order, governmental approval, permit, regulation, regulatory program,
order, rule, published specification, public standard, environmental law, or governmental
authority as they exist, may be amended, or created, that relate to telecommunications
services or terms of this Agreement, including but not limited to 47 U.S.C. § 101, et. seq.
(Telecommunications Act of 1996), RCW 19.122 (Underground Utilities), WAC 480-80
(Utilities General — Tariffs and Contracts), RCW 35.99 (Telecommunications, Cable
Television Service — Use of Right-of Way), WAC Chapter 296-32 (Safety Standards for
Telecommunications), RCW Chapter 80.36 (Telecommunications), WAC Chapter 480-120,
et. seq., (Telephone Companies), RCW Chapter 35.96 (Electric and Communication
Facilities—Conversion to Underground), and any related Laws.
1.11 Parties: Means the City of Renton and NFC Northwest, LLC.
1.12 Public Propert ies : Means present and/or future property owned or leased
by Renton within Renton's present and/orfuture control and/orjurisdictional boundaries.
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1.13 Public Ways: Means any highway, street, alley, sidewalk, utility easement
(unless their use is otherwise restricted for other users), or other public Rights-of-Way for
motor vehicles or any other uses under Renton's control and/or in its jurisdictional
boundaries, consistent with RCW 47.24.020 (City Streets as Part of State Highways:
Jurisdiction, control - Exception) and 47.52.090 (Limited Access Facilities: Cooperative
agreements—Urban public transportation systems—Title to highway—Traffic regulations
—Underground utilities and overcrossings— Passenger transportation —Storm sewers—
City street crossings).
1.14 Rights-of-Wa�[: Means the surface and space across, above, along, below, in,
over, through or under any street, alley, avenue, highway, lane, roadway, sidewalk,
thoroughfare, court, easement and similar Public Property, Public Ways, and area within the
Franchise Area.
1.15 Tariff: Has the meaning provided in WAC 480-80-030(Utilities General—Tariffs
and Contracts: Definitions), or such similar definition describing rate schedules, rules and
regulations relating to charges and service as may be adopted by the regulatory authority
with jurisdiction, under the laws of the State of Washington, over public service companies
and/or competitive telecommunication service companies, and such competitive
companies must file tariffs in accordance with WAC 480-120-026 (Telephone Companies:
Tariffs), WAC Chapter 480-80 (Utilities General—Tariffs and Contracts).
1.16 WUTC: Means the Washington Utilities and Transportation Commission or
such successor regulatory agency having jurisdiction over public service and/or
telecommunication service companies.
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1.17 Work: Means to construct, excavate, install, maintain, remove and/or repair
by, for, or at Franchisee's request.
1.18 City of Renton:The City of Renton is a noncharter code city under the laws and
statutes of the State of Washington. Throughout the Franchise the term City, Renton and
City of Renton are used interchangeably all meaning the same.
SECTION II. Purpose
2.1 Authoritv: Under RCW 35A.47.040, Renton's City Council has authority to
permit and regulate nonexclusive franchises such as that contemplated under this
Ordinance.This Franchise is granted subject to Renton's land use authority, public highway
authority, police powers, franchise authority, and any case law, statutory or inherent
authority.
2.2 Conditions: The purpose of this Franchise is to delineate the conditions
relating to Franchisee's use of the Franchise Area and to create a foundation for the Parties
to work cooperatively in the public's best interests after this ordinance becomes effective.
This Franchise is conditioned upon the terms and conditions provided in this Franchise, and
Franchisee's compliance with all Laws.
2.3 Risk and Liabilitv: By accepting this Franchise, Franchisee assumes all risks
or liabilities related to the Franchise, with no risk or liability conferred upon Renton. This
Franchise is granted upon the express condition that Renton retains the absolute authority
to grant other or further franchises in any Rights-of-Way and any Franchise Area. This and
other franchises shall, in no way, prevent or prohibit Renton from using any of its Franchise
Area, or affect its jurisdiction over them or any part of them, and Renton retains absolute
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authority to make all changes, relocations, repairs, maintenance, establishments,
improvements, dedications or vacations of same as Renton may see fit, including the
dedication, establishment, maintenance and improvement of all new or existing Rights-of-
Way, Public Property or Public Ways.
SECTION III. Privileges Conveyed
3.1 Franchise Granted: Pursuant to authority under the Telecommunication Act
of 1996, §253(c), RMC Chapter 5-19 (Telecommunication Licenses and Franchises) and the
laws of the State of Washington including, but not limited to, RCW 47.24.020 (City Streets
as Part of State Highways:Jurisdiction, control-Exception), RCW 47.52.090(Limited Access
Facilities: Cooperative agreements — Urban public transportation systems — Title to
highway — Traffic regulations — Underground utilities and overcrossings — Passenger
transportation — Storm sewers — City street crossings), RCW 35A.47.040 (Highways and
Streets: Franchises and permits — Streets and public ways), RCW 35.22.280 (First Class
Cities: Specific powers enumerated), RCW 35.99.020 (Telecommunication, Cable
Television Service—Use of Right of Way: Permits for use of right-of way), and RCW 80.36.040
(Telecommunications: Use of road, street, and railroad right-of way—When consent of city
necessary), and any related laws, Renton grants to Franchisee, and its successors and
assigns (subject to and as provided for in Section VI,Assignment and Transfer of Franchise),
under this Franchise's terms and conditions, the privilege to install, construct, operate,
maintain and improve its Facilities, together with all necessary equipment and
appurtenances, for the provision of telecommunications, telecommunications distribution
services, private line, and internet access services,within the existing Franchise Area, such
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lands being more particularly described in Attachment 1 which is attached and fully
incorporated by reference into the Franchise. Without a separate franchise agreement,
Franchisee shall not have the privilege to provide cable services in the City of Renton.
3.2 Limited Franchise: This Franchise conveys a limited privilege as to the
Franchise Area in which Renton has an actual interest. It is not a warranty of title or interest
in the Franchise Area. This privilege shall not limit Renton's police powers, any statutory or
inherent authority,jurisdiction over its property, Franchise Area, Rights-of-Way, or its zoning
or land use authority. The terms and conditions of this Franchise shall not be construed to
apply to Facilities located outside of the Franchise Area. This Franchise does not confer
upon Franchisee any privilege to install or use any Facilities outside the Franchise Area,
including City-owned or leased properties or easements.
3.3 Principal Use Limitation: This Franchise shall not authorize a principal use of
the Franchise Area for purposes other than for telecommunications, telecommunications
distribution services, private line, and internet access services as those services are defined
in Washington state law. The Franchisee may use its Facilities' excess capacity, however,
Franchisee may not use, convey, lease or share excess space within the Franchise Area
without prior written authorization from the City of Renton. In order for the Cityto determine
whether, and under what conditions, excess capacity may be authorized, Franchisee shall
timely notify the City's representative identified at subsection 25.1 of this Agreement in
writing.
3.4 Franchise is Non-Exclusive: As detailed in Section VIII, below, Renton grants
this non-exclusive Franchise to Franchisee to operate, maintain and improve its existing
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Facilities as a telephone business and/or service provider(as those terms are used in RCW
35.21.860).
3.5 Acknowledgement: Franchisee acknowledges and warrants by its
acceptance of the granted privileges, that it has carefully read and fully comprehends the
terms and conditions of this Franchise. Franchisee accepts all risks of the meaning of the
provisions, terms and conditions of the Franchise. Franchisee further acknowledges and
states that it has fully studied and considered the requirements and provisions of this
Franchise and believesthatthe same are consistentwith all Laws. If in thefuture Franchisee
becomes aware that a provision of this Franchise may be unlawful or invalid, it will not use
such potential invalidity to unilaterally ignore or avoid such provision. Instead, Franchisee
will promptly advise Renton of the potential invalidity or illegality, and the Parties will meet
within thirty (30) days and endeavor jointly to amend this Franchise to cure the alleged
invalidity or illegality.
3.6 Enforceable Contract: Franchisee specifically agrees to comply with the
provisions of any applicable Laws, as they exist or may be amended.The express terms and
conditions of the Franchise constitute a valid and enforceable contract between the Parties,
subject to any Laws.
3.7 Existing Facilities Outside Franchise Area: Franchisee Facilities as they may
exist at the Effective Date of this Franchise and were installed and/or maintained on public
grounds or places in Renton under other Agreement(s) with the City may continue to be
maintained, repaired, and operated through the term of this Franchise subject to the terms
of this agreement; provided, however, that no such Facilities may be enlarged, improved or
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expanded without Renton's prior review, written consent, and approval pursuant to the
provisions of any applicable Laws.
SECTION IV.Term
4.1 Length of Term:
a. Effective Date: Each of the provisions of this Franchise shall become effective
upon the later of Franchisee's acceptance of the terms and conditions of this
Franchise and the City Council's passage of this ordinance, and
b. Length of Term: Shall remain in effect forten (10)years, unless it is terminated
pursuant to Section XVII,Termination,Violations, and Remedies.
c. Oation for Renewal: At anytime not more than two (2)years nor less than one
hundred and eighty (180) days before the expiration of the Franchise Term,
Franchisee may make a written request and Renton may consider, at its sole
discretion, renewing this Franchise for an additional five (5)year renewal period.
4.2 Extension upon Expiration: Ifthe Partiesfailtoformallyreneworterminatethe
Franchise priorto the expiration of its term or any extension,the Franchise shall be extended
on a year-to-year basis until the Franchise is renewed, terminated or extended.
SECTION V. Recovery of Costs
5.1 Administrative Fee: Pursuant to RCW 35.21.860(1)(b), Renton may charge
Franchisee an administrative fee to recover all actual administrative expenses incurred by
Renton that are directly related to receiving and approving a permit, license and this
Franchise, to inspect Plans and construction, or for the preparation of a detailed statement
pursuant to the Washington State Environmental Policy Act ("SEPA") (RCW Chapter
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43.21C). Where Renton incurs actual administrative expenses, including but not limited to
fees, expenses, and/ or costs for attorneys, consultants, staff and the City Attorney
Department, for review or inspection of activities undertaken through the authority granted
in this franchise, Franchisee shall pay such expenses directly to Renton. Renton shall
provide Franchisee with an itemized invoice identifying the administrative expenses
incurred. Renton employee time shall be calculated based on their rate of salary, including
applicable overtime, benefits and reasonable overhead, and all other costs will be billed
based on an actual cost basis. Payment shall be due within forty-five (45) days of receipt of
the invoice.
5.2 Utility Tax: Pursuant to RCW 35.21.870 (Electricity, telephone, natural gas, or
steam energy business—Tax limited to six percent— Exception) and RCW 35.21.860(1)(a),
Renton may impose a utility tax on Franchisee consistent with the utility tax imposed on
other similarly situated telephone businesses or service providers.
5.3 Franchise Fee: Pursuant to RCW 35.21.860 (Electricity, telephone, or natural
gas business, service provider—Franchise fees prohibited—Exceptions), Renton may only
impose a franchise fee or any other Cost of whatever nature or description upon Franchisee
as is consistent with federal law.
5.4 Cost of Publication: Franchisee shall bearthe entire Cost of publication of this
ordinance.
5.5 Permit Fee: Franchisee shall be subject to all permit fees, as defined in the
City Fee Schedule or in this Franchise, associated with activities undertaken through the
authority granted in this Franchise or under Laws.
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5.6 Emergency Fee: Franchisee shall promptly reimburse Renton for any and all
costs the City reasonably incurs in response to any emergency situation involving
Franchisee's Facilities, to the extent said emergency is not the fault of the City. The City
agrees to simultaneously seek reimbursement from any Franchisee or permit holder who
caused or contributed to the emergency situation. Renton's "response to emergency" for
the purposes of this Franchise is defined in subsections 9.5 and 12.1 through 12.3.
5.7 City Costs to be Reimbursed: City will provide documentation of reasonably
incurred costs, itemized by project, for Franchisee's proportionate share of all actual,
identified expenses incurred by Renton in planning, constructing, installing, repairing,
altering, or maintaining any City facility as the result of the presence of Franchisee's
Facilities in the Right-of-Way. Such costs and expenses shall include but not be limited to:
a. Franchisee's proportionate cost of City personnel assigned to oversee or
engage in anywork in the Rights-of-Way as the result of the presence of Franchisee's
Facilities in the Rights-of-Way.
b. Franchisee's proportionate share of any City of Renton time spent reviewing
construction plans in order to either accomplish the relocation of Franchisee's
Facilities or the routing or rerouting of any utilities so as not to interfere with
Franchisee's Facilities.
c. The time of City employees shall be charged at their respective rate of salary,
including overtime if applicable, plus benefits and reasonable overhead. Any other
costs will be billed proportionately on an actual cost basis.
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5.8 Reimbursement period: Franchisee shall reimburse Renton within forty-five
(45) days of Renton's submittal of an itemized billing.
5.9 All billings will be itemized so as to specifically identifythe costs and expenses
for each project for which the City claims reimbursement. A charge for the actual costs
incurred in preparing the billing may also be included in said billing.At the City's option, the
billing may be on an annual basis, but the City shall provide the Franchisee with the City's
itemization of costs, in writing, at the conclusion of each project for informational purposes.
SECTION VI.Assignment and Transfer of Franchise
6.1 Assignment: Franchisee may not assign, dispose of, lease, sell, transfer, or
permit to be forfeited this Franchise, either in whole or in part, without the advance written
consent of the City Council of Renton by passage of an ordinance or resolution; such
consent shall not be unreasonably withheld. Such consent shall not be deemed to waive
any of Renton's rights to subsequently enforce Franchise related non-compliance issues
that existed at or before Renton's consent.
a. Any telecommunications assignee or transferee shall, at least thirty(30) days
prior to the date of any assignment or transfer, file written notice of the assignment
or transfer with Renton, together with its written acceptance of all of the Franchise
terms and conditions.
b. The Franchise terms and conditions shall be binding upon the Parties'
respective assigns and successors.
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c. Notwithstanding the foregoing, Franchisee may pledge the Franchise for
security purposes only with the City Council's consent, and consent shall be
required for Franchisee to transfer the Franchise or Facilities to a creditor.
d. The rights of anytransferee are subject at alltimes to the terms and conditions
of this Franchise, and no transferee will have any greater rights under this Franchise
than the rights of Franchisee.
6.2 Acceptance: If Renton consents, within thirty (30) days of that consent
Franchisee shall file with Renton a written instrument evidencing such sale, assignment or
transfer of ownership,with the assignee(s)ortransferee(s)acceptance of the Franchise and
all of its terms and conditions.
SECTION VII. Compliance with Laws- Reservation of Powers and Authority
7.1 Compliance: In every aspect related to this Franchise, including but not
limited to all Work, Franchisee shall comply with all applicable Laws, whether specifically
mentioned in this Franchise or not.
7.2 Incorporation of RMC 5-19, Telecommunications Licenses and Franchises:
The conditions, provisions, requirements and terms and of RMC Chapter 5-19 are fully
incorporated by reference intothis Franchise. If a discrepancyarises between this Franchise
and RMC Chapter 5-19 or any other law, then the most restrictive measure shall apply.
7.3 Legitimate Municipal Interest: As to matters subject to the terms and
conditions of this Franchise, if Renton determines during the Franchise term that the
assertion of a legitimate municipal interest is prohibited by application of federal or state
law, then as to such matter and such municipal interest and consistent with its legal
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ORDINANCE N0.
obligations, Franchisee shall cooperate with Renton in a good faith effort to address such
municipal interest. In this context, neither Party shall invoke this Franchise as a basis to
assert that its consideration of a given issue is excused by operation of the doctrines of
estoppel or waiver.
7.4 ReferencetoSpecific LaworOrder: Upona reasonablyjustifiedwritten inquiry
by Renton, Franchisee shall provide a specific reference to the federal, state, or local law or
the WUTC order or action establishing a basis for Franchisee's actions related to a specific
Franchise issue.
SECTION VIII. Non-exclusive Franchise
8.1 Non-exclusive:As provided in subsection 3.4,this Franchise is non-exclusive,
and as a result, Renton expressly reserves the right to grant other or further franchises or to
use the Franchise Area itself; provided that such uses do not unreasonably interfere with
Franchisee's use and placement of its Facilities in any Rights-of-Way and/or any Franchise
Area.
8.2 Renton's Use of Franchise Area: This Franchise shall not prevent, prohibit,
limit or affect Renton's use ofthe Franchise Area,consistentwith this Franchise;or Renton's
jurisdiction over the Franchise Area. The Parties agree that Renton reserves and retains all
of its statutory, inherent and other powers and franchise authority, as they exist or shall
exist.
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SECTION IX. Permits, Construction and Restoration
9.1 Free Passage of Traffic: Franchisee shall at all times maintain its Facilities
within the Franchise Area so as not to unreasonably interfere with the free passage of traffic,
pedestrians orthe use and enjoyment of adjoining property.
9.2 Permit A�plication Required: Exception to timing in the event of an emergency
defined in Section XII Permits shallvest in accordance with RMC 4-1-045.
a. Franchisee shall first obtain (be issued) all required documentation and
approvals, including permits from Renton to perform Work on Franchisee's Facilities
within the Franchise Area.
i. The permit application shall contain detailed plans, maps and
specifications showing the position, depth and location of the Franchisee's
proposed new and/or existing Facilities in relation to existing public and private
utilities within a minimum horizontal distance of ten (10) feet from the proposed
new Facilities, collectively referred to as the "Plans."
ii. The permit application shall include payment of the associated fees.
iii. The Plans shall specify the class and type of material and equipment
to be used, manner of excavation, construction, installation, backfill, erection of
temporary structures and facilities, erection of permanent structures and
facilities, horizontal and vertical separation from public utilities, applicable
easements, site specific traffic control signed by a traffic control specialist,traffic
turnouts and road obstructions, and all other necessary information.
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iv. Permits shall not be unreasonably withheld or delayed after
submission of a complete application.
v. Franchisee may engage subcontractors or other entities submit a
permit application on behalf of the Franchisee. For each subcontractor or other
entity Franchisee elects to submit on their behalf,the Franchisee must submit to
the City a Letter of Authorization in a format that is acceptable to the City.
b. Work shall only commence upon the issuance of required permits.
Franchisee shall schedule an inspection anytime that Franchisee is performing Work
within the Franchise Area to allow Renton to inspect such work. Inspections shall be
scheduled as identified on the issued permit.
c. Nothing in this Agreement is intended, nor should be construed,to guarantee
any permit is issued.
d. Franchisee shall submit to Renton as-built plans and, digital facility location
data in a format compatible with Renton's geographic information system.
9.3 Work Performed — Safetv: During any period of relocation, construction or
maintenance, all work performed by Franchisee or its contractors of any tier shall be
accomplished in a safe and workmanlike manner, so to minimize interference with the free
passage of traffic and the free use of adjoining property, whether public or private.
Franchisee shall at all times post and maintain proper barricades, flags, flaggers, lights,
flares and other traffic control measures as required for the safety of all members of the
general public and comply with all applicable safety regulations during such period of
construction as required bythe ordinances of the City orthe laws of the State of Washington,
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including RCW 39.04.180 for the construction of trench safety systems.The provision of this
section 9.3 shall survive the expiration or termination of this Franchise to the extent that
Franchisee continues to have Facilities in the Rights-of-Way.
9.4 Work Performed — Licensin� and Compliance with Franchise Agreement:
Franchisee's contractors of any tier shall be licensed and bonded in accordance with State
law and the City's ordinances, regulations, and requirements. Work by contractors of any
tier are subject to the same restrictions, limitations, and conditions as if the work were
performed by Franchisee. Franchisee shall be responsible for all work performed by its
contractors of any tier and others performing work on its behalf as if the work were
performed by Franchisee and shall ensure that all such work is performed in compliance
with the Franchise and applicable law.
9.5 Underground Installation: Boring Preferred. Work involving underground
installation of Franchisee's facilities within City streets shall be accomplished through
boring ratherthan open trenchingwhenever reasonablyfeasible. Priorto boring, Franchisee
shall "pothole" all existing City utilities, private utilities and other pressurized systems to
ensure vertical separation requirements are met. When directed by the City, Franchisee
shall CCTV Renton-owned sewer and storm drain lines and privately owned sewer and storm
drain lines connected to the City system within the Right-of-Way or utility easement, on the
boring route following completion of the boring work and prior to activating the facility being
constructed to verify that these Renton-owned lines were not damaged by the boring work.
Upon request from Franchisee, Renton may allow for other methods to meet the
requirement as may be approved by Renton as part of permitting.
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9.6 Work Performed — Repair of Damage. Any utility, public or private, that is
damaged by the Franchisee shall be repaired by the Franchisee at no cost to Renton or the
private utility owner.
9.7 Facility Placement:The City reserves the right to limit or exclude Franchisee's
access to a specific route, Right-of-Way or other location when, in the judgment of the
Administrator or designee, there is inadequate space (including but not limited to
compliance with ADA clearance requirements and maintaining a clear and safe passage
through the Rights-of-Way), a pavement cutting moratorium, unnecessary damage to public
property, public expense, inconvenience, interference with City utilities, inabilityto achieve
utility separation (unless otherwise approved on a case-by-case basis), or as otherwise
reasonably determined by the Administrator or designee. The decision of the Administrator
for Facility Placement is final and not subject to administrative appeal.
9.8 Lateral Su�port — Duty to Not Impair: Whenever Work on Facilities have
caused or contributed to a condition that in the City of Renton's sole determination will or
has substantially impair the lateral support of the Franchise Area, Renton may direct
Franchisee, at Franchisee's sole expense,to take such actions as are reasonably necessary
within the Franchise Area to repair and/or not impair the lateral support. If Franchisee fails
or refuses to take prompt action, or if an emergency situation requires immediate action,
Renton may enter the Franchise Area and take any action necessary to protect the public,
any Public Way, Public Property, and Rights-of-Way, and Franchisee shall be liable to
Renton for all costs, fees, and expenses resultingfrom that necessary action in accordance
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ORDINANCE N0.
with sections 5.7, 5.8, and 5.9. This provision shall survive the expiration, revocation or
termination of this Franchise for a period of five (5)years.
9.9 Limits on Construction: No park, public square, golf course, street Rights-of-
Way or public place of like nature shall be bored, trenched, excavated or damaged by
Franchisee if there is a substantially equivalent alternative.The determination of there being
a substantially equivalent alternative shall be at the sole determination of Renton.
9.10 Bond Requirement: Before undertaking any of the Work authorized by this
Franchise, as a condition precedent to the Renton's issuance of any permits, Franchisee
shall, upon the Renton's request, furnish a bond executed by Franchisee and a corporate
surety authorized to operate a surety business in the State of Washington, in such sum as
may be set and approved by Renton as sufficient to ensure performance of Franchisee's
obligations under this Franchise. Franchisee shall post a performance bond in the amount
of one hundred thousand dollars ($100,000) that shall remain in effect for the term of this
Franchise. The bond shall be conditioned so that Franchisee shall observe all the
covenants, terms, and conditions and shall faithfully perform all of the obligations of this
Franchise, and to repair or replace any defective Work or materials discovered in the
Franchise Area. The bond shall ensure the faithful performance of Franchisee's obligations
under the Franchise, including, but not limited to, Franchisee's payment of any penalties,
claims, liens, or fees due Renton that arise by reason of the operation, construction, or
maintenance of the Facilities within the Franchise Area. Franchisee shall pay all premiums
or other costs associated with maintainingthe bond.Additionally, if Renton determines that
the performance bond is inadequate to ensure Franchisee's performance of a project,
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Franchisee shall post any additional bonds required to guarantee performance by
Franchisee in accordance with the conditions of any permits and/orthe requirements of this
Franchise. In lieu of a separate bond for routine individual projects involving work in the
Franchise Area, Franchisee may satisfy Renton's bond requirements by posting a single on-
going performance bond in an amount approved by Renton.
9.11 Workmanship:All Work done by Franchisee or at Franchisee's direction or on
its behalf, including all Work performed by contractors of any tier, shall be considered
Franchisee's Work and shall be undertaken and completed in a workmanlike manner and in
accordance with the descriptions, plans and specifications Franchisee provided to Renton,
and be warranted for at least two (2) years. Franchisee's activities (including work done at
Franchisee's direction or on its behalf) shall not damage or interfere with other franchises,
licenses, public or private utilities, or other structures, or the Franchise Area, and shall not
unreasonably interfere with public travel, park uses, other municipal uses, adjoining
property, and shall not endanger the safety of or injure persons and property. Franchisee's
Work shall comply with all applicable Laws.
9.12 Material and Installation Methods: As a condition of receiving the privilege to
Work within the Franchise Area, Franchisee shall assume full responsibility for using
materials and installation methods that are in full compliance with City standards and shall
verify this by the submittal of documentation of materials and testing reports when
requested by Renton. All costs for performing on-site testing, such as compaction tests,
shall be borne by Franchisee.
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9.13 Damage During Work: In case of any damage caused by Franchisee, or by
Franchisee's Facilities to Franchise Area, Franchisee agrees to repair the damage to
conditions that meet or exceed City standards, at its own cost and expense. Franchisee
shall, upon discovery of any such damage, immediately notify Renton per Section XXV.
Renton will inspect the damage, and set a time limit for completion of the repair. If Renton
discovers damage caused by Franchisee to the Franchise Area at any point in time, Renton
will give Franchisee notice of the damage and set a reasonable time limit in which
Franchisee must repair the damage. In the event Franchisee does not make the repair as
required in this section, Renton may repair the damage, to its satisfaction, at Franchisee's
sole expense, billed in accordance with sections 5.7, 5.8, and 5.9.
9.14 Member of Locator Service: Franchisee shall continuously be a member ofthe
State of Washington one number locator service under RCW 19.122 (Underground Utilities),
oran approved equivalent,and shallcomplywith allapplicable Laws. Priorto doinganywork
in the Rights-of-Way, the Franchisee shall follow established procedures, including
contactingthe Utility Notification Center in Washington and complywith allapplicable State
statutes regarding the One Call Locator Service pursuant to Chapter 19.122 RCW. Further,
upon request, by the City or a third party, Franchisee shall locate its Facilities consistent
with the requirements of Chapter 19.122 RCW. The City shall not be liable for any damages
to Franchisee's Facilities or for interruptions in service to Franchisee's customers that are a
direct result of Franchisee's failure to locate its Facilities within the prescribed time limits
and guidelines established by the One Call Locator Service regardless of whether the City
issued a permit.
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ORDINANCE N0.
9.15 Restoration Requirements: Franchisee shall, after Work on any of
Franchisee's Facilities within the Franchise Area, restore the surface of the Franchise Area
and any other property within the Franchise Area which may have been disturbed or
damaged by such Work.All restoration of Rights-of-Way, sidewalks and other improvements
or amenities shall conform to RMC 9-7 (Road, Bridge And Municipal Construction
Standards), RMC 9-10-11 (Trench Restoration And Street Overlay Requirements) and City of
Renton Standard Details in effect at that time, and must be warranted for at least two (2)
years. Restoration shall include all landscaping, irrigation systems and trees. Renton shall
have final approval of the condition of the Franchise Area after restoration pursuant to
applicable Laws, as they exist or may be amended or superseded, provided that such
provisions are not in conflict or inconsistent with the express terms and conditions of this
Franchise.
9.16 Surve� Monuments: All survey monuments which are disturbed or displaced
by Franchisee in its performance of any work under this Franchise shall be referenced and
restored by Franchisee, in accordance with WAC 332-120 (Survey Monuments—Removal or
Destruction), and other applicable Laws.
9.17 Failure to Restore: If it is determined that Franchisee has failed to restore the
Franchise Area in accord with this section, Renton shall provide Franchisee with written
notice including a description of actions Renton believes necessaryto restore the Franchise
Area. If Franchisee fails to restore the Franchise Area in accord with Renton's notice within
thirty(30) days of that notice, or such other period of time that is mutually agreed consistent
with Section XVII, Renton, or its authorized agent, may restore the Franchise Area at
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ORDINANCE N0.
Franchisee's sole and complete expense in accordance with sections 5.7, 5.8, and 5.9.The
failure by Franchisee to complete such repairs shall be considered a breach of this
Franchise and is subject to remedies by the City pursuant to Section XVII of this Agreement.
The privilege granted under this section shall be in addition to others provided by this
Franchise.
9.18 Separate Permit A�proval Needed For New Telecommunications Lines: The
limited privileges granted under this Franchise shall not convey any privilege to Franchisee
to install any new telecommunications lines or Facilities without Renton's express prior
written consent in the form of a permit(s) as provided for in this Section IX.
SECTION X. Coordination and Shared Excavations
10.1 Coordination: The Parties shall make reasonable efforts to coordinate any
Work that either Party may undertake within the Franchise Area to promote the orderly and
expeditious performance and completion of such Work, and to minimize any delay or
hindrance to any construction work undertaken by themselves or utilities within the
Franchise Area. At a minimum, such efforts shall include reasonable and diligent efforts to
keep the other Party and other utilities within the Franchise Areas informed of its intent to
undertake Workthrough regularlyscheduled meetings. Franchisee and Renton shallfurther
each exercise its best efforts to minimize any delay or hindrance to any construction work
either may undertake within the Franchise Area. Any associated costs caused by any
construction delays to Renton or to any contractor working for Renton due to Franchisee's
failure to submit and adhere to Franchisee's plans and schedule in relocating or installing
Franchisee facilities shall be the sole responsibility of Franchisee. Franchisee shall, at
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ORDINANCE N0.
Renton's request, also attend construction meetings pertaining to performance of Work
within the Franchise Area and shall designate a contact person to attend such meetings.
10.2 Joint Use Trenches: If Franchisee or Renton shall cause excavations to be
made within the Franchise Area, the Party causing such excavation to be made shall afford
the other, upon receipt of a written request to do so, an opportunity to use such excavation,
provided that: (a) such joint use shall not unreasonably delay the work of the Party causing
the excavation to be made; and (b) such joint use shall be arranged and accomplished on
terms and conditions satisfactoryto both Parties.
10.3 Joint Use Policies: Concerningthe Franchise Area, duringthe Franchise Term,
Renton may adopt policies which encouragejoint use of utilityfacilities within the Franchise
Area. Franchisee shall cooperate with Renton and explore opportunities for joint use of the
Franchise Area utility facilities that are consistent with applicable Laws and prudent utility
practices.
SECTION XI. Hazardous Materials
11.1 Written A�proval Required: In maintaining its Facilities (including, without
limitation, vegetation management activities), Franchisee shall not apply any Hazardous
Substance, pesticide, herbicide, or other hazardous material within the Franchise Area
without prior written approval of Renton. Renton will not unreasonably withhold approval,
but such application must be in conformance to the aquifer protection regulations of Renton
then in place. If Franchisee shall first obtain Renton's approval to apply a specific product
in accordance with a defined procedure on an ongoing basis throughoutthe Franchise Area,
it shall not thereafter be necessary for Franchisee to obtain Renton's approval on each
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ORDINANCE N0.
occasion such product is applied in accordance with such procedure unless such specified
product becomes subject to increased regulatory requirements or prohibitions. Franchisee
shall notify Renton of any accident by Franchisee involving Franchisee's use of Hazardous
Substances within the Franchise Area.
11.2 Release of Hazardous Substance:
a. Upon notice or discovery of a significant release of any Hazardous Substance
caused by Franchisee or expressly authorized by Franchisee to occur upon the
Franchise Area and Facilities covered by this Franchise, that does not constitute an
"emergency" subject to Section XII of this Agreement, Franchisee shall notify Renton
within twenty-four (24) hours of discovery.
b. If the encountered or suspected Hazardous Substances are not the result of
the acts or omissions of Franchisee, Renton shall, at its own expense, determine if
the material is hazardous, in accordance with applicable Laws.
i. If the material is found to be hazardous, Renton shall, at its own
expense, if possible, remove, dispose, or otherwise handle such Hazardous
Substances, as necessary, in accordance with applicable Laws.
ii. If Hazardous Substances are removed, Renton also shall provide
substitute nonhazardous substance(s) to replace the removed substance for
Franchisee to use in its operation, if necessary.
iii. Upon approval by Renton to proceed, Franchisee shall proceed with
the operations at its own cost, with no recourse against Renton for the cost of
schedule delays incurred due to the delay in operation.
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c. If the encountered or suspected Hazardous Substances within the Franchise
Area are the result of Franchisee's acts or omissions, Renton's characterization of
the substances involved and any removal, disposal, or other handling costs incurred
in connection with the removal, disposal, or handling of the hazardous substances
will be at Franchisee's sole expense. Franchisee shall be solely responsible for any
expense or cost related to environmental mitigation requirements imposed, by
operation of applicable Laws or otherwise.
SECTION XII. Emergency Work—Extension of Time to Obtain Permit(s)
12.1 In the event of any emergency in which any of Franchisee's Facilities located
in the Rights-of-Way breaks, fall, becomes damaged, or if Franchisee's Facilities are
otherwise in such a condition as to immediately endanger the property, life, health or safety
of any person, entity or the City, Franchisee shall immediately take the proper emergency
measures to repair its Facilities, to cure or remedy the dangerous conditions for the
protection of property, life, health or safety of any person, entity or the City without first
applying for and obtaining a permit as required by this Franchise. (see also section 15.3 of
this Agreement related to Emergency Relocation of Facilities in the event of an emergency
not related to Franchisee)
a. This clause 12.1 is not intended, and should not be construed, to relieve
Franchisee from the requirement of obtaining any permits necessary for this
purpose, and Franchisee shall apply for all such permits not later than the next
succeeding day during which the Renton City Hall is open for business.
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b. The City retains the right and privilege to cut, move, or remove any Facilities
located within the Rights-of-Way of the City, as the City may determine to be
necessary, appropriate, or useful in response to any public health or safety
emergency.
c. Franchisee shall provide all necessaryequipment and personnelto safely and
expeditiously repair its facilities and provide all necessary traffic control pursuant to
the most recent edition of the Manual on Uniform Traffic Control Devices (MUTCD) in
effect at the time of the emergency giving rise to the need.
12.2 Franchisee shall immediately and at the first possible time notify the City
according to Section XXV of this Agreement of any emergency or outage that affects, or is
expected to affect, any City customer or City access in any amount.
12.3 The City shall not be liable for any damage to or loss of Facilities within the
Rights-of-Way as a result of or in connection with any public works, public improvements,
construction, grading, excavation, filling, or work of any kind in the Rights-of-Way by or on
behalf of the City, except to the extent caused by the sole negligence or willful misconduct
of the City, its employees, contractors, or agents. The City shall further not be liable to
Franchisee for any direct, indirect, or any other such damages suffered by any person or
entity of any type as a direct or indirect result of the City's actions under this section 12
except to the extent caused by the sole negligence or willful misconduct of the City, its
employees, contractors, or agents.
12.4 Whenever the construction, installation or excavation of Facilities authorized
by this Franchise has caused or contributed to a condition that appears to substantially
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ORDINANCE N0.
impair the lateral support of the adjoining street or public place, or endangers the public, an
adjoiningpublic place, street,electricalortelecommunications utilities,Cityutilities,orCity
property, the Community and Economic Development Administrator or designee, may
direct Franchisee, at Franchisee's own expense, to take reasonable action to protect the
public, adjacent public places, City property or street utilities, and such action may include
compliance within a prescribed time. In the event that Franchisee fails or refuses to
promptly take the actions directed by the City, or fails to fully comply with such directions,
or if emergency conditions exist which require immediate action, before the City can timely
contact Franchisee to request Franchisee effect the immediate repair, the City may access
the Facilities and take such reasonable actions as are necessary to protect the public, the
adjacent streets, City utilities, or street, electrical or telecommunications utilities, or to
maintain the lateral support thereof, or reasonable actions regarded as necessary safety
precautions, and Franchisee shall be liable to the City for the costs thereof.
12.5 Public Service Obligations: Nothing in this section is intended, nor shall it be
construed, as a hindrance to Franchisee's abilityto take such actions as it deems necessary
to discharge its public service obligations in accordance with the laws of the State of
Washington.
12.6 Extraordinar� Costs: Nothing in this section is intended, nor shall it be
construed, as preventing Renton from recovering from Franchisee, if otherwise so entitled
in accordance with applicable Laws, any extraordinary costs in respondingto an emergency
situation involving Franchisee's Facilities.
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SECTION XIII. Records of Installation
13.1 Future Construction Plans: Upon Renton's written request, Franchisee shall
provide to Renton copies of any plans prepared by Franchisee for potential improvements,
relocations and conversions to its Facilities within the Franchise Area; provided, however,
any such plans so submitted shall be for informational purposes only and shall not obligate
Franchisee to undertake any specific improvements within the Franchise Area, nor shall
such plan be construed as a proposal to undertake any specific improvements within the
Franchise Area.
13.2 As-Built Drawin�s: Following the initial construction and installation of
Facilities, Franchisee shall provide the Citywith accurate copies of as-built plans and maps
prepared by Franchisee's design and installation contractors. These plans and maps shall
be provided at no cost to the City, and shall include digital files in AutoCAD, or other industry
standard readable formats that are acceptable to the City and delivered electronically.
Further, Franchisee shall provide such maps within thirty(30) days following a request from
the City. Franchisee shall warrant the accuracy of all plans, maps and as-builds provided to
the City.
13.3 Within thirt�r(30) days of a written request from the Administrator or designee�
Franchisee shall furnish the Cit�r with information sufficient to demonstrate: 1) that the
Franchisee has complied with all applicable requirements of this Franchise; and 2)that any
and all utility taxes due to the City in connection with the Franchisee have been paid.
13.4 All books, records, maps and other documents maintained by Franchisee
with respect to its Facilities within the Rights-of-Way shall be made available for inspection
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ORDINANCE N0.
bythe City at reasonable times and intervals; provided, however,that nothing in this section
13.4 shall be construed to require Franchisee to violate state or federal law regarding
customer privacy, nor shall this section 13.4 be construed to require Franchisee to disclose
proprietary or confidential information without adequate safeguards for its confidential or
proprietary nature.
13.5 Franchisee shall not be required to disclose information that it reasonably
deems to be proprietary or confidential in nature; provided, however, Franchisee shall
disclose such information that is required under applicable law to comply with a utility tax
audit. Franchisee shall be responsible for clearly and conspicuously identifying the work as
confidential or proprietary and shall provide a brief written explanation as to why such
information is confidential and how it may be treated as such under State or Federal law. In
the event thatthe City receives a public records request under Chapter42.56 RCW or similar
law for the disclosure of information Franchisee has designated as confidential, trade
secret, or proprietary, the City shall promptly provide written notice of such disclosure so
that Franchisee can take appropriate steps to protect its interests.
13.6 Disclosure to Third-Parties:
a. Nothing in section 13.4 or 13.5 prohibits the Cityfrom complyingwith Chapter
42.56 RCW or any other applicable law or court order requiring the release of public
records, and the City shall not be liable to Franchisee for compliance with any law or
court order requiring the release of public records. The City shall comply with any
injunction or court order obtained by Franchisee that prohibits the disclosure of any
such confidential records; however, in the event a higher court overturns such
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ORDINANCE N0.
inunction or court order and such higher court action is or has become final and non-
appealable, Franchisee shall reimburse the City for any fines or penalties imposed
for failure to disclose such records as required hereunder within sixty (60) days of a
request from the City.
b. Disclosure to Third Parties: Any drawings and/or information concerning the
location of Franchisee's Facilities provided by Franchisee shall be used by Renton
solely for management of the Franchise Area. Renton shall take all prudent steps
reasonably necessary to prevent unnecessary disclosure or dissemination of such
drawings, maps, records and/or information to any Third-Party without the prior
notice to Franchisee, unless the Third-Party is an authorized governmental entity of
any tier or a public records requestor. Renton will provide Franchisee with notice of
any public records request for Franchisee paperwork as soon as reasonably
practicable.
13.7 Design Locates: Upon Renton's written request, or in connection with the
design of any public works project, including any public utility whether provided by Renton
or another utility district, Franchisee shall field verify and mark the location of its
underground Facilities within the Franchise Area
13.8 Utility Locates: Notwithstanding the foregoing, nothing in this section is
intended (nor shall be construed)to relieve either Party of their respective obligations arising
under applicable Laws with respect to determining the location of utility facilities.
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ORDINANCE N0.
SECTION XIV. Undergrounding of Facilities
14.1 Undergrounding Required for New Facilities: Pursuant to regulation under
RMC 4-6-090.0 (Applicability), as those regulations may be amended or revised, all new
Facilities installed within the Franchise Area during the term of this Franchise shall be
located underground, consistent with the RMC, unless it is unfeasible in Renton's
reasonable estimation for it to be done; provided that installation of wires, cables, conduits
and similar equipment will be permitted and installed pursuant to the provisions of any
applicable Laws, and subject to and accordance with any applicable Tariffs on file with the
WUTC. In areas where all existing telecommunications and cable facilities are located
above ground within a one (1) mile horizontal distance from all elements of the proposed
project, Franchisee may install its Facilities above ground. Any new Facilities to be located
above ground shall be placed on existing utility poles. No new utility poles shall be installed
in connection with placement of new above ground Facilities.
SECTION XV. Relocation of Franchisee Facilities
15.1 Relocation Required: Renton shall have prior and superior right to the use of
the Franchise Area for the construction, installation, maintenance replacement, expansion
and repair of its roadways, utilities, improvements and infrastructure, and capital
improvement projects, and should any conflict arise with Renton facilities, Franchisee shall,
at its own cost and expense, conform to Renton's utilities, improvements and infrastructure
and capital improvement projects, provided that, whenever Renton or a partner agency
undertakes any public works improvementwithin the Franchise Area, and such public works
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improvement necessitates the relocation of Franchisee's then existing Facilities within the
Franchise Area, Renton shall:
a. Provide Franchisee with reasonable prior notice of Renton's intent to initiate
a public works improvement, and if applicable, written notice requesting such
relocation; and
b. Provide Franchisee with copies of pertinent portions of Renton's plans and
specifications for such public works improvement; and
c. Provide Franchisee with contact information for the designated City project
manager responsible for the public works improvement project for which all
communication pertaining to the project scope shall be coordinated with unless
directed otherwise by designee or otherwise required by this Franchise.
15.2 Franchisee Relocation Plans: Unless a longer period is specified by the City
project manager,within 60 days of receipt of such notice and such plans and specifications,
as identified in section 15.1, Franchisee shall:
a. Provide the City with a designated Franchisee project manager to be the sole
contact point for all communication pertaining to the project scope unless directed
otherwise by designee or required by this Franchise.
b. Submit to the City's project manager the Franchisee plan drawings for the
relocation of the Franchisee Facilities in advance of the preparation of the City's final
plans and specifications for incorporation into the City's construction plans.
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c. Submit to the City's project manager a proposed construction schedule for
review and approval. The City's project manager and Franchisee's project manager
shall coordinate the schedule in reasonable and good faith.
15.3 Franchisee Relocation Work:
a. City project manager shall provide Franchisee project manager a written
notice to proceed. The relocation completion date will be included in the City's
written request for said relocation to Franchisee.
b. To prevent delay to the City's project, upon receipt of notice per 15.3.a,
Franchisee shall complete the relocation work as per the schedule in 15.2.c, unless
otherwise agreed upon bythe City's project manager.
c. Franchisee shall relocate such Facilities within the Franchise Area at no
charge to the City, except that if the City pays for or reimburses the relocation costs
of another telecommunications utility, under materially identical circumstances, it
shall pay for or reimburse a proportionate share of Franchisee's relocation costs.
Franchisee shall be solely responsible for any associated cost caused by any
construction delays to the City's project due to Franchisee's failure to comply with
Franchisee's plans and schedule in relocating or installing Franchisee's Facilities in
accordance with sections 15.8 through 15.11.
15.4 Emergency Relocation of Facilities: In the event an emergency posing a threat
to public safety or welfare that is not related to a release of hazardous materials or
substances requires the relocation of Franchisee's Facilities within the Franchise Area,
Renton shall give Franchisee notice of the emergency as soon as reasonably practicable.
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Upon receipt of notice, Franchisee shall respond as soon as reasonably practicable to
relocate the affected Facilities, at Franchisee's sole expense. See also section 12.1 of this
Agreement.
15.5 Third-Party Construction: Whenever any person or entity, other than Renton
or its partner agency(ies) requires the relocation of Franchisee's Facilities to accommodate
the work of such person or entity within the Franchise Area; or, Renton requires any Third-
Party to undertake work (other than work undertaken at Renton's cost and expense) within
the Franchise Area and such work requires the relocation of Franchisee's Facilities within
the Franchise Area, Franchisee may condition 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.
15.6 Third-Party Construction of Public Utility Improvement Project:Any condition
or requirement imposed by Renton upon any Third-Party (including, without limitation, any
condition or requirement imposed pursuant to any contract or in conjunction with approvals
or permits obtained pursuant to any zoning, land use, construction or other development
regulation) which requires the relocation of Franchisee's Facilities within the Franchise
Area, then Franchisee shall relocate its Facilities; provided, however, in the event Renton
reasonably determines and notifies Franchisee that the primary purpose of imposing such
condition or requirement upon such Third-Party is to cause or facilitate the construction of
a public works project to be undertaken within a segment of the Franchise Area on Renton's
behalf and consistent with Renton's Capital Investment Program or its Transportation
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Improvement Program; or the Transportation Facilities Program, then only those costs and
expenses incurred by Franchisee in reconnecting such relocated Facilities with
Franchisee's other Facilities shall be paid to Franchisee by such Third-Party, and Franchisee
shall otherwise relocate its Facilities within such segment of the Franchise Area in
accordance with subsection 15.1.
15.7 Alternatives: As to any relocation of Franchisee's Facilities whereby the cost
and expense is to be borne by Franchisee, Franchisee may, after receipt of written notice
requesting such relocation, submit in writing to Renton alternatives to relocation of its
Facilities.
a. Upon Renton's receipt from Franchisee of such written alternatives, Renton
shall evaluate such alternatives and shall advise Franchisee in writing if one or more
of such alternatives are suitable to accommodate the work which would otherwise
necessitate relocation of Franchisee's Facilities.
b. In evaluating such alternatives, Renton shall give each alternative proposed
by Franchisee fair consideration with due regard to all facts and circumstances
which bear upon the practicality of relocation and alternatives to relocation. If
Renton determines that such alternatives are not appropriate, Franchisee shall
relocate its Facilities as provided in subsection 15.1.
c. The City may seek reimbursement from Franchisee for all costs associated
with evaluation and implementation of proposed alternatives. Costs shall be related
to implementation, but is not limited to, redesign, construction cost increases and
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any contractor(s) change orders or claims for delays or damages. All costs shall be
reimbursed in accordance with sections 5.7 through 5.9.
15.8 Non-Franchise Area: Nothing 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.
15.9 Indemnity for Del�: Franchisee shall indemnify, hold harmless, and pay the
costs of defending Renton against any and all Third-Party actions, claims, damages,
liabilities, or suits for delays on Renton's construction projects arising from or caused by
Franchisee's failure to remove or relocate it Facilities in a timely manner,though Franchisee
shall not be liable for damages due to delays that were out of Franchisee's reasonable or
expected control.
15.10 Contractor Delay Claims: If Franchisee breaches its obligations under
Chapter 19.122 RCW to properly locate its Facilities or breaches its obligations under this
section with respect to relocating its Facilities, and to the extent such breach causes a delay
in the work being undertaken by the City of Renton s third party contractor(s)that result in a
claim by the third party contractor(s) for costs, expenses and/or damages that are directly
caused by such delay and are legally required to be paid by the City (each, a "Contractor
Delay Claim"), the City may at its sole option:
a. Tender the Contractor Delay Claim to Franchisee for defense and
indemnification in accordance with section 15.10; or
b. Require that Franchisee reimburse the City for any such costs, expenses,
and/or damages that are legally required to be paid by the City to its third party
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contractor(s) as a direct result of the Contractor Delay Claim; provided that, if the
City requires reimbursement by Franchisee under this section 15.8.b, the City shall
first give Franchisee written notice of the Contractor Delay Claim.
15.11 Failure to Remove or Relocate Facilities: If Franchisee fails, neglects, or
refuses to remove or relocate its Facilities as directed by the City following the procedures
outline in this section XV, then after fifteen (15) days' notice to Franchisee, the City may
perform such work or cause it to be done, and the City's costs shall be paid by Franchisee
pursuant to sections 5.7, 5.8, and 5.9.
15.12 Survival: The provisions of this Section XV shall survive the expiration or
termination of this Franchise during such time as Franchisee continues to have Facilities in
the Rights-of-Way.
SECTION XVI.Abandonment and Discontinuance of Franchisee's Facilities
16.1 Notification: Franchisee shall notify Renton of any abandonment or cessation
of use of any of its Facilities within sixty (60) days after such abandonment or cessation of
use. Franchisee shall notify the City in writing for such planned abandonment or cessation
and include a site plan showing all Facilities, including respective size and material type,
planned for abandonment or cessation. Any plan for abandonment or removal of
Franchisee's Facilities within the Franchise Area must be first approved in writing by the
Administrator, or designee. Unless otherwise determined acceptable, for any Facility
Franchisee is authorized to abandon, the Franchisee shall remove all wire and associated
appurtenances. Franchisee covenants and agrees that for any request for abandonment or
cessation,the City may elect to take ownership of the Facilities. In such case the City elects
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to take ownership of the Facilities, the City shall prepare a Bill of Sale (BOS) for Franchisee
to review and sign within thirty(30) days.
16.2 Removal: In the event of Franchisee's abandonment or permanent cessation
of use of any portion of its Facilities, or any portion of the Franchised Area, Franchisee shall,
within one hundred and twenty (120) days after the abandonment or permanent cessation
of use, remove the Facilities at Franchisee's sole expense. However, with Renton's express
written consent, Franchisee may, at Franchisee's sole cost and expense, secure the
Facilities in such a manner as to cause itto be as safe as is reasonably possible, by removing
all lines, conduits and appurtenances, in compliance with all Laws, and abandon them in
place, provided that any above ground Facilities shall be removed at Franchisee's sole
expense.
16.3 Restoration: In the event of the removal of all or any portion of the Facilities,
to the extent reasonably possible, Franchisee shall restore the Franchise Area in
accordance with the Trench Restoration and Street Overlay requirements as it exists or may
be amended. Such restoration work shall be done at Franchisee's sole cost and expense
and to Renton's reasonable satisfaction. If Franchisee fails to remove or secure the
Facilities and/or fails to restore the premises or take such other mutually agreed upon
action, Renton may, after reasonable notice to Franchisee, remove the Facilities, restore the
premises or take such other action as is reasonably necessary at Franchisee's sole expense
and Renton shall not be liable for any damages, losses or injuries. This remedy shall not be
deemed to be exclusive and shall not prevent Renton from seeking a judicial order directing
Franchisee to remove its Facilities.
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16.4 Administrative or Abandonment Fees: Renton's consent to Franchisee's
abandonment of Facilities in place shall not relieve Franchisee ofthe obligation and/or costs
to remove, alter or re-secure such Facilities in the future in the event it is reasonably
determined, as adjudged in Renton's sole discretion,that removal, alteration or re-securing
the Facilities is necessary or advisable for the health, safety, necessity and/or convenience
of the public, in which case Franchisee shall perform such work its sole expense.
16.5 Survival of Provisions: The Parties expressly agree that the provisions of this
section shall survive the termination, expiration, or revocation of this Franchise.
SECTION XVII. Termination,Violations, and Remedies
17.1 Termination: If either Party provides notice in accordance with Section XXV of
this Agreement that it does not wish to renew, extend and/or continue the Franchise, this
Franchise shall be terminated as of the expiration date described in Section IV.
17.2 Termination by Breach: If Franchisee materially breaches or otherwise fails to
perform, comply with any of the terms and conditions of this Franchise, or fails to maintain
any required license, permit or approval, and fails to cure such breach orfailure within thirty
(30) days of Renton providing Franchisee with written notice specifying with reasonable
particularity the nature of any such alleged breach or failure, or, if not reasonably capable
of being cured within thirty (30) days, within such other reasonable period of time as the
Parties may agree upon, Renton mayterminate this Franchise, without any penalty, liability,
cost or damages.
17.3 City Council Termination: This Franchise shall not be terminated prior to the
expiration date of this Franchise except upon a majority vote of the City Council, after
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reasonable notice to Franchisee (which notice shall be given at least thirty(30) days before
the hearing) and an opportunity to be heard, provided that if exigent circumstances
necessitate immediate termination, the hearing may be held as soon as possible after the
termination.
17.4 Discontinue Operations:
a. Ifthe Franchise is terminated, Franchisee shall immediately discontinue operation
of Facilities through the Franchise Area.
b. In such circumstances, either Party may invoke the dispute resolution provisions
in Section XVIII. Alternatively, either Party may elect to seek relief directly in the United
States District Court for the Western District of Washington, in Seattle, Washington, or in
the King County Superior Court for the State of Washington at the Maleng Regional Justice
Center, Kent, Washington, in which case the dispute resolution requirements shall not be
applicable. Once Franchisee's privilege has terminated, Franchisee shall comply with
Franchise provision regarding removal and/or abandonment of Facilities.
17.5 Renton Retains Right for Action: Renton's failure to exercise a particular
remedy at any time shall not waive Renton's right to terminate, assess penalties, or assert
any equitable or legal remedy for any future breach or default by Franchisee.
17.6 Franchisee Liability and Obligation: Termination shall not release Franchisee
from any liability or obligation with respect to any matter occurring prior to such termination,
and shall not release Franchisee from any obligation to remove and secure its Facilities and
to restore the Franchise Area.
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17.7 Injunctive Relief: The Parties acknowledge that the covenants set forth in this
Franchise are essential to this Franchise, and, but for the mutual agreements of the Parties
to comply with such covenants, the Parties would not have entered into this Franchise. The
Parties further acknowledge that they may not have an adequate remedy at law if the other
Partyviolates such covenant.Therefore,the Parties shall have the right to obtain in any court
of competent jurisdiction injunctive relief to restrain any breach or threatened breach, or to
specifically enforce any of the Franchise covenants should the other Party fail to perform
them.
17.8 Except as limited by Section XIX"Arbitration.,,The City may elect,without any
prejudice to any of its other legal rights and remedies, to obtain an order from the superior
court having jurisdiction compelling Franchisee to comply with the provisions of the
Franchise and to recover damages and costs incurred by the City by reason of Franchisee's
failure to comply. In addition to any other remedy provided herein,the City reserves the right
to pursue any remedy to compel or force Franchisee and/or its successors and assigns to
comply with the terms hereof, and the pursuit of any right or remedy by the City shall not
prevent the City from thereafter declaring a forfeiture or revocation for breach of the
conditions herein. Provided, further, that by entering into this Franchise, it is not the
intention of the City or Franchisee to waive any other rights, remedies, or obligations as
otherwise provided by law equity,or otherwise, and nothing contained here shall be deemed
or construed to effect any such waiver.
17.9 If Franchisee shall violate, or fail to comply with any of the provisions of this
Franchise, or should it fail to heed or comply with any notice given to Franchisee under the
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provisions of this Franchise, the City shall provide Franchisee with written notice specifying
with reasonable particularity the nature of any such breach and Franchisee shall undertake
all commercially reasonable efforts to cure such breach within thirty(30) days of receipt of
notification. If the parties reasonably determine the breach cannot be cured within(30)thirty
days, the City may specify a longer cure period, and condition the extension of time on
Franchisee's submittal of a plan to cure the breach within the specified period,
commencement of work within the original thirty (30) day cure period, and diligent
prosecution of the work to completion. If the breach is not cured within the specified time,
or Franchisee does not complywith the specified conditions,the City may, at its discretion,
(1) revoke this Franchise with no further notification, or(2) claim compensatory damages of
two hundred fifty dollars ($250) per day or(3) pursue other remedies as described in section
17.9 above. Liquidated damages described in this section 17.10 shall not be offset against
any sums due to the City as a tax or reimbursement pursuant to code or this Franchise.
17.10 Non-Waiver: The Failure of the Cityto insist upon strict performance of any of
the covenants and agreements of this Franchise or to exercise any option herein conferred
in any one or more instances, shall not be construed to be a waiver or relinquishment of any
such covenants, agreements or option or any other covenants, agreements or option.
SECTION XVIII. Dispute Resolution
18.1 Notice of Default: If there is any alleged default as to performance under this
Franchise, Renton shall notify Franchisee in writing, stating with reasonable specificity the
nature of the alleged default. Within ten (10) days of its receipt of such notice, Franchisee
shall provide a written response to Renton acknowledging receipt of notice and stating
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Franchisee's response. Franchisee has thirty(30) days ("cure period") from the date of the
notice's mailingto:
a. Respond to Renton, contesting Renton's assertion(s) as to the dispute or any
alleged default and requesting a meeting in accordance with subsection 18.2; or
b. Cure the alleged default; or
c. Notify Renton if Franchisee cannot cure the alleged default within thirty (30)
days, due to the nature of the default. Notwithstanding such notice, Franchisee shall
promptly take all reasonable steps to begin to cure the alleged default and notify
Renton in writing and in detail as to the actions that Franchisee will take and the
projected completion date. In such case, Renton may set a meeting in accordance
with subsection 18.2.
18.2 Meetin : If any alleged default is not cured or if a subsection 18.1 meeting is
requested, Renton shall promptly schedule a meeting between the Parties to discuss the
alleged default. Renton shall notify Franchisee of the meeting in writing and the meeting
shall take place not less than ten (10) days after Franchisee's receipt of notice of the
meeting. Each Party shall appoint a representative who shall attend the meeting, represent
their party's interests, and who shall exercise good faith to reach an agreement on any
alleged default and/or any corrective action to be taken. Any dispute (including any dispute
concerning the existence of or any corrective action to be taken to cure any alleged default)
that is not resolved within ten (10) days following the conclusion of the meeting shall be
referred by the Parties' representatives in writing to the Parties' senior management for
resolution. If senior management is unable to resolve the dispute within twenty(20) days of
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referral (or such other period as the Parties may agree upon), each Party may pursue
resolution of the dispute through Section XIX, Arbitration, of this Franchise. All negotiations
pursuant to these procedures for the resolution of disputes shall be confidential and shall
be treated as compromise and settlement negotiations for purposes ofthe state and federal
rules of evidence.
18.3 Additional Resolution Options: If, at the conclusion of the steps provided for
in subsections 18.1 and 18.2 above, Renton and Franchisee are unable to settle the dispute
or agree upon the existence of a default or the corrective action to be taken to cure any
alleged default, Renton or Franchisee (as Franchisee may have authorityto do so) may:
a. Take any enforcement or corrective action provided for by Law, including the
city code; provided such action does not conflict with this Franchise's provisions;
and/or
b. Demand arbitration, pursuant to Section XIX below,for disputes arising out of
or related to Sections III, Grant of Franchise (or such other sections with respect to
the existence of conflicts or inconsistencies with the express terms and conditions
of this Franchise and any applicable Laws); XIII, Records of Installation; XIV,
Undergrounding of Facilities (except as preempted by WUTC authority); and XV,
Relocation of Franchisee Facilities (excluding project delay claims exceeding thirty
thousand dollars ($30,000)) of this Franchise (the "Arbitration Claims"); and/or
c. By ordinance, declare an immediate forfeiture of this Franchise for a breach
or default of any material, non-Arbitration Claims, obligations under this Franchise;
and/or
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d. Take any action to which it is entitled under this Franchise or any applicable
Laws.
18.4 Continuation of Obligations: Unless otherwise agreed by Renton and
Franchisee in writing, Renton and Franchisee shall, continue to perform their respective
obligations under this Franchise during the pendency of any dispute.
SECTION XIX. Arbitration
19.1 Rules and Procedures: The Parties agree that any dispute, controversy, or
claim arising out of or relating to Arbitration Claims, shall be referred for resolution to the
American Arbitration Association in accordance with the rules and procedures in force at
the time of the submission of a request for arbitration.
19.2 Discovery:The arbitrators shall allow appropriate discoveryto facilitate a fair,
speedy and cost-effective resolution of the dispute(s). The arbitrators shall reference the
Washington State Rules of Civil Procedure then in effect in setting the scope and timing of
discovery. The Washington State Rules of Evidence shall apply. The arbitrators may enter a
default decision against any Party who fails to participate in the arbitration proceedings.
19.3 Compensatory Dama es: The arbitrators may award compensatory
damages., including consequential damages. Such damages may include, but shall not be
limited to: all costs and expenses of materials, equipment,supplies, utilities, consumables,
goods and other items; all directly related costs and expenses of any staff; all costs and
direct expenses of any labor (including, but not limited to, labor of contractors of any tier);
all pre-arbitration costs and expenses of consultants, attorneys, accountants, professional
and other services, as outlined in section 19.5 below; and all taxes, insurance, interest
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expenses, directly related overhead and general administrative costs and expenses, and
other costs and expenses of any kind incurred in connection with the dispute.The arbitrator
may award equitable relief in those circumstances where monetary damages would be
inadequate.
19.4 Award: Any award by the arbitrators shall be accompanied by a written
opinion setting forth the findings of fact and conclusions of law relied upon in reaching the
decision. The award rendered by the arbitrators shall be final, binding and non-appealable,
and judgment upon such award may be entered by any court of competentjurisdiction.
19.5 Each Party's Costs: Except as provided in subsection 19.7 below, see each
Party shall pay the fees of its own attorneys, expenses of witnesses, and all other expenses
and costs in connection with the presentation of such Party's case including, without
limitation, the cost of any records, transcripts or other things used by the Parties for the
arbitration, copies of any documents used in evidence, certified copies of any court,
property or city documents or records that are placed into evidence by a Party.
19.6 Arbitration Costs: Except as provided in subsection 19.7 below,the remaining
costs of the arbitration, includingwithout limitation,fees of the arbitrators, costs of records
or transcripts prepared for the arbitrator's use in the arbitration, costs of producing the
arbitrator's decision and administrative fees shall be borne equally by the Parties.
19.7 Costs for Multiple Arbitrations: Notwithstanding the foregoing subsections
19.5 and 19.6, in the event either Party is found during the term of this Franchise to be the
prevailing party in anytwo(2) arbitration proceedings brought by such party pursuantto this
Section XIX, then such party shall be entitled to recover all reasonably incurred Costs,
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including attorneys' fees, for any subsequent arbitration brought by them in which they are
found to be the prevailing party.
19.8 Transcript Costs: In the event a Party makes a copy of an arbitration
proceeding transcript for its use in writing a post-hearing brief, or an arbitration decision
copyto append to a lawsuit to reduce the award tojudgment, etc., then that Party shall
bear the cost, except to the extent such cost might be allowed by a court as court costs.
SECTION XX.Alternative Remedies
20.1 No provision of this Franchise shall be deemed to bar the right of Renton or
Franchisee to seek or obtain judicial relief from a violation of any Franchise provision or any
rule, regulation, requirement or directive promulgated for non-Arbitration Claims. Neither
the existence of other Franchise remedies nor the use of such remedies shall bar or limit the
right of Renton or Franchisee to recover monetary damages forviolations bythe other Party,
or to seek and obtain judicial enforcement of the other Party's obligations by means of
specific performance, injunctive relief or mandate, or any other remedy at law or in equity.
SECTION XXI.Amendments to Franchise
21.1 This Franchise may only be amended by written instrument, signed by the
Parties, specifically stating that it is an amendment to this Franchise and is approved and
executed in accordance with State of Washington laws. Without limitation, and unless
required by any Laws, this Franchise shall govern and supersede and shall not be altered,
limited, supplemented or otherwise amended by any permit, approval, license, agreement
or other document required by or obtained from Renton in conjunction with Franchisee's
exercise or failure to exercise any and all benefits, privileges, obligations or duties in and
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under this Franchise, unless such permit, approval, license, agreement or other document
specifically:
a. References this Franchise; and
b. States that it supersedes this Franchise to the extent it contains terms and
conditions which alter, limit, supplement or otherwise amend the terms and
conditions of this Franchise. In the event of any conflict or inconsistency between
the provisions of this Franchise and the provisions of any such permit, approval,
license, agreement or other document, except as expressly required by Laws and/or
superseded by such permit, approval, license, agreement or other document, the
Franchise provisions shall control.
SECTION XXII. Indemnification
22.1 Renton: In Sections XXII and XXIII, "Renton" means the City of Renton, and its
elected officials, agents, employees, officers, representatives, consultants (of any level),
and volunteers.
22.2 Indemnification by Franchisee: Franchisee shall indemnify, defend, and hold
harmless Renton, from and against any and every Third-Party action, claim, cost, damage,
death, expense, harm, injury, liability, or loss of any kind, in law or in equity, to persons or
property, including reasonable attorneys' and experts'fees and/or costs incurred by Renton
in its defense, arising out of or related to, directly or indirectly, to Franchisee's Work or
abandonment of Facilities,orfrom the existence of Franchisee's Facilities,and the products
contained in, transferred through, any signals or emissions from the Facilities, released or
escaped from the Facilities, includingthe reasonable costs of assessing such damages and
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any liability for costs of investigation, abatement, correction, cleanup, fines, penalties, or
other damages arising under any Laws, including, but not limited to, Environmental Laws,
and any action, claim, cost, damage, death, expense, harm, injury, liability, or loss, to
persons or property which is caused by, in whole or in part, and only to the extent of, the
willfully tortious or negligent acts or omissions of Franchisee or its agents, contractors of
any tier, employees, representatives or trainees related to Franchisee's granted Franchise
privileges. If any action or proceeding is brought against Renton by reason of Franchisee's
Facilities, Franchisee shall defend Renton at Franchisee's sole expense, provided that, for
uninsured actions or proceedings, defense attorneys shall be approved by Renton, which
approval shall not be unreasonably withheld. The terms of this section shall not require
Franchisee to indemnify Renton against and hold harmless Renton from claims, demands
or suits based upon Renton's negligent or willful conduct, and provided further that if the
claims or suits are caused byor resultfrom the concurrent negligence of(a)the Franchisee's
agents, officers, or employees and (b) Renton, this provision with respect to claims or suits
based upon such concurrent negligence shall be valid and enforceable only to the extent of
Franchisee's negligence or the negligence of Franchisee's agents or employees except as
limited in this Franchise.
22.3 Environmental Indemnification: Franchisee shall indemnify,defend,and save
Renton harmless from and against any and every Third-Party action, claim, cost, damage,
death, expense, harm, injury, liability, or loss, either at law or in equity, to persons or
property, including, but not limited to, costs and reasonable attorneys' and experts' fees
incurred by Renton, arising directly or indirectly from: (a) Franchisee's breach of any
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environmental Laws or Laws applicable to the Facilities, or (b) from any release of a
hazardous substance on or from the Facilities, or (c) other activity related to this Franchise
by Franchisee. This indemnity includes, but is not limited to, (a) liability for a governmental
agency's costs of removal or remedial action for Hazardous Substances; (b) damages to
natural resources caused by Hazardous Substances, including the reasonable costs of
assessing such damages; (c) liability for any other person's costs of responding to
Hazardous Substances; (d) liability for any investigation, abatement, correction, cleanup,
costs,fines, penalties, or other damages arising under any Laws; and (e)liabilityfor personal
injury, property damage, or economic loss arising under any statutory or common-law
theory or Laws.
22.4 Title 51 Waiver: Franchisee's indemnification obligations pursuant to this
section shall include assuming potential liability for actions brought by Franchisee's own
employees and the employees of Franchisee's agents, representatives, contractors of any
tier even though Franchisee might be immune under RCW Title 51 from direct suit brought
by such employees. It is expressly agreed and understood that this assumption of potential
liabilityfor actions brought bythe aforementioned persons is limited solelyto claims against
Renton arising by virtue of Franchisee's exercise of the privileges set forth in this Franchise.
The obligations of Franchisee under this section have been mutually negotiated by the
Parties, and Franchisee acknowledges that Renton would not enter into this Franchise
without Franchisee's waiver of immunity. To the extent required to provide this
indemnification and this indemnification only, Franchisee waives its immunity underTitle 51
53
ORDINANCE N0.
RCW as provided in RCW 4.24.115 (Validity of agreement to indemnify against liability for
negligence relative to construction, alteration, improvement, etc.).
22.5 Real Estate Indemnitv: Should a court of competent jurisdiction determine
that this Franchise is subject to RCW 4.24.115, (Validity of agreement to indemnify against
liability for negligence relative to construction, alteration, improvement, etc.), as it exists or
may be amended, then, in the event of liability for damages arising out of bodily injury to
persons or damages to property caused by or resulting from the concurrent negligence of
Franchisee, its officers, officials, employees, and volunteers and/or a contractor of anytier,
or Renton, its elected officials, officers, officials, employees, and volunteers, and or the
contractor,the party's liability shall be only to the extent of that party's negligence.
22.6 Notice: In the event any matter for which Renton intends to assert its rights
under this section is presented to or filed with Renton, Renton shall promptly attempt to
notify Franchisee in accordance with Section XXV of this Franchise, and Franchisee shall
have the privilege, at its election and at its sole costs and expense,to settle and compromise
such matter as it pertains to Franchisee's responsibility to indemnify, defend and hold
harmless Renton. In the event any suit or action is started against Renton based upon any
such matter, Renton shall likewise promptly attempt to notify Franchisee, and Franchisee
shall have the privilege, at its election and at its sole cost and expense, to settle and
compromise such suit or action, or defend the same at its sole cost and expense, by
attorneys of its own election, as it pertains to Franchisee's responsibility to indemnify,
defend and hold harmless Renton. Franchisee's indemnification obligations do not apply to
the extent that Renton fails to provide attempt to notice in accordance with Section XXV of
54
ORDINANCE N0.
this Franchise, and such failure materially prejudices Franchisee or the defense of an
action, claim, cost, damage, death, expense, harm, injury, liability, or loss of any kind.
22.7 Recovery of City Costs: In the event that Renton is required to defend a "suit
or action" and Franchisee refuses to defend and indemnify Renton, as referenced in
subsection 22.2 and Renton is determined to be without fault for the claim or demand giving
rise to such "suit or action," Franchisee shall reimburse Renton for a percentage of Renton's
total defense costs. The percentage of Renton's total defense costs to be reimbursed shall
be a percentage equal to the percentage (if any) of fault attributable to Franchisee for the
claim or demand giving rise to such "suit or action."
22.8 Survival: The provisions of this section shall survive the expiration or
termination of this Franchise if the basis for any such claim, demand, suit or action as
referenced in subsection 22.2 occurred during the Franchise term.
22.9 Negotiated: THE PARTIES HAVE SPECIFICALLY NEGOTIATED SECTION XXII,
INDEMNIFICATION.
SECTION XXIII. Insurance
23.1 Insurance Required: Franchisee shall procure and maintain for the duration
of the Franchise, insurance, or provide evidence of self-insurance, against all claims for
injuries to persons or damages to property which may arise from or in connection with the
exercise of the privileges granted by Franchise to Franchisee. Franchisee shall provide to
Renton an insurance certificate, and/or a certificate of self-insurance, together with a
blanket additional insured endorsement on the general and automotive liability policies,
including Renton as an additional insured as their interest may appear under this Franchise
55
ORDINANCE N0.
upon Franchisee's acceptance of this Franchise, and such insurance certificate shall
evidence the following coverages:
a. Commercial general liability insurance, including but not limited to, blanket
contractual, property damage, premises-operations, explosion, collapse and
hazard, underground hazard (XCU) and products completed hazard, with limits of
five million dollars ($5,000,000) for each occurrence for bodily injury and property
damage and five million dollars ($5,000,000) general aggregate;
b. Commercial automobile liabilitv for owned, non-owned and hired vehicles
with a combined single limit of three million dollars ($3,000,000) each accident for
bodily injury and property damage;
c. Worker's Compensation within statutory limits consistent with the Industrial
Insurance laws of the State of Washington; and
d. Pollution liabilitvwith a limit not less than one million dollars ($1,000,000) for
each occurrence, and two million dollars ($2,000,000) in the aggregate, for pollution
condition arising out of or resulting from the use and occupancy of the premises and
the operations conducted thereon.
23.2 Deductibles: All deductibles shall be the sole responsibility of Franchisee.
The insurance certificate required by this section shall contain a clause stating that
coverage shall apply separately to each insured against whom claim is made or suit is
brought, except with respect to the aggregate limits of the insurer's liability.
23.3 Additional Insured: Renton, its officers, officials, employees, and volunteers
shall be included as an additional insured as their interest may appear under this Franchise
56
ORDINANCE N0.
on the commercial general liability and commercial automobile liability insurance, as
respects work performed by Franchisee and the blanket additional insured endorsement
shall be included with on the certificate of insurance or certification of self-insurance.
23.4 Primary Insurance: Franchisee's insurance shall be primary insurance with
respect to Renton. Any insurance maintained by Renton shall be in excess of Franchisee's
insurance and shall not contribute with it. Franchisee shall give Renton thirty(30) days prior
written notice by certified mail, return-receipt requested, of suspension, cancellation, or
material change in coverage.
23.5 Cancellation: Upon receipt of notice from its insurer(s) Franchisee shall
provide the City of Renton with thirty (30) days prior written notice of cancellation. In the
event of cancellation or a decision not to renew, Franchisee shall obtain and furnish to
Renton evidence of replacement insurance policies meeting the requirements of this
section before the cancellation date.
23.6 Certificates and Endorsements: Franchisee shall furnish Renton with
certificates of insurance evidencing the coverage or self-insurance required by this section
upon acceptance of this Franchise. The certificates and blanket additional insured
endorsement shall be signed by a person authorized by the insurer to bind coverage on its
behalf and must be received and approved by Renton prior to the commencement of any
Work.
23.7 Separate Covera�e: Franchisee's insurance shall contain a clause statingthat
coverage shall apply separately to each insured against whom claim is made or suit is
brought, except with respects to the limits of the insurer's liability.
57
ORDINANCE N0.
23.8 Survival:The indemnity and insurance provisions underSections XXII and XXIII
shall survive the termination of this Franchise and shall continue for as long as Franchisee's
Facilities remain in or on the Franchise Area or untilthe Parties execute a new Franchise that
modifies or terminates these indemnity or insurance provisions.
SECTION XXIV. Discrimination Prohibited
24.1 In connection with this Franchise, including and not limited to all Work, hiring
and employment, neither Franchisee nor its employees, agents, contractor of any tier,
volunteers or representatives shall discriminate on the basis of race, color, sex, religion,
nationality, creed, marital status, sexual orientation or preference, age (except minimum
age and retirement provisions), honorably discharged veteran or military status, or the
presence of any sensory, mental or physical handicap, unless based upon a bona fide
occupational qualification in relationship to hiring and employment, in employment or
application for employment or in the administration of the delivery of services or any other
benefits under this Franchise. Franchisee shall comply fully with all applicable Laws that
prohibit such discrimination. A copy of this language must be made a part of an agreement
with a contractor of any tier.
SECTION XXV. Notice
25.1 Whenever notice to or notification by any Party is required,that notice shall be
in writing and directed to the recipient at the address set forth below. Any notice or
information required or permitted to be given to the Parties underthis Franchise may be sent
to following Addresses unless otherwise specified:
58
ORDINANCE N0.
CityAddress:
City of Renton
ATTN: CED, Development Engineering, Franchise Permits
1055 S Grady Way
Renton,WA 98057
City Contact:
franchisepermitsC�rentonwa.gov
425.430.7240
City Public Works Improvement Project Contact:
As specified in section 15.1.c
Franchisee Address:
135 Lake Street South, Suite 155
Kirkland, WA 98033
legalC�ziply.com
Franchisee Permitting Contact:
Raquel Butler, raquel.butler@ziply.com
Franchisee Emergency Contact:
Ziply Fiber Network Operations Center, 509-823-1886
25.2 If the date for making any payment or performing any act is a legal holiday,
payment may be made or the act performed on the next succeeding business day which is
not a legal holiday.
25.3 The Parties may change the address and representative by providing written
notice of such change by accepted e-mail or certified mail. All notices shall be deemed
complete upon actual receipt or refusal to accept delivery. Facsimile or a .pdf e-mailed
transmission of any signed original document and retransmission of any signed facsimile
transmission shall be the same as delivery of an original document.
59
ORDINANCE N0.
SECTION XXVI. Miscellaneous
26.1 As Is: Franchisee agrees and accepts the Franchise Area in an "as is"
condition. Franchisee agrees that Renton has never made any representations, implied or
express warranties, or guarantees as to the suitability, security or safety of the location of
Franchisee's Facilities or the Franchise Area, or possible hazards or dangers arising from
other uses or users of the Franchise Area, Rights-of Way, Public Property, and Public Ways
including any use by Renton, the general public, or by other utilities. As to Renton and
Franchisee, Franchisee shall remain solely and separately liable for the Work, function,
testing, maintenance, replacement and/or repair of the Facilities or other activities
permitted by this Franchise.
26.2 Assignees and Successors:This Franchise and all of the terms and provisions
shall be binding upon and inure to the benefit of the Parties' respective successors and
assignees.
26.3 Attorneys' Fees: Except as provided in Section XIX, if a suit or other action is
instituted in connection with any controversy arising out of this Franchise, the prevailing
party shall be entitled to recover all of its Costs, including such sum as the court mayjudge
as reasonable for attorneys' fees, costs, expenses and attorneys' fees upon appeal of any
judgment or ruling.
26.4 Conflicts: If there is a conflict between this and any previous Franchise
between the Parties, the terms of this Franchise shall supersede the terms of the previous
Franchise.
60
ORDINANCE N0.
26.5 Contractors (of any tier�: Franchisee's contractors may act on Franchisee's
behalf to the extent that Franchisee permits its contractors to do so. Franchisee is
responsible for ensuring that Franchisee's contractors have every obligation, duty and
responsibility that Franchisee has in discharging its duties related to this Franchise.
Franchisee and Franchisee's contractors shall acquire and maintain a City of Renton
business license in accordance with RMC 5-5 as it exists or may be amended; Franchisee
shall acquire and maintain a business license during the duration of the Franchise while
contractors shall acquire and maintain a business license prior and duringthattime that any
permit is active.
26.6 Eminent Domain:This Franchise shall not preclude a governmental bodyfrom
acquiringthe Franchise Area by lawful condemnation, or Renton from acquiring any portion
of the Facilities by lawful condemnation. In determining the Facilities'value, no value shall
be attributed to the right to occupythe Franchise Area.
26.7 Force Majeure: In the event that Franchisee is prevented or delayed in the
performance of any of its obligations under this Franchise by reason(s) beyond the
reasonable control of Franchisee, then Franchisee's performance shall be excused during
the Force Majeure occurrence. Upon removal or termination of the Force Majeure
occurrence Franchisee shall promptly perform the affected obligations in an orderly and
expedited manner under this Franchise or procure a substitute for such obligation or
performance that is satisfactory to Renton. Franchisee shall not be excused by mere
economic hardship or by misfeasance or malfeasance of its directors, officers or
employees. Events beyond Franchisee's reasonable control include, but are not limited to,
61
ORDINANCE N0.
Acts of God, war, acts of domestic terrorism or violence, civil commotion, labor disputes,
strikes, earthquakes, fire, flood or other casualty, shortages of labor or materials,
government regulations or restrictions and extreme weather conditions. Franchisee shall
use all commercially reasonable efforts to eliminate or minimize any delay caused by a
Force Majeure event.
26.8 Forfeiture and Other Remedies: If Franchisee willfully violates or fails to
comply with any of the Franchise provisions, or through willful or unreasonable negligence
fails to heed or comply with any notice that Renton may give to Franchisee under the
Franchise provisions, at the election of the Renton City Council, this Franchise may be
revoked or annulled after a hearing held upon reasonable notice to Franchisee (which notice
shall be given at least thirty (30) days before the hearing), and upon such revocation, all
privileges conferred under this Franchise shall be forfeited.
26.9 Franchisee's Acceptance: Renton may void this Franchise ordinance if
Franchisee fails to file its unconditional acceptance of this Franchise within thirty(30) days
from the final passage of same by the Renton City Council. Franchisee shall file this
acceptance with the City Clerk of the City of Renton.
26.10 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.
26.11 Jurisdiction and Venue: Any lawsuit or legal action brought by any party to
enforce or interpret this Franchise or any of its terms or shall be in the United States District
Court for the Western District of Washington, in Seattle, Washington, or in the King County
62
ORDINANCE N0.
Superior Court for the State of Washington at the Maleng Regional Justice Center, Kent,
Washington.
26.12 No Duty by Renton: This Franchise neither creates any duty by Renton nor any
of its elected officials, agents, employees or representatives, and no liability arises from any
action or inaction by Renton or any of its elected officials, agents, employees or
representatives in the exercise oftheir powers or authority. Renton is not required to inspect
or guarantee Franchisee's Work. This Franchise is not intended to acknowledge, create,
imply or expand any duty or liability of Renton with respect to any function in the exercise of
its police power or for any other purpose. Any duty that may be deemed to be created in
Renton bythis Franchise shall be deemed a dutyto the general public and not to any specific
party, group or entity.
26.13 Notice of Tariff Changes: Franchisee shall, when making application for any
changes in Tariffs affecting the provisions of the Franchise, notify Renton in writing of the
application and provide Renton with a copy of the submitted application within five (5)
calendar days of filing with the WUTC. Franchisee shall further provide Renton with a copy
of any actual approved Tariff(s) affecting the provision of this Franchise.
26.14 Renton's Police Powers: Nothing in this Franchise shall diminish, or eliminate,
or be deemed to diminish or eliminate that governmental or police powers of Renton,
including the right to create new Laws or modify existing Laws.
26.15 Public Document/Public Disclosure: This Franchise will be considered a
public document and will be available for reasonable inspection and copying by the public
63
ORDINANCE N0.
during regular business hours. This document may be disclosed pursuant to RCW 42.56
(Public Records Act).
26.16 Section Headin�s:The section headings in this Franchise are for convenience
only, and do not purport to and shall not be deemed to define, limit, or extend the scope or
intent of the section to which they pertain.
26.17 Severabilitv: In the event that a court or agency of competent jurisdiction
declares a material provision of this Franchise to be invalid, illegal or unenforceable, the
Parties shall negotiate in good faith and agree, to the maximum extent practicable in light of
such determination, to such amendments or modifications as are appropriate so as to give
effect to the intentions of the Parties. If severance from this Franchise of the particular
provision(s) determined to be invalid, illegal or unenforceable will fundamentally impair the
value of this Franchise, either Party may apply to the United States District Court for the
Western District of Washington, in Seattle,Washington, or in the King CountySuperior Court
for the State of Washington at the Maleng Regional Justice Center, Kent, Washington to
reform or reconstitute the Franchise so as to recapture the original intent of said particular
provision(s). All other provisions of the Franchise shall remain in effect at all times during
which negotiations or a judicial action remains pending.
26.18 Survival: With respect only to matters arising during the period of time this
Franchise shall be in full force and effect, the Parties intend that any term or condition
applicable to such matters shall survive the expiration or termination of this Franchise to the
extent such survival can be reasonably inferred under the circumstances presented and to
the extent such an inference is necessaryto prevent substantial injustice to an injured party.
64
ORDINANCE N0.
26.19 Third-Parties: The Parties do not create any obligation or liability, or promise
any performance to, any Third-Party, nor have the Parties created any Third-Party right to
enforce this Franchise beyond what is provided for by Laws. "Third-Parties" are any party
other than Renton and Franchisee. This Franchise shall not release or discharge any
obligation or liability of anyThird-Party to either Party.
26.20 Time of the Essence: Whenever this Franchise sets forth a time for any act to
be performed, such time shall be deemed to be of the essence, and any failure to perform
within the allotted time may be considered a material violation of this Franchise.
SECTION XXVII. Effective Date
This ordinance shall be in full force and effect five (5) days after publication of a
summary of this ordinance in the City's official newspaper, and provided it has been duly
accepted by Franchisee.The summary shall consist of this ordinance's title.
PASSED BYTHE CITYCOUNCILthis dayof , 2026.
Jason A. Seth, City Clerk
APPROVED BY THE MAYOR this day of , 2026.
Armondo Pavone, Mayor
65
ORDINANCE N0.
Approved as to form:
Shane Moloney, CityAttorney
Date of Publication:
ORD-CED:250RD028:01.15.2026
(MPK Template Approval 10.18.2025]
66
ORDINANCE N0.
UNCONDITIONAL ACCEPTANCE
The undersigned, Franchisee, accepts all the privileges of the above-granted franchise,
subject to all the terms, conditions, and obligations of this Franchise.
DATED: , 20 .
FRANCHISEE
(NAME)
(TITLE)
67
ORDINANCE N0.
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•
SUBJECT/TITLE: Ziply Fiber Pacific, LLC Franchise Agreement
RECOMMENDED ACTION: Refer to Utilities Committee
DEPARTMENT: Community & Economic Development
STAFF CONTACT: Nathan Janders
EXT.: 7382
. • . . �
N/A
� ' � � �
Ziply Fiber Pacific, LLC has requested a franchise agreement with the City of Renton in order to
provide a telecommunications network. The franchise being sought with the City of Renton would
allow for the installation of communication facilities, specifically fiber optic cable and related
appurtenances, in, across, over, along, under, through and below certain designated public rights-of-
way within the City. The use of the City rights-of-way for this private telecommunications system
requires a franchise agreement with the City and is subject to appropriate fees for the reduced value
of the affected rights-of way.
The franchise agreement permits Ziply Fiber Pacific, LLC to construct, install, and operate,
communications equipment, specifically fiber optic cable and related appurtenances, within and
through public rights-of way, public ways and other ways within the City of Renton.
� � • � � •
Authorize the Mayor and Citv Clerk to enter into a franchise aqreement with Ziplv Fiber Pacific, LLC as a
purveyor of telecommunications transmission and distribution systems within the City of Renton.
1
.
C ,�
'�
. Community & Economic
Development Department
DATE: February 2, 2026
TO: Kim-Khanh Van, Committee Chair
Members of Utilities Committee
VIA: Armondo Pavone, Mayor
FROM: Gina Estep, CED Administrator, x6588
STAFF CONTACT: Nathan Janders, Development Engineering Manager, x7382
SUBJECT: Ziply Fiber Pacific, LLC Franchise Agreement
ISSUE:
Should Council authorize the Mayor and City Clerk to enter into a franchise agreement
with Ziply Fiber Pacific, LLC?
RECOMMENDATION:
Authorize the Mayor and City Clerk to enter into a franchise agreement with Ziply Fiber
Pacific, LLC as a purveyor of telecommunications transmission and distribution systems
within the City of Renton.
BACKGROUND SUMMARY:
Ziply Fiber Pacific, LLC has requested a franchise agreement with the City of Renton in
order to provide a telecommunications network. The franchise being sought with the City
of Renton would allow for the installation of communication facilities, specifically fiber
optic cable and related appurtenances, in, across, over, along, under, through and below
certain designated public rights-of-way within the City. The use of the City rights-of-way
for this private telecommunications system requires a franchise agreement with the City
and is subject to appropriate fees for the reduced value of the affected rights-of way.
The franchise agreement permits Ziply Fiber Pacific, LLC to construct, install, and
operate, communications equipment, specifically fiber optic cable and related
appurtenances, within and through public rights-of way, public ways and other ways
within the City of Renton.
The length of term agreed to by the City and Ziply Fiber Pacific, LLC for the proposed
franchise agreement would be effective for a period of five (10) years. A possible 5-year
renewal may be allowed for, via the franchise, at the City's discretion.
Kim-Khanh Van, Committee Chair
Page 2 of 3
January 23, 20266
The agreement groups similar items together Sections 1-8 cover the basic franchise
approval. Sections 9-14 cover general work activities. Sections 15-24 cover basic legal
concerns. Sections 25-27 provide for final franchise adoption.
OUTLINE FOR Ziply Fiber Pacific, LLC FRANCHISE AGREEMENT
1. Definition: Provides definitions of key terms used in the agreement.
2. Purpose: Explains purpose of the cooperative agreement.
3. Privileqes Conveved: Grants basic franchise rights to XO Communications for
a limited, non-exclusive franchise.
4. Term: Defines length of agreement, and option to extend.
5. Recovery of Costs: Allows City to charge an administrative fee to recover
costs.
6. Assiqnment and Transfer of Franchise: Requires Council approval for
transfer.
7. Compliance with Laws - Reservation of Powers and Authority: Explains legal
obligations for XO Communications.
8. Non-exclusive Franchise: Allows Renton to grant other or further franchises.
9. Permits, Construction and Restoration: Outlines permitting, bonds, restoration
and other construction requirements.
10. Coordination and Shared Excavations: Requires reasonable efforts to
coordinate work within the franchise area.
11. Hazardous Materials: Regulates use of hazardous substances.
12. Emerqencv Work— Extension of Time to Obtain Permit(s): Requires prompt
response in an emergency and extension of time to obtain permits to correct
dangerous conditions.
13. Records of Installation: Requires as-built drawings and provision of plans for
potential improvements upon City request.
14. Underqrounding of Facilities: Requires undergrounding consistent with
Renton Municipal Code.
15. Franchisee Relocation Work: XO Communications is required to relocate its
facilities at its cost when there are identified conflicts with new City streets or
utilities.
16. Abandonment and Discontinuance of Franchisee's Facilities: Requires notice
to the City when use ceases or facilities are abandoned.
17. Termination, Violations and Remedies: Describes termination of franchise,
discontinuation of operations, obligation of Franchisee, and remedies to
parties.
18. Dispute Resolution: Provides process for alleged default as to performance
19. Arbitration: Establishes process for arbitration, discovery, compensatory
damages, and assignment of costs.
20. Alternative Remedies: Allows forjudicial relief.
21. Amendments to Franchise: Specifies process for written amendment to
franchise.
22. Indemnification: Franchisee shall indemnify, defend, and hold harmless
Renton for the duration of the Franchise.
23. Insurance: Requires the Franchisee to procure and maintain insurance for the
duration of the Franchise.
24. Discrimination Prohibited: Provides standard language now included on all
franchise agreements.
Kim-Khanh Van, Committee Chair
Page 3 of 3
January 23, 20266
25. Notice: Outlines noticing procedures and contact information.
26. Miscellaneous: Minor clarifications, including stating the franchise
requirements apply to T-Mobile, its successors and contractors.
27. Effective Date: Franchise becomes effective five days after legal publication.
Ziply Fiber Pacific, LLC must file its written acceptance of this franchise with the City
Clerk within 60 days after approval by the mayor in order to claim any right or benefit
under this franchise agreement.
cc: Martin Pastucha, Public Works Administrator
Ron Straka, Utility Systems Director
Justin Johnson, Development Engineering Director
Nathan Janders, Development Engineering Manager
Scott Warlick, Engineering Specialist III
CITY OF RENTON,WASHINGTON
ORDINANCE NO.
AN ORDINANCE OF THE CITY OF RENTON, WASHINGTON, GRANTING
ZIPLY FIBER PACIFIC, LLC DBA ZIPLY FIBER AND AFFILIATES AUTHORIZED
TO DO BUSINESS WITHIN THE STATE OF WASHINGTON, ITS AFFILIATES,
SUCCESSORS AND ASSIGNS,THE RIGHT, PRIVILEGE,AND AUTHORITY TO
INSTALL COMMUNICATIONS FACILITIES, SPECIFICALLY FIBER OPTIC
CABLE AND RELATED APPURTENANCES, UNDER,ALONG, OVER, BELOW,
THROUGH AND ACROSS THE STREETS, AVENUES AND ALLEYS OF THE
CITY OF RENTON WITHIN THE PUBLIC RIGHT-OF-WAY OF RENTON.
WHEREAS, RCW 35A.11.020 grants the City broad authorityto regulate the use ofthe
public Right of Way; and
WHEREAS, RCW 35A.47.040 grants the City broad authority to permit and regulate
non-exclusive franchises; and
WHEREAS, RMC 5-19 describes the City's regulatory regime for franchises; and
WHEREAS, the City Council finds that it is in the best interests of the health, safety
and welfare of residents of the Renton communityto grant a non-exclusive franchise to Ziply
Fiber Pacific, LLC dba Ziply Fiber and affiliates for the operation of an underground fiber
optic telecommunications system with the City Rights-of Way;
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RENTON, WASHINGTON,
DO ORDAIN AS FOLLOWS:
1
ORDINANCE N0.
Table of Contents
SECTION I. Definitions..............................................................................................3
SECTIONII. Purpose.................................................................................................7
SECTION III. Privileges Conveyed..............................................................................8
SECTIONIV.Term...................................................................................................17
SECTION V. Recovery of Costs................................................................................12
SECTION VI.Assignment and Transfer of Franchise .................................................14
SECTION VII. Compliance with Laws- Reservation of Powers and Authority..............15
SECTION VIII. Non-exclusive Franchise...................................................................16
SECTION IX. Permits, Construction and Restoration................................................17
SECTION X. Coordination and Shared Excavations...................................................25
SECTION XI. Hazardous Materials...........................................................................26
SECTION XII. Emergency Work-Extension of Time to Obtain Permit(s).....................28
SECTION XIII. Records of Installation......................................................................31
SECTION XIV. Undergrounding of Facilities..............................................................34
SECTION XV. Relocation of Franchisee Facilities.....................................................34
SECTION XVI.Abandonment and Discontinuance of Franchisee's Facilities .............40
SECTION XVII. Termination,Violations, and Remedies.............................................42
SECTION XVIII. Dispute Resolution .........................................................................45
SECTION XIX.Arbitration ........................................................................................48
SECTION XX.Alternative Remedies.........................................................................50
SECTION XXI.Amendments to Franchise ................................................................50
SECTION XXII. Indemnification ...............................................................................51
SECTION XXIII. Insurance .......................................................................................55
SECTION XXIV. Discrimination Prohibited ...............................................................58
SECTIONXXV. Notice .............................................................................................58
SECTION XXVI. Miscellaneous ................................................................................60
SECTION XXVII. Effective Date................................................................................65
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SECTION I. Definitions
For the purposes of this Franchise and Attachment 1, which is fully incorporated by
reference, the following defined terms, phrases, words and their derivations shall have the
meaning provided below. When not inconsistentwith the context in which the word is used,
words used in the present tense include the future, words in the plural include the singular,
words in lower case shall have their defined meaning even if the words are not capitalized,
and words in the singular include the plural. Undefined words shall be given their common
and ordinary meaning.
1.1 Administrator: Means the Administrator of The City of Renton's Community
and Economic Development Department or designee, or any successor office responsible
for management of Renton's public properties.
1.2 Construct or Construction: Means to construct, remove, replace, repair,
and/or restore any Facility, and may include, but are not limited to, digging, boring, and/or
excavatingto construct, remove, replace, repair, and restore pipeline(s) and/or Facilities.
1.3 Cost: Means any costs, fees, or expenses, including but not limited to
attorneys' fees.
1.4 Dav: Means calendar day(s) unless otherwise specified.
1.5 Facility or Facilities: Means, collectively or individually, any and all
telecommunication transmission and distribution systems, including but not limited to,
poles, wires, lines, conduits, ducts, cables, braces, guys, anchors and vaults, switches,
fixtures, and communication systems; and any and all other equipment, appliances,
attachments, appurtenances and other items necessary, convenient, or in any way
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appertaining to any and all of the foregoing, whether the same be located across, above,
along, below, in, over,through, or underground. Facilities do not include any noise-creating
equipment within the range of human hearing.
1.6 Franchise: Means this ordinance and any related amendments, attachments,
exhibits, or appendices.
1.7 Franchise Area: Means all present and future City of Renton Rights-of-Wayfor
public roads, alleys, avenues, highways, streets, and throughways (including the area
across, above, along, below, in, over, through, or under such area), laid out, platted,
dedicated, acquired or improved, and; all city-owned utility easements dedicated for the
placement and location of various utilities provided such easement would permit
Franchisee to fully exercise the privilege granted under this Franchise within the area
covered by the easement, without interfering with any governmental functions or other
franchises or easements.
1.8 Franchisee: Means Ziply Fiber Pacific, LLC dba Ziply Fiber and affiliates
authorized to do business within the State of Washington, and its respective successors and
assigns, and agents, contractors (of anytier), employees, officers and representatives.
1.9 Hazardous Substance: Means any and all hazardous, toxic, or dangerous
substance, material, waste, pollutant, or contaminant, including but not limited to all
substances designated under: the Resource Conservation and Recovery Act, 42 U.S.C. §
6901 et seq.;the Comprehensive Environmental Response, Compensation and LiabilityAct,
42 U.S.C. § 9601 et seq.; the Hazardous Materials Transportation Act, 49 U.S.C. § 5101 et
seq.; the Clean Water Act, 33 U.S.C. § 1251 et seq.; the Clean Air Act, 42 U.S.C. § 7401 et
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seq.; the Toxic Substances Control Act, 15 U.S.C. § 2601 et seq.; the Federal Insecticide,
Fungicide, Rodenticide Act, 7 U.S.C. § 136 et seq.; the Washington Hazardous Waste
Management Act, RCW Chapter 70A.300, and the Washington Hazardous Waste Cleanup -
Model Toxics Control Act, RCW Chapter 70A.305, as they exist or may be amended; or any
other Laws. The term "Hazardous Substance" shall also be interpreted to include any
substance which, after release into the environment, will or may reasonably be anticipated
to cause death, disease, injury, illness, abnormalities, behavioral abnormalities, stunted or
abnormal growth or development, or genetic abnormalities.
1.10 Laws: Means any federal, state, or municipal code, statute, ordinance,
decree, executive order, governmental approval, permit, regulation, regulatory program,
order, rule, published specification, public standard, environmental law, or governmental
authority as they exist, may be amended, or created, that relate to telecommunications
services or terms of this Agreement, including but not limited to 47 U.S.C. § 101, et. seq.
(Telecommunications Act of 1996), RCW 19.122 (Underground Utilities), WAC 480-80
(Utilities General — Tariffs and Contracts), RCW 35.99 (Telecommunications, Cable
Television Service — Use of Right-of Way), WAC Chapter 296-32 (Safety Standards for
Telecommunications), RCW Chapter 80.36 (Telecommunications), WAC Chapter 480-120,
et. seq., (Telephone Companies), RCW Chapter 35.96 (Electric and Communication
Facilities—Conversion to Underground), and any related Laws.
1.11 Parties: Means the City of Renton and Ziply Fiber Pacific, LLC dba Ziply Fiber
and affiliates.
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1.12 Public Propert�r(ies�: Means present and/or future property owned or leased
by Renton within Renton's present and/or future control and/or jurisdictional boundaries.
1.13 Public Ways: Means any highway, street, alley, sidewalk, utility easement
(unless their use is otherwise restricted for other users), or other public Rights-of-Way for
motor vehicles or any other uses under Renton's control and/or in its jurisdictional
boundaries, consistent with RCW 47.24.020 (City Streets as Part of State Highways:
Jurisdiction, control - Exception) and 47.52.090 (Limited Access Facilities: Cooperative
agreements—Urban public transportation systems—Titleto highway—Traffic regulations
—Underground utilities and overcrossings—Passenger transportation—Storm sewers—
City street crossings).
1.14 Rights-of-Wa�: Means the surface and space across, above, along, below, in,
over, through or under any street, alley, avenue, highway, lane, roadway, sidewalk,
thoroughfare,court,easement and similar Public Property, Public Ways, and area within the
Franchise Area.
1.15 Tariff: Has the meaning provided in WAC 480-80-030(Utilities General—Tariffs
and Contracts: Definitions), or such similar definition describing rate schedules, rules and
regulations relating to charges and service as may be adopted by the regulatory authority
with jurisdiction, under the laws of the State of Washington, over public service companies
and/or competitive telecommunication service companies, and such competitive
companies must file tariffs in accordance with WAC 480-120-026 (Telephone Companies:
Tariffs),WAC Chapter480-80 (Utilities General—Tariffs and Contracts).
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1.16 WUTC: Means the Washington Utilities and Transportation Commission or
such successor regulatory agency having jurisdiction over public service and/or
telecommunication service companies.
1.17 Work: Means to construct, excavate, install, maintain, remove and/or repair
by,for, or at Franchisee's request.
1.18 City of Renton:The City of Renton is a noncharter code city under the laws and
statutes of the State of Washington. Throughout the Franchise the term City, Renton and
City of Renton are used interchangeably all meaning the same.
SECTION II. Purpose
2.1 Authoritv: Under RCW 35A.47.040, Renton's City Council has authority to
permit and regulate nonexclusive franchises such as that contemplated under this
Ordinance.This Franchise is granted subjectto Renton's land use authority, public highway
authority, police powers, franchise authority, and any case law, statutory or inherent
authority.
2.2 Conditions: The purpose of this Franchise is to delineate the conditions
relating to Franchisee's use of the Franchise Area and to create a foundation for the Parties
to work cooperatively in the public's best interests after this ordinance becomes effective.
This Franchise is conditioned upon the terms and conditions provided in this Franchise, and
Franchisee's compliance with all Laws.
2.3 Risk and Liabilitv: By accepting this Franchise, Franchisee assumes all risks
or liabilities related to the Franchise, with no risk or liability conferred upon Renton. This
Franchise is granted upon the express condition that Renton retains the absolute authority
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to grant other or further franchises in any Rights-of-Way and any Franchise Area. This and
other franchises shall, in no way, prevent or prohibit Renton from using any of its Franchise
Area, or affect its jurisdiction over them or any part of them, and Renton retains absolute
authority to make all changes, relocations, repairs, maintenance, establishments,
improvements, dedications or vacations of same as Renton may see fit, including the
dedication, establishment, maintenance and improvement of all new or existing Rights-of-
Way, Public Property or Public Ways.
SECTION III. Privileges Conveyed
3.1 Franchise Granted: Pursuant to authority under the Telecommunication Act
of 1996, §253(c), RMC Chapter 5-19(Telecommunication Licenses and Franchises) and the
laws of the State of Washington including, but not limited to, RCW 47.24.020 (City Streets
as Part of State Highways:Jurisdiction, control-Exception), RCW 47.52.090(Limited Access
Facilities: Cooperative agreements — Urban public transportation systems — Title to
highway — Traffic regulations — Underground utilities and overcrossings — Passenger
transportation — Storm sewers — City street crossings), RCW 35A.47.040 (Highways and
Streets: Franchises and permits — Streets and public ways), RCW 35.22.280 (First Class
Cities: Specific powers enumerated), RCW 35.99.020 (Telecommunication, Cable
Television Service—Use of Right of Way: Permits for use of right-of way), and RCW 80.36.040
(Telecommunications: Use of road, street, and railroad right-of way—When consent of city
necessary), and any related laws, Renton grants to Franchisee, and its successors and
assigns(subject to and as provided for in Section VI,Assignment and Transfer of Franchise),
under this Franchise's terms and conditions, the privilege to install, construct, operate,
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maintain and improve its Facilities, together with all necessary equipment and
appurtenances, for the provision of telecommunications, telecommunications distribution
services, private line, and internet access services,within the existing Franchise Area, such
lands being more particularly described in Attachment 1 which is attached and fully
incorporated by reference into the Franchise. Without a separate franchise agreement,
Franchisee shall not have the privilege to provide cable services in the City of Renton.
3.2 Limited Franchise: This Franchise conveys a limited privilege as to the
Franchise Area in which Renton has an actual interest. It is not a warranty of title or interest
in the Franchise Area. This privilege shall not limit Renton's police powers, any statutory or
inherent authority,jurisdiction over its property, Franchise Area, Rights-of-Way, or its zoning
or land use authority. The terms and conditions of this Franchise shall not be construed to
apply to Facilities located outside of the Franchise Area. This Franchise does not confer
upon Franchisee any privilege to install or use any Facilities outside the Franchise Area,
including City-owned or leased properties or easements.
3.3 Principal Use Limitation: This Franchise shall not authorize a principal use of
the Franchise Area for purposes other than for telecommunications, telecommunications
distribution services, private line, and internet access services as those services are defined
in Washington state law. The Franchisee may use its Facilities' excess capacity, however,
Franchisee may not use, convey, lease or share excess space within the Franchise Area
without prior written authorization from the City of Renton. In order for the Cityto determine
whether, and under what conditions, excess capacity may be authorized, Franchisee shall
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timely notify the City's representative identified at subsection 25.1 of this Agreement in
writing.
3.4 Franchise is Non-Exclusive: As detailed in Section VIII, below, Renton grants
this non-exclusive Franchise to Franchisee to operate, maintain and improve its existing
Facilities as a telephone business and/or service provider(as those terms are used in RCW
35.21.860).
3.5 Acknowledgement: Franchisee acknowledges and warrants by its
acceptance of the granted privileges, that it has carefully read and fully comprehends the
terms and conditions of this Franchise. Franchisee accepts all risks of the meaning of the
provisions, terms and conditions of the Franchise. Franchisee further acknowledges and
states that it has fully studied and considered the requirements and provisions of this
Franchise and believes that the same are consistentwith all Laws. If in the future Franchisee
becomes aware that a provision of this Franchise may be unlawful or invalid, it will not use
such potential invalidity to unilaterally ignore or avoid such provision. Instead, Franchisee
will promptly advise Renton of the potential invalidity or illegality, and the Parties will meet
within thirty (30) days and endeavor jointly to amend this Franchise to cure the alleged
invalidity or illegality.
3.6 Enforceable Contract: Franchisee specifically agrees to comply with the
provisions of any applicable Laws, as they exist or may be amended.The express terms and
conditions ofthe Franchise constitute a valid and enforceable contract between the Parties,
subject to any Laws.
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3.7 Existing Facilities Outside Franchise Area: Franchisee Facilities as they may
exist at the Effective Date of this Franchise and were installed and/or maintained on public
grounds or places in Renton under other Agreement(s) with the City may continue to be
maintained, repaired, and operated through the term of this Franchise subject to the terms
of this agreement; provided, however, that no such Facilities may be enlarged, improved or
expanded without Renton's prior review, written consent, and approval pursuant to the
provisions of any applicable Laws.
SECTION IV. Term
4.1 Length of Term:
a. Effective Date: Each of the provisions of this Franchise shall become effective
upon the later of Franchisee's acceptance of the terms and conditions of this
Franchise and the City Council's passage of this ordinance, and
b. Length of Term:Shall remain in effect forten (10)years, unless it is terminated
pursuant to Section XVII,Termination,Violations, and Remedies.
c. Option for Renewal: At any time not more than two (2)years nor less than one
hundred and eighty (180) days before the expiration of the Franchise Term,
Franchisee may make a written request and Renton may consider, at its sole
discretion, renewingthis Franchise for an additional five (5)year renewal period.
4.2 Extension upon Expiration: If the Parties fail to formally renew or terminate the
Franchise priorto the expiration of its term or any extension,the Franchise shall be extended
on a year-to-year basis until the Franchise is renewed, terminated or extended.
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SECTION V. Recovery of Costs
5.1 Administrative Fee: Pursuant to RCW 35.21.860(1)(b), Renton may charge
Franchisee an administrative fee to recover all actual administrative expenses incurred by
Renton that are directly related to receiving and approving a permit, license and this
Franchise, to inspect Plans and construction, or for the preparation of a detailed statement
pursuant to the Washington State Environmental Policy Act ("SEPA") (RCW Chapter
43.21 C). Where Renton incurs actual administrative expenses, including but not limited to
fees, expenses, and/ or costs for attorneys, consultants, staff and the City Attorney
Department, for review or inspection of activities undertaken through the authority granted
in this franchise, Franchisee shall pay such expenses directly to Renton. Renton shall
provide Franchisee with an itemized invoice identifying the administrative expenses
incurred. Renton employee time shall be calculated based on their rate of salary, including
applicable overtime, benefits and reasonable overhead, and all other costs will be billed
based on an actual cost basis. Payment shall be due within forty-five (45) days of receipt of
the invoice.
5.2 UtilityTax: Pursuant to RCW 35.21.870 (Electricity,telephone, natural gas, or
steam energy business—Tax limited to six percent—Exception) and RCW 35.21.860(1)(a),
Renton may impose a utility tax on Franchisee consistent with the utility tax imposed on
other similarly situated telephone businesses or service providers.
5.3 Franchise Fee: Pursuant to RCW 35.21.860 (Electricity, telephone, or natural
gas business, service provider—Franchise fees prohibited—Exceptions), Renton may only
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impose a franchise fee or any other Cost of whatever nature or description upon Franchisee
as is consistent with federal law.
5.4 Cost of Publication: Franchisee shall bearthe entire Cost of publication ofthis
ordinance.
5.5 Permit Fee: Franchisee shall be subject to all permit fees, as defined in the
City Fee Schedule or in this Franchise, associated with activities undertaken through the
authority granted in this Franchise or under Laws.
5.6 Emergency Fee: Franchisee shall promptly reimburse Renton for any and all
costs the City reasonably incurs in response to any emergency situation involving
Franchisee's Facilities, to the extent said emergency is not the fault of the City. The City
agrees to simultaneously seek reimbursement from any Franchisee or permit holder who
caused or contributed to the emergency situation. Renton's "response to emergency" for
the purposes ofthis Franchise is defined in subsections 9.5 and 12.1 through 12.3.
5.7 City Costs to be Reimbursed: City will provide documentation of reasonably
incurred costs, itemized by project, for Franchisee's proportionate share of all actual,
identified expenses incurred by Renton in planning, constructing, installing, repairing,
altering, or maintaining any City facility as the result of the presence of Franchisee's
Facilities in the Right-of-Way. Such costs and expenses shall include but not be limited to:
a. Franchisee's proportionate cost of City personnel assigned to oversee or
engage in anywork in the Rights-of-Way as the result of the presence of Franchisee's
Facilities in the Rights-of-Way.
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b. Franchisee's proportionate share of any City of Renton time spent reviewing
construction plans in order to either accomplish the relocation of Franchisee's
Facilities or the routing or rerouting of any utilities so as not to interfere with
Franchisee's Facilities.
c. The time of City employees shall be charged at their respective rate of salary,
including overtime if applicable, plus benefits and reasonable overhead. Any other
costs will be billed proportionately on an actual cost basis.
5.8 Reimbursement period: Franchisee shall reimburse Renton within forty-five
(45) days of Renton's submittal of an itemized billing.
5.9 All billings will be itemized so as to specifically identifythe costs and expenses
for each project for which the City claims reimbursement. A charge for the actual costs
incurred in preparing the billing may also be included in said billing.At the City's option,the
billing may be on an annual basis, but the City shall provide the Franchisee with the City's
itemization of costs, in writing, atthe conclusion of each projectfor informational purposes.
SECTION VI.Assignment and Transfer of Franchise
6.1 Assignment: Franchisee may not assign, dispose of, lease, sell, transfer, or
permit to be forfeited this Franchise, either in whole or in part, without the advance written
consent of the City Council of Renton by passage of an ordinance or resolution; such
consent shall not be unreasonably withheld. Such consent shall not be deemed to waive
any of Renton's rights to subsequently enforce Franchise related non-compliance issues
that existed at or before Renton's consent.
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a. Any telecommunications assignee or transferee shall, at least thirty(30) days
prior to the date of any assignment or transfer, file written notice of the assignment
or transfer with Renton, together with its written acceptance of all of the Franchise
terms and conditions.
b. The Franchise terms and conditions shall be binding upon the Parties'
respective assigns and successors.
c. Notwithstanding the foregoing, Franchisee may pledge the Franchise for
security purposes only with the City Council's consent, and consent shall be
required for Franchisee to transfer the Franchise or Facilities to a creditor.
d. The rights of anytransferee are subject at alltimes to the terms and conditions
of this Franchise, and no transferee will have any greater rights under this Franchise
than the rights of Franchisee.
6.2 Acceptance: If Renton consents, within thirty (30) days of that consent
Franchisee shall file with Renton a written instrument evidencing such sale, assignment or
transfer of ownership,with the assignee(s)or transferee(s)acceptance of the Franchise and
all of its terms and conditions.
SECTION VII. Compliance with Laws- Reservation of Powers and Authority
7.1 Compliance: In every aspect related to this Franchise, including but not
limited to all Work, Franchisee shall comply with all applicable Laws, whether specifically
mentioned in this Franchise or not.
7.2 Incorporation of RMC 5-19, Telecommunications Licenses and Franchises:
The conditions, provisions, requirements and terms and of RMC Chapter 5-19 are fully
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incorporated by reference intothis Franchise. If a discrepancy arises between this Franchise
and RMC Chapter 5-19 or any other law,then the most restrictive measure shall apply.
7.3 Legitimate Municipal Interest: As to matters subject to the terms and
conditions of this Franchise, if Renton determines during the Franchise term that the
assertion of a legitimate municipal interest is prohibited by application of federal or state
law, then as to such matter and such municipal interest and consistent with its legal
obligations, Franchisee shall cooperate with Renton in a good faith effort to address such
municipal interest. In this context, neither Party shall invoke this Franchise as a basis to
assert that its consideration of a given issue is excused by operation of the doctrines of
estoppel or waiver.
7.4 Reference to Specific Law or Order: Upon a reasonably justified written inquiry
by Renton, Franchisee shall provide a specific reference to the federal, state, or local law or
the WUTC order or action establishing a basis for Franchisee's actions related to a specific
Franchise issue.
SECTION VIII. Non-exclusive Franchise
8.1 Non-exclusive:As provided in subsection 3.4,this Franchise is non-exclusive,
and as a result, Renton expressly reserves the right to grant other or further franchises or to
use the Franchise Area itself; provided that such uses do not unreasonably interfere with
Franchisee's use and placement of its Facilities in any Rights-of-Way and/or any Franchise
Area.
8.2 Renton's Use of Franchise Area: This Franchise shall not prevent, prohibit,
limit or affect Renton's use ofthe Franchise Area,consistentwith this Franchise; or Renton's
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jurisdiction over the Franchise Area. The Parties agree that Renton reserves and retains all
of its statutory, inherent and other powers and franchise authority, as they exist or shall
exist.
SECTION IX. Permits, Construction and Restoration
9.1 Free Passage of Traffic: Franchisee shall at all times maintain its Facilities
within the Franchise Area so as not to unreasonably interfere with the free passage of traffic,
pedestrians orthe use and enjoyment of adjoining property.
9.2 Permit Application Required: Exception to timing in the event of an emergency
defined in Section XII Permits shall vest in accordance with RMC 4-1-045.
a. Franchisee shall first obtain (be issued) all required documentation and
approvals, including permits from Renton to perform Work on Franchisee's Facilities
within the Franchise Area.
i. The permit application shall contain detailed plans, maps and
specifications showing the position, depth and location of the Franchisee's
proposed new and/or existing Facilities in relation to existing public and private
utilities within a minimum horizontal distance of ten (10) feet from the proposed
new Facilities, collectively referred to as the "Plans."
ii. The permit application shall include payment of the associated fees.
iii. The Plans shall specify the class and type of material and equipment
to be used, manner of excavation, construction, installation, backfill, erection of
temporary structures and facilities, erection of permanent structures and
facilities, horizontal and vertical separation from public utilities, applicable
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easements, site specific traffic control signed by a traffic control specialist,traffic
turnouts and road obstructions, and all other necessary information.
iv. Permits shall not be unreasonably withheld or delayed after
submission of a complete application.
v. Franchisee may engage subcontractors or other entities submit a
permit application on behalf of the Franchisee. For each subcontractor or other
entity Franchisee elects to submit on their behalf,the Franchisee must submit to
the City a Letter of Authorization in a format that is acceptable to the City.
b. Work shall only commence upon the issuance of required permits.
Franchisee shall schedule an inspection anytime that Franchisee is performingWork
within the Franchise Area to allow Renton to inspect such work. Inspections shall be
scheduled as identified on the issued permit.
c. Nothing in this Agreement is intended, nor should be construed, to guarantee
any permit is issued.
d. Franchisee shall submit to Renton as-built plans and, digital facility location
data in a format compatible with Renton's geographic information system.
9.3 Work Performed — Safetv: During any period of relocation, construction or
maintenance, all work performed by Franchisee or its contractors of any tier shall be
accomplished in a safe and workmanlike manner, so to minimize interference with the free
passage of traffic and the free use of adjoining property, whether public or private.
Franchisee shall at all times post and maintain proper barricades, flags, flaggers, lights,
flares and other traffic control measures as required for the safety of all members of the
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general public and comply with all applicable safety regulations during such period of
construction as required bythe ordinances ofthe City orthe laws of the State of Washington,
including RCW 39.04.180 for the construction of trench safety systems.The provision of this
section 9.3 shall survive the expiration or termination of this Franchise to the extent that
Franchisee continues to have Facilities in the Rights-of-Way.
9.4 Work Performed — Licensing and Compliance with Franchise Agreement:
Franchisee's contractors of any tier shall be licensed and bonded in accordance with State
law and the City's ordinances, regulations, and requirements. Work by contractors of any
tier are subject to the same restrictions, limitations, and conditions as if the work were
performed by Franchisee. Franchisee shall be responsible for all work performed by its
contractors of any tier and others performing work on its behalf as if the work were
performed by Franchisee and shall ensure that all such work is performed in compliance
with the Franchise and applicable law.
9.5 Underground Installation: Boring Preferred. Work involving underground
installation of Franchisee's facilities within City streets shall be accomplished through
boring ratherthan open trenchingwhenever reasonablyfeasible. Priorto boring, Franchisee
shall "pothole" all existing City utilities, private utilities and other pressurized systems to
ensure vertical separation requirements are met. When directed by the City, Franchisee
shall CCTV Renton-owned sewer and storm drain lines and privately owned sewer and storm
drain lines connected to the City system within the Right-of-Way or utility easement, on the
boring route following completion of the boring work and prior to activating the facility being
constructed to verify that these Renton-owned lines were not damaged by the boring work.
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Upon request from Franchisee, Renton may allow for other methods to meet the
requirement as may be approved by Renton as part of permitting.
9.6 Work Performed — Repair of Dama e. Any utility, public or private, that is
damaged by the Franchisee shall be repaired by the Franchisee at no cost to Renton or the
private utility owner.
9.7 Facility Placement:The City reserves the right to limit or exclude Franchisee's
access to a specific route, Right-of-Way or other location when, in the judgment of the
Administrator or designee, there is inadequate space (including but not limited to
compliance with ADA clearance requirements and maintaining a clear and safe passage
through the Rights-of-Way),a pavement cutting moratorium, unnecessary damage to public
property, public expense, inconvenience, interference with City utilities, inabilityto achieve
utility separation (unless otherwise approved on a case-by-case basis), or as otherwise
reasonably determined by the Administrator or designee. The decision of the Administrator
for Facility Placement is final and not subject to administrative appeal.
9.8 Lateral Su�port — Duty to Not Impair: Whenever Work on Facilities have
caused or contributed to a condition that in the City of Renton's sole determination will or
has substantially impair the lateral support of the Franchise Area, Renton may direct
Franchisee, at Franchisee's sole expense,to take such actions as are reasonably necessary
within the Franchise Area to repair and/or not impair the lateral support. If Franchisee fails
or refuses to take prompt action, or if an emergency situation requires immediate action,
Renton may enter the Franchise Area and take any action necessary to protect the public,
any Public Way, Public Property, and Rights-of-Way, and Franchisee shall be liable to
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Renton for all costs, fees, and expenses resulting from that necessary action in accordance
with sections 5.7, 5.8, and 5.9. This provision shall survive the expiration, revocation or
termination of this Franchise for a period of five (5)years.
9.9 Limits on Construction: No park, public square, golf course, street Rights-of-
Way or public place of like nature shall be bored, trenched, excavated or damaged by
Franchisee if there is a substantially equivalent alternative.The determination ofthere being
a substantially equivalent alternative shall be at the sole determination of Renton.
9.10 Bond Requirement: Before undertaking any of the Work authorized by this
Franchise, as a condition precedent to the Renton's issuance of any permits, Franchisee
shall, upon the Renton's request, furnish a bond executed by Franchisee and a corporate
surety authorized to operate a surety business in the State of Washington, in such sum as
may be set and approved by Renton as sufficient to ensure performance of Franchisee's
obligations under this Franchise. Franchisee shall post a performance bond in the amount
of one hundred thousand dollars ($100,000) that shall remain in effect for the term of this
Franchise. The bond shall be conditioned so that Franchisee shall observe all the
covenants, terms, and conditions and shall faithfully perform all of the obligations of this
Franchise, and to repair or replace any defective Work or materials discovered in the
Franchise Area. The bond shall ensure the faithful performance of Franchisee's obligations
under the Franchise, including, but not limited to, Franchisee's payment of any penalties,
claims, liens, or fees due Renton that arise by reason of the operation, construction, or
maintenance of the Facilities within the Franchise Area. Franchisee shall pay all premiums
or other costs associated with maintaining the bond.Additionally, if Renton determines that
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the performance bond is inadequate to ensure Franchisee's performance of a project,
Franchisee shall post any additional bonds required to guarantee performance by
Franchisee in accordance with the conditions of any permits and/orthe requirements of this
Franchise. In lieu of a separate bond for routine individual projects involving work in the
Franchise Area, Franchisee may satisfy Renton's bond requirements by posting a single on-
going performance bond in an amount approved by Renton.
9.11 Workmanship:All Work done by Franchisee or at Franchisee's direction or on
its behalf, including all Work performed by contractors of any tier, shall be considered
Franchisee's Work and shall be undertaken and completed in a workmanlike manner and in
accordance with the descriptions, plans and specifications Franchisee provided to Renton,
and be warranted for at least two (2) years. Franchisee's activities (including work done at
Franchisee's direction or on its behalf) shall not damage or interfere with other franchises,
licenses, public or private utilities, or other structures, or the Franchise Area, and shall not
unreasonably interfere with public travel, park uses, other municipal uses, adjoining
property, and shall not endanger the safety of or injure persons and property. Franchisee's
Work shall comply with all applicable Laws.
9.12 Material and Installation Methods: As a condition of receiving the privilege to
Work within the Franchise Area, Franchisee shall assume full responsibility for using
materials and installation methods that are in full compliance with City standards and shall
verify this by the submittal of documentation of materials and testing reports when
requested by Renton. All costs for performing on-site testing, such as compaction tests,
shall be borne by Franchisee.
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9.13 Damage During Work: In case of any damage caused by Franchisee, or by
Franchisee's Facilities to Franchise Area, Franchisee agrees to repair the damage to
conditions that meet or exceed City standards, at its own cost and expense. Franchisee
shall, upon discovery of any such damage, immediately notify Renton per Section XXV.
Renton will inspect the damage, and set a time limit for completion of the repair. If Renton
discovers damage caused by Franchisee to the Franchise Area at any point in time, Renton
will give Franchisee notice of the damage and set a reasonable time limit in which
Franchisee must repair the damage. In the event Franchisee does not make the repair as
required in this section, Renton may repair the damage, to its satisfaction, at Franchisee's
sole expense, billed in accordance with sections 5.7, 5.8, and 5.9.
9.14 Member of Locator Service: Franchisee shall continuously be a member of the
State of Washington one number locator service under RCW 19.122 (Underground Utilities),
or an approved equivalent,and shall complywith all applicable Laws. Priorto doing anywork
in the Rights-of-Way, the Franchisee shall follow established procedures, including
contactingthe Utility Notification Center in Washington and complywith all applicable State
statutes regarding the One Call Locator Service pursuant to Chapter 19.122 RCW. Further,
upon request, by the City or a third party, Franchisee shall locate its Facilities consistent
with the requirements of Chapter 19.122 RCW. The City shall not be liable for any damages
to Franchisee's Facilities or for interruptions in service to Franchisee's customers that are a
direct result of Franchisee's failure to locate its Facilities within the prescribed time limits
and guidelines established by the One Call Locator Service regardless of whether the City
issued a permit.
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9.15 Restoration Requirements: Franchisee shall, after Work on any of
Franchisee's Facilities within the Franchise Area, restore the surface of the Franchise Area
and any other property within the Franchise Area which may have been disturbed or
damaged by such Work.All restoration of Rights-of-Way, sidewalks and other improvements
or amenities shall conform to RMC 9-7 (Road, Bridge And Municipal Construction
Standards), RMC 9-10-11 (Trench Restoration And Street Overlay Requirements) and City of
Renton Standard Details in effect at that time, and must be warranted for at least two (2)
years. Restoration shall include all landscaping, irrigation systems and trees. Renton shall
have final approval of the condition of the Franchise Area after restoration pursuant to
applicable Laws, as they exist or may be amended or superseded, provided that such
provisions are not in conflict or inconsistent with the express terms and conditions of this
Franchise.
9.16 Survey Monuments: All survey monuments which are disturbed or displaced
by Franchisee in its performance of any work under this Franchise shall be referenced and
restored by Franchisee, in accordance with WAC 332-120 (Survey Monuments—Removal or
Destruction), and other applicable Laws.
9.17 Failure to Restore: If it is determined that Franchisee has failed to restore the
Franchise Area in accord with this section, Renton shall provide Franchisee with written
notice including a description of actions Renton believes necessary to restore the Franchise
Area. If Franchisee fails to restore the Franchise Area in accord with Renton's notice within
thirty (30) days of that notice, or such other period of time as is mutually agreed consistent
with requirements of Section XVII, Renton,or its authorized agent, may restore the Franchise
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Area at Franchisee's sole and complete expense in accordance with sections 5.7, 5.8, and
5.9.The failure by Franchisee to complete such repairs shall be considered a breach of this
Franchise and is subjectto remedies bythe City pursuantto Section XVII ofthis Agreement.
The privilege granted under this section shall be in addition to others provided by this
Franchise.
9.18 Separate Permit A�proval Needed For New Telecommunications Lines: The
limited privileges granted under this Franchise shall not convey any privilege to Franchisee
to install any new telecommunications lines or Facilities without Renton's express prior
written consent in the form of a permit(s) as provided for in this Section IX.
SECTION X. Coordination and Shared Excavations
10.1 Coordination: The Parties shall make reasonable efforts to coordinate any
Work that either Party may undertake within the Franchise Area to promote the orderly and
expeditious performance and completion of such Work, and to minimize any delay or
hindrance to any construction work undertaken by themselves or utilities within the
Franchise Area. At a minimum, such efforts shall include reasonable and diligent efforts to
keep the other Party and other utilities within the Franchise Areas informed of its intent to
undertake Work through regularly scheduled meetings. Franchisee and Renton shall further
each exercise its best efforts to minimize any delay or hindrance to any construction work
either may undertake within the Franchise Area. Any associated costs caused by any
construction delays to Renton or to any contractor working for Renton due to Franchisee's
failure to submit and adhere to Franchisee's plans and schedule in relocating or installing
Franchisee facilities shall be the sole responsibility of Franchisee. Franchisee shall, at
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Renton's request, also attend construction meetings pertaining to performance of Work
within the Franchise Area and shall designate a contact person to attend such meetings.
10.2 Joint Use Trenches: If Franchisee or Renton shall cause excavations to be
made within the Franchise Area, the Party causing such excavation to be made shall afford
the other, upon receipt of a written request to do so, an opportunity to use such excavation,
provided that: (a) such joint use shall not unreasonably delay the work of the Party causing
the excavation to be made; and (b) such joint use shall be arranged and accomplished on
terms and conditions satisfactory to both Parties.
10.3 Joint Use Policies: Concerningthe Franchise Area, duringthe Franchise Term,
Renton may adopt policies which encourage joint use of utilityfacilities within the Franchise
Area. Franchisee shall cooperate with Renton and explore opportunities for joint use of the
Franchise Area utility facilities that are consistent with applicable Laws and prudent utility
practices.
SECTION XI. Hazardous Materials
11.1 Written A�proval Required: In maintaining its Facilities (including, without
limitation, vegetation management activities), Franchisee shall not apply any Hazardous
Substance, pesticide, herbicide, or other hazardous material within the Franchise Area
without prior written approval of Renton. Renton will not unreasonably withhold approval,
but such application must be in conformance to the aquifer protection regulations of Renton
then in place. If Franchisee shall first obtain Renton's approval to apply a specific product
in accordance with a defined procedure on an ongoing basis throughout the Franchise Area,
it shall not thereafter be necessary for Franchisee to obtain Renton's approval on each
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ORDINANCE N0.
occasion such product is applied in accordance with such procedure unless such specified
product becomes subject to increased regulatory requirements or prohibitions. Franchisee
shall notify Renton of any accident by Franchisee involving Franchisee's use of Hazardous
Substances within the Franchise Area.
11.2 Release of Hazardous Substance:
a. Upon notice or discovery of a significant release of any Hazardous Substance
caused by Franchisee or expressly authorized by Franchisee to occur upon the
Franchise Area and Facilities covered by this Franchise, that does not constitute an
"emergency" subject to Section XII of this Agreement, Franchisee shall notify Renton
within twenty-four(24) hours of discovery.
b. If the encountered or suspected Hazardous Substances are not the result of
the acts or omissions of Franchisee, Renton shall, at its own expense, determine if
the material is hazardous, in accordance with applicable Laws.
i. If the material is found to be hazardous, Renton shall, at its own
expense, if possible, remove, dispose, or otherwise handle such Hazardous
Substances, as necessary, in accordance with applicable Laws.
ii. If Hazardous Substances are removed, Renton also shall provide
substitute nonhazardous substance(s) to replace the removed substance for
Franchisee to use in its operation, if necessary.
iii. Upon approval by Renton to proceed, Franchisee shall proceed with
the operations at its own cost, with no recourse against Renton for the cost of
schedule delays incurred due to the delay in operation.
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c. If the encountered or suspected Hazardous Substances within the Franchise
Area are the result of Franchisee's acts or omissions, Renton's characterization of
the substances involved and any removal, disposal, or other handling costs incurred
in connection with the removal, disposal, or handling of the hazardous substances
will be at Franchisee's sole expense. Franchisee shall be solely responsible for any
expense or cost related to environmental mitigation requirements imposed, by
operation of applicable Laws or otherwise.
SECTION XII. Emergency Work—Extension of Time to Obtain Permit(s)
12.1 In the event of any emergency in which any of Franchisee's Facilities located
in the Rights-of-Way breaks, fall, becomes damaged, or if Franchisee's Facilities are
otherwise in such a condition as to immediately endanger the property, life, health or safety
of any person, entity or the City, Franchisee shall immediately take the proper emergency
measures to repair its Facilities, to cure or remedy the dangerous conditions for the
protection of property, life, health or safety of any person, entity or the City without first
applying for and obtaining a permit as required by this Franchise. (see also section 15.3 of
this Agreement related to Emergency Relocation of Facilities in the event of an emergency
not related to Franchisee)
a. This clause 12.1 is not intended, and should not be construed, to relieve
Franchisee from the requirement of obtaining any permits necessary for this
purpose, and Franchisee shall apply for all such permits not later than the next
succeeding day during which the Renton City Hall is open for business.
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b. The City retains the right and privilege to cut, move, or remove any Facilities
located within the Rights-of-Way of the City, as the City may determine to be
necessary, appropriate, or useful in response to any public health or safety
emergency.
c. Franchisee shall provide all necessaryequipment and personnelto safely and
expeditiously repair its facilities and provide all necessary traffic control pursuant to
the most recent edition ofthe Manual on Uniform Traffic Control Devices (MUTCD) in
effect at the time of the emergency giving rise to the need.
12.2 Franchisee shall immediately and at the first possible time notify the City
according to Section XXV of this Agreement of any emergency or outage that affects, or is
expected to affect, any City customer or City access in any amount.
12.3 The City shall not be liable for any damage to or loss of Facilities within the
Rights-of-Way as a result of or in connection with any public works, public improvements,
construction, grading, excavation, filling, or work of any kind in the Rights-of-Way by or on
behalf of the City, except to the extent caused by the sole negligence or willful misconduct
of the City, its employees, contractors, or agents. The City shall further not be liable to
Franchisee for any direct, indirect, or any other such damages suffered by any person or
entity of any type as a direct or indirect result of the City's actions under this section 12
except to the extent caused by the sole negligence or willful misconduct of the City, its
employees, contractors, or agents.
12.4 Whenever the construction, installation or excavation of Facilities authorized
by this Franchise has caused or contributed to a condition that appears to substantially
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ORDINANCE N0.
impair the lateral support of the adjoining street or public place, or endangers the public, an
adjoiningpublic place, street,electricalortelecommunications utilities,Cityutilities,orCity
property, the Community and Economic Development Administrator or designee, may
direct Franchisee, at Franchisee's own expense, to take reasonable action to protect the
public, adjacent public places, City property or street utilities, and such action may include
compliance within a prescribed time. In the event that Franchisee fails or refuses to
promptly take the actions directed by the City, or fails to fully comply with such directions,
or if emergency conditions exist which require immediate action, before the City can timely
contact Franchisee to request Franchisee effect the immediate repair,the City may access
the Facilities and take such reasonable actions as are necessary to protect the public, the
adjacent streets, City utilities, or street, electrical or telecommunications utilities, or to
maintain the lateral support thereof, or reasonable actions regarded as necessary safety
precautions, and Franchisee shall be liable to the City for the costs thereof.
12.5 Public Service Obligations: Nothing in this section is intended, nor shall it be
construed, as a hindrance to Franchisee's abilityto take such actions as it deems necessary
to discharge its public service obligations in accordance with the laws of the State of
Washington.
12.6 Extraordinary Costs: Nothing in this section is intended, nor shall it be
construed, as preventing Renton from recovering from Franchisee, if otherwise so entitled
in accordance with applicable Laws, any extraordinary costs in respondingto an emergency
situation involving Franchisee's Facilities.
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SECTION XIII. Records of Installation
13.1 Future Construction Plans: Upon Renton's written request, Franchisee shall
provide to Renton copies of any plans prepared by Franchisee for potential improvements,
relocations and conversions to its Facilities within the Franchise Area; provided, however,
any such plans so submitted shall be for informational purposes only and shall not obligate
Franchisee to undertake any specific improvements within the Franchise Area, nor shall
such plan be construed as a proposal to undertake any specific improvements within the
Franchise Area.
13.2 As-Built Drawin�s: Following the initial construction and installation of
Facilities, Franchisee shall provide the Citywith accurate copies of as-built plans and maps
prepared by Franchisee's design and installation contractors. These plans and maps shall
be provided at no cost to the City, and shall include digitalfiles in AutoCAD, or other industry
standard readable formats that are acceptable to the City and delivered electronically.
Further, Franchisee shall provide such maps within thirty(30) days following a request from
the City. Franchisee shall warrant the accuracy of all plans, maps and as-builds provided to
the City.
13.3 Within thirt�(30) days of a written request from the Administrator or designee�
Franchisee shall furnish the City with information sufficient to demonstrate: 1) that the
Franchisee has complied with all applicable requirements of this Franchise; and 2)that any
and all utility taxes due to the City in connection with the Franchisee have been paid.
13.4 All books, records, maps and other documents maintained by Franchisee
with respect to its Facilities within the Rights-of-Way shall be made available for inspection
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by the City at reasonable times and intervals; provided, however,that nothing in this section
13.4 shall be construed to require Franchisee to violate state or federal law regarding
customer privacy, nor shall this section 13.4 be construed to require Franchisee to disclose
proprietary or confidential information without adequate safeguards for its confidential or
proprietary nature.
13.5 Franchisee shall not be required to disclose information that it reasonably
deems to be proprietary or confidential in nature; provided, however, Franchisee shall
disclose such information that is required under applicable law to comply with a utility tax
audit. Franchisee shall be responsible for clearly and conspicuously identifying the work as
confidential or proprietary and shall provide a brief written explanation as to why such
information is confidential and how it may be treated as such under State or Federal law. In
the event thatthe City receives a public records request under Chapter42.56 RCW or similar
law for the disclosure of information Franchisee has designated as confidential, trade
secret, or proprietary, the City shall promptly provide written notice of such disclosure so
that Franchisee can take appropriate steps to protect its interests.
13.6 Disclosure to Third-Parties:
a. Nothing in section 13.4 or 13.5 prohibits the City from complying with
Chapter 42.56 RCW or any other applicable law or court order requiring the release
of public records, and the City shall not be liable to Franchisee for compliance with
any law or court order requiring the release of public records. The City shall comply
with any injunction or court order obtained by Franchisee that prohibits the
disclosure of any such confidential records; however, in the event a higher court
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ORDINANCE N0.
overturns such inunction or court order and such higher court action is or has
become final and non-appealable, Franchisee shall reimburse the Cityfor anyfines
or penalties imposed for failure to disclose such records as required hereunder
within sixty(60) days of a request from the City.
b. Disclosure to Third Parties: Any drawings and/or information concerning the
location of Franchisee's Facilities provided by Franchisee shall be used by Renton
solely for management of the Franchise Area. Renton shall take all prudent steps
reasonably necessary to prevent unnecessary disclosure or dissemination of such
drawings, maps, records and/or information to any Third-Party without the prior
notice to Franchisee, unless the Third-Party is an authorized governmental entity of
any tier or a public records requestor. Renton will provide Franchisee with notice of
any public records request for Franchisee paperwork as soon as reasonably
practicable.
13.7 Design Locates: Upon Renton's written request, or in connection with the
design of any public works project, including any public utility whether provided by Renton
or another utility district, Franchisee shall field verify and mark the location of its
underground Facilities within the Franchise Area
13.8 Utility Locates: Notwithstanding the foregoing, nothing in this section is
intended (nor shall be construed)to relieve either Party of their respective obligations arising
under applicable Laws with respect to determining the location of utility facilities.
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ORDINANCE N0.
SECTION XIV. Undergrounding of Facilities
14.1 Undergrounding Required for New Facilities: Pursuant to regulation under
RMC 4-6-090.0 (Applicability), as those regulations may be amended or revised, all new
Facilities installed within the Franchise Area during the term of this Franchise shall be
located underground, consistent with the RMC, unless it is unfeasible in Renton's
reasonable estimation for it to be done; provided that installation of wires, cables, conduits
and similar equipment will be permitted and installed pursuant to the provisions of any
applicable Laws, and subject to and accordance with any applicable Tariffs on file with the
WUTC. In areas where all existing telecommunications and cable facilities are located
above ground within a one (1) mile horizontal distance from all elements of the proposed
project, Franchisee may install its Facilities above ground. Any new Facilities to be located
above ground shall be placed on existing utility poles. No new utility poles shall be installed
in connection with placement of new above ground Facilities.
SECTION XV. Relocation of Franchisee Facilities
15.1 Relocation Required: Renton shall have prior and superior right to the use of
the Franchise Area for the construction, installation, maintenance replacement, expansion
and repair of its roadways, utilities, improvements and infrastructure, and capital
improvement projects, and should any conflict arise with Renton facilities, Franchisee shall,
at its own cost and expense, conform to Renton's utilities, improvements and infrastructure
and capital improvement projects, provided that, whenever Renton or a partner agency
undertakes any public works improvement within the Franchise Area, and such public works
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ORDINANCE N0.
improvement necessitates the relocation of Franchisee's then existing Facilities within the
Franchise Area, Renton shall:
a. Provide Franchisee with reasonable prior notice of Renton's intent to initiate
a public works improvement, and if applicable, written notice requesting such
relocation; and
b. Provide Franchisee with copies of pertinent portions of Renton's plans and
specifications for such public works improvement; and
c. Provide Franchisee with contact information for the designated City project
manager responsible for the public works improvement project for which all
communication pertaining to the project scope shall be coordinated with unless
directed otherwise by designee or otherwise required by this Franchise.
15.2 Franchisee Relocation Plans: Unless a longer period is specified by the City
project manager,within 60 days of receipt of such notice and such plans and specifications,
as identified in section 15.1, Franchisee shall:
a. Provide the City with a designated Franchisee project manager to be the sole
contact point for all communication pertaining to the project scope unless directed
otherwise by designee or required by this Franchise.
b. Submit to the City's project manager the Franchisee plan drawings for the
relocation of the Franchisee Facilities in advance of the preparation of the City's final
plans and specifications for incorporation into the City's construction plans.
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ORDINANCE N0.
c. Submit to the City's project manager a proposed construction schedule for
review and approval. The City's project manager and Franchisee's project manager
shall coordinate the schedule in reasonable and good faith.
15.3 Franchisee Relocation Work:
a. City project manager shall provide Franchisee project manager a written
notice to proceed. The relocation completion date will be included in the City's
written request for said relocation to Franchisee.
b. To prevent delay to the City's project, upon receipt of notice per 15.3.a,
Franchisee shall complete the relocation work as per the schedule in 15.2.c, unless
otherwise agreed upon bythe City's project manager.
c. Franchisee shall relocate such Facilities within the Franchise Area at no
charge to the City, except that if the City pays for or reimburses the relocation costs
of another telecommunications utility, under materially identical circumstances, it
shall pay for or reimburse a proportionate share of Franchisee's relocation costs.
Franchisee shall be solely responsible for any associated cost caused by any
construction delays to the City's project due to Franchisee's failure to comply with
Franchisee's plans and schedule in relocating or installing Franchisee's Facilities in
accordance with sections 15.8 through 15.11.
15.4 Emergency Relocation of Facilities: In the event an emergency posing a threat
to public safety or welfare that is not related to a release of hazardous materials or
substances requires the relocation of Franchisee's Facilities within the Franchise Area,
Renton shall give Franchisee notice of the emergency as soon as reasonably practicable.
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Upon receipt of notice, Franchisee shall respond as soon as reasonably practicable to
relocate the affected Facilities, at Franchisee's sole expense. See also section 12.1 of this
Agreement.
15.5 Third-Party Construction: Whenever any person or entity, other than Renton
or its partner agency(ies) requires the relocation of Franchisee's Facilities to accommodate
the work of such person or entity within the Franchise Area; or, Renton requires any Third-
Party to undertake work (other than work undertaken at Renton's cost and expense)within
the Franchise Area and such work requires the relocation of Franchisee's Facilities within
the Franchise Area, Franchisee may condition 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.
15.6 Third-Party Construction of Public Utility Improvement Project:Any condition
or requirement imposed by Renton upon any Third-Party (including, without limitation, any
condition or requirement imposed pursuant to any contract or in conjunction with approvals
or permits obtained pursuant to any zoning, land use, construction or other development
regulation) which requires the relocation of Franchisee's Facilities within the Franchise
Area, then Franchisee shall relocate its Facilities; provided, however, in the event Renton
reasonably determines and notifies Franchisee that the primary purpose of imposing such
condition or requirement upon such Third-Party is to cause or facilitate the construction of
a public works project to be undertaken within a segment of the Franchise Area on Renton's
behalf and consistent with Renton's Capital Investment Program or its Transportation
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ORDINANCE N0.
Improvement Program; or the Transportation Facilities Program, then only those costs and
expenses incurred by Franchisee in reconnecting such relocated Facilities with
Franchisee's other Facilities shall be paid to Franchisee by such Third-Party, and Franchisee
shall otherwise relocate its Facilities within such segment of the Franchise Area in
accordance with subsection 15.1.
15.7 Alternatives: As to any relocation of Franchisee's Facilities whereby the cost
and expense is to be borne by Franchisee, Franchisee may, after receipt of written notice
requesting such relocation, submit in writing to Renton alternatives to relocation of its
Facilities.
a. Upon Renton's receipt from Franchisee of such written alternatives, Renton
shall evaluate such alternatives and shall advise Franchisee in writing if one or more
of such alternatives are suitable to accommodate the work which would otherwise
necessitate relocation of Franchisee's Facilities.
b. In evaluating such alternatives, Renton shall give each alternative proposed
by Franchisee fair consideration with due regard to all facts and circumstances
which bear upon the practicality of relocation and alternatives to relocation. If
Renton determines that such alternatives are not appropriate, Franchisee shall
relocate its Facilities as provided in subsection 15.1.
c. The City may seek reimbursement from Franchisee for all costs associated
with evaluation and implementation of proposed alternatives. Costs shall be related
to implementation, but is not limited to, redesign, construction cost increases and
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ORDINANCE N0.
any contractor(s) change orders or claims for delays or damages. All costs shall be
reimbursed in accordance with sections 5.7 through 5.9.
15.8 Non-Franchise Area: Nothing 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.
15.9 Indemnity for Delay: Franchisee shall indemnify, hold harmless, and pay the
costs of defending Renton against any and all Third-Party actions, claims, damages,
liabilities, or suits for delays on Renton's construction projects arising from or caused by
Franchisee's failure to remove or relocate it Facilities in a timely manner,though Franchisee
shall not be liable for damages due to delays that were out of Franchisee's reasonable or
expected control.
15.10 Contractor Delay Claims: If Franchisee breaches its obligations under
Chapter 19.122 RCW to properly locate its Facilities or breaches its obligations under this
section with respect to relocating its Facilities, and to the extent such breach causes a delay
in the work being undertaken by the City of Renton s third party contractor(s)that result in a
claim by the third party contractor(s) for costs, expenses and/or damages that are directly
caused by such delay and are legally required to be paid by the City (each, a "Contractor
Delay Claim"), the City may at its sole option:
a. Tender the Contractor Delay Claim to Franchisee for defense and
indemnification in accordance with section 15.10; or
b. Require that Franchisee reimburse the City for any such costs, expenses,
and/or damages that are legally required to be paid by the City to its third party
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ORDINANCE N0.
contractor(s) as a direct result of the Contractor Delay Claim; provided that, if the
City requires reimbursement by Franchisee under this section 15.8.b, the City shall
first give Franchisee written notice of the Contractor Delay Claim.
15.11 Failure to Remove or Relocate Facilities: If Franchisee fails, neglects, or
refuses to remove or relocate its Facilities as directed by the City following the procedures
outline in this Section XV, then after fifteen (15) days' notice to Franchisee, the City may
perform such work or cause it to be done, and the City's costs shall be paid by Franchisee
pursuant to sections 5.7, 5.8, and 5.9.
15.12 Survival: The provisions of this Section XV shall survive the expiration or
termination of this Franchise during such time as Franchisee continues to have Facilities in
the Rights-of-Way.
SECTION XVI.Abandonment and Discontinuance of Franchisee's Facilities
16.1 Notification: Franchisee shall notify Renton of any abandonment or cessation
of use of any of its Facilities within sixty (60) days after such abandonment or cessation of
use. Franchisee shall notify the City in writing for such planned abandonment or cessation
and include a site plan showing all Facilities, including respective size and material type,
planned for abandonment or cessation. Any plan for abandonment or removal of
Franchisee's Facilities within the Franchise Area must be first approved in writing by the
Administrator, or designee. Unless otherwise determined acceptable, for any Facility
Franchisee is authorized to abandon, the Franchisee shall remove all wire and associated
appurtenances. Franchisee covenants and agrees that for any request for abandonment or
cessation,the City may elect to take ownership of the Facilities. In such case the City elects
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to take ownership of the Facilities, the City shall prepare a Bill of Sale (BOS) for Franchisee
to review and sign within thirty(30) days.
16.2 Removal: In the event of Franchisee's abandonment or permanent cessation
of use of any portion of its Facilities, or any portion of the Franchised Area, Franchisee shall,
within one hundred and twenty (120) days after the abandonment or permanent cessation
of use, remove the Facilities at Franchisee's sole expense. However, with Renton's express
written consent, Franchisee may, at Franchisee's sole cost and expense, secure the
Facilities in such a manner as to cause itto be as safe as is reasonably possible, by removing
all lines, conduits and appurtenances, in compliance with all Laws, and abandon them in
place, provided that any above ground Facilities shall be removed at Franchisee's sole
expense.
16.3 Restoration: In the event of the removal of all or any portion of the Facilities,
to the extent reasonably possible, Franchisee shall restore the Franchise Area in
accordance with the Trench Restoration and Street Overlay requirements as it exists or may
be amended. Such restoration work shall be done at Franchisee's sole cost and expense
and to Renton's reasonable satisfaction. If Franchisee fails to remove or secure the
Facilities and/or fails to restore the premises or take such other mutually agreed upon
action, Renton may, after reasonable notice to Franchisee, remove the Facilities, restore the
premises or take such other action as is reasonably necessary at Franchisee's sole expense
and Renton shall not be liable for any damages, losses or injuries. This remedy shall not be
deemed to be exclusive and shall not prevent Renton from seeking a judicial order directing
Franchisee to remove its Facilities.
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16.4 Administrative or Abandonment Fees: Renton's consent to Franchisee's
abandonment of Facilities in place shall not relieve Franchisee ofthe obligation and/or costs
to remove, alter or re-secure such Facilities in the future in the event it is reasonably
determined, as adjudged in Renton's sole discretion,that removal, alteration or re-securing
the Facilities is necessary or advisable for the health, safety, necessity and/or convenience
of the public, in which case Franchisee shall perform such work its sole expense.
16.5 Survival of Provisions: The Parties expressly agree that the provisions of this
section shall survive the termination, expiration, or revocation of this Franchise.
SECTION XVII. Termination,Violations, and Remedies
17.1 Termination: If either Party provides notice in accordance with Section XXV of
this Agreement that it does not wish to renew, extend and/or continue the Franchise, this
Franchise shall be terminated as of the expiration date described in Section IV.
17.2 Termination by Breach: If Franchisee materially breaches or otherwise fails to
perform, comply with any of the terms and conditions of this Franchise, or fails to maintain
any required license, permit or approval, and fails to cure such breach or failure within thirty
(30) days of Renton providing Franchisee with written notice specifying with reasonable
particularity the nature of any such alleged breach or failure, or, if not reasonably capable
of being cured within thirty (30) days, within such other reasonable period of time as the
Parties may agree upon, Renton may terminate this Franchise,without any penalty, liability,
cost or damages.
17.3 City Council Termination: This Franchise shall not be terminated prior to the
expiration date of this Franchise except upon a majority vote of the City Council, after
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reasonable notice to Franchisee (which notice shall be given at least thirty(30) days before
the hearing) and an opportunity to be heard, provided that if exigent circumstances
necessitate immediate termination, the hearing may be held as soon as possible after the
termination.
17.4 Discontinue Operations:
a. If the Franchise is terminated, Franchisee shall immediately discontinue
operation of Facilities through the Franchise Area.
b. In such circumstances, either Party may invoke the dispute resolution
provisions in Section XVIII. Alternatively, either Party may elect to seek relief directly
in the United States District Court for the Western District of Washington, in Seattle,
Washington, or in the King County Superior Court for the State of Washington at the
Maleng Regional Justice Center, Kent, Washington, in which case the dispute
resolution requirements shall not be applicable. Once Franchisee's privilege has
terminated, Franchisee shall comply with Franchise provision regarding removal
and/or abandonment of Facilities.
17.5 Renton Retains Right for Action: Renton's failure to exercise a particular
remedy at any time shall not waive Renton's right to terminate, assess penalties, or assert
any equitable or legal remedyfor anyfuture breach or default by Franchisee.
17.6 Franchisee Liability and Obligation: Termination shall not release Franchisee
from any liability or obligation with respect to any matter occurring priorto such termination,
and shall not release Franchisee from any obligation to remove and secure its Facilities and
to restore the Franchise Area.
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17.7 Injunctive Relief: The Parties acknowledge that the covenants set forth in this
Franchise are essential to this Franchise, and, but for the mutual agreements of the Parties
to comply with such covenants,the Parties would not have entered into this Franchise. The
Parties further acknowledge that they may not have an adequate remedy at law if the other
Partyviolates such covenant.Therefore,the Parties shall have the right to obtain in any court
of competent jurisdiction injunctive relief to restrain any breach or threatened breach, or to
specifically enforce any of the Franchise covenants should the other Party fail to perform
them.
17.8 Except as limited by Section XIX"Arbitration",The City may elect,without any
prejudice to any of its other legal rights and remedies, to obtain an order from the superior
court having jurisdiction compelling Franchisee to comply with the provisions of the
Franchise and to recover damages and costs incurred by the City by reason of Franchisee's
failure to comply. In addition to any other remedy provided herein,the City reserves the right
to pursue any remedy to compel or force Franchisee and/or its successors and assigns to
comply with the terms hereof, and the pursuit of any right or remedy by the City shall not
prevent the City from thereafter declaring a forfeiture or revocation for breach of the
conditions herein. Provided, further, that by entering into this Franchise, it is not the
intention of the City or Franchisee to waive any other rights, remedies, or obligations as
otherwise provided by law equity, or otherwise, and nothing contained here shall be deemed
or construed to effect any such waiver.
17.9 If Franchisee shall violate, or fail to comply with any of the provisions of this
Franchise, or should it fail to heed or comply with any notice given to Franchisee under the
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provisions of this Franchise, the City shall provide Franchisee with written notice specifying
with reasonable particularity the nature of any such breach and Franchisee shall undertake
all commercially reasonable efforts to cure such breach within thirty(30) days of receipt of
notification. Ifthe parties reasonably determinethe breach cannot be cured within (30)thirty
days, the City may specify a longer cure period, and condition the extension of time on
Franchisee's submittal of a plan to cure the breach within the specified period,
commencement of work within the original thirty (30) day cure period, and diligent
prosecution of the work to completion. If the breach is not cured within the specified time,
or Franchisee does not complywith the specified conditions,the City may, at its discretion,
(1) revoke this Franchise with no further notification, or(2) claim compensatory damages of
two hundred fifty dollars ($250) per day or(3) pursue other remedies as described in section
17.9 above. Liquidated damages described in this section 17.10 shall not be offset against
any sums due to the City as a tax or reimbursement pursuant to code or this Franchise.
17.10 Non-Waiver:The Failure of the City to insist upon strict performance of any of
the covenants and agreements of this Franchise or to exercise any option herein conferred
in any one or more instances, shall not be construed to be a waiver or relinquishment of any
such covenants, agreements or option or any other covenants, agreements or option.
SECTION XVIII. Dispute Resolution
18.1 Notice of Default: If there is any alleged default as to performance under this
Franchise, Renton shall notify Franchisee in writing, stating with reasonable specificity the
nature of the alleged default. Within ten (10) days of its receipt of such notice, Franchisee
shall provide a written response to Renton acknowledging receipt of notice and stating
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Franchisee's response. Franchisee has thirty (30) days ("cure period") from the date of the
notice's mailingto:
a. Respond to Renton, contesting Renton's assertion(s) as to the dispute or any
alleged default and requesting a meeting in accordance with subsection 18.2; or
b. Cure the alleged default; or
c. Notify Renton if Franchisee cannot cure the alleged default within thirty (30)
days, due to the nature of the default. Notwithstanding such notice, Franchisee shall
promptly take all reasonable steps to begin to cure the alleged default and notify
Renton in writing and in detail as to the actions that Franchisee will take and the
projected completion date. In such case, Renton may set a meeting in accordance
with subsection 18.2.
18.2 Meetin : If any alleged default is not cured or if a subsection 18.1 meeting is
requested, Renton shall promptly schedule a meeting between the Parties to discuss the
alleged default. Renton shall notify Franchisee of the meeting in writing and the meeting
shall take place not less than ten (10) days after Franchisee's receipt of notice of the
meeting. Each Party shall appoint a representative who shall attend the meeting, represent
their party's interests, and who shall exercise good faith to reach an agreement on any
alleged default and/or any corrective action to be taken.Any dispute (including any dispute
concerning the existence of or any corrective action to be taken to cure any alleged default)
that is not resolved within ten (10) days following the conclusion of the meeting shall be
referred by the Parties' representatives in writing to the Parties' senior management for
resolution. If senior management is unable to resolve the dispute within twenty(20) days of
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referral (or such other period as the Parties may agree upon), each Party may pursue
resolution of the dispute through Section XIX, Arbitration, of this Franchise. All negotiations
pursuant to these procedures for the resolution of disputes shall be confidential and shall
be treated as compromise and settlement negotiations for purposes of the state and federal
rules of evidence.
18.3 Additional Resolution O�tions: If, at the conclusion of the steps provided for
in subsections 18.1 and 18.2 above, Renton and Franchisee are unable to settle the dispute
or agree upon the existence of a default or the corrective action to be taken to cure any
alleged default, Renton or Franchisee (as Franchisee may have authorityto do so) may:
a. Take any enforcement or corrective action provided for by Law, including the
city code; provided such action does not conflict with this Franchise's provisions;
and/or
b. Demand arbitration, pursuant to Section XIX below,for disputes arising out of
or related to Sections III, Grant of Franchise (or such other sections with respect to
the existence of conflicts or inconsistencies with the express terms and conditions
of this Franchise and any applicable Laws); XIII, Records of Installation; XIV,
Undergrounding of Facilities (except as preempted by WUTC authority); and XV,
Relocation of Franchisee Facilities (excluding project delay claims exceeding thirty
thousand dollars ($30,000)) of this Franchise (the "Arbitration Claims"); and/or
c. By ordinance, declare an immediate forfeiture of this Franchise for a breach
or default of any material, non-Arbitration Claims, obligations under this Franchise;
and/or
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d. Take any action to which it is entitled under this Franchise or any applicable
Laws.
18.4 Continuation of Obligations: Unless otherwise agreed by Renton and
Franchisee in writing, Renton and Franchisee shall, continue to perform their respective
obligations under this Franchise duringthe pendency of any dispute.
SECTION XIX.Arbitration
19.1 Rules and Procedures: The Parties agree that any dispute, controversy, or
claim arising out of or relating to Arbitration Claims, shall be referred for resolution to the
American Arbitration Association in accordance with the rules and procedures in force at
the time of the submission of a request for arbitration.
19.2 Discoverv:The arbitrators shall allow appropriate discovery to facilitate a fair,
speedy and cost-effective resolution of the dispute(s). The arbitrators shall reference the
Washington State Rules of Civil Procedure then in effect in setting the scope and timing of
discovery. The Washington State Rules of Evidence shall apply. The arbitrators may enter a
default decision against any Party who fails to participate in the arbitration proceedings.
19.3 Compensatory Damages: The arbitrators may award compensatory
damages., including consequential damages. Such damages may include, but shall not be
limited to: all costs and expenses of materials, equipment,supplies, utilities, consumables,
goods and other items; all directly related costs and expenses of any staff; all costs and
direct expenses of any labor (including, but not limited to, labor of contractors of any tier);
all pre-arbitration costs and expenses of consultants, attorneys, accountants, professional
and other services, as outlined in section 19.5 below; and all taxes, insurance, interest
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expenses, directly related overhead and general administrative costs and expenses, and
other costs and expenses of any kind incurred in connection with the dispute.The arbitrator
may award equitable relief in those circumstances where monetary damages would be
inadequate.
19.4 Award: Any award by the arbitrators shall be accompanied by a written
opinion setting forth the findings of fact and conclusions of law relied upon in reaching the
decision. The award rendered by the arbitrators shall be final, binding and non-appealable,
and judgment upon such award may be entered by any court of competent jurisdiction.
19.5 Each Party's Costs: Except as provided in subsection 19.7 below, see each
Party shall pay the fees of its own attorneys, expenses of witnesses, and all other expenses
and costs in connection with the presentation of such Party's case including, without
limitation, the cost of any records, transcripts or other things used by the Parties for the
arbitration, copies of any documents used in evidence, certified copies of any court,
property or city documents or records that are placed into evidence by a Party.
19.6 Arbitration Costs: Except as provided in subsection 19.7 below,the remaining
costs of the arbitration, including without limitation,fees of the arbitrators, costs of records
or transcripts prepared for the arbitrator's use in the arbitration, costs of producing the
arbitrator's decision and administrative fees shall be borne equally by the Parties.
19.7 Costs for Multiple Arbitrations: Notwithstanding the foregoing subsections
19.5 and 19.6, in the event either Party is found during the term of this Franchise to be the
prevailing party in anytwo (2) arbitration proceedings brought by such party pursuantto this
Section XIX, then such party shall be entitled to recover all reasonably incurred Costs,
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including attorneys'fees, for any subsequent arbitration brought by them in which they are
found to be the prevailing party.
19.8 Transcript Costs: In the event a Party makes a copy of an arbitration
proceeding transcript for its use in writing a post-hearing brief, or an arbitration decision
copyto append to a lawsuit to reduce the award to judgment, etc., then that Party shall
bear the cost, except to the extent such cost might be allowed by a court as court costs.
SECTION XX.Alternative Remedies
20.1 No provision of this Franchise shall be deemed to bar the right of Renton or
Franchisee to seek or obtain judicial relief from a violation of any Franchise provision or any
rule, regulation, requirement or directive promulgated for non-Arbitration Claims. Neither
the existence of other Franchise remedies nor the use of such remedies shall bar or limit the
right of Renton or Franchisee to recover monetary damages for violations by the other Party,
or to seek and obtain judicial enforcement of the other Party's obligations by means of
specific performance, injunctive relief or mandate, or any other remedy at law or in equity.
SECTION XXI.Amendments to Franchise
21.1 This Franchise may only be amended by written instrument, signed by the
Parties, specifically stating that it is an amendment to this Franchise and is approved and
executed in accordance with State of Washington laws. Without limitation, and unless
required by any Laws, this Franchise shall govern and supersede and shall not be altered,
limited, supplemented or otherwise amended by any permit, approval, license, agreement
or other document required by or obtained from Renton in conjunction with Franchisee's
exercise or failure to exercise any and all benefits, privileges, obligations or duties in and
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under this Franchise, unless such permit, approval, license, agreement or other document
specifically:
a. References this Franchise; and
b. States that it supersedes this Franchise to the extent it contains terms and
conditions which alter, limit, supplement or otherwise amend the terms and
conditions ofthis Franchise. In the event of any conflict or inconsistency between the
provisions of this Franchise and the provisions of any such permit, approval, license,
agreement or other document, except as expressly required by Laws and/or
superseded by such permit, approval, license, agreement or other document, the
Franchise provisions shall control.
SECTION XXII. Indemnification
22.1 Renton: In Sections XXII and XXIII, "Renton" means the City of Renton, and its
elected officials, agents, employees, officers, representatives, consultants (of any level),
and volunteers.
22.2 Indemnification by Franchisee: Franchisee shall indemnify, defend, and hold
harmless Renton, from and against any and every Third-Party action, claim, cost, damage,
death, expense, harm, injury, liability, or loss of any kind, in law or in equity, to persons or
property, including reasonable attorneys' and experts'fees and/or costs incurred by Renton
in its defense, arising out of or related to, directly or indirectly, to Franchisee's Work or
abandonment of Facilities, orfrom the existence of Franchisee's Facilities,and the products
contained in, transferred through, any signals or emissions from the Facilities, released or
escaped from the Facilities, including the reasonable costs of assessing such damages and
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any liability for costs of investigation, abatement, correction, cleanup, fines, penalties, or
other damages arising under any Laws, including, but not limited to, Environmental Laws,
and any action, claim, cost, damage, death, expense, harm, injury, liability, or loss, to
persons or property which is caused by, in whole or in part, and only to the extent of, the
willfully tortious or negligent acts or omissions of Franchisee or its agents, contractors of
any tier, employees, representatives or trainees related to Franchisee's granted Franchise
privileges. If any action or proceeding is brought against Renton by reason of Franchisee's
Facilities, Franchisee shall defend Renton at Franchisee's sole expense, provided that, for
uninsured actions or proceedings, defense attorneys shall be approved by Renton, which
approval shall not be unreasonably withheld. The terms of this section shall not require
Franchisee to indemnify Renton against and hold harmless Renton from claims, demands
or suits based upon Renton's negligent or willful conduct, and provided further that if the
claims or suits are caused by or resultfrom the concurrent negligence of(a)the Franchisee's
agents, officers, or employees and (b) Renton, this provision with respect to claims or suits
based upon such concurrent negligence shall be valid and enforceable only to the extent of
Franchisee's negligence or the negligence of Franchisee's agents or employees except as
limited in this Franchise.
22.3 Environmental Indemnification: Franchisee shall indemnify, defend, and save
Renton harmless from and against any and every Third-Party action, claim, cost, damage,
death, expense, harm, injury, liability, or loss, either at law or in equity, to persons or
property, including, but not limited to, costs and reasonable attorneys' and experts' fees
incurred by Renton, arising directly or indirectly from: (a) Franchisee's breach of any
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environmental Laws or Laws applicable to the Facilities, or (b) from any release of a
hazardous substance on or from the Facilities, or (c) other activity related to this Franchise
by Franchisee. This indemnity includes, but is not limited to, (a) liability for a governmental
agency's costs of removal or remedial action for Hazardous Substances; (b) damages to
natural resources caused by Hazardous Substances, including the reasonable costs of
assessing such damages; (c) liability for any other person's costs of responding to
Hazardous Substances; (d) liability for any investigation, abatement, correction, cleanup,
costs,fines, penalties,or other damages arising under any Laws;and (e)liabilityfor personal
injury, property damage, or economic loss arising under any statutory or common-law
theory or Laws.
22.4 Title 51 Waiver: Franchisee's indemnification obligations pursuant to this
section shall include assuming potential liability for actions brought by Franchisee's own
employees and the employees of Franchisee's agents, representatives, contractors of any
tier even though Franchisee might be immune under RCW Title 51 from direct suit brought
by such employees. It is expressly agreed and understood that this assumption of potential
liabilityfor actions brought bythe aforementioned persons is limited solelyto claims against
Renton arising by virtue of Franchisee's exercise of the privileges set forth in this Franchise.
The obligations of Franchisee under this section have been mutually negotiated by the
Parties, and Franchisee acknowledges that Renton would not enter into this Franchise
without Franchisee's waiver of immunity. To the extent required to provide this
indemnification and this indemnification only, Franchisee waives its immunity underTitle 51
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RCW as provided in RCW 4.24.115 (Validity of agreement to indemnify against liability for
negligence relative to construction, alteration, improvement, etc.).
22.5 Real Estate Indemnitv: Should a court of competent jurisdiction determine
that this Franchise is subject to RCW 4.24.115, (Validity of agreement to indemnify against
liability for negligence relative to construction, alteration, improvement, etc.), as it exists or
may be amended, then, in the event of liability for damages arising out of bodily injury to
persons or damages to property caused by or resulting from the concurrent negligence of
Franchisee, its officers, officials, employees, and volunteers and/or a contractor of any tier,
or Renton, its elected officials, officers, officials, employees, and volunteers, and or the
contractor,the party's liability shall be onlyto the extent of that party's negligence.
22.6 Notice: In the event any matter for which Renton intends to assert its rights
under this section is presented to or filed with Renton, Renton shall promptly attempt to
notify Franchisee in accordance with Section XXV of this Franchise, and Franchisee shall
have the privilege,at its election and at its sole costs and expense,to settle and compromise
such matter as it pertains to Franchisee's responsibility to indemnify, defend and hold
harmless Renton. In the event any suit or action is started against Renton based upon any
such matter, Renton shall likewise promptly attempt to notify Franchisee, and Franchisee
shall have the privilege, at its election and at its sole cost and expense, to settle and
compromise such suit or action, or defend the same at its sole cost and expense, by
attorneys of its own election, as it pertains to Franchisee's responsibility to indemnify,
defend and hold harmless Renton. Franchisee's indemnification obligations do not applyto
the extent that Renton fails to provide attempt to notice in accordance with Section XXV of
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this Franchise, and such failure materially prejudices Franchisee or the defense of an
action, claim, cost, damage, death, expense, harm, injury, liability, or loss of any kind.
22.7 Recovery of City Costs: In the event that Renton is required to defend a "suit
or action" and Franchisee refuses to defend and indemnify Renton, as referenced in
subsection 22.2 and Renton is determined to be withoutfault forthe claim or demand giving
rise to such"suit or action," Franchisee shall reimburse Renton for a percentage of Renton's
total defense costs. The percentage of Renton's total defense costs to be reimbursed shall
be a percentage equal to the percentage (if any) of fault attributable to Franchisee for the
claim or demand giving rise to such "suit or action."
22.8 Survival: The provisions of this section shall survive the expiration or
termination of this Franchise if the basis for any such claim, demand, suit or action as
referenced in subsection 22.2 occurred during the Franchise term.
22.9 Negotiated: THE PARTIES HAVE SPECIFICALLY NEGOTIATED SECTION XXII,
INDEMNIFICATION.
SECTION XXIII. Insurance
23.1 Insurance Required: Franchisee shall procure and maintain for the duration
of the Franchise, insurance, or provide evidence of self-insurance, against all claims for
injuries to persons or damages to property which may arise from or in connection with the
exercise of the privileges granted by Franchise to Franchisee. Franchisee shall provide to
Renton an insurance certificate, and/or a certificate of self-insurance, together with a
blanket additional insured endorsement on the general and automotive liability policies,
including Renton as an additional insured as their interest may appear under this Franchise
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upon Franchisee's acceptance of this Franchise, and such insurance certificate shall
evidence the following coverages:
a. Commercial general liability insurance, including but not limited to, blanket
contractual, property damage, premises-operations, explosion, collapse and
hazard, underground hazard (XCU) and products completed hazard, with limits of
five million dollars ($5,000,000) for each occurrence for bodily injury and property
damage and five million dollars ($5,000,000) general aggregate;
b. Commercial automobile liabilitv for owned, non-owned and hired vehicles
with a combined single limit of three million dollars ($3,000,000) each accident for
bodily injury and property damage;
c. Worker's Compensation within statutory limits consistent with the Industrial
Insurance laws of the State of Washington; and
d. Pollution liabilitvwith a limit not less than one million dollars ($1,000,000)for
each occurrence, and two million dollars ($2,000,000) in the aggregate, for pollution
condition arising out of or resulting from the use and occupancy of the premises and
the operations conducted thereon.
23.2 Deductibles: All deductibles shall be the sole responsibility of Franchisee.
The insurance certificate required by this section shall contain a clause stating that
coverage shall apply separately to each insured against whom claim is made or suit is
brought, except with respect to the aggregate limits of the insurer's liability.
23.3 Additional Insured: Renton, its officers, officials, employees, and volunteers
shall be included as an additional insured as their interest may appear underthis Franchise
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on the commercial general liability and commercial automobile liability insurance, as
respects work performed by Franchisee and the blanket additional insured endorsement
shall be included with on the certificate of insurance or certification of self-insurance.
23.4 Primary Insurance: Franchisee's insurance shall be primary insurance with
respect to Renton. Any insurance maintained by Renton shall be in excess of Franchisee's
insurance and shall not contribute with it. Franchisee shall give Renton thirty(30) days prior
written notice by certified mail, return-receipt requested, of suspension, cancellation, or
material change in coverage.
23.5 Cancellation: Upon receipt of notice from its insurer(s) Franchisee shall
provide the City of Renton with thirty (30) days prior written notice of cancellation. In the
event of cancellation or a decision not to renew, Franchisee shall obtain and furnish to
Renton evidence of replacement insurance policies meeting the requirements of this
section before the cancellation date.
23.6 Certificates and Endorsements: Franchisee shall furnish Renton with
certificates of insurance evidencing the coverage or self-insurance required by this section
upon acceptance of this Franchise. The certificates and blanket additional insured
endorsement shall be signed by a person authorized by the insurer to bind coverage on its
behalf and must be received and approved by Renton prior to the commencement of any
Work.
23.7 Separate Covera�e: Franchisee's insurance shall contain a clause statingthat
coverage shall apply separately to each insured against whom claim is made or suit is
brought, except with respects to the limits of the insurer's liability.
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23.8 Survival:The indemnityand insurance provisions underSectionsXXll and XXIII
shall survive the termination of this Franchise and shall continue for as long as Franchisee's
Facilities remain in or on the Franchise Area or untilthe Parties execute a new Franchise that
modifies or terminates these indemnity or insurance provisions.
SECTION XXIV. Discrimination Prohibited
24.1 In connection with this Franchise, including and not limited to all Work, hiring
and employment, neither Franchisee nor its employees, agents, contractor of any tier,
volunteers or representatives shall discriminate on the basis of race, color, sex, religion,
nationality, creed, marital status, sexual orientation or preference, age (except minimum
age and retirement provisions), honorably discharged veteran or military status, or the
presence of any sensory, mental or physical handicap, unless based upon a bona fide
occupational qualification in relationship to hiring and employment, in employment or
application for employment or in the administration of the delivery of services or any other
benefits under this Franchise. Franchisee shall comply fully with all applicable Laws that
prohibit such discrimination. A copy of this language must be made a part of an agreement
with a contractor of any tier.
SECTION XXV. Notice
25.1 Whenever notice to or notification by any Party is required,that notice shall be
in writing and directed to the recipient at the address set forth below. Any notice or
information required or permitted to be given to the Parties under this Franchise may be sent
to following Addresses unless otherwise specified:
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CityAddress:
City of Renton
ATTN: CED, Development Engineering, Franchise Permits
1055 S Grady Way
Renton, WA 98057
City Contact:
franchisepermits@rentonwa.gov
425.430.7240
City Public Works Improvement Project Contact:
As specified in section 15.1.c
Franchisee Address:
135 Lake Street South, Suite 155
Kirkland,WA 98033
legal@ziply.com
Franchisee Permitting Contact:
Raquel Butler, raquel.butler@ziply.com
Franchisee Emergency Contact:
Ziply Fiber Network Operations Center, 509-823-1886
25.2 If the date for making any payment or performing any act is a legal holiday,
payment may be made or the act performed on the next succeeding business day which is
not a legal holiday.
25.3 The Parties may change the address and representative by providing written
notice of such change by accepted e-mail or certified mail. All notices shall be deemed
complete upon actual receipt or refusal to accept delivery. Facsimile or a .pdf e-mailed
transmission of any signed original document and retransmission of any signed facsimile
transmission shall be the same as delivery of an original document.
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SECTION XXVI. Miscellaneous
26.1 As Is: Franchisee agrees and accepts the Franchise Area in an "as is"
condition. Franchisee agrees that Renton has never made any representations, implied or
express warranties, or guarantees as to the suitability, security or safety of the location of
Franchisee's Facilities or the Franchise Area, or possible hazards or dangers arising from
other uses or users of the Franchise Area, Rights-of Way, Public Property, and Public Ways
including any use by Renton, the general public, or by other utilities. As to Renton and
Franchisee, Franchisee shall remain solely and separately liable for the Work, function,
testing, maintenance, replacement and/or repair of the Facilities or other activities
permitted by this Franchise.
26.2 Assignees and Successors:This Franchise and all of the terms and provisions
shall be binding upon and inure to the benefit of the Parties' respective successors and
assignees.
26.3 Attorneys' Fees: Except as provided in Section XIX, if a suit or other action is
instituted in connection with any controversy arising out of this Franchise, the prevailing
party shall be entitled to recover all of its Costs, including such sum as the court may judge
as reasonable for attorneys' fees, costs, expenses and attorneys' fees upon appeal of any
judgment or ruling.
26.4 Conflicts: If there is a conflict between this and any previous Franchise
between the Parties, the terms of this Franchise shall supersede the terms of the previous
Franchise.
60
ORDINANCE N0.
26.5 Contractors (of any tier�: Franchisee's contractors may act on Franchisee's
behalf to the extent that Franchisee permits its contractors to do so. Franchisee is
responsible for ensuring that Franchisee's contractors have every obligation, duty and
responsibility that Franchisee has in discharging its duties related to this Franchise.
Franchisee and Franchisee's contractors shall acquire and maintain a City of Renton
business license in accordance with RMC 5-5 as it exists or may be amended; Franchisee
shall acquire and maintain a business license during the duration of the Franchise while
contractors shall acquire and maintain a business license prior and duringthattime that any
permit is active.
26.6 Eminent Domain:This Franchise shall not preclude a governmental bodyfrom
acquiringthe Franchise Area by lawful condemnation, or Renton from acquiring any portion
of the Facilities by lawful condemnation. In determining the Facilities'value, no value shall
be attributed to the right to occupy the Franchise Area.
26.7 Force Majeure: In the event that Franchisee is prevented or delayed in the
performance of any of its obligations under this Franchise by reason(s) beyond the
reasonable control of Franchisee, then Franchisee's performance shall be excused during
the Force Majeure occurrence. Upon removal or termination of the Force Majeure
occurrence Franchisee shall promptly perform the affected obligations in an orderly and
expedited manner under this Franchise or procure a substitute for such obligation or
performance that is satisfactory to Renton. Franchisee shall not be excused by mere
economic hardship or by misfeasance or malfeasance of its directors, officers or
employees. Events beyond Franchisee's reasonable control include, but are not limited to,
61
ORDINANCE N0.
Acts of God, war, acts of domestic terrorism or violence, civil commotion, labor disputes,
strikes, earthquakes, fire, flood or other casualty, shortages of labor or materials,
government regulations or restrictions and extreme weather conditions. Franchisee shall
use all commercially reasonable efforts to eliminate or minimize any delay caused by a
Force Majeure event.
26.8 Forfeiture and Other Remedies: If Franchisee willfully violates or fails to
comply with any of the Franchise provisions, or through willful or unreasonable negligence
fails to heed or comply with any notice that Renton may give to Franchisee under the
Franchise provisions, at the election of the Renton City Council, this Franchise may be
revoked or annulled after a hearing held upon reasonable notice to Franchisee(which notice
shall be given at least thirty (30) days before the hearing), and upon such revocation, all
privileges conferred under this Franchise shall be forfeited.
26.9 Franchisee's Acceptance: Renton may void this Franchise ordinance if
Franchisee fails to file its unconditional acceptance of this Franchise within thirty(30) days
from the final passage of same by the Renton City Council. Franchisee shall file this
acceptance with the City Clerk of the City of Renton.
26.10 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.
26.11 Jurisdiction and Venue: Any lawsuit or legal action brought by any party to
enforce or interpret this Franchise or any of its terms or shall be in the United States District
Court for the Western District of Washington, in Seattle, Washington, or in the King County
62
ORDINANCE N0.
Superior Court for the State of Washington at the Maleng Regional Justice Center, Kent,
Washington.
26.12 No Duty by Renton: This Franchise neither creates any duty by Renton nor any
of its elected officials, agents, employees or representatives, and no liability arises from any
action or inaction by Renton or any of its elected officials, agents, employees or
representatives in the exercise of their powers or authority. Renton is not required to inspect
or guarantee Franchisee's Work. This Franchise is not intended to acknowledge, create,
imply or expand any duty or liability of Renton with respect to any function in the exercise of
its police power or for any other purpose. Any duty that may be deemed to be created in
Renton bythis Franchise shall be deemed a dutyto the general public and notto any specific
party, group or entity.
26.13 Notice of Tariff Changes: Franchisee shall, when making application for any
changes in Tariffs affecting the provisions of the Franchise, notify Renton in writing of the
application and provide Renton with a copy of the submitted application within five (5)
calendar days of filing with the WUTC. Franchisee shall further provide Renton with a copy
of any actual approved Tariff(s) affecting the provision of this Franchise.
26.14 Renton's Police Powers: Nothing in this Franchise shall diminish, or eliminate,
or be deemed to diminish or eliminate that governmental or police powers of Renton,
including the right to create new Laws or modify existing Laws.
26.15 Public Document/Public Disclosure: This Franchise will be considered a
public document and will be available for reasonable inspection and copying by the public
63
ORDINANCE N0.
during regular business hours. This document may be disclosed pursuant to RCW 42.56
(Public Records Act).
26.16 Section Headin�s:The Section headings in this Franchise are for convenience
only, and do not purport to and shall not be deemed to define, limit, or extend the scope or
intent of the section to which they pertain.
26.17 Severabilitv: In the event that a court or agency of competent jurisdiction
declares a material provision of this Franchise to be invalid, illegal or unenforceable, the
Parties shall negotiate in good faith and agree, to the maximum extent practicable in light of
such determination,to such amendments or modifications as are appropriate so as to give
effect to the intentions of the Parties. If severance from this Franchise of the particular
provision(s) determined to be invalid, illegal or unenforceable will fundamentally impair the
value of this Franchise, either Party may apply to the United States District Court for the
Western District of Washington, in Seattle,Washington, or in the King CountySuperior Court
for the State of Washington at the Maleng Regional Justice Center, Kent, Washington to
reform or reconstitute the Franchise so as to recapture the original intent of said particular
provision(s). All other provisions of the Franchise shall remain in effect at all times during
which negotiations or a judicial action remains pending.
26.18 Survival: With respect only to matters arising during the period of time this
Franchise shall be in full force and effect, the Parties intend that any term or condition
applicable to such matters shall survive the expiration or termination of this Franchise to the
extent such survival can be reasonably inferred under the circumstances presented and to
the extent such an inference is necessaryto prevent substantial injustice to an injured party.
64
ORDINANCE NO.
26.19 Third-Parties: The Parties do not create any obligation or liability, or promise
any performance to, any Third-Party, nor have the Parties created any Third-Party right to
enforce this Franchise beyond what is provided for by Laws. "Third-Parties" are any party
other than Renton and Franchisee. This Franchise shall not release or discharge any
obligation or liability of anyThird-Partyto either Party.
26.20 Time of the Essence: Whenever this Franchise sets forth a time for any act to
be performed, such time shall be deemed to be of the essence, and any failure to perform
within the allotted time may be considered a material violation of this Franchise.
SECTION XXVII. Effective Date
This ordinance shall be in full force and effect five (5) days after publication of a
summary of this ordinance in the City's official newspaper, and provided it has been duly
accepted by Franchisee.The summary shall consist of this ordinance's title.
PASSED BY THE CITY COUNCIL this day of , 2026.
Jason A. Seth, City Clerk
APPROVED BY THE MAYOR this day of , 2026.
Armondo Pavone, Mayor
65
ORDINANCE N0.
Approved as to form:
Shane Moloney, CityAttorney
Date of Publication:
ORD-CED:250RD029:01.15.2026
(MPK Template Approval 10.182025]
66
ORDINANCE N0.
UNCONDITIONAL ACCEPTANCE
The undersigned, Franchisee, accepts all the privileges of the above-granted franchise,
subject to all the terms, conditions, and obligations of this Franchise.
DATED: , 20 .
FRANCHISEE
(NAME)
(TITLE)
67
ORDINANCE N0.
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SUBJECT/TITLE: Agreement with Stantec Consulting Services Inc. for the
Copper Ridge Storm System Improvement Project
RECOMMENDED ACTION: Refer to Utilities Committee
DEPARTMENT: Public Works
STAFF CONTACT: Troy Solly EXT.: 7313
. • . . �
Funding for this agreement in the amount of$296,218.80 is available from the approved 2026
Surface Water Utility Capital Improvement Program budget for the Copper Ridge Storm System
Project (427.475613.015.594.31.63.000). There is funding of$400,000 in the approved budget to
cover the cost of this agreement.
CCTV inspections conducted as part of the Surface Water Utility maintenance program revealed
� • • � •
that the 15-inch and the 24-inch corrugated metal pipes extending from Davis Ave S on the north
side of the Copper Ridge (Parker Landing) development are in a deteriorated condition.This storm
system is more than 50 years old and is installed on a hillside and within the steep slope of Talbot
Hill above SR-167 where it discharges into a wetland area. This project will replace the non-
repairable sections of this storm system and rehabilitate deteriorated sections in need of repair to
reduce the risk of pipe failure, flooding, and landslide.
The Surface Water Utility reviewed Statements of Qualifications from 10 firms on the MRSC Roster
under the Civil Engineering Design category as part of a consultant selection process for three
projects. After scoring the SOQs, and interviewing the four top scoring firms in August 2025,
Stantec Consulting Services, Inc. was selected as the most qualified firm to provide the
engineering design services required for this project.
This agreement with Stantec consists of the professional services associated with producing final
design of the proposed storm system improvements. These services include data collection,
surveying, arborist services, geotechnical borings and investigation, utility potholing, hydrologic
and hydraulic modeling, environmental review and permitting support, preliminary design and
alternatives analysis, 60%, 90%, and final contract documents (plans, specifications, and
engineers cost estimate), and bidding support services. Design will start in February 2026, and
construction is anticipated in 2027.
Authorize the Mayor and City Clerk to execute the agreement with Stantec Consulting Services
� • � � •
Inc. in the amount of$296,218.80 for engineering services associated with the design of the
1
Copper Ridge Storm System Improvement Project.
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Exhibit A - Site Map & CCTV Photo
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All data,information,and maps are provided"as is"without Notes:
�� warranty or any representation of accuracy,timeliness of O
,� completeness.The burden for determining accuracy,
completeness,timeliness,merchantability and fitness for or 0 100 Feet
the appropriateness for use rests solely on the user.
v �
�
AGREEMENT FOR THE COPPER RIDGE STORM SYSTEM
IMPROVEMENT PORJECT
THIS AGREEMENT, dated for reference purposes only as November 6, 2025, is by and between
the City of Renton (the "City"), a Washington municipal corporation, and Stantec Consulting
Services Inc. ("Consultant"), a New York Corporation. The City and the Consultant are referred to
collectively in this Agreement as the "Parties." Once fully executed by the Parties,this Agreement
is effective as of the last date signed by both parties.
1. Scope of Work: Consultant agrees to provide profesional services as specified in Exhibit
A, which is attached and incorporated herein and may hereinafter be referred to as the
"Work."
2. Chan�es in Scope of Work: The City, without invalidating this Agreement, may order
changes to the Work consisting of additions,deletions or modifications.Any such changes
to the Work shall be ordered by the City in writing and the Compensation shall be
equitably adjusted consistent with the rates set forth in Exhibit B or as otherwise mutually
agreed by the Parties.
3. Time of Performance: Consultant shall commence performance of the Agreement
pursuant to the schedule(s) set forth in Exhibit C. All Work shall be performed by no later
than February 28, 2027.
4. Compensation:
A. Amount. Total compensation to Consultant for Work provided pursuant to this
Agreement shall not exceed $296,218.80, plus any applicable state and local sales
taxes. Compensation shall be paid based upon Work actually performed according to
the rate(s) or amounts specified in Exhibit B.The Consultant agrees that any hourly or
flat rate charged by it for its Work shall remain locked at the negotiated rate(s) unless
otherwise agreed to in writing or provided in Exhibit B. Except as specifically provided
herein, the Consultant shall be solely responsible for payment of any taxes imposed
as a result of the performance and payment of this Agreement.
B. Method of Payment. On a monthly or no less than quarterly basis during any quarter
in which Work is performed,the Consultant shall submit a voucher or invoice in a form
specified by the City, including a description of what Work has been performed, the
name of the personnel performing such Work, and any hourly labor charge rate for
such personnel. The Consultant shall also submit a final bill upon completion of all
Work. Payment shall be made by the City for Work performed within thirty (30)
calendar days after receipt and approval by the appropriate City representative of the
voucher or invoice. If the Consultant's performance does not meet the requirements
of this Agreement, the Consultant will correct or modify its performance to comply
with the Agreement.The City may withhold payment for work that does not meet the
requirements of this Agreement.
C. Effect of Payment. Payment for any part of the Work shall not constitute a waiver by
the City of any remedies it may have against the Consultant for failure of the
Consultant to perform the Work or for any breach of this Agreement by the
Consultant.
D. Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for
payment under this Agreement for any future fiscal period, the City shall not be
obligated to make payments for Work or amounts incurred after the end of the
current fiscal period, and this Agreement will terminate upon the completion of all
remaining Work for which funds are allocated. No penalty or expense shall accrue to
the City in the event this provision applies.
5. Termination:
A. The City reserves the right to terminate this Agreement at any time, with or without
cause by giving ten (10)calendar days' notice to the Consultant in writing. In the event
of such termination or suspension, all finished or unfinished documents,data, studies,
worksheets, models and reports, or other material prepared by the Consultant
pursuant to this Agreement shall be submitted to the City, if any are required as part
of the Work.
B. In the event this Agreement is terminated by the City,the Consultant shall be entitled
to payment for all hours worked to the effective date of termination, less all payments
previously made. If the Agreement is terminated by the City after partial performance
of Work for which the agreed compensation is a fixed fee, the City shall pay the
Consultant an equitable share of the fixed fee. This provision shall not prevent the
City from seeking any legal remedies it may have for the violation or nonperformance
of any of the provisions of this Agreement and such charges due to the City shall be
deducted from the final payment due the Consultant. No payment shall be made by
the City for any expenses incurred or work done following the effective date of
termination unless authorized in advance in writing by the City.
6. Warranties And Right To Use Work Product: Consultant represents and warrants that
Consultant will perform all Work identified in this Agreement in a professional and
workmanlike manner and in accordance with all reasonable and professional standards
��
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PAGE Z OF ZO
and laws. Compliance with professional standards includes, as applicable, performing the
Work in compliance with applicable City standards or guidelines (e.g. design criteria and
Standard Plans for Road, Bridge and Municipal Construction). Professional engineers shall
certify engineering plans, specifications, plats, and reports, as applicable, pursuant to
RCW 18.43.070. Consultant further represents and warrants that all final work product
created for and delivered to the City pursuant to this Agreement shall be the original work
of the Consultant and free from any intellectual property encumbrance which would
restrict the City from using the work product. Consultant grants to the City a non-
exclusive, perpetual right and license to use, reproduce, distribute, adapt, modify, and
display all final work product produced pursuant to this Agreement. The City's or other's
adaptation, modification or use of the final work products other than for the purposes of
this Agreement shall be without liability to the Consultant. The provisions of this section
shall survive the expiration or termination of this Agreement.
7. Record Maintenance: The Consultant shall maintain accounts and records, which
properly reflect all direct and indirect costs expended and Work provided in the
performance of this Agreement and retain such records for as long as may be required by
applicable Washington State records retention laws, but in any event no less than six
years after the termination of this Agreement. The Consultant agrees to provide access
to and copies of any records related to this Agreement as required by the City to audit
expenditures and charges and/orto comply with the Washington State Public Records Act
(Chapter 42.56 RCW). The provisions of this section shall survive the expiration or
termination of this Agreement.
8. Public Records Compliance: To the full extent the City determines necessary to comply
with the Washington State Public Records Act, Consultant shall make a due diligent search
of all records in its possession or control relating to this Agreement and the Work,
including, but not limited to, e-mail, correspondence, notes, saved telephone messages,
recordings, photos, or drawings and provide them to the City for production. In the event
Consultant believes said records need to be protected from disclosure, it may, at
Consultant's own expense, seek judicial protection. Consultant shall indemnify, defend,
and hold harmless the City for all costs, including attorneys' fees, attendant to any claim
or litigation related to a Public Records Act request for which Consultant has responsive
records and for which Consultant has withheld records or information contained therein,
or not provided them to the City in a timely manner. Consultant shall produce for
distribution any and all records responsive to the Public Records Act request in a timely
manner, unless those records are protected by court order. The provisions of this section
shall survive the expiration or termination of this Agreement.
9. Independent Contractor Relationship:
A. The Consultant is retained by the City only for the purposes and to the extent set forth
in this Agreement.The nature of the relationship between the Consultant and the City
��
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PAGE 3 OF ZO
during the period of the Work shall be that of an independent contractor, not
employee.The Consultant, not the City, shall have the power to control and direct the
details, manner or means of Work. Specifically, but not by means of limitation, the
Consultant shall have no obligation to work any particular hours or particular
schedule, unless otherwise indicated in the Scope of Work or where scheduling of
attendance or performance is mutually arranged due to the nature of the Work.
Consultant shall retain the right to designate the means of performing the Work
covered by this agreement, and the Consultant shall be entitled to employ other
workers at such compensation and such other conditions as it may deem proper,
provided, however, that any contract so made by the Consultant is to be paid by it
alone, and that employing such workers, it is acting individually and not as an agent
for the City.
B. The City shall not be responsible for withholding or otherwise deducting federal
income tax or Social Security or contributing to the State Industrial Insurance
Program, or otherwise assuming the duties of an employer with respect to Consultant
or any employee of the Consultant.
C. If the Consultant is a sole proprietorship or if this Agreement is with an individual,the
Consultant agrees to notify the City and complete any required form if the Consultant
retired under a State of Washington retirement system and agrees to indemnify any
losses the City may sustain through the Consultant's failure to do so.
10. Hold Harmless: The Consultant agrees to release, indemnify, defend, and hold harmless
the City, elected officials, employees, officers, representatives, and volunteers from any
and all claims, demands, actions, suits, causes of action, arbitrations, mediations,
proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees,
penalties, expenses, attorney's or attorneys' fees, costs, and/or litigation expenses to or
by any and all persons or entities, arising from, resulting from, or related to the negligent
acts, errors or omissions of the Consultant in its performance of this Agreement or a
breach of this Agreement by Consultant, except for that portion of the claims caused by
the City's sole negligence.
Should a court of competent jurisdiction determine that this agreement is subject to RCW
4.24.115, (Validity of agreement to indemnify against liability for negligence relative to
construction,alteration, improvement,etc., of structure or improvement attached to real
estate...) then, in the event of liability for damages arising out of bodily injury to persons
or damages to property caused by or resulting from the concurrent negligence of the
Consultant and the City, its officers, officials, employees and volunteers, Consultant's
liability shall be only to the extent of Consultant's negligence.
��
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PAG E 4 O F 1 O
It is further specifically and expressly understood that the indemnification provided in
this Agreement constitute Consultant's waiver of immunity under the Industrial
Insurance Act, RCW Title 51, solely for the purposes of this indemnification. The Parties
have mutually negotiated and agreed to this waiver. The provisions of this section shall
survive the expiration or termination of this Agreement.
11. Gifts and Conflicts: The City's Code of Ethics and Washington State law prohibit City
employees from soliciting, accepting, or receiving any gift, gratuity or favor from any
person, firm or corporation involved in a contract or transaction. To ensure compliance
with the City's Code of Ethics and state law,the Consultant shall not give a gift of any kind
to City employees or officials. Consultant also confirms that Consultant does not have a
business interest or a close family relationship with any City officer or employee who was,
is, or will be involved in selecting the Consultant, negotiating or administering this
Agreement, or evaluating the Consultant's performance of the Work.
12. City of Renton Business License: Unless exempted by the Renton Municipal Code,
Consultant shall obtain a City of Renton Business License prior to performing any Work
and maintain the business license in good standing throughout the term of this
agreement with the City.
Information regarding acquiring a city business license can be found at:
https://www.rentonwa.�ov/Tax
Information regarding State business licensing requirements can be found at:
https://dor.wa.gov/doing-business/re�ister-my-business
13. Insurance: Consultant shall secure and maintain:
A. Commercial general liability insurance in the minimum amounts of $1,000,000 for
each occurrence/$2,000,000 aggregate for the Term of this Agreement.
B. In the event that Work delivered pursuant to this Agreement either directly or
indirectly involve or require Professional Services, Professional Liability, Errors and
Omissions coverage shall be provided with minimum limits of $1,000,000 per
occurrence. "Professional Services", for the purpose of this section, shall mean any
Work provided by a licensed professional or Work that requires a professional
standard of care.
C. Workers' compensation coverage, as required by the Industrial Insurance laws of the
State of Washington, shall also be secured.
D. Commercial Automobile Liabilityfor owned, leased, hired or non-owned, leased, hired
or non-owned, with minimum limits of $1,000,000 per occurrence combined single
��
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PAGE$OF ZO
limit, if there will be any use of Consultant's vehicles on the City's Premises by or on
behalf of the City, beyond normal commutes.
E. Consultant shall name the City as an Additional Insured on its commercial general
liability policy on a non-contributory primary basis. The City's insurance policies shall
not be a source for payment of any Consultant liability, nor shall the maintenance of
any insurance required by this Agreement be construed to limit the liability of
Consultant to the coverage provided by such insurance or otherwise limit the City's
recourse to any remedy available at law or in equity.
F. Subject to the City's review and acceptance, a certificate of insurance showing the
proper endorsements, shall be delivered to the City before performing the Work.
G. Consultant shall provide the City with written notice of any policy cancellation, within
two (2) business days of their receipt of such notice.
14. Delays: Consultant is not responsible for delays caused by factors beyond the
Consultant's reasonable control. When such delays beyond the Consultant's reasonable
control occur,the City agrees the Consultant is not responsible for damages, nor shall the
Consultant be deemed to be in default of the Agreement.
15. Successors and Assi�ns: Neither the City nor the Consultant shall assign, transfer or
encumber any rights, duties or interests accruing from this Agreement without the
written consent of the other.
16. Notices: Any notice required under this Agreement will be in writing, addressed to the
appropriate party at the address which appears below (as modified in writing from time
to time by such party), and given personally, by registered or certified mail, return receipt
requested, by facsimile or by nationally recognized overnight courier service.Time period
for notices shall be deemed to have commenced upon the date of receipt, EXCEPT
facsimile delivery will be deemed to have commenced on the first business day following
transmission. Email and telephone may be used for purposes of administering the
Agreement, but should not be used to give any formal notice required by the Agreement.
CITY OF RENTON CONSULTANT
Troy Solly Stephen Nuss
1055 South Grady Way 1687 114th Ave SE, Suite 100
Renton, WA 98057 Bellevue, WA 98004-6965
Phone: (425) 430-7313 Phone: (425) 289-7315
tsolly@rentonwa.gov stephen.nuss@stantec.com
Fax: (425) 430-7241 Fax: N/A
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PAGE 6 OF ZO
17. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational
qualification, the Consultant agrees as follows:
A. Consultant, and Consultant's agents, employees, representatives, and volunteers
with regard to the Work performed or to be performed under this Agreement, shall
not discriminate on the basis of race, color, sex, religion, nationality, creed, marital
status, sexual orientation or preference, age (except minimum age and retirement
provisions), honorably discharged veteran or military status, or the presence of any
sensory, mental or physical handicap, unless based upon a bona fide occupational
qualification in relationship to hiring and employment, in employment or application
for employment, the administration of the delivery of Work or any other benefits
under this Agreement, or procurement of materials or supplies.
B. The Consultant will take affirmative action to insure that applicants are employed and
that employees are treated during employment without regard to their race, creed,
color, national origin, sex, age, sexual orientation, physical, sensory or mental
handicaps, or marital status. Such action shall include, but not be limited to the
following employment, upgrading, demotion or transfer, recruitment or recruitment
advertising, layoff or termination, rates of pay or other forms of compensation and
selection for training.
C. If the Consultant fails to comply with any of this Agreement's non-discrimination
provisions, the City shall have the right, at its option, to cancel the Agreement in
whole or in part.
D. The Consultant is responsible to be aware of and in compliance with all federal, state
and local laws and regulations that may affect the satisfactory completion of the
project, which includes but is not limited to fair labor laws, worker's compensation,
and Title VI of the Federal Civil Rights Act of 1964, and will comply with City of Renton
Council Resolution Number 4085.
18. Miscellaneous: The parties hereby acknowledge:
A. The City is not responsible to train or provide training for Consultant.
B. Consultant will not be reimbursed for job related expenses except to the extent
specifically agreed within the attached exhibits.
C. Consultant shall furnish all tools and/or materials necessary to perform the Work
except to the extent specifically agreed within the attached exhibits.
D. In the event special training, licensing, or certification is required for Consultant to
provide Work he/she will acquire or maintain such at his/her own expense and, if
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Consultant employs, sub-contracts, or otherwise assigns the responsibility to perform
the Work, said employee/sub-contractor/assignee will acquire and or maintain such
training, licensing, or certification.
E. This is a non-exclusive agreement and Consultant is free to provide his/her Work to
other entities, so long as there is no interruption or interference with the provision of
Work called for in this Agreement.
F. Consultant is responsible for his/her own insurance, including, but not limited to
health insurance.
G. Consultant is responsible for his/her own Worker's Compensation coverage as well as
that for any persons employed by the Consultant.
19. Other Provisions:
A. Approval Authority. Each individual executing this Agreement on behalf of the City
and Consultant represents and warrants that such individuals are duly authorized to
execute and deliver this Agreement on behalf of the City or Consultant.
B. General Administration and Mana�ement. The City's project manager is Troy Solly. In
providing Work, Consultant shall coordinate with the City's contract manager or
his/her designee.
C. Amendment and Modification. This Agreement may be amended only by an
instrument in writing, duly executed by both Parties.
D. Conflicts. In the event of any inconsistencies between Consultant proposals and this
Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to
this Agreement are incorporated by reference only to the extent of the purpose for
which they are referenced within this Agreement. To the extent a Consultant
prepared exhibit conflicts with the terms in the body of this Agreement or contains
terms that are extraneous to the purpose for which it is referenced, the terms in the
body of this Agreement shall prevail and the extraneous terms shall not be
incorporated herein.
E. Governin� Law. This Agreement shall be made in and shall be governed by and
interpreted in accordance with the laws of the State of Washington and the City of
Renton. Consultant and all of the Consultant's employees shall perform the Work in
accordance with all applicable federal, state, county and city laws, codes and
ordinances.
F. Joint Draftin� Effort.This Agreement shall be considered for all purposes as prepared
by the joint efforts of the Parties and shall not be construed against one party or the
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other as a result of the preparation, substitution, submission or other event of
negotiation, drafting or execution.
G. Jurisdiction and Venue. Any lawsuit or legal action brought by any party to enforce or
interpret this Agreement or any of its terms or covenants shall be brought in the King
County Superior Court for the State of Washington at the Maleng Regional Justice
Center in Kent, King County, Washington, or its replacement or successor. Consultant
hereby expressly consents to the personal and exclusive jurisdiction and venue of
such court even if Consultant is a foreign corporation not registered with the State of
Washington.
H. Severability. A court of competent jurisdiction's determination that any provision or
part of this Agreement is illegal or unenforceable shall not cancel or invalidate the
remainder of this Agreement, which shall remain in full force and effect.
I. Sole and Entire A�reement. This Agreement contains the entire agreement of the
Parties and any representations or understandings, whether oral or written, not
incorporated are excluded.
J. Time is of the Essence. Time is of the essence of this Agreement and each and all of
its provisions in which performance is a factor. Adherence to completion dates set
forth in the description of the Work is essential to the Consultant's performance of
this Agreement.
K. Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be
construed to give any rights or benefits in the Agreement to anyone other than the
Parties, and all duties and responsibilities undertaken pursuant to this Agreement will
be for the sole and exclusive benefit of the Parties and no one else.
L. Bindin� Effect. The Parties each bind themselves, their partners, successors, assigns,
and legal representatives to the other party to this Agreement, and to the partners,
successors, assigns, and legal representatives of such other party with respect to all
covenants of the Agreement.
M. Waivers. All waivers shall be in writing and signed by the waiving party. Either party's
failure to enforce any provision of this Agreement shall not be a waiver and shall not
prevent either the City or Consultant from enforcing that provision or any other
provision of this Agreement in the future. Waiver of breach of any provision of this
Agreement shall not be deemed to be a waiver of any prior or subsequent breach
unless it is expressly waived in writing.
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PAG E 9 O F 1 O
N. Counterparts. The Parties may execute this Agreement in any number of
counterparts, each of which shall constitute an original, and all of which will together
constitute this one Agreement.
IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of the date
last signed by the Parties below.
CITY OF RENTON CONSULTANT
_ �i �' ' ���
By: By:
Armond Pavone Stephe Nuss
Mayor Senior Principal, Practice Leader
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Date Date
Attest
Jason A. Seth
City Clerk
Approved as to Legal Form
By:
Cheryl Beyer
Renton City Attorney
Contract Template Updated 5/21/2021
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EXHIBIT A
� Stantec
SCOPE OF WORK
CITY OF RENTON
COPPER RIDGE STORM SYSTEM IMPROVEMENT PROJECT
DESIGN SERVICES
NOVEMEBER 2025
General Description of Project
CCTV inspections revealed that a 15-inch and a 24-inch corrugated metal storm system pipes extending
from Davis Ave S on the north side of the Copper Ridge development are in a deteriorated condition. This
storm system is more than 50 years old and is installed in the steep slope of Talbot Hill within an easement
on private property. It discharges to the Panther Creek wetland. This project will replace the deteriorated
sections of this storm system and rehabilitate sections in need of repair to reduce the risk of pipe failure,
flooding and landslide. Project location is approximately 4600 Davis Ave S, Renton, WA 98055.
Scope of Services
The following scope of services outlines the tasks associated with the design of the storm drainage
improvements. In general, the Consultant will prepare construction documents for the proposed
improvements and lead the permitting with support from the City. Ancillary services that will be provided by
the Consultant and its subconsultants include utility locating and potholing, topographic surveying,
geotechnical engineering, and arborist services.
The storm drainage improvements and restoration of features disturbed by construction of the new drainage
facilities will be designed and constructed in accordance with the requirements of the 2022 City of Renton
Surface Water Design Manual and the Renton Municipal Code.
Task 1 —Project Management
1.2 Desi,gn Phase Project Mana_ement
• Prepare and communicate a Project Management Plan (PMP).
• Manage scope, budget, schedule and all tasks, staff, and subconsultants/subcontractors for
design services.
• Conduct bi-weekly meetings with City regarding design progress, issues, costs, and schedule.
• Maintain change management and decision log and request amendments as necessary (up to
two (2)total)for changes in City scope requirements.
• Administer monthly Consultant invoicing to City for services provided and prepare monthly
Project Status Report, including budget summary, earned value reporting, change management
and decision log, updated milestone schedule and project status narrative by task as required.
7 November 2025
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1.3 Kickoff Meeting and Pro�ress Meetin�s
• Conduct Kickoff meeting on with City. Two (2) Stantec staff will attend.
• Attend bi-weekly progress meetings with City staff. Two (2) Stantec staff will attend.
1.4 Internal Kick-off Meering and Desi�n Team Meetings
• Conduct an internal Team Kickoff meeting and periodic design meetings to review
assignments, responsibilities, expectations, and schedules and conduct periodic project team
coordination meetings.
Assumptions
• Coordination with the City will be via email, virtual meetings, and telephone calls. In-person
coordination meetings with the City will not be required for this task.
• PDFs of Gantt Charts will be used for schedules.
City Responsibilities
• City staff at Kickoff Meeting will include City Development Services Engineer for discussion of
future development considerations relative to pipe alignment.
Deliverables
• Monthly invoices with associated status reports
• Updated project schedule at design deliverables
• Project related correspondence
Task 2 —Field Survey
2.1 Topographic Survev/Utilitv Locates and Preparation of Base Drawings
• Field topographic survey will be performed by S&F Land Services to identify existing surface
conditions within the project limits. Approximate survey limits include the right-of-way east and
north of Davis Avenue S/SE 45'" Place intersection, Davis Avenue S from the intersection to
south terminus of the street, the southern 130 feet of parcel 639180-0010 west of
Davis Avenue, the northern 220 feet of the City of Renton Stormwater Easement on
parcel 312305-9041.
• Survey will include topography, pavement limits, catch basins, manholes, water meters,
hydrants, and other utility appurtenances and significant features located within the public right-
of-way or an accessible easement.
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• Field survey to include available underground-utility paint mark locates and surface indications
of underground features (through services of a subcontractor to the Consultant) prior to
topographic survey. Field survey does not include potholing underground utilities.
• Preliminary research and review of available City and utility companies' record drawings to
confirm approximate locations.
• Obtain title report for Parcels 6391800010, 3123059041, and 3123059153
• Reduce field data and prepare base drawings for design. Base drawings will be established
using 1 inch = 20 feet drawing scale and will include two-foot contour intervals.
• Horizontal and vertical control will be compatible with City's current standard control network for
GIS; NAD 83(1991) Horizontal datum and NAVD 88 Vertical Datum. GPS surveying
methodology will be employed where practical and feasible.
• Base drawings will be developed using County Assessors map GIS boundary lines; therefore,
locations of right-of-way boundaries and property lines shown on the drawings will be based on
available GIS information and Stantec will not be responsible for verifying the accuracy of this
information based on deeds or land exchanges.
Assumptions:
• GIS is not considered survey grade.
• Record of survey will not be required.
• Trees 6-inches diameter at breast height (DBH) or greater within the survey limits will be
located and identified as evergreen or deciduous. Determining tree dripline limits is not
included.
• Consultant will adhere to the City's standards for survey control.
• Monuments will not be disturbed by the design team; therefore, monument destruction
forms/permits will not be required. The Contractor shall be responsible for preparing and
submitting these forms should the design require, or the Contractor's work disturbs, any
monuments.
City Responsibilities:
• Provide Stantec with available water, sewer and storm GIS maps and water grid map AutoCAD
files.
• Provide available copies of existing recorded easements.
• Provide available relevant record drawings.
• Provide coordination with property owners for utility marking and survey access.
• Obtain Right of Way(ROW) permit for survey work.
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Deliverables:
• AutoCAD drawing
2.2 Survey of Pothole Locarions
• S&F Land Services will provide survey of pothole locations identified in Task 6.
Assumptions:
• GIS is not considered survey grade.
• Record of survey will not be required.
• Consultant will adhere to the City's standards for survey control.
• Monuments will not be disturbed by the design team; therefore, monument destruction
forms/permits will not be required. The Contractor shall be responsible for preparing and
submitting these forms should the design require, or the Contractor's work disturbs, any
monuments.
City Responsibilities:
• Provide Stantec with available water, sewer and storm GIS maps and water grid map AutoCAD
files.
• Provide available copies of existing recorded easements.
• Provide available relevant record drawings.
• Provide coordination with property owners for utility marking and survey access.
• Obtain Right of Way(ROW) permit for survey work
Deliverables:
• AutoCAD drawing
2.3 Easement Exhibits
• If easements are required, assist the City in preparation of easement exhibits (legal description
and Drawing). If necessary, S&F will prepare one permanent easement legal description and
drawing, and one temporary construction easement legal description and drawing.
Assumptions:
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• Each easement exhibit developed will be limited to a single parcel.
• Easement exhibits will only be developed for one of the identified project sites for which survey
control has been propagated to the site.
• City may require subcontractor to return to the easement site(s)to stake out easement(s), or
prepare additional easement exhibits as an Amendment to the work.
City Responsibilities:
• Provide the easement agreement documents and negotiate the easement acquisitions.
• Submit permanent easement exhibits with legal descriptions and documentation to King County
for recording.
Deliverables:
• Legal Description of Easement(Microsoft Word)
• Drawing of Easement (PDF)
• Temporary Construction Easement Legal Description (Microsoft Word)
• Drawing of Temporary Easement(PDF)
Task 3 —Design Services
3.1 Obtain Franchise Utility Ma�s
• Consultants will collect all franchise utility maps from franchise utility companies for all sites for
double check of the survey.
Assumptions: None
City Responsibilities: None
Deliverables: None
3.2 Preliminary Design/Alternatives Analvsis
Perform field reconnaissance for repair and/or replacement of approximately 560 lineal feet of
existing 15-inch and 24 -inch storm drainage pipe. Approximate reconnaissance limits include
the area defined in topographical survey.
• Perform hydrologic and hydraulic analysis for sizing of replacement pipe.
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• Site review and participation in up to two (2) meetings on site with City staff to discuss location
and design configuration of replacement alternatives.
• Prepare and submit a technical memorandum including analysis of pipe repair and/or
replacement alternatives and recommendation of proposed improvements. The memorandum
will also provide summary of hydraulic/hydrologic analysis for confirmation of pipe sizing. The
memorandum will include plan view drawings at 30% percent design level for up to two (2)
alternative locations for pipe percent design preliminary (Association for the Advancement of
Cost Engineering (AACE) level 5) construction costs for each alternative.
Assumptions:
• Includes repair, rehabilitation and replacement options.
• Trenchless pipe replacement options (horizontal direction drilling (HDD),jack and bore, etc.)
will not be considered.
• Water quality treatment and water flow control facilities will not be required.
City Responsibilities:
• Provide complete basin delineation.
• Provide available GIS data for hydrologic analysis.
Deliverables:
• Preliminary Design Report (PDF)
— includes report, preliminary (30%) plans, and cost estimate
• Hydrologic/Hydraulic Analysis Technical Memorandum (PDF)
3.3 60%Contract Documents
• Prepare 60% Contract Drawings.
• Develop plan for limited potholing of water main, water services and other impacted utilities, for
purposes of design, and submit the plan to the City for review and authorization. Coordinate
design potholing by Stantec's potholing subcontractor.
• Site visits to verify locations of existing features and conditions as they relate to the design.
• Prepare 60°/o level Contract Specifications using City's boiler plate specification. City's standard
details will be included in Appendix A of the boiler plate specification.
• Prepare AACE Class 3 Opinion of Probable Construction Cost(OPCC) showing bid items,
quantities, unit costs, and total probable costs for construction of proposed improvements.
• Conduct in-house quality assurance (QA) reviews.
• Submit 60% design drawings, design Specifications, OPCC to City for review and comment.
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• Meet with City staff to discuss City's 60% review comments. Up to two (2) Stantec team
members to attend.
Assumptions:
• A Technical Information Report(TIR) per Section 2.1.2 of the 2022 City of Renton Stormwater
Design Manual will be required. Project will be exempt from Offsite Analysis Core Requirement
#2, due to exemption 3 which is project will not change rate, volume, duration or location of
discharges to and from the project site.
• Stantec will prepare special provisions for specifications. City will prepare "front end"
documents.
• Contract documents will consist of plans (drawings), the City's boiler plate specifications, as
modified/tailored by the Consultant for the needs of the specific construction project, and
appendices containing City standard water details and project specific documents including
approved permits, easement documents, studies and reports, copies of select correspondence,
and traffic control plans.
• Drawings will be prepared using AutoCAD/Civil 3D 2025 and meet the following standards:
■ Developed for plotting at full size (22"x 34") and half size (11"x 17"). Using
the ConsultanYs CAD Standards with City of Renton information added to
title block.
• The Plan Set will include approximately 10 sheets, including the following:
■ Cover sheet
• General Notes and Legend
■ Existing conditions and survey control plan
■ Drainage Plan and Profile (2 sheets)
■ Drainage Details
■ Temporary Erosion and Sedimentation Control (TESC) Plan
■ TESC Details
■ Planting Plan/ Landscape Restoration Plan
• The Contract Specifications will be based on the City of Renton Utility DepartmenYs boiler plate
specifications.
• City of Renton and Washington Department of Transportation (WSDOT) Standard Details will
be included in Specifications.
• Construction restoration will consist of hot mixed asphalt(HMA) patches within the traveled
right of way and in-kind restoration of surface features outside the traveled right of way. The
City of Renton's standard details will be used to restore pavement. Design of an asphalt
pavement overlay to the disturbed streets is excluded from this scope of services.
• Design for replacement of any curb or sidewalks directly impacted by installation of the
proposed stormwater pipeline will be per current City of Renton standards.
• Design of Landscape Restoration Plan will use native and adaptive species suitable for steep
slopes if applicable.
• Landscape Restoration design will include specifying soil amendment and mulching strategies
to support plant establishment.
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• Landscape Restoration designer will coordinate with civil and geotechnical engineers to
understand grading, drainage and utility plans.
• Tree Protection Plan and Arborist Report will be separate submittal.
• OPCCs will be developed and will show the list of bid items and associated quantities, unit
costs, and total probable costs for construction of the project. The Consultant will make
reasonable efforts to provide an accurate OPCC with each submittal. However, the actual costs
bid by contractors is beyond the ConsultanYs control and may vary significantly from
Consultant's final OPCC.
• Design review meetings are assumed to be virtual.
City Responsibilities:
• Provide electronic files of the City's existing water, sewer, and storm water utility grid maps for
each site in GIS or AutoCAD format(City's preference).
• Provide electronic copies (MS Word) of the City's standard boilerplate Contract Documents.
• Provide a consolidated set of written review comments via email. (Microsoft Excel and PDF)
• Review and approve potholing plan within three weeks of submittal.
Deliverables:
• The 60% submittal will include electronic versions of the following items:
o Design drawings (PDF)
o Design calculations as needed.
o Contract Specifications (PDF and Microsoft Word)
o OPCC (PDF and Excel)AACE Class 3 with quantity take off, basis of estimate.
o Updated schedule (PDF)
o Draft TIR (PDF)
o Comment Response Summary(MS Excel)
3.4 90%Contract Documents
• Incorporate City's 60% design review comments into drawings, specifications, and OPCC.
• Continue coordination with subcontractor for design potholing.
• Provide final details on drawings, complete project-specific details and notes including ones
pertaining to pavement restoration; and standard construction and TESC notes.
• Prepare Contract Documents. These documents will include the intended date for the bid
opening and a detailed bid proposal form.
• Prepare AACE Class 2 90% OPCC.
• Prepare Final Stormwater Technical Information Report.
• Conduct in-house quality assurance (QA) reviews.
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• Submit 90% Design Documents, OPCC, and updated schedule to City for review and
comment.
• Meet with City staff to discuss City's 90% review comments. Up to two (2) Stantec team
members to attend.
Assumptions: None additional to this subtask
City Responsibilities:
• Provide a consolidated set of written review comments on 90% design submittal.
Deliverables:
• The 90% submittal will include one electronic version of the:
o Design Drawings (PDF)
o Contract Documents (PDF and Microsoft Word), including Appendices.
o OPCC (PDF and Excel)
o Final TIR (PDF)
o Updated schedule (PDF)
o Comment Response Summary(MS Excel)
3S Final Contract Documents
• Finalize drawings and Contract Documents for bidding by incorporating City's 90% Design
review comments.
• Prepare the Final stamped and signed Contract Drawings.
• Prepare the Final stamped and signed Contract Specifications.
• Prepare Final OPCC.
• Conduct in-house quality assurance (QA) reviews.
• Submit final Contract Documents and OPCC to City for bidding.
Assumptions: Final Design OPCC will not include an allowance for indeterminates or contingency.
City Responsibilities: None additional to this subtask.
Deliverables:
• The final submittals will include one electronic copy of the Drawings, Contract Documents and
OPCC:
o Design Drawings in AutoCAD
o Contract Documents in Microsoft Word and PDF format, including Appendices.
o OPCC (Microsoft Excel and PDF)
o Quantity Take Off
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3.6 Bidding Su�ort Services
• Answer bidder questions during bid period, if necessary.
• Assist City in preparing bid addenda as needed for distribution to prospective bidders.
Assumptions:
• Support services will be for one addenda.
City Responsibilities:
• Administer the advertisement and distribution of the bid/contract documents to prospective
bidders.
• Distribute addenda.
• Receive, open, and process the bids, including the preparation of the bid tabulation, reviewing
the apparent low bidder references, preparing a recommendation for contract award, and
awarding the contract to the lowest responsible bidder.
Deliverables: None
Task 4—Geotechnical Services
Consultant will complete a geotechnical subsurFace investigation, critical areas analysis, and engineering
analysis to support design and construction of the proposed alignment upgrades.
4.1 Subsurface Investi ag tion
• The proposed subsurface investigation program will include five (5) boreholes along the
proposed pipeline alignment to characterize the site's subsurface conditions and estimate
engineering properties of subsurface materials.
Assumptions:
• A right-of-way permit will be required for borings in the right-of-way and will be issued alongside
the City's CIP permit for the project. Consultant will provide boring locations and traffic control
plans to the City's PM for permit purposes.
• Standard traffic control plans for 1-lane closure on a low volume residential road will be
sufficient and 1 flagger will be required.
• Bore holes in asphalt pavement will be backfilled and will receive a permanent 2'x2' HMA
pavement patch.
• Draft GER will be delivered with the 60% Contract Document Submittal.
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• Final GER will be delivered with the 90% Contract Document Submittal.
City Responsibilities: Include ROW permit for borings with project permit.
Deliverables: Boring location map and traffic control plans (PDF)
4.2 Safety Planning
• Stantec will prepare a site-specific Health and Safety Plan (HASP)for field activities in
accordance with Stantec safety policy. The plan will establish key contacts, field procedures,
personal protective equipment (PPE) requirements, emergency procedures, and task-specific
job safety assessments (JSAs).
Assumptions: None
City Responsibilities: None
Deliverables: None
4.3 Utility Clearance,Permittin�, and Geotechnical Investi ag tion
A. Utility Clearance
This subtask includes locating borehole sites, clearing for utilities, and preparing the area for soil boring
advancement. The components of this task are described below.
• Site Reconnaissance. Stantec staff will coordinate with the City through phone and email
communications to identify the locations of the boreholes and will mark the locations in the field.
The locations will be modified as needed for access, with City's approval.
• Utility Clearance. Stantec will contact Washington 811 at least 72 hours before mobilization in
accordance with State law. Stantec will request the City to provide us with any available plans
of underground utilities to help in clearing exploration locations. Stantec will also contract a
private utility locator to check all boring locations.
B. Traffic Control
Stantec will submit standard traffic control plans and subcontract Traffic Management Inc. to provide
traffic control operation for borings in or adjacent to roadways. Plans will be submitted to the City for
review and approval.
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C. Field Exploration
Stantec will conduct a field exploration program to characterize site subsurface conditions and estimate
engineering properties of subsurface materials. The field exploration program will consist of five
boreholes. Four of the five borings will extend to depths of 10 to 20 feet below the existing ground
surface and one boring at the top of the slope will extend to a depth of 50 feet below the existing ground
surface. Drilling will be performed by Holt Services under contract to Consultant.
The purpose of the boreholes will be to collect physical samples of the soils for laboratory index and
strength testing, which will be used to identify physical and engineering properties of site soils. The
boreholes will be advanced using mud-rotary drilling. Split-spoon sampling and Standard Penetration
Testing (SPT) at 2.5-foot intervals will be conducted to a depth of 10 feet below the existing ground
surface and at 5-foot intervals until termination thereafter in accordance with ASTM D1586. A maximum
of two (2) relatively undisturbed thin-wall tube samples will be collected in fine-grained material for
advanced laboratory testing in accordance with ASTM D1587. Field torvane/pocket penetrometer tests
will be conducted on selected SPT samples and on all Shelby tube samples. Stantec has assumed that
contaminated materials will not be encountered during field explorations and that screening of soil
samples with an organic vapor meter(PID)will not be required.
Utilitv Location
The top five feet of each boring will be cleared by APS using a vacuum truck for the purpose of utility
location.
Spoils from Drillinq
Spoils from drilling will be drummed and disposed of offsite.
Borehole Completion
After planned termination depth, water levels will be measured with a plumb line or water level indicator.
The boreholes will be backfilled upon completion in accordance with local and state regulations.
Approximate borehole location coordinates will be established by Stantec using hand-held GPS
equipment providing an accuracy of±15 feet. Borehole locations will be clearly marked for subsequent
surveying by others if greater accuracy is required.
Stantec will provide full-time oversight of the field exploration program by an engineer or geologist to
coordinate activities with facility personnel and to modify the field-testing program, if necessary, based
on the encountered subsurface conditions. Stantec staff will log borings, direct soil sampling, and
package samples for transport to the laboratory. Stantec has budgeted for a maximum of two (2) days
on-site to provide field drilling and sampling oversight. Prior to the commencement of the field work,
Stantec and the City will mutually agree upon the exploration locations and planned depths.
7 November 2025
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4.4 Laboratory Testin,�and Data Processing
A. Laboratory Testing
The samples recovered from the boreholes will be returned to our Stantec's laboratory for testing. Soil
index and classification testing including moisture content, gradation (sieve and hydrometer), Atterberg
Limits, and organic content will be perFormed where applicable. Testing on Shelby tube samples may
include dry unit weight.
All samples taken for tests will be retained by the laboratory for up to 60 days after the submittal of the
geotechnical report prior to disposal.
B. Field Data Processing
Stantec will prepare borehole logs, pertinent profiles, and laboratory test tabulations using the data
generated by the investigation. Stantec will implement levels of Quality Assurance/Quality Control
(QA/QC) appropriate to the amount of data collected during the field investigation program.5.2-
Geotechnical Engineering Analysis and Report
Stantec will prepare a Geotechnical Engineering Report (GER). The GER will present the information
obtained from the field and laboratory investigation and summarize the ground conditions encountered.
The report will provide Stantec's interpretation of the site stratigraphy, summarize results of engineering
calculations as applicable, and provide recommendations for design and construction of the proposed
infrastructure.
In general, the GER will address the following as applicable:
• Project information.
• Discussion of geology and topography.
• Discussion of site stratigraphy and groundwater conditions.
• Engineering Analysis/ Recommendations, including:
• Evaluation of the suitability of site soils for proposed construction methods.
o Slope stability, critical areas, and seismic hazards.
o Earthwork(site preparation, excavation, material specifications, placement and
compaction requirements, re-use).
o Miscellaneous construction considerations related to encountered subsurface
conditions.
• Figures/Appendices
o Aerial plan of boring locations.
o Formal logs of boreholes.
o Laboratory test results.
The GER will be prepared under the supervision of a licensed Professional Engineer in the State of
Washington experienced in geotechnical engineering.
7 November 2025
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Assumptions:
• Only one revision of the report will be necessary to incorporate City comments.
• The GER will be included as an appendix to the Construction Documents
• Traffic control permit acquired through CIP permit process.
City Responsibilities:
• Provide a consolidated set of written review comments via email. (Microsoft Excel and PDF)
Deliverables:
• Draft GER (PDF and Microsoft Word)
• Final GER (PDF)
Task 5—Design Potholing
Design potholing will be performed by APS on an as-needed basis. Compensation for potholing services
will be paid on a time and materials (T&M) basis based on their current rate sheet. Consultant coordination
time with potholing subcontractor is included in other tasks.
• Develop traffic control plans and submit to City for review and approval.
• Coordinate with One-Call services for locating and marking of buried utilities.
• Furnish traffic control labor and devices.
• Sawcut, core or jack hammer asphalt pavement as required.
• Pothole using hydro excavation/vactor excavation technique.
• Temporarily fill and patch holes, including cold mix patch for asphalt pavement surfaces.
• Permanently restore holes with HMA pavement patch.
Assumptions:
• A right-of-way permit will be required for potholing and will be associated with the City's CIP
permit for the project.
• The budget for this task is a placeholder dollar amount as the actual amount of required work is
unknown. When needs are identified, a review of the proposed cost will be performed and
communicated to the City. The initial number of potholes assumed, for purposes of establishing
an initial planning level potholing budget, is six. The actual number performed may differ
significantly based on the approved Potholing Plan and the factors affecting costs.
• Potholes and excavations in asphalt pavement will be backfilled and will receive a permanent 2'
x2' HMA pavement patch.
7 November 2025
Page 15 of 20
• Potholing will only be performed within public rights of way, easements, or City-owned
properties.
• Potholing results record will include pothole designation (corresponding to number shown on
design drawings), type, size, and depth of cover for each utility and thickness of pavement.
• Factors affecting costs for potholes include locations (in travel lanes vs. shoulder), local access
roads vs arterial streets, type of surface (grass, dirt or gravel, asphalt, concrete, asphalt over
concrete), surface restoration requirements, including temporary patch vs permanent patch.
The proposed budget submitted to the City for authorization will be based on the estimated
costs to implement the authorized Potholing Plan. Actual costs may vary from estimated costs
based on difficulty of locating the target buried utilities.
• Utility locates and potholing are based on information available at the time the decision was
made to pothole. The Consultant will develop a potholing plan that provides recommendations
on pothole locations, but the City is responsible for deciding on the final pothole locations
based on its acceptance of the potholing plan. The potholing plan will be sent to the potholing
Contractor and surveyor to obtain an estimate of the associated potholing costs and associated
survey, mapping, and permanent asphalt patch. The potholing plan will then be modified to fit
within the budget allotment, or the City will provide written authorization via the Change
Management Log to address additional costs before they are incurred. The Consultant shall not
be responsible if utilities are later discovered during construction that were not identified by the
design phase utility locates or potholing.
City Responsibilities:
• Review and approve the potholing plan within three weeks of submittal and authorize the
associated potholing request.
Deliverables:
• Potholing Plan (PDF)
• Record of Potholing results with location in latitude and longitude or Northings and Eastings
(PDF)
• Pothole pictures
• Pothole locations shown on the plan view with minimum two dimensions to surveyed surface
location such as adjacent light poles, center of storm catch basin cover, manhole cover, etc.
7 November 2025
Page 16 of 20
Task 6 Cultural Resources Services
• Develop a Monitoring and Inadvertent Discovery Plan (MIDP)that will be included in the
contract documents.
• MIDP will be reviewed and approved before any ground disturbing activities take place within
the project area.
Assumptions:
• MIDP will be based on the Washington State Department of Ecology Template.
City Responsibilities:
• Provide review comments on documents.
• Conduct all government-to-government coordination and discussions as required for regulatory
processes.
Deliverables:
• MIDP (PDF)
Task 7—Environmental Review and Permitting Support Services
7.1 Environmental Review
This task will be used to comply with national and state environmental policies and for obtaining the permits
needed to facilitate construction of the proposed improvements.
• Attend pre-application meetings and/or coordinate virtually or electronically with the City and
state and federal regulatory agencies to determine level of approval or permitting for federal,
state and City/local agency permits and approvals.
• One (1) pre-application meeting (in-person at City Hall) up to two hours in length will be held
with the City to discuss the required City permits and their associated process. Consultant will
have 2 staff in attendance.
7 November 2025
Page 17 of 20
• Up to four(4)virtual meetings with local and state agencies may be required. Consultant will
prepare a summary of each meeting and provide the summaries to the attendees. Consultant
will have 2 staff in attendance.
• Develop, assemble, and submit SEPA checklist and supporting documentation to state and
local agencies.
• Prepare Critical Areas Report.
• Coordinate directly with state, and City/local permitting agencies and respond to requests for
information.
• Revise and finalize checklist and reports to address City comments
• Keep City appraised of status of permit application submittals and status of permit approvals
and request City assistance as required.
Assumptions:
• Early coordination with permitting agencies may lessen the permitting level of effort
substantially; however, the streamlined level of effort cannot be confirmed without the agencies'
approvals. In the absence of more information, this scope includes a conservative level of effort
for each permit to help avoid contract modifications in the future.
• No Tribal coordination or review of permitting documentation or submittals will be required.
• Wetland delineation may be required. Scope includes level of effort for delineation.
• Project is an exempt activity within the critical area and associated buffer.
City Responsibilities:
• Coordinate and setup a pre-application meeting with the pertinent City Departments that will be
issuing City permits. The purpose of the meeting is to discuss the regulatory requirements that
must be addressed to obtain the permits as well as the time frames needed for City processing
of the permit applications.
Deliverables:
• Draft and final versions of ineeting notes/summaries via email (PDF)
• Draft and Final SEPA Checklist(PDF)
7 November 2025
Page 18 of 20
• Draft and Final Critical Areas Report (PDF)
7.2 Permittin�Su�ort Services
• Prepare required plan exhibits for the following City of Renton In-house permits as follows:
o Capital Improvement Project(CIP) Permit
o Right-of-way Permit
o Civil Construction Permit
Assumptions:
• No State Permits are expected to be required for this project.
• Construction Stormwater General Permit from Ecology will not be required, but if determined to
be required later, it will be submitted for and obtained by the Contractor.
• Travel time associated with meetings will be in addition to the allotted times for the meetings.
City Responsibilities:
• Be the lead agency on SEPA and publish all associated notices.
• Coordinate, and pay for, publication of notices in newspaper of record.
• Pay all fees associated with permit applications.
• Post and/or mail and required public notices.
Deliverables:
• Exhibits (PDF)
Task 8 -Arborist Services
• Review project documents including 60% design.
• Conduct site visit to develop inventory of trees within the impact zone, document locations, take
photographs relative to pipeline, critical root zones, and record field notes.
7 November 2025
Page 19 of 20
• Perform tree health assessments along the corridor and impacts outside of the ROW,
identifying trees for removal and feasible retention.
• Develop Arborist Report that summarizes tree inventory, impacts of alternatives, tree location
map and general tree protection recommendations.
• Prepare Tree Protection Plan for selected alternative fencing locations and construction limits.
• Conduct in-house quality assurance (QA) reviews.
Assumptions:
• Arborist will perform one site visit for tree health assessment.
• The work will comply with the City of Renton Municipal Code, International Society
Arboriculture (ISA) Best Practices, and American National Standard Institute (ANSI)A300.
• The current City of Renton Municipal Code will be applied to the project.
• Further work, such as permitting and construction oversight, will require additional scoping and
budgeting.
City Responsibilities
• Provide any prior relevant arborist reports.
Deliverables
• Draft Arborist Report (PDF)
• Final Arborist Report (PDF)
• Draft Tree Protection Plan (PDF)
• Final Tree Protection Plan (PDF)
• Draft Environmental Compliance Checklist(PDF)
• Final Environmental Compliance Checklist(PDF)
Services Not Included
The following services are not a part of this Agreement. If the City chooses to add one or more of the
following services to this Scope of Services, then this Agreement shall be modified in terms of an addition to
the total compensation to be paid to Stantec and an appropriate extension of time (as necessary)to
Stantec's schedule.
• Permit investigation and applications.
• Payment of permit fees.
• Stormwater quality or flow control design
• Development of environmental permit applications.
• Underground utility potholing through concrete surfaces.
7 November 2025
Page 20 of 20
• Hot mix asphalt pavement grinding and overlay to restore potholed asphalt pavements.
• Distributing bid/contract document sets to prospective bidders, receiving bids, prepare bid
tabulation, reviewing apparent low bidder references, and preparing recommendation for
contract award.
• Public outreach services.
• Payment for property title reports beyond the assumptions contained in this scope of services.
• Development of design drawings for replacement of sidewalks, curb ramps, and driveway
approaches that are not directly impacted by the project.
• Development of design drawings for moving or replacing retaining walls of any type.
• Development of traffic control plans (TCPs)except as identified in Task 4 and 5.
• Construction phase services, which are services that occur after bid opening, are not included
in the scope and will be negotiated later with the City and will require a contract amendment.
END SCOPE OF SERVICES
EXHIBIT B
�` FEE ESTIMATE - COPPER RIDGE STORM SYSTEM IMPROVEMENT PROJECT
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Nuss,Stephen Hurley,Leslle Wolf,Brian Pham,Nathan Polla,Don Price,Eric Bracken,Carla Nazarewicz, Ratl(ord,Scott Giron,Luis
Barbara
$280.00 $206.00 5228.00 $183.00 $254.00 $217.00 $190.00 $217.00 $240.00 $217.00 0.00 $0.00 $0.00 $ODO $0.00
8.00 68.00 151.00 144.00 60.00 173.00 1200 1200 110.00 24.00 1,083.00 $234,108.00 $4,314.80 $57,796.00 $296,278.80
$2,240.00 $14,008.00 $34,428.00 $26,352.00 $15,240.00 $37,541.00 $2,280.00 $2,604.00 $26,400.00 $5,208.00 1.083.00 $234,108.00 $4,314.80 $57,796.00 $296,218.80
WBS Code Task Name Units Task Type Hours Labour Expense Subs Total
� Project Management B.00 43.00 18.00 7.00 0.00 7.00 12.00 0.00 0.00 0.00 Time&Material 101.00 $21,728.00 $0.00 $0.00 $21,728.00
1.1 Design Phase Project Management 5.00 24.00 12.00 Time&Material 44.00 $9,464.00 $0.00 $0.00 $9,464.00
12 Kickoff Meeting and Progress meetings 12.00 11.00 Time&Material 23.00 $4,980.00 $0.00 $0.00 $4,980.00
1.3 Internal Kick-off Meeting and Design Team Meetings 7.00 7.00 7.00 7.00 Time&Material 34.00 $7,284.00 $0.00 $0.00 $7,284.00
Z Field Survey 0.00 0.00 5.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Time 8 Material 5.00 $1,140.00 $0.00 $20,690.00 $21,830.00
2� Topographic SurveyN[ility Locates and Preparation of 2.00 Time&Material 2.00 $456.00 $0.00 $20,690.00 $21,146.00
Base Drawings
22 Survey of Pothole Locations 1.00 Time&Material 1.00 $228.00 $0.00 $0.00 5228.00
2.3 Easement Exhibi[s 2.00 Time&Material 2.00 $456.00 $0.00 $0.00 5456.00
3 Design Services 0.00 25.00 124.00 129.00 60.00 156.00 0.00 6.00 fi2.00 24.00 Time 8 Material 586.00 $127,511.00 $8920 $0.00 $127,599.20
3.1 Ob[ain Franchise U[ility Maps 1.00 8.00 Time&Material 9.00 51,692.00 $0.00 $0.00 $1,692.00
3.2 Prel�iminary DesignlAltematives Analys�is 4.00 12.00 24.00 20.00 42.00 4.00 20.00 Time&Material 126.00 $27,446.00 $29.40 $0.00 $27,475.40
3.3 60%Contract Documents 9.00 58.00 48.00 24.00 60.00 4.00 20.00 4.00 Time&Material 227.00 $49,514.00 $29.40 $0.00 $49,543.40
3.4 90%Contrect Documen[s 4.00 28.00 29.00 16.00 42.00 2.00 18.00 Time&Material 139.00 $30,447.00 $29.40 $0.00 $30,476.40
3b Final Contract Documents 2.00 13.00 14.00 8.00 20.00 Time&Material 57.00 $12,474.00 $0.00 $0.00 $12,474.00
3.6 B�idding Support Services 6.00 12.00 6.00 4.00 Time&Material 28.00 $5,938.00 $0.00 $0.00 $5,938.00
4 Geotechnical Services 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Time&Material 66.00 $15,756.00 $2,330.00 $21,968.00 $40,054.00
4.1 Subsmface Investigation Time&Material 30.00 57,620.00 $450.00 $21,968.00 $3Q038.00
42 Safety Planning Time&Material 1.00 $254.00 $0.00 $0.00 $254.00
4.3 Ufilet;91�ea�rance.Permit[ing,and Geotechnical Time&Material 27.00 56,042.00 $75.00 $0.00 $6,117.00
4.4 Laboratory Testing and Data Processing Time&Material 8.00 51,840.00 $1,805.00 $0.00 $3,645.00
5 Design Potholing Time&Material 0.00 $0.00 $0.00 $15,138.00 $15,138.00
6 Cultural Resources Services Time&Ma[erial 16.00 $3,148.00 $0.00 $0.00 $3,748.00
� Environmental Review and Permitting Resource 0.00 0.00 4.00 8.00 0.00 8.00 0.00 0.00 8.00 0.00 Time 8 Material 254.00 $51,970.00 $1,828.40 $0.00 $53,798.40
Services
7.1 Environmen[al Review 4.00 Time&Material 230.00 $46,898.00 $1,828.40 $0.00 $48,726.40
7.2 Permilting Support Services 4.00 8.00 8.00 4.00 Time&Material 24.00 $5,072.00 $0.00 $0.00 $5,072.00
8 Arborist Services 2.00 6.00 40.00 Time&Material 55.00 $12,855.00 $68.20 $0.00 $12,923.20
Page 1 of 3
FEE ESTIMATE -COPPER RIDGE STORM SYSTEM IMPROVEMENT PROJECT
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Pineau,Joel Pyrch,Allison Alder,Koo�enay Niles,Erin Meens,Daan Hlllman,Kacy Swindle,Kelly Nigh�engale,Tim Bujnowicz,Kale S�ulzman,Hayley Glendening,Paul
$254.00 $254.00 $206.00 $�90.00 $217.00 $228.00 $228.00 $217.00 $183.00 $167.00 $217.0� 0.00 50.00 50.00 $0.00 $0.00
2.00 46.00 21.00 12.00 4.00 �5.00 28.00 37.00 16.00 60.00 80.00 1.083.00 $234.�08.00 $4.314.80 $57,796.00 $29fi,218.80
$508.00 $1�,684.00 $4,326.00 52.280.00 $868.00 $3,420.00 $6.384.00 $8.029.00 $2,928.00 $10,020.00 $17,360.00 1.083.00 3234.�08.00 54.314.80 557.796.00 $29fi,216.80
WBSCotle TaskName TaskType Hours Labour E[pense Subs TOWI
9 Project Management 0.00 3.00 0.00 0.00 0.00 3.00 0.00 0.00 0.00 0.00 0.00 Time&Material 101.00 $27,728.00 $0.00 $0.00 $21,728.00
�.� Design Phase Project Management Time&Material 44.00 $9,464.00 $0.00 $0.00 59,464.00
�.2 Klckoff Meeting and Progress meetings Time&Material 23.00 $4,980.00 $0.00 $0.00 54,980.00
1 3 Intemal Kick-off Meeling and Design Team Mee�ings 3 00 3.00 Time&Material 34.00 $7,284.00 $0.00 $0.00 $7,284.00
y Field Survey 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Time 8 Material 5.00 $7,140.00 $0.00$20,690.00 $27,830.00
2� Topogrephic SurveyNtility Locates and Preparalion of Time&Material 2.00 $456.00 $0.00 $20.690.00 $21.146.00
ease Drawings
22 Survey of Po�hole Localions Time&Material 1.00 $228.00 $0.00 50.00 5228.00
2.3 Easemenl Exh�ibits Time&Material 2.00 $456.00 $0.00 50.00 5456.00
3 Design Services 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Time&Material 586.00 $127,511.00 $88.20 $0.00 $127,59920
3.� Obtain Franchlse U�ility Maps Time&Material 9.00 $1.692.00 $0.00 50.00 $1,692.00
32 Prellminary Design/Alternatives Analysis Time&Material 126.00 $27,446.00 $29.40 50.00 $27,475.40
3.3 60%Con�ract Documents Time&Material 227.00 $49,514.00 $29.40 50.00 $49,543.40
3.4 90%Con�ract Documents Time 8 Material 139.00 $30,447.00 $29.40 50.00 $30,476.40
3.5 Flnal ConUact Documen�s Time&Material 57.00 $12,474.00 $0.00 50.00 $12,474.00
3.6 Bltltling Support Services Time&Material 28.00 $5.938.00 $0.00 50.00 $5,938.00
4 Geotechnical Services 2.00 43.00 21.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Time&Material 66.00 $15,756.00 $2,330.00 $21,968.00 $40,054.00
4.1 Subsurface Investigation 30.00 Time&Ma�erial 30.00 $7.620.00 $450.00$21,968.00 $30.038.00
42 Safery Planning 1.00 Time&Material 1.00 $254.00 $0.00 50.00 5254.00
4 3 Ulill�y Clearance,Permitting,and Geotechnlcal Z_00 8.00 17.00 Time&Material 27.00 $6,04200 $75.00 $0.00 $6.117.00
Investiga�ion
4A Laboralory Tes�ing antl Data Processing 4.00 4.00 Time&Material 8.00 $1.840.00 $1.805.00 50.00 $3.645.00
5 Design Potholing Time&Material 0.00 $0.00 $0.00 $15,138.00 $15,138.00
6 Cultural Resources Services 12.00 4.00 Time 8 Material 76.00 $3,148.00 80.00 $0.00 E3,148.00
� Environmental Review and Permitting Resource 0.00 0.00 0.00 0.00 0.00 12.00 28.00 30.00 16.00 60.00 80.00 7ime 8 Material 254.00 $51,970.00 $7,828.40 $0.00 $53,798.40
Services
7.1 Environmen�al Review 12.00 28.00 30.00 16.00 60.00 80.00 Time&Material 230.00 $46.898.00 $1.828.40 $0.00 $48,726.40
72 Permitling Support Services Time&Material 24.00 $5,072.00 $0.00 50.00 $5.072.00
8 ArboristServices 7.00 Time 8 Material 55.00 $'12,855.00 $fi8.20 $0.00 $'12,923.20
Page 2 of 3
FEE ESTIMATE - COPPER RIDGE STORM SYSTEM IMPROVEMENT PROJECT
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$50.00 $0.70 $150.00 $15.00 $135.00 $145.00 $250.00 $1.00 $1.00 $1.00 $1.00 $1.00 0.00 $0.00 $0.00 $0.00 $0.00
33.00 264.00 4.50 20.00 5.00 4.00 1.00 16,775.00 19,053.00 18,370.00 2,898.00 700.00 1,OS3.00 $234,108.00 $4,314.80 $57,796.00 $296,218.80
$1,650.00 $184.80 $675.00 $300.00 8675.00 $580.00 $250.00 816,775.00 $19,053.00 $18,370.00 $2,898.00 $700.00 1,083.00 5234,108.00 $4,314.80 557,796.00 $296,218.80
WBS Code Task Name Task Type Hours Labour Expense Subs Total
� Project Management 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Time&Material 101.00 $21,728.00 $0.00 $0.00 $21,728.00
1.1 Design Phase Project Management Time&Material 44.00 $9,464.00 $0.00 $0.00 $9,464.00
12 Kickoff Meeting and Progress meetings Time&Material 23.00 $4,980.00 $0.00 $o.00 $4,980.00
1.3 Internal Kick-off Meeting and Design Team Meetings Time&Material 34.00 $7,284.00 $0.00 $0.00 $7,284.00
2 Field Survey 0.00 0.00 0.00 0.00 0.00 0.00 0.00 16,775.00 3,975.00 0.00 0.00 0.00 Time&Material 5.00 $1,140.00 $0.00 $20,690.00 a21,830.00
Z� Topographic SurveyNtility Locates and Preparation of 16,775.00 3,915.00 Time&Material 2.00 $456.00 $0.00 $2Q690.00 $21,146.00
Base Drawings
22 Survey of Pothole Locations Time&Material 1.00 $228.00 $0.00 $0.00 $228.00
2.3 Easement Exhibits Time&Material 2.00 $456.00 $0.00 $0.00 $456.00
3 Design Services 0.00 126.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Time&Material 586.00 $127,511.00 $88.20 $0.00 $127,599.20
3.1 Obtain Franchise Utiliry Maps Time&Material 9.00 $1,692.00 $0.00 $0.00 $1,692.00
3.2 Preliminary Design/Altematives Analysis 42.00 Time&Material 126.00 $27,446.00 $29.40 $0.00 $27,475.40
3.3 60%Contract Documents 42.00 Time&Material 227.00 $49,514.00 $29.40 $0.00 $49,543.40
3.4 90%Contract Documents 42.00 Time&Material 139.00 $30,447.00 $29.40 $0.00 $30,476.40
3.5 Final Contract Documents Time&Material 57.00 $12,474.00 $0.00 $0.00 $12,474.00
3.6 Bidding Support Services Time&Material 28.00 $5,938.00 $0.00 $0.00 $5,938.00
4 Geotechnical Services 0.00 0.00 3.50 20.00 5.00 4.00 1.00 0.00 0.00 18,370.00 2,898.00 700.00 Time&Material 66.00 $15,756.00 $2,330.00 $21,968.00 $40,054.00
4.1 Subsurface Investigation 3.00 18,370.00 2,898.00 700.00 Time&Material 30.00 $7,620.00 $450.00 $21,968.00 $30.038.00
42 Safety Planning Time&Material 1.00 $254.00 $0.00 $0.00 $254.00
4.3 Utiliry Clearance,Permitting,and Geotechnical 0.50 Time&Material 27.00 $6,042.00 $75.00 $0.00 $6,117.00
Investigation
4.4 Laboratory Testing and Data Processing 20.00 5.00 4.00 1.00 Time&Material 8.00 $1,840.00 $i,sos.00 $0.00 $3.645.00
5 Design Potholing 15,138.00 Time&Material 0.00 $0.00 $0.00 $15,138.00 $15,138.00
6 Cultural Resources Services Time&Material 16.00 $3,148.00 $0.00 $0.00 $3,148.00
� Environmental Review and Permitting Resource 32.00 112.00 1.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Time&Material 254.00 $51,970.00 $1,828.40 $0.00 $53,798.40
Services
7.1 Environmental Review 32.00 112.00 L00 Time&Material 230.00 $46,898.00 $1,828.40 $0.00 $48,726.40
72 Permltting Support Services Time&Material 24.00 $5,07200 $0.00 $0.00 $S,W200
S Arborist Services 1.00 26.00 Time&Material 55.00 $12,855.00 $68.20 $0.00 $12,923.20
Page 3 of 3
EXHIBIT C
2002XXXX- COPPER RIDGE STORM SYSTEM IMPROVEMENT PROJECT
Clien�'. CllyofRenlon
PM: Lesiie Huney
PIR'. RachelMCGinn
Nate'Week ending tlete Is e Frldey.WarkingOeys'Montley.Tuesdey.Wednesdey,TM1ursdey,Fldey
1 Prole��Management 2026-01-Ofi 202fi-11-O6 305 219
DesignPhaseProjec�Managemen� 2026-Ot-p6 202F11-06 3�5 2t9
92 KickoflMeetingantlProgressmee�ings 202&01-OB 2020-1�-08 305 2�9
1.2.1 KickoffMeeting 2026-01-26 202fi-01-2] 2 2
122 Progressmeelings 2026-01-06 2026-11-06 305 2i9
1.3 In�ernal Klckbff Mee[Ing end�eslgn Teem Mee[Ings 2028-01-OB 202G11-O6 305 218
1.3.t IntemalHickoHMeeting 2026-01-06 2026-Ot-06 1
132 DesignTeamMeetings 2020-01-08 2028-�1-Ofi 305 219
2 Fieltl Survey 2026-01-06 2026-0&15 222 159
2� TopograpM1�ic 5urveylUtlllty Loca�as and P�eparotlon of 202fi-01-08 2028-02-Ofi 32 20
wings
2.2 Survey of Po�M1ole Locations 2026-0]-2] 202fi-OB-O] 12 10
2.3 EasememExM1ibits 2026-01-06 2026-OB-tS 41 30
3 Design5ervices 2026-01-06 2026-11-Ofi 305 219
31 Obteln Frenchlse U�Illty Meps 202f.01-06 2026-03q1 55 39
3.2 Prelim�inaryDesign/AI[ema�ivesAnalysis 202G01-O6 2028-04�5 100 ]2
3.2.t
3.2.2 HydraulicAnatysis
3.2.3 WalersM1edAnal s
3 20 WH TecM1 Memo Calculatlons Summa
3.2.5 OPCC
326 PreliminaryDasignRepoM
33 fi0°oCon�rac�Documen�s 202fi-00-30 2026-06-20 Sfi 00
3.3.1 Plans
332 Speciflcetlans
3.3.3 OPCC
3.34 Drai1TIR
3.4 90°/Gon�ac�Dowmen�s 202G0]-O6 2028-OB-15 41 30
34.t Pians
3.4.2 Specifications
303 OPCC
300 FinaITIR
3.5 FInaICon4actDocuments 2026-08-24 2026-09-30 38 26
3.5.1 Plans
3.5.2 S eciflcations
3.5.3 OPCC
3.6 BI�tling5upportServices 202fi-10-01 2026-11-Ofi 3) 2]
3.fi.1 Bid Adtlentla
3.fi.2 RFIs
4 GeotecM1nical Services 2026-01-06 2026-OB-15 110 122
4.1 Subsurtacelnves�iga�ion 2026-01-06 2026-04-15 100 ]2
42 SafetyPlanning 2026-01-06 2026-O6-2J 1]0 122
q 3 Utill�y Clearance,Permi�[ing,and Geotechnical 2026-01-06 202fi-O6-24 1]0 122
Investlgatlon
43.1 Desk�ap5�utly
43.2 EngineenngAnatysis
Q 3 3 Reporl Preparllon 202&01-08 2026-0&15 222 159
4.4 Laborarory Testing antl Da�a Processing 2026-01-06 202fi-0F�i 116 84
5 Design Pothoiing 2026-06-24 2026-0]-31 38 26
6 CUlturalResources5ervices 2026-01-06 202fi-O6-24 1]0 122
� Environmental Review antl Permitting Resource 2026-01-06 2026-11-06 305 219
Services
]1 Environmen�al Review 202&0�-0B 2028-�1-Ofi 305 219
e Npplicalion antl Hgency Meatings 2p2Fp4-i5 2026-0F01 48 34
]12 SEPACM1eoklis� 2026-0�-08 2028-0]-10 ifi1 �15
]t_3 Critical Hreas Fepor�antl Fieltlwork 2p2Fp1-06 2026-0F15 161 t 15
]2 Permi��ing5upportServices 202&0�-28 2028-�1-Ofi 285 205
8 HrboristServices 2026-01-06 2026-1t-O6 305 2i9
81 BackgroundReviewantlProleotCoortl�ina�ion 202&0�-0B 2028-�1-�fi 305 219
8.2 FIeItl Work 2026-02-01 2026-03-31 59 J2
83 ImpaotFnalysls 20250331 2028-0515 68 30
84 ArboristRepoM 2026-01-06 2026-06-Di 105
8 5 Tree Proteotlon Plan 20250331 2028-0&0� '83 05
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UTI LITI ES CO M M ITTE E - FE BRUARY 2, 2026
PW SURFACE WATER UTILITY PROJECT MANAGER: TROY SOLLY, PE
Copper Ridge Storm System Improvement Project
Project Background
Location:
➢ Existing storm system west of Davis Ave S on the north side of �
the Copper Ridge (Parker Landing) development. �,
m
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Q
➢ Extends across a steep slope critical area. �
� � �
➢ Adjacent to City of Kent and WSDOT right-of-way. � x
Existing Conditions: �•• � �
� 24" and 15" diameter Corrugated Metal Pipe
� Installed 1982 (43+ years old) `r'
y Pipes in poor condition � ' � �
a �
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Ob' ' es:
� �
➢ Replace the damaged sections �
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➢ Rehabilitate deteriorated sections •��
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➢ Reduce the risk of pipe failure, flooding, and landslide. � � �
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Project Area Map
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Copper Ridge Storm System Improvement Project
Consultant Selection Process
MRSC Roster - Engineering Design
Category
► 10 SOQs Evaluated
► 4 firms interviewed
Stantec Consulting Services, Inc
selected as most qualified
Copper Ridge Storm System Improvement Project
Professional Services Scope of Work
Site Investigation ���'' -' - ti
�.
➢ Survey � '
➢ Potholing and Utility Mapping '� � F�'�Y_�:���-� t_� �
. � • �� .�.
➢ Geotechnical Explorations and � - .-_��`�
Recommendations � � _ ~'� �,. �
. �
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➢ Plans, specifications, and cost estimates . � � � i
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Recommendation to Committee
Fiscal Impact Staff Recommendation
Stantec Consulting Services, Inc = Authorize the Mayor and City Clerk to
$296,218.80 execute the Professional Servies
Agreementwith Stantec Consulting
Sufficient unencumbered funding Services, Inc. in the amount of
is available in the approved 2026 $296,218. 80 for engineering services
Surface Water Utility Capital associated with the design of the Copper
Improvement Program budget Ridge Storm System Improvement Project
(427.475613) in the amount of
$400,000.