HomeMy WebLinkAboutORD 5807 ClTY UF RENTON, WASHINGTON
�RDfNANCE N0. 58Q7
AN tJRDINANCE C1F THE CiTY {3F RENTON, WASHINGTON, GRANTING UNTCt
SPRINT Ct)MMUNICATIONS COMPANY L.P. AUTHORIZED TO DO BUSINESS
WITHIN THE STATE OF WASHINGTON, ITS AFfIL1ATES, SUCCESSORS AND
ASSIGNS,THE RIGHT, PRIVILEGE, AUTHORITY AND MASTER PERMIT TO INSTALL
C�MMUNICATIONS FACILITiES UNDER, ALONG, OVER, BELOW AND THROUGH
AND ACRO55 THE STREETS, AVENUES AND AlLEYS OF THE CITY OF RENTON
WITHIN THE PUBLIC RIGHT-OF-WAY OF RENTON.
THE CITY COUNCIL OF THE CITY OF RENTON, WASHINGTON, QOES ORDAIN AS
FQLLOWS:
SECTlON 1. Definitians
Far the purposes of this Franchise and any attachments, the follawing defined terms,
phrases, wards and their derivations shall have the meaning provided below. When not
inconsistent with 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 nat capitalized, and words in the singular include the
plural. Undefined words shall be given their commQn and ordinary meaning.
1.1 Administratar: IVleans the Administrator of Renton's Cammunity and Economic
Development Departmer�t or designee, or any successor affice responsible for management of
Renton`s public praperties.
1.2 Construct or Construction: Means to remove, replace, repair, and/or restore
any existing Facility, and may include, but are not limited to, digging andjor excavating to
remove, replace, repair, and restore existing pipeline(s) and/or Facilities.
1.3 Cost; Means any costs, fees, or expenses, including but limited to attorneys' fees.
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ORDINANCE N0. 5807
1.4 Facilitv 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 appertaining to any and alt
of the foregoing, whether the same be located over or under ground.
1.5 Franchise: Means this ordinance and any related amendments, attachments,
exhibits, or appendices.
1.6 Franchise Area: Means all present and future Renton Rights-of-Way for public
roads, alleys, avenues, highways, streets, and throughways 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.
1.7 Franchisee: Means Sprint Communications Company L.P., authorized to do
business within the State of Washington, and its respective successors and assigns, and when
appropriate agents, contractors (of any tier), employees, officers and representatives.
1.8 Hazardous Substance: Means any hazardous, toxic, or dangerous substance,
material, waste, pollutant, or contaminant, including all substances designated under the
Resource Conservation and Recovery Act, 42 U.S.C. § 6901 et seq.; the Comprehensive
Environmental Response, Compensation and Usability Act, 42 U.S.C. § 9601 et seq.; the
Hazardous Materials Transportation Act, 49 U.S.C. § 1801 et seq.; the Federal Water Pollution
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ORDINANCE N0. 5807
Control Act, 33 U.S.C. § 1257 et seq.; the Clean Air Act, 42 U.S.C. § 7401 et 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
70.105, and the Washington Model Toxics Control Act, RCW Chapter 70.1050, as they exist or
may be amended ("Environmental Law"); 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.
1.9 Laws: Means any federal, state, or municipal code, statute, ordinance, decree,
executive order, governmental approval, guideline, permit, procedure, regulation, regulatory
program, order, rule, specification, standard, Environmental Law, or governmental authority,
that relate to telecommunications services, 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. All references to Laws shall mean as they exist, may be amended or created.
1.10 Parties: Means the City of Renton and Sprint Communications Company L.P.
1.11 Public Properties: Means present and/or future property owned or leased by
Renton within Renton's present and/or future control and/or jurisdictional boundaries.
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ORDINANCE NtJ. 5807
1.12 Public Ways: Means any highway, street, alley, sidewalk, utility easemen# (unless
their use is otherwise restricted for other users}, ar other public Rights-of-Way for motor
vehicles ar any other uses under Rentan's cantrol andJor in its jurisdictional baundaries,
consistent with RCW 47.24.020 (Jurisdiction, contral) and 47.52.090 (Coaperative agreements
— Urban public transportatian systems — Title to highway — Traffic regulations —
Underground utilities and overcrossings — Passenger transpartation — Starm sewers — City
street crossings}.
1.13 Ri�hts-of-Wav: Means the surface and the space above and below streets,
roadways, highways, avenues, courts, tharaughfares, lanes, alleys, sidewaiks, easements, and
similar Public Praperty, Public Ways, and areas located within the Franchise Area.
1.14 Tariff: Has the meaning provided in WAC 480-80-03Q (Definitions}, or such
similar definitian 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, aver public service companies and/ar competitive telecommunication service
companies, and such competitive companies must file tariffs in accordance with WAC Chapter
480-80. (WAC 480-120-026 (Tariffs}).
1.15 WUTC: Means the Washingtan Utilities and Transpartation Cammission ar such
successor regulatary agency having jurisdictian over pubiic service andJor telecommunicatian
service companies.
1.16 Work: Means to construct, excavate, install, maintain, remave and/or repair by,
for, or at Franchisee's request.
SECTION I1. Purpose
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aRDINANCE N0. 5807
2.1 Conditions: The purpase 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
caoperatively in the public's best interests after this Ordinance becomes effective. This
Franchise is granted subject to Rentan's iand use authority, pubiic highway authority, police
powers, and franchise authority, and is conditioned upon the terms and conditions provided in
this Franchise, and Franchisee's compliance with all Laws.
2.2 Risk and Liabilitv: By accepting this Franchise, Franchisee assumes all risks or
liabilities related to the Franchise, with na risk or liability conferred upon Renton, except as set
forth herein. This Franchise is granted upon the express conditian that Rentan retains the
absolute autharity ta grant other or further franchises in, under, on, acrass, over, thraugh,
along or below any Franchise Area. This and other franchises shall, in no way, prevent or
prohibit Renton from using any of its Franchise Area, ar 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, induding the dedication, establishment, maintenance and improvert�ent of al! new or
existing Rights-of-Way, Public Praperty ar Public Ways.
SECTION lil. Privileges Canveyed
3.1 Franchise Granted: Pursuant to the Telecommunication Act of 1996 § 253(c},
RMC Chapter 5-19 and the iaws of the State af Washington inciuding, but not limited to, RCW
47.24A20 (Jurisdiction, control�, RCW 47.52.090 (Cooperative agreements — Urban public
transportation systems — Title to highway — Traffic regulations — Underground utilities and
avercrossirtgs — Passenger transportation — Storm sewers — City street crossings}, RCW
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ORDINANCE NO. 5807
35A.47.040 (Franchises and permits — Streets and public ways), RCW 35.22.280 (Specific
powers enumerated), RCW 35.99.020 (Permits for use of right-of way), and 80.36.040 (Use of
road, street, and railroad right-of way–When consent of city necessary), and any related laws,
Renton grants to Franchisee, a Delaware limited partnership, 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, 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.
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 shall not convey to Franchisee
any privilege to install Facilities on or to otherwise use city-owned or leased properties or
easements outside the Franchise Area.
3.3 Principal Use Limitation: This Franchise shall not authorize a principal use of the
Franchise Area for purposes other than the provision of telecommunications, private line, and
internet access services. Franchisee may, infrequently, make or allow incidental use of excess
capacity of Facilities within the Franchise Area for other purposes.
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ORDINANCE NO. 5807
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 service provider (as those terms are used in RCW 35.21.860).
3.5 Separate Approval 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.
3.6 Acknowled�ement: 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 reasonable 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 consistent with 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. tnstead, Franchisee will promptly advise
Renton of the potential invalidity or illegality, and the Parties will meet within thirty (30)
calendar days and endeavor jointly to amend this Franchise to cure the invalidity or illegality.
3.7 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.
3.8 Existin� Facilities Outside Franchise Area: Existing Facilities installed or
maintained by Franchisee in accordance with prior franchise agreements on public grounds and
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C1RDiNANCE N0. 5807
places within Rentan (but which are not a part of the Franchise Area as defined by this
Franchise) may be maintained, repaired and operated by Franchisee at the focation where such
Facilities exist as of the effective date of this Franchise for the term of this Franchise; provided,
however, that no such Faciiities may be eniarged, improved ar expanded without Renton's prior
review and approval pursuant to the provisions af any applicable Laws.
3.9 Third Parties: Nothing in this Franchise shall be construed to create or confer any
privilege or remedy upon any person(s� other than Renton and Franchisee. No ac#ion may be
commenced or prosecuted against any Party by any third party claiming as a third party
beneficiary a# this Franchise. This Franchise shafl not release or discharge any obligatian or
liability af any third party to either Party.
SECTION IV. Term
4.1 Len�th of Term: Each of the provisians of this Franchise shall became effective
upon Franchisee's acceptance of the terms and conditions of this Franchise and shall remain in
effect for ten (1Q) years, unless it is terminated pursuant to Section XIII,Termination, Violations,
and Remedies. At any time not more than twa (2} years nor less than one hundred and eighty
{18Q) calendar days befare the expiratian of the Franchise Term, Franchisee may make a
written request and Renton may consider, at its sole discretion, renewing this Franchise for an
additionai five (5) year renewal period, unless either party expresses its intention in writing to
terminate this Franchise at the conclusian af the ten (10) year term.
4.2 Extension upon Expiration: If the Parties fail to formally renew ar terminate the
Franchise prior ta the expiration af its term or any extensian, the Franchise shall be extended
on a year-to-year basis unti!the Franchise is renewed,termir�ated or extended.
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ORDINANCE N0. 5807
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
SEPA (RCW Chapter 43.21C). Where Renton incurs actual administrative expenses, including
but not limited to fees, expenses, and/ or costs for reasonable 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 bill
based on an actual cost basis.
5.2 Utilitv 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(1)(d) (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.
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ORDINANCE RIO. 5807
5.4 Cost of Publication: Franchisee shali bear the entire Cost of pubiicatian of this
Qrdinance.
5.5 Permit Fee: Franchisee shail be subject to all permit fees associated with
activities undertaken through the authority granted in this Franchise or under Laws.
5.6 Emer�ency Fee: Franchisee shall promptly reimburse Renton for any and all
Costs incurred by Rentan while responding to any emergency involving the Franchise.
5.7 Reimbursement Period: Franchisee shall reimburse Renton within Farty-five (45}
calendar days af Renton's submitta! of an itemized billing for reasonably incurred Casts,
itemized by praject, for �ranchisee's proportianate share of all actual, identified expenses
incurred by Renton in pianning, canstructing, installing, repairing, aitering, or maintaining any
city facility due to the presence in the Public Way of Franchisee's Facilities.
SECTION VI. Assignment and Transfer of Franchise
6.1 Citv Council Appraval Required: Franchisee may not sell, assign,transfer, lease ar
dispose of this Franchise, either in whole or ir� part, and Franchisee may not pass title or permit
it to vest, either legally or equitably, in any person or entity without the passage af an
ordinance or resolutian, pravided that Franchisee may assign this Franchise to a parent or
affiiiate upon priar written notice to City. Such consent shall nat be deemed to waive any of
Renton's rights to subsequently enforce Franchise related non-compiiance issues that existed at
ar before Renton's consent. For the purposes of this section, a merger or corparate
reorganizatian of any entity controlling, controlled by or under cammon control with
Franchisee shall not be deemed a transfer or assignment.
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ORDINANCE Ri�. 5807
6.2 Acceptance: I# Renton consents, within thirty (30) calendar days of that cansent,
Franchisee shali file with Renton a written instrument evidencing such sale, assignment or
#ransfer of ownership, with the assignee(s} ar transferee(s) acceptance of the Franchise and all
of its terms and canditians.
SECTION VII. Compliance with Laws- Reservation of Powers and Autharity
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 "+n
this Franchise or r►at.
7.2. Incorparation af RMC 5-19. Telecammunications Cicenses and Franchises.: The
conditions, pravisions, requirements and terms and af RMC Chapter 5-19 are fully incorporated
by reference into this franchise agreement, unless the language of this agreement requires a
different act or omission.
7.3. Reference to Specific Law or Order: Upon written inquiry by either Party, the
other Party shall pravide a specific reference ta the federal, state, or laca! law or the WUTC
order or action establishing a basis for such Party's actions related to a specific Franchise issue.
SECTION VI11. Non-exclusive Franchise
8.1 Non-exclusive: As provided in subsection 3.4, this Franchise is non-exclusive, and
as a resuft, Renton expressly reserves the right to grant other or further franchises or to use the
Franchise Area itseif; provided that such uses da not unreasonably interfere with Franchisee's
use and placement of its Facilities across, alang, belaw, in, over, through, or under, the
Franchise Area.
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ORDINANCE NO. 5807
8.2 Renton's Use of Franchise Area: This Franchise shall not prevent, prohibit, limit
or affect Renton's use af the Franchise Area, consistent with #his Franchise; or Renton's
jurisdiction over the Franchise Area. The Parties agree that Renton reserves and retains all of
its statutary, inherent and other powers and franchise authority, as they exist or shali exist.
SECTION IX. Permits, Construction and Restoration
9.1 Free Passa�e of Traffic: Franchisee shall at al! times maintain its Facilities within
the Franchise Area so as not to unreasanably interfere with the free passage of traffic,
pedestrians or the use and enjayment of adjoining praperty. Franchisee shall at all times past
and maintain praper barricades and comply with alf applicable laws, safety regulations and
standards during such period of constructian.
9.2 Permi# Applicatian Required: Except in the event of an emergency, Franchisee
shall first obtain all required dacumentation and approvals, including permits from Rentan to
perform Wark on Franchisee's Facilities within the Franchise Area. The permit application shall
contain detailed plans, maps and specifications shawing the position, depth and location of all
such Facilities in relation to existing Franchise Area, collectively referred to as the "Plans." The
Plans shall specify the class and type of material and equipment ta be used, manner of
excavation, constructian, installation, backfiil, erection of temporary structures and facilities,
erection of permanent structures and facilities, traffic contral, traffic turnouts and road
obstructions, and aii other necessary informatian. Franchisee shali submit to Renton as-built
plans and, when available, digital facility lacatian data in a farmat compatible with the City's
geographic Information system. Such Work shal! only commence upon the issuance of required
permits, and payment of the assaciated fees, which permits shall not be unreasonably
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aRDiNANCE N�. 5807
withheld, conditioned or delayed after submission af a complete application. Franchisee sha!!
f�rther infarm Renton of any time or date that Franchisee is performing Work within the
Franchise Area to allow Renton to inspec# such work. Undergrounding Wark wi#hin City streets
shai) be accompiished through boring rather than open trenching whenever reasonably
feasible.
9.3 Boring Required: Work involving undergrounding of Franchisee's facilities within
City streets sha!! be accomplished through boring rather than open trenching whenever
reasanably€easible. Franchisee wiil CCTV aii Renton owned sewer and storm drain lines on the
baring route follawring compietion af the boring work and prior to activating the facility being
constructed to verify that these Renton owned lines were not damaged by the baring
work. Upon request from Franchisee, Renton may allow for other methods to meet the
requirement as may be appraved by Renton as part of permitting,
9.4 Dama�e Repair: If Renton utilities are damaged by boring or trenching
Franchisee crews wil! promptly notify the apprapriate Renton staff. Franchisee will be
responsible far excavating and shoring for the repair, and praviding appropriate traffic control
measures. Renton maintenance staff will provide the appropriate repair couplings and piping
and perfarm the repair work. After the repair is complete Franchisee crews wil! back fiil and
restore the surface. Franchisee shall reimburse Renton for all expenses incurred by Renton that
are directly related to the repair of any lines damaged by the baring activity.
9.5 Facilitv Placement: The parties intend that the specific location of Facilities
within the Franchise Area (and similar facility-related matters of a specific nature requiring
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QRD{NANCE N0. 5807
detailed case-by-case analysis} is to be determined in accordance with applicable �.aws
{�ncluding, withaut limitatian, rights of appeal).
9.6 Lateral Support: Whenever Work on Facilities within the Franchise Area have
caused or cantribute to a condition that appears to substantiaily impair or substantialiy impairs
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. In the event that Franchisee fails or refuses to take
prampt act+on, ar if an emergency situation requires immediate action, Renton may enter the
Franchise Area and take any action necessary ta protect the publ'rc, any Public Way, Public
Property, and Right-of-Way, and Franchisee shali be liable to Renton far all costs, fees, and
expenses resulting from that necessary actian. This provision shall survive the expiration,
revocation or termination of this Franchise.
9.7 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 determinatian of there being a substantially
equivalent alternative shall be at the sale determination of Rentan.
9.8 Bond Requirement: Before undertaking any of the Wark 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 carporate surety
authorized to operate a surety business in the State of Washingtan, in such sum as may be set
and appraved by Rentan as sufficient ta ensure performance of Franchisee's obligatians under
this Franchise. Franchisee shall post a Performance Bond in the amount of twenty-five
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oRa�rvANCE rvo. s$a�
thousand doNars ($25,OQ0) that shall remain in effect for the term of this Franchise. The bond
shai! be conditioned sa that Franchisee shail observe ali the covenants, terms and conditions
and shall faithfully perfarm all of the obligatians af this Franchise, and to repair or replace any
defective work or materials discovered in the Franchise Area. The band shail ensure the faithful
performance of Franchisee's obligations under the Franchise, including, but not limited to,
Franchisee's payment af 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 assaciated with maintaining the band.
Additianally, if Renton determines that the Performance Bond is inadequate to ensure
Franchisee's performance of a project, Franchisee shall post any additional bands required ta
guarantee perfarmance by Franchisee in accordance with the conditions of any permits and{or
the requirements of this Franchise. In lieu of a separate bond for routine individual projects
involving work in the Franchise Area, Franchisee may satisfy Rentan's bond requirements by
posting a single on-going performance band in an amount approved by Rentan.
9.9 Warkmanship: AI! Work done by Franchisee or at Franchisee's direction or on its
behalf, induding all Wark performed by contractars or subcantractors, shall be cansidered
Franchisee`s Wark and shall be undertaken and campleted in a workmanlike manner and in
accordance with the descriptions, plans and specifications Franchisee provided to Rentan, and
be warranted for at least two (2} years. Franchisee's activities (including work done at
Franchisee's direction ar on its behalf) shall not damage or interference with other franchises,
licenses, utilities, drains or other structures, or the Franchise Area, and shall not unreasonably
interfere with public travel, park uses, other municipal uses, adjoining praperty, and shall not
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tJRDiNANCE N0. 5807
endanger the safety of or injure persons and praperty. Frar�chisee's Work shall comply with all
appiicabie laws.
9.10 Material and Installation Methods: As a conditian of receiving the privilege to
work within the Franchise Area, Franchisee sha(i assume full responsibility for using materials
and installation methods that are in full compliance with city standards and shall verify this by
the submittal af documentation of materials and testing reports when requested by Renton. All
costs for performing an-site testing, such as compactian tests, shall be borne by Franchisee.
4.11 Dama�e Durin� Work; In case af any damage caused by Franchisee, or by
Franchisee`s Facilities to Franchise Area, Franchisee agrees ta repair the damage ta conditians
that meet or exceed requirements established by the Washington State Department af
Transpartation, at its awn cost and expense. Franchisee shail, upon discavery of any such
damage, immediately notify Renton. Renton will inspect the damage, and set a time limit for
completion of the repair, such time (imit to be no (ess than thirty (30� days from Franchisee's
receipt of written natice. If Renton discovers damage caused by Franchisee to the Franchise
Area, Renton will give Franchisee written notice of the damage and set a reasonable time limit
af na less than thirty (30) days follawing Franchisee's receipt of written notice in which
Franchisee must repair the damage. In the event Franchisee daes not make the repair as
required in this section, Renton may repair the damage, to its satisfaction, at Franchisee's sole
expense. Franchisee wiil reimburse Renton within thirty (30} days following receipt of written
notice together with reasanable supporting documentation evidencing such expense.
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ORDINANCE Nd. 5807
9.12 Member of Locator Service: Franchisee shal! cantinuously be a member of the
State of Washingtan ane number locatar service under RCW 19.122, Underground Utilities, ar
an approved equivalent, and shall eomply with all applicable �aws.
9.13 Restoration Requirements: Franchisee shali 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
to the condition existing immediately prior to such Work. All restoration af Rights-of-Way,
sidewalks and other improvements or amenities shal! conform to the Gty of Rentan Standard
Specifications for Raad, Bridge and Municipal Constructian and the Ci#y af Rentan's Trench
Restoration Standards in effect at that time, and be warranted for at least two (2} years.
Restoration sha11 inciude all landscaping, irrigation systems and trees. Renton shail 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 pravisions are not in
conflict or inconsistent with the express terms and canditions of this Franchise.
9.1�t Survev Monuments: All survey monuments which are disturbed or displaced by
Franchisee in its perfarmance of any wark under this �ranchise shall be referenced and restored
by Franchisee, in accordance with WAC 332-120, (Survey Monuments — Remova) or
Destruction), and other applicable Laws.
9.15 Failure to Restore: If it is determined that Franchisee has failed ta restore the
Franchise Area in accord with this sectian, Renton shall provide Franchisee with written notice
including a description of actions Renton believes necessary ta restore the Franchise Area. If
Franchisee fails to restore #he Franchise Rrea in accord with Renton's notice within thirty (30)
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4RDINANCE NtJ. 5807
calendar days of Franchisee's receipt of that notice, Renton, ar its authorized agent, may
restore the Franchise Area at Franchisee's sole and camplete expense. Franchisee wili
reimburse Renton within thirty �30) days fallawing reeeipt af written notice together with
reasonabie supporting documentatian evidencing such expense. The priviiege granted under
this section shali be in addition to others provided by this Franchise.
SECTION X. Coordination and 5hared Excavations
10.1 Coardination: The Parties shall make reasonable efforts to coordinate any Work
that either party may undertake within the Franchise Area to promote the orderly ar►d
expeditious performance and campfetian af such Wark, and to minimize any delay ar hindrance
ta any constructian wark undertaken by themselves ar 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 ta undertake Work. Franchisee
and Renton shall further each exercise its best efforts to minimize any delay ar hindrance to any
construction work either may undertake within the Franchise Area. Any associated costs
caused by any construction delays to Rentan or ta any cantractor warking far Renton due to
Franchisee's failure ta submit and adhere ta Franchisee's plans and schedule in relocating or
installing Franchisee facilities shall be the sale respansibility of Franchisee, provided, however,
Franchisee shall not be responsible for such costs to the extent such constructian deiays are
due to circumstances beyond the reasonable control of Franchisee. Franchisee shail, at
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.
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ORDINANCE RI4. 5807
1Q.2 loint Use Trenches: If Franchisee ar Renton shall cause excavations to be made
within the Franchise Area, the party causing such excavatian ta be made shall afford the a#her,
upon receipt of a written request ta da so, an opportunity to use such excavation, provided
that: (a} such joint use shail not unreasonabiy delay the work of the party causing the
excavation to be made; and (b� such jaint use shall be arranged and accomplished on terms and
conditions satisfactory to both Parties.
10.3 Joint Use Policies: Renton may, during the Franchise Term, adopt palicies with
respect to the Franchise Area which encaurage join# use af utility facilities within the Franchise
Area. Franchisee shaH coaperate with Rentan and explore oppartunities for joint use of utility
facilities within the Franchise Area that are consistent with applicable Laws and prudent utility
practices.
SECTION XI. Hazardous Materials
11.1 Written Approval Required: In maintaining its Facilities (including, without
limitation, vegetation management activities}, Franchisee shall not apply ar�y Hazardous
Substance, pesticide, herbicide, or other hazardous material within the Franchise Area without
prior written appraval af Renton. Renton will nat unreasanably withhald appraval, but such
applicatian must be in conformance to the aquifer pratection regulations of Renton. t#
Franchisee shali first obtain Renton's appraval ta appiy a specific product in accordance with a
defined procedure on an angoing basis throughout the Franchise Area, it shali not thereafter be
necessary for Franchisee to abtain Renton's approval on each occasion such product is applied
in accordance with such procedure. Franchisee shall notify Renton of any accident by
�ranchisee invalving Franchisee's use of Nazardous Substances within the Franehise Area.
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ORDINANCE NO. 5807
11.2 Release of Hazardous Substance: 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, Franchisee shall
notify Renton within twenty-four (24) hours of discovery. If the encountered or suspected
Hazardous Substances are not the result of the acts or omissions of Franchisee, Renton sha�l, at
its own expense, determine if the material is hazardous, in accordance with applicable Laws. 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. If Hazardous Substances are removed, Renton also shall provide substitute
nonhazardous substance to replace the removed substance for Franchisee to use in its
operation, if necessary. 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. 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- Permit Waiver
12.1 Prompt Response Reauired: In the event of any emergency involving damaged
Franchisee Facilities located in or under the Franchise Area, or if Franchisee's Facilities within
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�RDINANCE NO. 5807
the Franchise Area pose an immediate danger to the property, life, health or safety of any
individuai, Frar�chisee shali, upon receipt of notification fram Renton of the existence of such
condition, immediately take those actions as are necessary to carrect the dangeraus conditian.
12.2 Permit Deferred: if an emergency accurs that requires Franchisee's immediate
actian for the protection af Facilities, Renton's property ar any individual's property, life, health
ar safety, Franchisee may act immediately to correct the dangerous candition without first
obtaining any required permit so long as: (1) Franchisee notifies the Fire Department through
the dispatch system of the emergency; and {2} Franchisee infarms Renton's permitting
authority of the nature, locatian, and extent of the emergency, and the wark to be performed,
priar ta commencing the work if such natificatian is practicai, ar where such prior notification is
not practical, Franchisee shall notify Renton's permitting authority on the next business day;
and (3) such permit is abtained by Franchisee as soon as practicable foilowing cessation of the
emergency.
12.3 Public Service Obli�atians: Nothing in this section is intended, nor shall it be
construed, as a hindrance to Franchisee's ability ta take such actions as it deems necessary to
discharge its public service obligatians in accardance with the laws of the State af VtJashington.
Nothing in this section is intended, nor shal! it be canstrued, as preventing Rentan from
recavering from Franchisee, if otherwise so ent+tled in accordance with applicable faw, any
extraordinary costs in responding to an emergency situation involving Franchisee's Facilities.
SECTtON XIII. Records af 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 impravements,
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ORDINANCE N0. 5807
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: Upon Renton's written request, and at no cost to Renton,
Franchisee shall provide to Renton copies of drawings, maps, and records in use by Franchisee
showing the location of its Facilities at specific locations within the Franchise Area. As to any
such drawings so provided, Franchisee does not warrant the accuracy of the drawings as such
Facilities are shown in their approximate location.
13.3 Desi�n Locates: Upon Renton's written request, in connection with the design of
any Public Works Project, Franchisee shall verify the location of its underground Facilities within
the Franchise Area by excavating (e.g., pot holing), if necessary, at no expense to Renton. tn the
event Franchisee performs such excavation, Renton shall not require any restoration of the
disturbed area in excess of restoration to the same condition as existed immediately prior to
the excavation.
13.4 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 approval of Franchisee, unless the Third-Party
is an authorized governmental entity of any tier or a public records requestor.
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ORDINANCE N0. 5807
13.5 Utilitv 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.
SECTION XIV. Undergrounding of Facilities
Consistent with RMC 4-6-090.0 (Applicability), 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 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.
SECTION XV. Relocation of Franchisee's Facilities
15.1 Relocation Required: Renton shall have prior and superior right to the use of the
Franchise Area for the construction, installation, maintenance and repair of its utilities and
capital improvement projects, and should any conflict arise with Renton facilities, Franchisee
shall, at its own cost and expense, conform to the utilities and capital improvement projects of
Renton. Whenever Renton undertakes (or causes to be undertaken) any public works
improvement within the Franchise Area, and such public works 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.
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ORDINANCE N0. 5807
15.2 Franchisee Relocation Plans: After receipt of such notice and such plans and
specifications, Franchisee shall submit the Franchisee plan drawings for the relocation of the
Franchisee's Facilities to Renton within a reasonable and agreed upon time in advance of the
preparation of Renton's final plans and specifications for incorporation into Renton's
construction plans. Franchisee shall complete the relocation work in a reasonable and agreed
upon time period to prevent delay to Renton's project. Franchisee shall relocate such Facilities
within the Franchise Area at no charge to Renton. The relocation completion date will be
included in Renton's written request for said relocation to Franchisee. Franchisee shall be solely
responsible for any associated cost caused by any construction delays to Renton's project due
to Franchisee's failure to comply with Franchisee's plans and schedule in relocating or installing
Franchisee's Facilities.
15.3 Emer�encv Relocation of Facilities: In the event an emergency posing a threat to
public safety or welfare requires the relocation of Franchisee's Facilities within the Franchise
Area, Renton shall give Franchisee notice of the emergency as soon as reasonably practicable.
Upon receipt of notice, Franchisee shall respond as soon as reasonably practicable to relocate
the affected Facilities, at Franchisee's sole expense.
15.4 Third-Partv Construction: Whenever any person or entity, other than Renton,
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
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ORDINANCE N0. 5807
time and upan terms acceptable to Franchisee for any and all casts and expenses incurred by
Franchisee in the relocation of Franchisee's Facilities.
15S Third Partv Constructian af Citv identified Proiect: Any conditian ar requirement
imposed by Renton upon any third party (including, without iimitation, any condition or
requirement imposed pursuant to any contract or in canjunction with appravais or permits
obtained pursuant to any zoning, land use, canstruction or other development regulation�
which requires the relocatian of Franchisee's Facilities within the Franchise Area, then
Franchisee shal! relocate its Facilities; provided, however, in the event Renton reasor�ably
determines and notifies Franchisee that the primary purpose of imposing such candition or
requirement upon such third party is ta cause ar facilitate the canstruction of a Public Works
Project to be undertaken within a segment of the Franchise Area an Rentan`s behalf and
consistent with Renton's Capital Investment Plan; Transportation Improvement Pragram; 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 shal! atherwise relacate its Facilities within such
segment of the Franchise Area in accordance with Subsection 15.1.
15.6 Alternatives: As to any relacatian af Franchisee's facilities whereby the cast and
expense is to be borne by Franchisee, Franchisee may, after receipt af written notice requesting
such relocation, submit in writing to Rentan alternatives to relocation of its Facilities. Upan
Renton's receipt from Franchisee of such written alternatives, Renton shall evaluate such
alternatives and shall advise Franchisee in writing if ane or more of such alternatives are
suitable to accommodate the work which would otherwise necessitate relocation of
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ORDINANCE N0. 5807
Franchisee's Facilities. 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.
15.7 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.
15.8 Indemnitv for Delav: Franchisee shall indemnify, hold harmless, and pay the
costs of defending Renton against any and all 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 pursuant to the provisions of this Agreement,
though Franchisee shall not be liable for damages due to delays that were out of Franchisee's
reasonable or expected control.
15.9 Forfeiture: If the Parties mutually agreed upon memoranda of understanding
provided for by this section are not in place within one hundred and eighty (180) calendar days
of effective date of this Ordinance then Renton may, at its option and by ordinance, declare this
Franchise forfeited.
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) calendar days after such abandonment or cessation
of use. Any plan for abandonment or removal of Franchisee's Facilities within the Franchise
26
QRDINA(VCE NtJ. 5807
Area must be first appraved by the Administrator, and ail necessary permits must be obtained
priar to such Work.
16.2 Removal: In the event of Franchisee's abandonment or permanent cessatian of
use of any portian of its Facilities, or any portion of the Franchised Area, Franchisee shall,
within one hundred and twenty (120) calendar days after the abandonment or permanent
cessation of use, remove the Facilities at Franchisee's sale expense. However, with Renton's
express written consent, Franchisee may, at Franchisee's sole cost ar►d expense, secure the
Facilities in such a manner as to cause it to be as safe as is reasonably possible, by remov'rng all
fines, canduits and appurtenances, in compliance with a!I Laws, and abandan them in place,
provided that any aboveground Facilities shail be removed at Franchisee's sale expense.
16.3 Restoration: in the event of the removal of all ar any portian of the Faciiities, to
the extent reasonably possible, Franchisee shall restore the Franchise Area to it pre-installatian
condition. Such restoration work shall be done at Franchisee's sole cost and expense and to
Renton's reasonable satisfactian. If Franchisee fails to remove or secure the �acilities andfar
fai{s ta restore the premises or take such other mutually agreed upan action, Renton may, after
reasonable natice to Franchisee, remave the Facilities, restare the premises or take such other
action as is reasonably necessary at Franchisee`s sole expense and Rentan shall not be liable for
any damages, losses or injuries. This remedy shali not be deemed to be exclusive and shall not
prevent Renton from seeking a judiciai order directing Franchisee to remove its Facilities.
16.4 Administrative or Abandonment Fees: Renton's consent to Franchisee's
abandonment af Facilities in place shall not relieve Franchisee af the obligatian and/ar costs ta
remove, alter ar re-secure such Facilities in the future in the event it is reasonably determined,
27
oRa�rvaNc� rvo. s$a7
as adjudged in Renton's sale discretion,that removal, aiteration or re-securing the Facilities is
necessary ar advisable far the health, safety, necessity and/or canvenience af the publ'rc, in
which case Franchisee shal) perform such work its sole expense
16.5 Survival of Pravisions: The Parties expressly agree that the provisions of this
section shall survive the termination, expiration, ar revocation of this Franchise.
SECTION XVII. Termination,Violations, and Remedies
17.1 Termination: If the Franchise Term expires and if either Party states that it does
not wish to renew, extend ar�dJor continue the Franchise, this Franchise shaN be terminated as
of the expiratian date.
17.2 Termination bv Breach: If Franchisee materially breaches or otherwise fails to
perform, comply with any of the terms and canditions of this Franchise, or faiis to maintain any
required license, permit or approval, and fails to cure such breach or failure within sixty (60)
calendar days af Rentan praviding Franchisee with written natice specifying with reasonable
particularity the nature of any such alleged breach or failure, or, if nat reasanably capable of
being cured within sixty (60) calendar days, within s�ch other reasanable period of time as the
Parties may agree upan, Rentan may terminate this Franchise.
17.3 Citv Council Termination: This Franchise shall nat be terminated except upan a
majority vote af the City Councii, after reasonable notice to Franchisee 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 C?perations: !f the Franchise is terminated, Franchisee shall
immediately discontinue operatian of Facilities thraugh the Franchise Area. In such
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ORDINANCE N0. 5807
circumstances, either Party may invoke the dispute resolution provisions in Section XVIII.
Alternatively, either Party may elect to seek relief directly in Superior Court, 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 Ri�ht 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 Liabilitv and Obli�ation: 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.
17.7 Iniunctive 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
party violates such covenant. Therefore, in addition to any other rights they may have, 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 Renton's Remedies: In addition to the terms of this Franchise, or rights that
Renton possesses at law or equity, Renton reserves the right to apply any of the following
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QRDiNANCE NtJ. 5807
remedies, alone or in combination, in the event Franchisee violates any materia! pravision of
this Franchise. The remedies pravided for in this Franchise are cumulative and nat exclusive;
the exercise of one remedy shall not prevent the exercise af another ar any rights af Renton at
law or equity.
17.9 Renton Default; Remedies: If Renton materially breaches or otherwise fails to
perform, comply with any of the terms and canditions of this Franchise, and fails to cure such
breach or failure within sixty (6Q� calendar days of Franchisee providing Renton with written
notice specifying with reasanable particularity the nature of any such alleged breach ar failure,
ar, it not reasonably capabie of being cured within sixty (60) calendar days, within such other
reasonable periad of time as the Parties may agree upon, Franchisee may pursue any remedies
available to it against Renton at law and in equity, including, but not limited to, the right to
terminate this Franchise. Either Party may request a meeting in accardance with Subsectian
18.2.
SECTION XVIII. Dispute Resolutian
18.1 Notice of Default: If there is any alleged default as to perfarmance under this
Franchise by Franchisee, Renton shall natify Franchisee in writing, stating with reasar�able
specificity the nature of the alleged default. Within thirty (30) calendar days of its receipt af
such notice, Franchisee shall pravide wri#ten response to Rentan acknowledging receipt af such
notice and stating Franchisee's response. Franchisee has sixty (60} caiendar days ("cure
period") from the date of the natice's mailing to:
A. Respand ta 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:
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ORDINANCE N0. 5807
B. Cure the alleged defauit, or;
C. Notify Rentan if Franchisee cannat cure the alleged default within sixty {60)
calendar days, due to the nature af the default. Notwithstanding such natice, Franchisee shall
promptiy take ali reasonable steps to begin to cure the alleged default and notify Rentan in
writing and in detail as to the actions that will be taken by Franchisee and the projected
completion date. In such case, Either Party may request a meeting in accardance with
Subsection 18.2.
1$.2 Meetin�: If any alleged default is not cured or if a meeting is requested, pursuant
to Subsections 17.9 or 18.1, Renton shall promptly schedule a meeting between the Farties to
discuss any alieged default. Rentan shall natify Franchisee of the meeting in writ'rng and the
meeting shall take place not iess than ten (10) cafendar days after Franchisee's receipt of natice
of the meeting. Each Party shall appoint a representative who shall attend the meeting,
represent their party's interests, and who shall exercise gaod faith to reach an agreement an
any alleged default andfor any corrective action to be taken. Any dispute (induding any
dispute concerning the existenee of ar any corrective action to be taken to cure any alleged
default) that is not resolved within thirty (30} calendar days following the canclusian of the
meeting shall be referred by the Parties' representatives in writing to the Parties' seniar
management for resoiutian. if senior management is unabie to resoive the dispute within
thirty (30) caiendar days af such referral (or such other period as the Parties may agree upon),
each Party may pursue resolutian of the dispute through arbitration, or by filing a claim with a
court of competent jurisdictian. All negatiations pursuant to these procedures for the
31
�RDINANCE NtJ. 5807
resolution of disputes shai! be confidential and shail be treated as campromise and settlement
negatiations for purposes af the state and federal rufes of evidence.
18.3 Additianal Resolution Q�tions: If, at the canciusion of the steps pravided for in
Subsections 18.1 and 1$.2 above, Renton and Franchisee are unable to settie the dispute ar
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 autharity ta do so) may:
A. Take any enforcement or corrective action provided for by �aw, including the city
code; provided such actian does not conFlict with this Franchise's provisians, andJor;
B. Request arbitration, pursuant to Section X!X 6elaw; andJor;
C. By passage of City ordinance, dedare an immediate forfeiture of this Franchise
for a breach or default of any material, non-arbitration claims, obligations under this Franchise
and/or;
D. Take any action at law or in equity to which it is entitled under this Franchise or
any applicable �aws.
18.A� Continuation af abli�ations: Unless otherwise agreed by Renton and Franchisee
in writing, Rentan and Franchisee shall, continue ta perfarm their respective obfigatians 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 ta Arbitration Claims, shall be referred for resolution to the American
Arbitratian Association in accordance with the rules and procedures in force at the time of the
submission of a request far arbitration.
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tJRDINANCE N�. 5807
19.2 Discoverv: The arbitrators shall allow appropriate discovery to facilitate a fair,
speedy and cost-effective resolution of the clispute(s}. The arbitrators shai! reference the
Washington State Rules af Civii Procedure then in effect in setting the scape and timing af
discovery. The Washington State Rules of Evidence shali appiy. The arbitratars may enter a
default decision against any Party who fails to participate in the arbitration proceedings.
19.3 Compensatorv Dama�es: The arbitrators may award compensatory damages,
including consequential damages. Such damages may include, but shall nat be limited ta: all
costs and expenses of materials, equipment, supplies, tatilities, consumables, gaods and ather
items; all costs and expenses of any staff; a!1 costs and expenses af any labor (incl�ading, but nat
iimited ta, labar of any cantractors andjor subcontractors); all pre-arbitration costs and
expenses of consultants, attarneys, accountants, professionai and other services; and ali taxes,
insurance, interest expenses, overhead and general administrative costs and expenses, and
ather 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 apinion
setting farth the findings af fact and canclusions af law relied upon in reaching the decision.
The award rendered by the arbitrators shail be final, binding and non-appealable, and judgment
upon such award may be entered by any court of competent jurisdiction.
19.5 Each Partv's Casts: Except as provided in Section 19J below, each Party shall pay
the fees of its own attorneys, expenses of witnesses, and al! other expenses and costs in
connectian with the presentatian af such Party's case including, without (imitation, the cost of
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ORDINANCE N0. 5807
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 any two (2) arbitration proceedings brought by such Party pursuant to this
Section XIX, then such Party shall be entitled to recover all reasonably incurred Costs, including
attorney 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 copy to 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.
19.9 Either party may apply to the arbitrator seeking injunctive relief, until the
arbitration award is rendered or the controversy is otherwise resolved.
19.10 Either party may also, without waiving any remedy under this Agreement, seek
from any court of competent jurisdiction, any interim or provisional relief that is necessary to
34
ORDINANCE N0. 5807
protect the rights or property of the party, pending the arbitrator's final decision on the merits
of the controversy.
SECTION XX. Alternative Remedies
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. 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 obligatiohs by means of specific performance, injunctive relief or mandate, or any
other remedy at law or in equity.
SECTION XXI. Amendments to Franchise
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 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
35
�RDINANCE N�. 5807
Franchise. In the event of any conflict or inconsistency between the provisions af this Franchise
and the pravisions of any such permit, appraval, iicense, agreement or other document, except
as expressly required by laws andjor superseded by such permit, approval, license, agreement
or other document, the Franchise provisions shall cantrol.
SECTION XXII. Indemnification
22.1 Rentan: In 5ections XXII and XXIII, "Rentan" means the City of Rentan, and its
elected officials, agents, emplayees, officers, representatives, consultants (of any level�, and
volunteers.
22.2 Indemnification bv Franchisee: Franchisee shall indemnify, defend, nat bring suit
against, and hold harmiess Renton, from and against any and every third party actian, claim,
cost, damage, death, expense, harm, injury, iiabiiity, ar loss of any kind, in law or in equity, to
persons ar property, including reasonable attarneys' and experts' fees and/or costs incurred by
Renton in its defense, arising out of ar related ta, directly or indirectly, to Franchisee's Work or
abandonment of Facilities, or from the existence of Franchisee's Facilities, and the products
contained in, transferred through, any signals or emissions from the Facilities, released or
escaped fram the Faci{ities, including the reasonable casts af assessing such damages and any
liability far costs of investigation, abatement, correctian, cleanup, fines, penalties, or ather
damages arising under any Laws, including, but nat limited to, Environmental laws, and any
action, claim, cost, damage, death, expense, harm, injury, liability, or iass, ta persons or
property which is caused by, in whole or in part, and only to the extent of, the willfully tortious
ar negligent acts or amissions of Franchisee ar its agents, contractors {of any tier}, employees,
representatives or trainees related to Franchisee's granted Franchise privileges. I€any action or
36
.��
QRDiNANCE NCJ. S807
proceeding is braught against Rentan by reason of Franchisee's Facilities, Franchisee shal!
defend Renton at Franchisee's sole expense, provided that, for uninsured actions or
proceedings, defense attarneys shall be approved by Renton, which approvai shali nat 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
result from the cancurrent negligence of(a) the Franchisee's agents, officers, or employees and
{b) Renton, this provisian with respect to claims or suits based upon such concurrent negligence
shall be valid and enfarceable only to the extent of Franchisee's negligence or the negFigence of
Franchisee's agents ar emplayees except as limited in this Franchise.
22.3 Environmentai Indemnification: Franchisee shaii indemnify, defend, nat bring
suit against, and save Renton harmless from and against any and every third party action, claim,
cost, damage, death, expense, harm, injury, liability, ar loss, either at law ar in equity, to
persons or property, including, but not limited to, casts and reasonable attorneys' and experts'
fees incurred by Renton, arising directly or indirectly from: (a) Franchisee's breach of any
Environmenta) Laws ar Laws applicable ta the Facifities, or (b) from any release af a Nazardaus
Substance an ar fram the Facilities, ar {c} other activity reiated ta this Franchise by Franchisee.
This indemnity inciudes, but is not limited to, (a} liability for a governmental agency's costs of
removai ar remedial action far Hazardous Substances; (b) damages to natural resources caused
by Hazardous Substances, including the reasonable costs of assessing such damages; (c) liabiiity
for any other persan's costs of respanding to Hazardous Substances; (dj liability for any
investigation, abatement, carrection, cleanup, costs, fines, penalties, ar otner damages arising
37
QRDINANCE N0. 5807
under any Laws; and (e) liability far persanal injury, property damage, or economic loss arising
under any statutary or common-law theory or �aws.
22.4 Title 52 Waiver: Franchisee's indemnification obligations pursuant to this section
shali include assuming potential liability for actions brought by Franchisee's own empioyees
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 patential liability for
actions braught by the aforementianed persons is limited solely ta claims against Renton
arising by virtue of Franchisee's exercise af the privileges set forth in this Franchise. The
obligations af 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 indemnificatian and this
indemnification only, Franchisee waives its immunity under Title 51 RCW as provided in RCW
4.24.115 (Valid'+ty af agreement to indemnify against liability for negligence relative to
construction, alteration, improvement, etc.}.
22S Real Estate Indemnitv: Should a caurt of competent jurisdiction determine that
tMis Franchise is subject to RCW 4,24.115, (Validity of agreement ta indemnify against liability
far negligence relative to construct'ron, alteration, impravement, etc.), as it exists or may be
amended, then, in the event of liability for damages arising out of bodiiy injury to persons ar
damages to property caused by or resulting from the concurrent negligence of Franchisee, its
officers, officials, employees, and volunteers and/or the contractor, or Renton, its elected
38
ORDINANCE N0. 5807
officials, officers, officials, employees, and volunteers, and or the contractor, the Party's liability
shall be only to the extent of the 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 notify Franchisee
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 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.
22.7 Recoverv of Citv Costs: In the event that Renton is required to defend a "suit or
action" 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 25.2 occurred during the Franchise Term.
22.9 Ne�otiated: THE PARTIES HAVE SPECIFICALLY NEGOTIATED SECTION XXII,
INDEMNIFICATION.
39
oRai�var�c� rto. sso�
SECTION XXII1. Insurance
23.1 insurance Required: Franchisee shail procure and maintain for the duration of
the Franchise, insurance, or provide evidence of self-insurance, against all claims for injuries ta
persons or damages to praperty which may arise fram or in connection with the exercise of the
privileges granted by Franchise to Franchisee. Franchisee shall provide to Rentan an insurance
certificate, and/or a certificate of self-insurance, together with an endorsement on the general
and automotive liability policies, naming Renton as an additiona! insured upon Franchisee's
acceptance af this Franchise, and such insurance certificate shall evidence the fallowing
minimum coverages:
A. Cammercial general liabilitv insurance inciuding but not limited #o, blanket
contractuai, praperty damage, operations, explosions and caliapse hazard, underground hazard
(XCD) and products completed hazard, with limits not less than five million dollars ($5,000,000)
for each occurrence and with limits not less than five million dollars ($5,p00,Op0) in the
aggregate for bodily injury or death ta each person, property damage, or any other type of(oss.
The coverage amounts set#orth above may be met by a combination of underlying and urr►brella policies
so long as in combination the limits equal or exceed those stated,
B. Automobile liability for owned, non-owned and hired vehicles with a limit af
three millian dollars ($3,OQO,QOQ� for each person and three milHon dollars ($3,QOQ,OOOj far
each accident; The coverage amaunts set forth above may be met by a combination of underlying and
umbrella palicies sa long as in combination the limits equal or exceed those stated.
C. Warker's compensation within statutary limits consistent with the Industrial
Insurance laws af the State of Washington.
40
�RDINANCE NO. 5807
23.2 Ciaims Made Basis: if caverage is purchased on a "claims made" basis, then
Franchisee warrants cantinuation of coverage, either through policy renewals or the purchase
of an extended discovery period, if such extended coverage is available, far not less than three
(3) years from the date of termination of this Franchise and/or conversian fram a "claims
made" form to an "occurrence" coverage form.
23.3 Deductibles: All deductibles shall be the sole respansibility af Franchisee. The
insurance certificate required by #his section shaH contain a clause stating that coverage shal!
apply separately ta each insured against wham cla'rm is made ar suit is brought, except with
respect ta the aggregate limits of the insurer's liability.
23.4 Named Insured: Renton, its officers, officials, employees, agents and volunteers
shall be named as an additional insured on the insurance policy, as respects to work performed
by or an behalf of Franchisee and the endorsement naming Renton as additional insured shall
be indicated on the certificate af insurance or certification of self-insurance.
23.5 Primarv Insurance: Franchisee's insurance shall be primary insurance with
respect to Renton. Any insurance maintained by Rentan sha11 be in excess of Franchisee's
insurance and shall not cantribute with it. Franchisee shall give Renton thirty (30) calendar
days prior written notice by certified mail, return receipt requested, of suspens+on,
cancellation, or materia) change in coverage.
23.6 Cancellation: In addition to the coverage requirements set forth in this section,
the certificate of insurance shall provide that: "The above described policies will not be
canceled before the expiration date, without the issuing company giving sixty (6Q) business
41
ORDINANCE N�. 5807
days prior written notice to the certificate holder." In the event of cancellation or a decision
not ta rer�ew, Franchisee shali obtain and furnish ta Renton evidence of repfacemer�t insurance
policies meeting the requirements af this sectian before the cancellatian date.
23.7 Certificates and Endarsements: Franchisee shall furnish Renton with certificates
af insurance evidencing the coverage or self-insurance required by this section upan
acceptance of this Franchise. The certificates and endorsements shall be signed by a persan
authorized by the insurer to bind coverage on its behalf and must be received and appraved by
Renton prior to the commencement af any 1Nork.
23.8 5eparate Covera�e: Franchisee's insurance shall contain a clatase stating that
coverage shall apply separately to each insured against whom cEaim is made or suit is brought,
except with respects to the limits of the insurer's iiabiiity.
23.9 Self-Insurance: In addition ta the foregoing insurance/self-insurance
requirements, Franchisee may also insure ar self-insure against additional risks in such amaunts
as are consistent with prudent utility practices. Franchisee shall, upon request, provide Renton
with s�fficient evidence that such self-insurance is being so maintained.
23.10 Survival: The indemnity and insurance provisions under Sectians XXI! and XXlII
shall survive the terminatian of this Franchise and shall cantinue for as iong as Franchisee's
FaciHties remain in or an the Franchise Area or until the Parties execute a new Franchise that
modifies or terminates these indemnity or insurance provisions.
SECTION XXIV. Discrimination Prohibited
In cannection with this Franchi�e, including and not limited to all Work, hiring and
employment, neither Franchisee nar its employees, agents, subcontractors, volunteers or
42
ORDINANCE NO. 5807
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 emptoyment 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 any contractor or subcontractor agreement.
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, unless written notice of
change of address is provided to the other Party. 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:
City Address:
City of Renton
Administrator, Community and Economic Development Department
1055 South Grady Way
Renton, WA 98055
Phone: (425) 430-6588
Franchisee Address:
Sprint Communications Company L.P.
Attn: Manager, Real Estate
KSOPHT0101-Z2040
6391 Sprint Parkway
Overland Park, KS 66251-Z2040
Copy Franchisee Notice to:
Sprint Legal Department
43
ORDINANCE N0. 5807
Attn: Real Estate Attorney
6391 Sprini Parkway
MS: KSOFNTQIQI—Z2020
Overland Park, KS 66251
25.2 If the date for making any payment or performing any act is a legai hoiiday,
payment may be made or the act performed on the next succeeding business day which is not a
legal haliday.
25.3 The Parties may change the address and representative by providing written
notiee 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 af any signed ariginal document and retransm'rssion of any signed facsimife
transmission sha{I be the same as deiiuery of an original document.
SECTION XXVI. Misceilaneaus
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 ar express
warranties, or guarantees as to the suitability, security or safety of the locatian of Franchisee's
Facilities or the Franchise Area, or possible hazards ar dangers arising from other uses or users
of the Franchise Area, Rights-af-Way, Public Property, and Public Ways inciuding any use by
Rentan, the general public, or by other utilities. As to Rentan and Franchisee, Franchisee shall
remain saleiy and separately liable far the Work, function, testing, maintenance, repiacement
and{or repair of the Facilities or other activities permitted by this Franchise.
26.2 Assi�nees 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.
44
ORDINANCE N0. 5807
26.3 Assi�nment: Franchisee may not assign or transfer tnis Franchise without the
written consent of the City Caunci! of Renton, which consent shail not be unreasanabiy
withheld. Any assignee or transferee shall, at least thirty �30) calendar days prior to the date of
any assignment ar transfer, fiie written notice of the assignment or transfer with Renton,
together with its written acceptance af all of the Franchise's terms and conditions.
Notwithstanding the foregaing, Franchisee may assign this Franchise, without notice or
consent, to any entity controlling, controlled by or under common contral with Franchisee.
Franchisee shall have the privi#ege, without such notice ar such written acceptance, to
mortgage its benefits ar�d privifeges in and under this Franchise to the trustee far its
bondholders. The Franchise terms and canditions shall be bind'tng upon the Parties' respectiue
assigns and successors.
26.4 Attornevs' Fees: 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 far attorneys' fees, costs,
expenses and attorneys' #ees upon appeal of any judgment or ruling.
26.5 Conflicts: If there is a canflict between this and any previous Franchise between
the Parties,the terms of this Franchise shall supersede the terms of the previous Franchise.
26.6 Contractors (of anv tier}: Franchisee's cantractors may act an Franchisee's behalf
to the extent that Franchisee permits its contractors to do so. Franchisee is respansible for
ensuring that Franchisee's contractars have every obligatian, duty and responsibility that
Franchisee has in discharging its duties related ta this Franchise.
45
�RDiNANCE NC}. 5807
26.7 Eminent Domain: This Franchise shal! not preclude a governmental body fram
acquiring the Franchise Area by lawfu! condemnation, ar Renton from acquiring any portion of
the Facilities by lawful candemnation. In determining the Facilities' value, no value shall be
attributed ta the right to occupy the franchise Area.
26.8 Force Majeure: In the event that Franchisee is prevented ar delayed in the
performance of any of its obligatians under this Franchise by reason(s� beyand the reasonable
contro4 af Franchisee, then Franchisee's performance shall be excused during the Force
Majeure occurrence. Upan remova) or termination of the Force Majeure occurrence
Franchisee shall pramptly perfarm the affec#ed obligations in an orderly and expedited manner
under this Franchise ar procure a substitute far such abligation or performance that is
satisfactory to Rentan. 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 contral include, but are not limited to, Acts of God, war, acts of domestic terrarism
or violence, civil commotion, labor disputes, strikes, earthquakes, fire, flood or other casualty,
shortages of #abor ar materials, government regulations ar restrictions and extreme weather
conditians. Franchisee shall use alf cammercially reasonable efforts to eliminate or minimize
any delay caused by a Force Majeure event.
26.9 Forfeiture and Other Remedies: if Franchisee willfulEy vialates or faiis to comply
with any of the Franchise provisions foliowing the expiratian of ali applicable notice and cure
periods, ar through willful or unreasonable negligence fails to heed or comply with any natice
that Renton may give to Franchisee under the Francnise provisions following the expiratian of
all applicable notice and cure periods, then Franchisee shall, at the election of the Renton City
4s
tJRDINANCE Nd. 5807
Council, forfeit all privileges conferred and this Franchise may be revaked ar annulfed after a
hearing hefd upon reasonabie notice to Franchisee.
26.10 Franchisee's Acceptance: Renton may void this Franchise Ordinance if Franchisee
fails to file its unconditionai acceptance of this Franchise within thirty (30} calendar days from
the final passage af same by the Renton City Council. Franchisee shall file this acceptance with
the City Clerk of the City of Renton.
26.11 Governin� Law: This Franchise shall be made in and shaA be governed by and
interpreted in accordance with the laws of the State af Washingtan.
26.12 lurisdiction and Venue: Any lawsuit ar legal action braught by any party to
enforce or interpret this Franchise or any af its terms or shall be in the United States District
Court for the Western District of Washingtan ar in the King County Superior Court for the State
of Washington at the Maleng Regiana)Justice Center, Kent, Washington.
26.13 No DutY bY Rentan: This Franchise neither creates any duty by Renton nor any of
its elected officials, agents, employees ar representatives, and no liability arises frorn any action
or inactian by Renton or any of its elected officials, agents, employees or representatives in the
exercise af their powers or authority. Renton is not required to inspect ar guarantee
Franchisee's Work. This Franchise is not intended to acknowledge, create, imply or expand any
duty or liability of Renton with respect ta any func#ion in the exercise af its police power or for
any other purpose. Any duty that may be deemed ta be created in Renton by this Franchise
shall be deemed a duty to the general public and not to any specific party, graup or entity.
26.14 Notice of Tariff Chan�es: Franchisee shall, when making application for any
changes in tariffs affecting the provisians of the Franchise, notify Renton in writing of the
47
ORDINANCE N0. 5807
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.
26.15 Other Obli�ations: This Franchise shall not alter, change or limit Franchisee's
obligations under any other agreement or its obligations as it relates to any other property or
endeavor.
26.16 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.
26.17 Public Document/Public Disclosure: This Franchise will be considered a public
document and will be available for reasonable inspection and copying by the public during
regular business hours. This document may be disclosed pursuant to RCW 42.56 (Public Records
Act).
26.18 Remedies Cumulative: Any remedies provided for under the terms of this
Franchise are not intended to be exclusive, but shall be cumulative with all other remedies
available to at law, in equity, or by statutes, unless specifically waived in this Franchise or in a
subsequent signed document.
26.19 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.
26.20 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
48
ORDINANCE N0. 5807
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 a court of competent jurisdiction 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.
26.21 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 necessary to prevent substantial injustice to an injured party.
26.22 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
any third party to either Party.
26.23 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.
49
ORDINANCE NO. 5807
26.24 Waiver of Worker's Compensation Immunitv: Franchisee waives its Worker's
Compensation immunity under RCW Title 51 in any cases involving Renton and affirms that
Renton and Franchisee have specifically negotiated this provision, to the extent it may apply.
SECTION XXVII. Effective Date
This Ordinance shall be in full force and effect from and after its passage, approval, and
five (5) calendar days after its legal publication as provided by law, and provided it has been
duly accepted by Franchisee.
PASSED BY THE CITY COUNCIL this 27th day of June, 2016.
�� �
Jason A�Seth, Ci��lerk
APPROVED BY THE MAYOR this 27th day of June, 2016.
� �
• ,�
Denis Law, Mayor
Approved as to form:
.,,vnp,•irv,.,..
' �,.�,,:.,t.t�tt�.,�Iriii�f
\``e��„��" ��°�d�`!'i�i�
</:%�"� ,`�` �O2r%-
� _ � �
Lawrence J. Warren, City Attorney �� �'
- ���I, ��
� �
Date of Publication: Julv 1, 2016 `��� � ,��;�'
�i,, �O' ���
ORD:1876:5/18/16:scr �;i;;',,'�c������'���;�
%'dPl�u+��nq'�
50
ORDINANCE NO. 5807
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: �� , 2016.
� Sp 'nt Co munications Company L.P.
�� ��
By: J mes 8. Farris
Its: M nager, Real Estate
51
ORDINANCE N0. 5807
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