Electrical Franchise - EXPIRED
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Atm: Engineering Administration
RESOLUTION NO. 1 09f;4
BEFORE THE BOARD OF COUNTY COMMISSIONERS OF SPOKANE COUNTY, WASHINGTON
IN THE MATTER OF THE APPLICATION OF )
THE INLAND POWER AND LIGHT COMPANY. ) E L E C T R I C A L
FOR A FRANCHISE TO CONSTRUCT, OPERATE )
AND MAINTAIN AN ELECTRICAL TRANSMISSION ) F R A N C H I S E
AND DISTRIBUTION SYSTEM WITHIN COUNTY )
ROADS, HIGHWAYS AND RIGHTS OF WAY WITHIN )
SPOKANE COUNTY, WASHINGTON )
Application of IlVLAN!) POWEYt AND LIGHT COMPANY, doing business in Washington, at
Spokane, for a franchise to operate and maintain electrical transmission and distribution facilities in
Spokane County roads, highways and rights of way in the Spokane County, Washington, as hereinafter _
set forth, having come on regularly for hearing before the County Commissioners of Spokane County,
Washington, on the 2nd day of October, 2001, :at the hour of 5:00 p.m., under the provisions of
Chapter 187, State Sessions Laws of 1937, and it appearing to the Boazd that notice of said hearing has
been duly given as required by law, and that it is in the public interest to grant the franchise herein
granted;
1. DEFINI'I'IONS'
Captions. Throughout this Franchise, captions to sections are intended solely to facilitate. reading
and to reference the sections and provisions of this. Franchise. The captions shall not affect the meaning
and interpretation of this Franchise. .
Definitions: For the purpose of this Franchise, the following terms, phrases, and their
derivations shall have the meanings given below unless the context indicates otherwise. When not
inconsistent with the context, words used in the present tense include the future tense, words in the plural
number include the singular number, and words in the singular include the plural number. The word
"shall" is always mandatory and not merely directory.
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1. "Construction or Construct" shall mean constructing, digging, excavating,.
. laying, testing, operating, extending, upgrading, renewing, removing, replacing,
;
and repairing a. facility
2. "Consumer" shall mean any person, persons, customer, firm, association,
municipal corporafion, and/or corporation that uses the product, including
residentiai, couunerciai, and industrial users.
3. "County" - The County of Spokane, a municipal corporation of the State of
Washington, which specifically includes all areas incorporated therein as of the
effective date of this Franchise and any other areas later added thereto by
annexation or other means. Also to have the meaning of an entity, depending on
the context, its authorized agents, successors, and assigns.
4. "County Engineer" - The head of the Division of Engineering, or the designee or.
authorized representative of the County Engineer.
5. "County Project" - Any public work or unprovement under direction of the
County Engineers.
,
6. "DisiYibution System, System, and Lines" used either iri the singular or plural
shall mean and include the poles, conductor, pipe lines, mains, Iaterals, conduits,
feeders, regulators, meters, fixtures, connections, and all attachments,
appurtenances equipment and appliances necessary and incidental thereto or in
any way appertaining to the distribution of the product and which are located
within the County Right of Way.
7. "Days" - Calendar days.
8. "Facility" means any tangible component of the electric transmission and
distribution system within the County Right of Way or on County Property,
including supporting structures, located in the operation of activities authorized
by this Franchise. The abandonment by Grantee of any facilities as defined
herein shall not act to remove the same from this definition.
9. "Franchise" means this Franchise agreement, as fully executed by the Counfy
and the Grantee.
10. "Grantee" - An entity or natural person with whom this Franchise agreement is
made.
11. "Maintenance, Maintaining, or. Maintain" shall inean the work involved in the
replacement and/or repair of Facilities; including constructing, relaying,
repairing, replacing, examining, testing, inspecting, removing, digging and
. excavating, and restoring operations incidental thereto.
12. "Permittee" - A person who has been granted a pernut by the Pernuttirig
Authority.
13. "Permitting Authority" - The head of tlie County department authorized to
process and grant pernuts required to perform work in the County's Right of
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Way, or the head of any agency authorized to perform this function on the
County's behalf. Unless otherwise indicated, all references to Permitting
Authority shall include the designee of the department or agency head.
14. "Person" - An entity or natural person.
15. "Product" - Refers to the item for consumption or service provided by the
Grantee. .
16. "Public Properties" - Any real-estate or any facility owned by the county.
17. "Public Works Director" - The head of the Public Works Department of the
County, or in the absence thereof, the head of the Division of Engineering, or the
designee of either of these individuals.
18. "Right of Way", as used herein, shall refer to the surface of and the space along,
above, and below any street, road, highway, freeway, lane, sidewalk, alley, court,
boulevard, parkway, drive, Grantee easement, and/ or road Right of Way now or
hereafter held or administered by the County of Spokane.
19. "Standard Specifications for Road, Bridge, and Municipal Construction" is the
most current edition. Where this standard refers to "the State" substitute "the
County."
20. "Streets", "Highways" mean the surface of, and the space above and below, any
public street, road, alley or highway, within the County used or intended to be
used by the general public, to the extent the County has the right to allow the
Grantee to use them..
21. "Transmission System" used either in the singular or plural shall mean and
include the poles, conductor, pipe lines, mains, laterals, conduits, feeders,
regulators, meters, fixtures, connections, and all attachments, appurtenances,
equipment and appliances -necessary, and incidental thereto or in any way .
appertaining to transmission services and which are located within the County
Right of Way.
2e IZIGHT'S GRAllTTED .
Inland Power and Light Company, its successors and assigns (hereinafter designated as the
"Grantee"), shall have the right and authority to enter upon the County roads, highways and rights-of-
way as herein described for the purpose of constructing and installing its Facilities (hereinafter referred to
as the "system") and for repairing, operating, maintaining, removing and replacing all or any portion of
its system, as approved under County pexntits (if required) issued by the Pernutting Authority pursuant
to this Franchise and applicable County resolutions and ordinances.
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3 TIME PERIOD
The granted Franchise shall conunence on the date this Franchise becomes effective and
terminates September 29, 2020; provided that Grantee shall have no rights under this Franchise unless,
and until, Grantee files with the County a written consent to all terms and conditions of this Franchise
Agreement, and the Franchise granted by this agreernent shall be null and void if such written consent is
not filed within thirty (30) days after the effective date of this Franchise. Application for extension or
renewal of the term may be made no sooner than one year before expiration thereof.
4. SUl'ERCEDES OTHEIZ AGREEIVIEN'TS
This Franchise constitutes the entire understanding and agreement between the parties as to the
subject matter herein and no other agreements or understandings, written or otherwise, shall be binding
upon the. parties upon execution and acceptance hereof.
This Franchise shall also supersede and cancel any previous right or claim of Grantee to occupy
the County roads as herein described.
5. ALL FACILII'I'IES UNDER FYZA►NCHISE
Any facilities and appurtenances in streets, alleys, and rights-of-way described in Exhibit "A"
incidental to the Franchise system, that have been or are at any future time acquired, leased, or utilized in
any manner by Grantee are thereupon to be deemed authorized by and shall be subject to all provisions
of this Franchise.
6. NOT EXCLUSIVE This Franchise is granted upon the further express condition that it shall not be an exclusive
Franchise and shall. not, in any manner, prohibit the County of Spokane from granting any other
Franchise over, in, along, under, below, upon, and across any of the said County roads of any kind and .
character or territories that may be deemed proper, by the Spokane County Commissioners, and this
Franchise shall not in any way prevent the County of Spokane from using the said County roads and
highways of any kind and character or territories, or affect the jurisdiction over them and every part of
them by the County of Spokane. The County shall retain full authoritative power to make all necessary
repairs, changes; maintenance, relocations, establishment, improvement, dedicati on, vacation, alterations;
etc., in the same and like manner as though this Franchise had never been granted.
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7. NOllT Il\T'I'ERFERENCE WITH EXISTING FACILI'I'IES
The County shall have prior and superior right to the use of its roads, streets, and alleys, and
Public Properties for installation and maintenance of its facilities and other governmental purposes, and
should a conflict arise with the Grantee's facilities, the Grantee shall, at its own expense and cost, conform
to the County's facilities and other government purposes of the County.
The owners of. all utilities, public or private, installed in such Public Properties prior to the
installation of the lines and facilifies of the Grantee, shall have preference as to the positioning and
location of such utilities so installed with respect to the Grantee. Such preference shall continue in the.
event of the necessity of relocating or changing the grade of any such Public Properties.
Grantee's system shall be constructed and maintained in such manner as not to interfere with
sewers, water pipes, or any other properiy of the County, or with any other pipes, wires, conduits or
other facilities that may have been laid in the Rights of Way by or under the County's authority.
8. COUNZ'Y'S IZIGHT 'I'O T'HE laOAD 1\TC)'T SITI'ERSEDED
Spokane Counfy, in the granting of this Franchise, does not waive any rights which it now holds
or may hereafter acquire, and this Franchise shall not be construed so as to deprive Spokane County any
powers, rights, or privileges which it now has, or may hereafter acquire, including the right of eminent
doniain, to regulate the use and control of.the County roads covered by this Franchise, or to go upon any -
and all County roads and highways for any purpose including constructing, repairing, or improving the
same in any such manner as Spokane County, or its representatives may elect. The County shall retain
full authoritative power in the same and like manner as though this Franchise had never been granted.
Nothing in this Franchise shall be construed to prevent the County from constructing facilities,
grading, paving, repairing and/or altering any street, or Iaying down,.repairing or removing facilities or
constructing or establishing any other public work or improvement. All such work shall be done, insofar
as practicable, so as to not obstruct, injure or prevent the unrestricted use and operation of the facilities of
the Grantee under this Franchise. However, if any of the Grantee's faciiities interferes with County
projects, Grantee's facilities shall be removed or replaced. Any and all such removal or replacement shall
be at the sole expense of the Grantee. Should Grantee fail to remove; adjust or relocate ifis facilities by the
dafie established by the County Engineer's written notice to Grantee, the County may cause and/or effect
such removal, adjustinent or relocation, and the expense thereof shall be paid by Grantee, including all
costs 'and expenses incurred by the County due to Grantee's deIay.
9. 1ZELOCA'TION OF FACYLITYES
The County shall have the right to require Grantee to change the location of its facilities within
the Rights of Way when the public convenience requires such change, and the expense thereof shall be
paid solely by Grantee. The County shall provide the Grantee with the standard notice, as stated below,
given under the circumstances to other Electrical Franchisees. Should Grantee fail to remove or relocate
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any such facilities by the date established by the County, the County may cause and/or effeet such
removal or relocation, and the expense thereof shall be paid by Grantee, including all direct, indirect
and/ or consequential costs and expenses incurred by the County due to Grantee's delay: If the County
requires Grantee to relocate its facilities Iocated within the County's Rights of Way, the County will make
a reasonable effort to provide Grantee with an alternate location for its facilities within the County's
Rights of Way. ,
During the life of this Franchise, the County reserves the right to order any Facility moved or
changed as ordered and determined by the Courity Engineer, so as to accommodate building or other
changed conditions in the vicinity.
The relocation of Grantee's facilities shall be at the sole expense of Grantee unless the County
Engineer determines, after consultation with Grantee and at Grantee's request, that the benefit of such
unprovements or changes to the County road, highway or Right of Way inures primarily to adjacent
property owners or developers and not the general public. In such case, the County agrees to make
reasonable efforts to facilitate an agreement between such owners or developers and Grantee, and where
appropriate,. as determined by the County Engineer, withhold approval and/or acceptance of the
improvements or development until the owner or developer has entered into an agreement to pay for the
costs of relocation.
The County shali in no way be held liable for any damages to Grantee that may occur by reason.
of any of the County's unprovements, changes or works above enumerated, except for damage caused by
the negligence of the County, its employees or agents.
Grantee agrees. and covenants at its sole cost and experise, to protect, support, temporarily
disconnect, relocate or remove from any Right of Way its facilities when so required by the County,
provided that Grantee shall in all such cases have the privilege to temporarily bypass, in the authorized .
portion of the same Right of Way upon approval by the County, any facilities required to be temporarily
disconnected or removed:
When relocation of Grantee's facilities are required by County projects the following Standard
Notice shall be sent unless emergency conditions dictate otherwise, as deternvned by the County
Engineer: y
1. Spokane County shall make available to Grantee a list of anticipated projects for each
new budget period as soon as is reasonably practicable. ~
2. Spokane Counfy shall send a Preliminary Utility Notice with a section map showing
the job limits and a typical section or a preliminary plan if it is available.
3. Spokane County shall send a Second Utility Notice once the plans are available to
show the existing utilities.
4: Spokane County shall hold a Utility Design Meeting for all the utilities affected.
. 5. Spokane County shall send a"Utility Notice to Proceed" with, the proposed bid operiing date and final plans.
6. Relocation of Grantee's facilities shall be completed in a timely manner defined as
follows:
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Relocation of Grantee's facilities shall normally be accomplished ten (10) days *in advance of County projects. In the event relocation of Grantee's facilities shall be
done concurrently with such projects, Spokane County shall be so notified and agree
to a wriiten schedule for relocation. Compliance with such a written schedule shall
be Grantee's duty. In no event shall relocation of Grantee's facilities interfere with
the progression and completion of County projects.
7. If the Grantee does not relocate its facilities in a timely manner as required above,
Spokane County may relocate, or cause to be relocated, such facilities of Grantee as
Spokane County deems necessary, and in the manner Spokane Counfy deems
necessary, in its sole discretion the cost_of which to be solely borne by the Grantee.
Grantee hereby indemnifies and holds Spokane County, its employees, officers,
officials, and agents totally free and harmless from all and any liability which may
arise from damages caused by the relocation by Spokane Counfy of the facilities of
Grantee except to the extent that such damages and liability arise,from the negligence
of Spokane Couniy, its employees, officers, officials, and agents.
8. Grantee hereby. indemnifies and holds harmless Spokane County, its officers,
officials, and employees, from damages which may arise from Grantees' failure to
relocate its facilities in accordance with the dates for completion of relocation of
facilifies set forth above.
9: The exercise of its rights, as set forth in Item 7, above, by Spokane County in no way
relieves Grantee of completing and/or finalizing the relocation of its facilities at no
expense to Spokane County if the relocation work done by Spokane County is
incomplete.
10. In the event that the Granfee does not comply with the aforementioned stipulations,
after a reasonable opportunity to remedy its non-compliance the Grantee sha1l forfeit
all rights granted under this Franchise, and said Franchise shall be null and void.
Grantee shall then remove all of its Facilities from the County Right of Way. If Grantee has the right to be within County Right of Way by another method other _
than a Franchise the County shall use any other means at its disposal to bring the
Grantee into compliance with this Franchise Docwnent. The provisions of this Section shall in no manner preclude or restrict Grantee from
making any arrangements it may deem appropriate when responding to a request for
relocation of its facilities by any person other than the County, where the
unprovements to be constructed by said person are not or will not become County-
owned, operated or maintained, provided that such arrangements do, not unduly
delay a County construction project.
10e BIJILDING 1VIOVII\TG Whenever any person shall have obtairied permission from the County to use any Right of Way
for the purpose of moving any building or other oversized structure,. Grantee, upon fourteen (14) days
written notice from the Counfy, shall raise or remove, at the expense of the Perntittee desiring to move the
building or structure, any of.Grantee's facilities that may obstruct the movement thereof; provided, that
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the path for moving such building or structure is the path of least interference to Grantee's Facilities, as
determined by the County.
11o PLTBLIC RECORDS
As a condition of this Franchise, and at its sole expense, Grantee agrees to provide the County
with available as-built plans, potential improvement plans, field locates, maps, plats, specifications, .
profiles, and records of its Facilities within Spokane County Right of Way. Such documents shall be
provided within six months of the execution of said Franchise by Grantee. These records shall be in a
digital electronic format acceptable to the County, unless the County Engineer deems it to be a hardship
to the Grantee, in which case a hard copy in a format acceptable to the County Engineer shall be
provided. Grantee shall provide the County a plan map updated annually showing all Grantee's facilities
. located within the County Right of Way or Public Properties.
To the extent such requests are limited to specific facilities at a given location within the Franchise
area in connection with the construction of any County project, Grantee shall provide to the County, upon
the County's reasonable request, copies of available drawings in use by Grantee showing the Iocation of
such facilities. Grantee shall field Iocate its facilities in order to facilitate design and planning of County
impxovement projects.
Upon written request of the County, Grantee shall provide the County with the most recent
update avaiiable of any plan of potential improvements to its facilities within the Franchise Area;
provided, however, any such plan so subnutted shall be for informational purposes on1y, and shall not
obligate Grantee to undertake any specific unprovements within fihe Franchise Area.
Public Disclosure Act: Grantee acknowledges that information submitted to the County may be
subject to inspection and copying under the Washington Public Disclosure Act codified in chapter 42:17
RCW. Grantee shall mark as "CONFIDENTIAL" each page or portion thereof of any
documentation/information which it subnuts to the County and which it believes_ is exempt from public
inspection or copying. The County agrees to provide the Grantee with a copy of any public disclosure
request to inspect or copy documentation/information which the Grantee has provided to the County
and marked as "CONFIDENTIAL" prior to allowing any inspection and/or copying as well as provide the
Grantee with a time frame, consistent with RCW 42.17.320, to provide the County with its written basis
for non-disclosure of the requested documentation/information. In the event the County disagrees with
the Grantee's basis for non-disclosure, the County agrees to withhold release of the requested
documentation/information in dispute until the Grantee can file a legal action under RCW 42.17.330.
12. Il\TCORPOISA'I'ION INTO .A►. CITY OIZ 'I'OWN
Whenever any of the County roads or rights-of-way designated in this Franchise by reason of the
subsequent incorporation of any city or town, or extension of the limits of any city or town, shall fall
within the city or town lunits, then this Franchise shall terminate in respect to said roads or rights-of-way
so included.within said limits six (6) months after such incorporation or extension; but this Franchise shall
continue in force and effect as to allCounty roads or rights-of-way not so included within city or town
limits.
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130 IZ0AD VACA'TIOI\TS .
In the event that the Grantor shall vacate any road, right of way, or other public property, and if
at the time of. the vacation the Grantee is utilizing the property that is the subject of the vacation for the
purposes expressly provided for under this Franchise, then said Grantee may request that a perpetual
easement by reserved in the favor of the Grantee for the puxpose of enabling the Grantee to continue to
operate and maintain its facilities permissible under this Franchise that was installed prior to the vacation.
Such easement shall also expressly prohibit any use of the vacated pxoperties which will interfere with
the Grantee's use of the vacated properties in the manner set forth in this Franchise.
14. GRANTOR ATTA,CH1VIE.l\T'I'S
Whenever it is deemed necessary _ for the benefit and. safety of tlie traveling public, the County
Engineer hereby reserves ttie right to attach and maintain upon any facility owned by the Grantee under
this document any required traffic control devices, such as traffic signals, luminaries, and overhead
suspended signs, when the use of such devices or attachmenfis does not interfere with the use for which
the facility was constructed. T'he County shall bear the cost of attachment and maintenance of such traffic
control devices, including the reasonable cost of any extra construction beyond normal; such extra cost to
be determined jointly by the County and the Grantee of this document. It is not to be construed that the
County is to shaze in the normal cost of installation, operation, or maintenance of any of the Facilities
installed under this document.. ,
15. CONSTIZUCTI01lT ,
1Votification of Work to be Done:
County Ordinances, including Section 9.55.55, provide miuumum roles governing when and how
utilities are to notify neighboring property owner of plans to construct Facilities. Additionally, Grantee is
to maintain their own standard notification procedures intended to provide reasonable advance notice of
construction plans. In the event the County determines that such notification rules are not meeting the public's needs, the County can require additional notification requirements: .
All costs associated with this section of the franchise document including meetings, the notification of the
properiy owners shall be borne by Grantee. -
1'ermits: Prior to doing any construction within the Counfy Right of Way, the Grantee must apply for, and
obtain, appropriate pernnits from the County, unless such work is authorized by County Ordinance(see
County Code 9.55.055).
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All facilities shall be constructed and maintained at such locations as approved by the County
through the permit process so as to least interfere with existing and -planned utilities and with free
passage of traffic and in accordance with the laws of the State of Washington and the Franchises and
standards of the Counfy regulating such construction. Grantee shall be responsible to obtain all permits
and approvals otherwise required by the County unless expressly pxovided to the contrary herein. Fees
associated with such permits shall be in addition to the herein Admirustrative Fee.
Responsibilifv:
All construction, maintenance, installation, relocation, abandonment, and repair of any and all
Grantee's Facilities witliin County Rights-of-way shall, regardless of who performs installation and/ or
construction, shall be and remain the responsibility of Grantee. The Grantee, not a contractor, shall apply
for and obtain all permits necessary for installation and/or construction of any such Facilities, and for
excavation and laying of any of its Facilities within County Rights of Way. Grantee shall pay all
applicable fees due for County construcfion pernuts.
Post-Construction:
One year after the effective date of this Franchise, and annually thereafter, Gxantee shall provide
an electronic map, in a format acceptable to the County Engineer, to the County Engineer's Office, or its
successor, showing the location of Grantee's facilities within the County Right of Way with identifying
features, such as street intersections or section corners. If an electronic map is deemed a hardship by the
County Engineer, the County will accept a paper copy of the map in a format acceptable to the County
Engineer.
Poles in Right of Wav:
In the event Grantee elects to use above .ground poles for construction parallel to and within
County Right of Way, only one line of poles shall be erected or maintained hereunder. Two-pole
structures may be used for road crossings provided they are determined necessary and are in
conformance with sound engineering practices that pxoir►ote public safefy. Each pole, brace, and guy pole
shall be placed and maintained along said County roads and highways in such positions and at such
points as approved by the County Engineer. Grantee's facilities shall, when crossing above the roadway,
provide a rn;n;mum clearance in accordance with the standards set forth in the applicable "Washington
State Construction Code."
The work of constructing, removing, and relocation of any and all poles, wires, or appurtenances,
shall Ue done at the expense of the Grantee. Gxantee or its facilities shall not interfere with traffic upon or
along any of said highways, and said construction shall be to the entire satisfaction and under the
supervision of the County Engineer, and none of such construction shall be undertaken or carried on
without first obtaining necessary pernuts therefore from said County Engineer.
Restoration of Streets:
Whenever Grantee disturbs the surface of any County Right of Way for any purpose, Grantee
shall promptly restore the County Right of Way to at least its prior condition, before the work commenced .
to the satisfaction of the County Engineer. When any opening is made by Grantee in a hard surface
pavement in any County Right of Way, Grantee shall promptly refill the opening and restore the surface
to a condition satisfactory to the County Engineex. If Grantee excavates the surface of any County Right
of Way, Grantee shall be responsible for restoration of the Cownty Right of Way and its surface within the
area affected by the excavation. The County may, after providing notice to Grantee, refill and/or repave
any opening made by. Grantee in the County Right of Way, and the expense thereof shall be paid by
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Grantee. The County reserves the right, after providing notice to Grantee, to remove and/or repair any
work done by Grantee which, in the determination of the County Engineer, is inadequate. The cost
thereof, including the cost of inspection and supervision, shall be paid by the Grantee. All excavations
made by Grantee in the Counfy Rights of Way shall be properly safeguarded for the prevention of
accidents. All of Grantee's work under this Franchise shall be done in strict compliance with all
applicable rules and regulations of the County.
PROVIDED, HOWEVER, that no such disturbance of the surface of said County Right of Way
shall be done prior to obtaining a pernlit issued by the County Engineer, which pernlit shall contain
specifications for the restoration of said roads to the. same conditions as they were prior to such
disturbance; and
PROVIDED FURTHER, that said County Engineer will require a bond in a swn sufficient to
guarantee to Spokane County that -such Right of Way shall be restored to the same condition as it was
prior to such disturbance.
During the progress of the construction, the Grantee shall not unnecessarily obstruct the passage
or use of the Right of_Way, and shall provide the County with plans, maps; and information showing the
proposed and final location of any Facilities in accord with this Franchise.
Damage and IVon-comvliance: Any and all damage, or injury, done or caused to County Right of Way, County Facilifies, or any
portion thereof in the construction, operation, maintenance or repair of . Grantee's facilities shall be
immediately repaired and reconstructed to the satisfaction of the County Engineer; and in the event the
Grantee shall fail, neglect, or refuse to unmediately repair and reconstruct said damage or injury to said .
Counfy Right of Way or Facilities, the same may be done by the Counfy and the expense and cost thereof
and a penalfy of three times the cost and expense shall be immediately paid by the Grantee to the County.
If it is determined that Grantee has damaged; injured, or failed to restore the Right of Way in
accordance with this Franchise, the Counfiy shall provide the Grantee with written. notice including a
description of actions the County believes necessary to restore the Right of Way. If the Right of Way is
not restored in accord with the County's notice within ten (10) days of that notice, the County, or its
authorized agent, may restore the Right of Way and Facilities. Unless the damage or injury or failure to
restore. the Right of Way or Facilities presented an unsafe or dangerous condition, in which case the
County shall take urimediate action to either make Grantee conform or perfoxm the work or the County or
its authorized agent shall do the work at the cost of the Grantee. The Grantee is responsible for all costs
and expenses incurred by the County and a penalty of three times what the expense and cost of the r.epair
and reconstruction in restoring the Right of Way and Facilities in accordance with this Franchise. The
rights granted to the County under this paragraph shall be in addition to those otherwise provided by this
Franchise. .
Construction Standards:
All facilities shall be laid and installed in conformity with the maps and specifications filed with
the County, except in instances in which deviation may be allowed thereafter in writing by the Couniy
Engineer pursuant to application by the Grantee. All plans and specifications shall specify the class and
type of material and equipment to be used, manner of excavation, construction and installation, backfill,
erection of temporary structures, erection of permanent structures, and the traffic control mitigation .
measures as provided by the Manual on Uniform Traffic Control Devices, or similar standards as may be
applicable from time to time. The plans must meet all Federal, State, County Codes and the Utility
Accommodation Plan Standards. No such construction shall be commenced without the Grantee first
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securing a pernut, where such permit is required, in writing from the County Engineer and notifying the
County Engineer's representative at least 48 hours prior to permitted construction. All such permitted
work shaR be subject to the approval of and shaR pass the inspection of the County by and through its
County Engineer or other designated official.
Notwithstanding any provision herein to the contrary, any excavations and installations by the
Gxantee in any of the public properties wzthin the corporate limits of the County shall be done in
accordance with such reasonable ru1es, regulations, resolutions, and resolutions of general application
now enacted or to be enacted by the Board of County Commissioners, relating to excavations in public
properties of the County, and authorized by the County Engineer. Said rules, regulations, authorizations,
and resolutions shaR be for the purposes of fulfilling the County's public trustee role in administering the
primary use and purpose of public properties, and not for relieving the Grantee of any dufy, obligation,
or responsiUility for the competent design, construction, maintenance, and operation of its facilities. All of
the Count-ys actual reasonable admuustrative expenses directly related to its admirustration of public
properties under this Franchise, shall be paid by the Grantee to the County upon invoice. Grantee is
responsible for the supervision, condition, and quality of the work done, whether it is by itself or by.
contractors, assigns or agencies. Construction:
1. The Counfy Engineer or his representative may request a preconstruction
conference for a particular job after reviewing the pernnit application. In such a
situation, the Grantee agrees to promptly attend said meeting and discuss the scope
of the project._
. 2. The Grantee agrees to schedule the construction herein referred to and perform
said construction in such a manner as not to delay County projects.
3. A copy of the permit and plans must be on the Job site, and protected from the
elements, at all times during. any. of the construction authorized by said pernlit or
Franchise.
4. Construction within the Right-of Way shaR be restricted to between hours that
will accommodate the Noise Disturbance Ordinance and no construction shall be
allowed on the Right of Way on Saturday, Sunday, or holidays, unless autllorized by
the County Engineer. The proceeding restrictions do not apply to emergency work.
Any lane closures must be subnutted for approval.in advance of use. The hours of
pernlitted closure may differ from the above noted hours.
5. Should the Grantee choose to perform the work outlined herein with other than
its own employees, a representative of the Grantee shall be responsible for the work
of the contractor. All contact between the Couniy and the Grantee's contractor shall
. be through the representative of the Grantee. Where the Grantee chooses to perform
the work with its own employees, it may elect to appoint one of its own employees
engaged in the construction as its representative. Failure to comply with this
provision shall be grounds for restricting any further work by the Grantee within the
County Right of Way untii said requirement is met. .The Grantee, at its own expense,
shall adequately police and supexvise all work on the above described project by
itself, its contractor, subcontractor, agent, and others, so as not to endanger or injure
any person or property.
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6. The Grantee shall install detector tape or cable -approximately 6-12 inches above
the underground facility. The tape shall conform to the standards of the American
Public Works Association Uniform Color Code.
7. During the construction and/or maintenance of this facility, the Grantee shall
comply with the current addition of the Manual on Uniform Traffic Control Devices
• for Streets and Highways.. If determined necessary Uy the County Engineer, the
Grantee shall subnut a signing and traffic control plan to the County Engineer's
representative for approval prior to construction or maintenance operations:
8. The shoulders, where distwrbed shall be surfaced with crushed surfacing top
course six inches minunum compacted depth, or as directed by the County
Engineer's representative. The surface of the finished shoulder shall slope down
from the edge of pavement at the rate of 0.02 foot per foot unless otherwise directed.
The restored shoulder must not have any strips less than 2 feet wide. The restored
shoulder shall be surfaced with crushed surfacing top course.
9. The Grantee shall notify the County Engineer's representative upon completion
of the permitted construction under this pernut/Franchise so that a firial inspection
can be made and shall immediately furnish to the County Engineer a revised plan of
the final location or relocation of its facilities if the original pernut/Franchise plans
have been revised during the course of construction.
10. In the event that constructioai and maintenance of the highway facility within the
proxinuty of the Grantee's installation becomes necessary during the period which
the Grantee will occupy a.portion of the Right of Way, it is expressly understood
that, upon request from the County Engineer's representative, the Grantee will
promptly identify and Iocate by suitable field markings any and all of their
underground facilities so that the County or its contractor can be fully apprised at all
times of its precise location and at no cost or expense to the County or its contractor.
11. The Gxantee agrees to be responsible for any construction deficiencies as a result
of its own construction.
12. The responsibility of the Grantee for proper performance, safe conduct, and
adequate policing and supervision of the project shall not be lessened or otherwise
affected by the County's approval of plans, specifications or work, or by the presence
at the work site of the County's representatives, or by compliance by the Grantee
with any requests or recommendations made by such representatives.
. Shared Use Excavation:
If, at any time, or from time to time, either Grantee or the County shall cause excavations to be
made within the Franchise area,.the party causing such excavation to be made shall afford the other upon .
receipt of a written request to do so, an opportunity to use such excavation, provided that: (I) such joint
use shall not unreasonably delay the work of the party causing the excavation to be made; (II) such joint
use shall be arranged and accomplished on terms and conditions satisfactory to both parties; and (III)
either party may deny such a request for reasons of safety.
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Final Conclition:
After performing any work within the County's Right of Way, Grantee shall Ieave every road or
public highway in as good and safe condition in all respects as they were before the commencement of
said work, and whenever Grantee shall discontinue the use of any pole or facility it shall immediately,
upon the direction of the County Engineer, remove such unused pole or facility from said roads or
abandon said facilities in place at the discretion of the County Engineer.
16. E10iIEIZGEIlTCY IZESPONSE
The Grantee shall, within six months of the execution of this Franchise by the Grantee, prepare
and file with the County and adhere to an Emergency Management Plan for responding to any spill;
break, or other emergency condition. The plan shall designate responsible officials and emergency 24-
hour on-call personnel and the procedures to be followed when responding to an emergency. When
developing such plan, the Grantee shall work with the County Engineer and Sheriff's Office to deternvne
when and how the same should be contacted during emergencies. After being notified of an emergency,
Grantee shall cooperate with the County and make every effort to respond as fast as practical with action.
to minimize damage and to protect the health and safety of the public.
In the event the Grantee fails or refuses to promptly take the directed action, or fails to fully
comply with such direction, or if emergency conditions exist which require immediate action to prevent ~
immunent injury or damages to persons or properfy, the County may take such actions as it believes are
necessary to protect persons or property and the Grantee shall be responsible to reimburse the County for
its costs and any penalties.
17. S AFE'I'Y: .
The Grantee, in accordance with applicable federal, state, and Iocal.safety rules and regulations,
shall, at all times, employ ordinary care in the installation, abandonment, relocation, construction,
maintenance, and/or repair, utilizing methods and devices commonly accepted in their industry of
operation to prevent failures and accidents that are likely to cause damage; injury, or nuisance to persons
or property.
All of Grantee's facilities in the Right of Way shall be constructed and mainfained. in a safe and
operational condition. Grantee shall follow all safety codes and other applicaUle regulations in the
installation, operation, and maintenance of the facilities.
18. DRAINAGE:
If the work done under this Franchise interferes in any way with the drainage of the County Right
of Way, the Grantee shall wholly and at its own expense make such provisions as necessary to eluninate
the interference to the drainage to the satisfaction of the County Engineer.
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19. I'RO'I'EC'I'IOl\T OF MONLTMEIiT'I'S
Before any work is performed under this Franchise which may affect any existing monuments or
markers of. any nature relating to subdivisions, plats, roads, and all other surveys, the Grantee shall
reference all such monuments and markers. The reference points shall be so located that they will not be
disturbed during the Grantee's operations under this Franchise. The method of referencing these
monuments or other points to be referenced shall be approved by the County Engineer. All concrete
encased recorded monuments which have been disturbed or displaced by such work shall be restored
pursuanE to Federal standards and specifications. The replacement of all such monuments or markers
disturbed during construction shall be made as expeditiously as the conditions permit, and as directed by
the County Engineer. The cost of monwnents or other markers Iost, destroyed, or disturbed, and the
expense of replacement of approved monuments and other marker ties which have been re-established or
disturbed shall be borne by the Grantee.
zo. TREEs
The Grantee shall have the ability to cut or remove vegetation, on, or hanging over any County
road, right-of-way, streets, alleys or County property consistent with the provisions of RCW 64.12.035
as it presently exists or may be hereinafter amended.
21. HAZ.A►.RDOUS SUB5TA1\TCES Grantee shall comply with all applicable state and federal laws, statutes, regulations and orders
concerning Hazardous SuUstances relating to Grantee's Facilities in the Right of Way.
Grantee shall maintain and inspect its Facilities located in the Rights of Way. Upon reasonable
notice to Grantee and in the presence of an authorized representative of Grantee, the County may inspect
Grantee's facilities in the Rights of Way to. determine if any. release of Hazardous Substances has
occurred, or may occur, from or related to Grantee's Facilities. This inspection is not to remove the
burden of inspection from the Grantee on a periodic basis of its facilities for Hazardous substances, nor is
to remove the responsibility of the Hazardous substance from the Grantee. In removing or modifying Grantee's facilities as provided in this Franchise, Grantee shall also
remove all residue of Hazardous Substances in compliance with applicable environmental clean-up
standards related thereto.
Grantee agrees to forever indemnify the County against any claims, costs, and expenses, of any .
kind, whether direct or indirect, incurred by the County arising out of the release or threat of release of
Hazardous Substances caused by Grantee's ownership or operation of its Facilities within the County
Right of Way. .
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22. MAINZ'ENAl\TCE
Grantee shall provide and put in use all Facilities necessary to control and carry Grantee's
products so as to prevent injury to the County's property or properfy belonging to any Person within the
County. Grantee, solely at its own expense, shall repair, renew, change, and unprove said Facilities from,
time to time as may be necessary to accomplish this purpose. Grantee shall not construct its Facilities in a
manner that requires any customer to install cables, ducts, conduits, or other facilities, in, under, or over
the County's Rights of Way.
23. LOCATES - One-Call Systern
Pursuant to RCW 19.122, Grantee is responsible for becoming familiar with, and understanding, the provisions of Washington's One Call statutes. Grantee shall comply with the terms and conditions set
forth in the One-Call statutes.
24. FEES - For and in consideration of the rights and privileges set forth herein, the Grantee agrees that
Spokane County, to the extent authorized. by law, may during the term of this Franchise, by Franchise or,
resolution, impose fees for the rights and privileges granted herein. Such fees shall be based upon
reasonable costs for the administration of such Franchise as well as reasonable costs for the use of County
roads or rights-of-way. The Board of County Commissioners of Spokane County agrees to provide not
less than thirty (30) days written notice prior to the imposition of such fees in order to negotiate the actual
fee to be assessed and payments scheduled. Nothing in this section or agreement shall be construed to
prohibit the County or its successor from unposing any license fee, tax or assessment which it is
specifically authorized by law to impose.
Recoverv of Costs. Nothing herein shall preclude the County from recovering all actual reasonable
costs of and expense necessazily incurred by Grantor in the examination, inspection, and approval of all
plans and specifications for, and all details of construction of, all facilities involved herein as necessary to
insure confornuty with the integrity of the County roads, traffic flow, and other Franchisees within the
County Right of Way. This shall also include the costs of permits for any work done in -the County Right
of Way. Grantee shall reunburse any actual eosts reasonably incurred by the County in responding to
emergencies inyolving Grantee's facilities.
25. BO1lTD
Faithful Performance Bond:
A. Upon the effective date of the Franchise, the Grantee shall furnish proof of the
posting of a faith.ful performance bond running to the County, with a good corporate
surety. authorized to do a surety business in the State of Washington, in the penal
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sum of $10,000, conditioned that the Grantee shall well and truly observe, fulfill, and
perform each term and condifion of the Franchise. Grantee shall pay all premiums
charged for the bond, and shall keep the bond in full force and effect at all times
throughout the term of the Franchise, including, if necessazy, the time required for
removal of all of Grantee's. Facilities installed in the County's Rights of Way. The-
bond shall contain a provision that it shall not be terminated or otherwise allowed to
expire without a prior 30 day written notice first being given to the County Engineer.
The bond shall be.reviewed and approved as to form by the Couniy Attorney. This
performance bond shall be in accordance with all the provisions of the current
"Standard Specifications for Road, Bridge, and Municipal Construction.:'
B. During the term of the Franchise, Grantee shall file with the. County Engineer a
duplicate copy of the bond along with written evidence of payment of the required
prenuums.
Construetion Bond: During all times when Grantee is performing an y construction work in or under
the Streeis requiring a street opening permit, Grantee shall post a faithful performance bond or
irrevocable letter of credit, as is required for street opening permits, running to the County, with good a
corporate surety authorized to do a surety business in the State of Washington, in a sum to be set and
approved by the County Engineer as sufficient to ensure performance.of Grantee's obligations under this
Franchise. The bond shall be conditioned so that Grantee shall observe all the covenants, terms and
.conditions and faithfully perform all of the obligations of this Franchise, and to erect or replace any
defective work or materials discovered in the replacement of the Couniy's streets or property within a
period of two years from the date of the replacement and acceptance of such. repaired. streets by the
County. The bond or letter of credit shall be conditioned that the Grantee shall well and truly observe,
fulfill and perform each term and condition under the Franchises for Construction and Relocation.
Grantee shall pay all premiums or other cost5 associated with maintaining the bond or letter of credit, and -
shall -keep the same in full force and effect at all times during the consiruction work. The bond or letter of
credit shall provide that it may Ue terminated upon final approval of Grantee's construction work in or
under the streets by the County Engineer which shall not be unreasonably withheld or delayed. Upon
such approval, the County agrees to sign all documents necessary to release the bond in accordance with
the terms of this Franchise. During the. duration of the construction work, Grantee shall file with the .
Couniy Engineer a copy of the bond or.letter of credit, along with writEen evidence of the required
prentiums. The bond or letter of credit shall be subject to the reasonable approval of the County Engineer
as to its adequacy under the requirements of tlus Franchise.
Recourse Against Bonds and Other Securitv. So long as the bond is in place, it may be utilized
by the County for the following purposes, including, but not lintited to, reimbursement of the County by
reason of Grantee's failure to pay the County for acfual costs and expenses incurred by the Couniy to
make emergency or safety or to correct Franchise violations not corrected by the Grantee after notice, and
monetary remedies or damages assessed against Grantee due to default or violations of the requirements
of County Franchise Agreements:
Iri the event Grantee has been declared to be in default by the County and if Grantee fails, within
thirty (30) days of mailing of the County's default notice, to pay the County any penalties, or monetary
amounts, or fails to perform any of the conditions of this Franchise, the County may thereafter obtain
fxom the performance bond an amount sufficient to compensate. the County for damages. Upon such
withdrawal from the bond, the County shall notify Grantee in writing, by Certified Mail, of the amount
withdrawn and date thereof. .
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Thirty (30) days after the County's mailing of notice of the bond forfeiture or withdrawal
authorized herein, . Grantee shall deposit such further bond, cash, or other security, as the County may
require, which is sufficient to meet the requirements of this Franchise.
The rights reserved to the County with respect to any bond are in addition to all other rights of
the County whether reserved by this Franchise or authorized by law, and no action, proceeding, or
exercise of a right with respect to any bond shall constitute an election or waiver of any rights or other
remedies the County may have.
26. ABANDONMEI\TT OF FACILI'TIES
In the event the County declares that the Grantee's facilities must be abandoned, or if the Grantee
abandons it5 facilities in place, those facilities abandoned must be treated at the expense of the Grantee, so
as to render them completely safe and purged of hazardous materials. The Grantee shall be responsible
for undertaking any environmental review required by the abandonment of such facilities, and for the
payment of any costs of conducting such environmental review. The Grantee shall remove said
abandoned facilities when either the Grantee or the County opens that section of Right of Way for
maintenance, repair, installation, or replacement of facilities. Said removal shall be at the County's
convenience and shall be done in a manner so as not to interfere with County projects.
27. CONSENT TO OWNEIZSHIP CHANGE
- Counfv's Written Consent Required for Assignment, Transfer, Merger. Neither this
Franchise nor any of Grantee's FaciI.ities Iocated in the County Right of Way by authority of this Franchise
shall be sold, transferred, leased (other than as an incidental accommodation to another County
Franchised electrical utility), assigned or disposed of in whole or in part either by sale, voluntary or
involuntary merger, consoIidation or otherwise, without the prior written consent of the County after appropriate public process. The County's granting of consent in one instance shall not render
unnecessary any subsequent consent in any other instance.
All leases or subleases of Grantee's. Facilities located within the Public Right of Way by
authority of this Franchise shall be subject to all the provisions of this Franchise.
Within ten (10) days after execution and delivery of any instrument so consented to by the
County, Grantee shall file with the Auditor an executed counterpart or certified copy thereof. No sale,
lease, (other than as an incidental accommodation to another electric utility), assignment, txansfer or
merger may occur until the successor, assignee or lessee has complied with the requirements of this
Franchise, which requires a performance bond.
For the purpose of defermining whether the County will consent to any assignment, transfer,
merger, or lease, (other than as an incidental accommodation to another electric utility) the County may .
inquire into the qualifications of the prospective party. The Grantee shall assist the County in any such
inquiry. The County may condition any such sale, assignment, transfer, merger, or lease (other than as an
incidental accommodation to another electric utility) upon such conditions as it deems reasonably
appropriate.
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All provisions, conditions; regulations and requirements herein contained shall be binding upon
the successors and assigns of the Grantee, and all privileges as well as all obligations and liabilities of the
Grantee shall inure to its. successors and assigms equally as if they were specifically mentioned wherever
the Grantee is mentioned.
The County's approval shall not be unreasonably withheld or delayed. Any costs associated with
the County's review of any transfer proposed by the Grantee shall be reimbursed to the County by the
new prospective Franchisee, ff the County approves the transfer, or by the Grantee ff said transfer is not
approved by the County.
An assignment of this Franchise shall be deemed to occur if there is an actual change in control ox
where owriership. of fifty percent (50%) or more of the beneficial interests, singly or collectively, are
obtained by other parties. The word "control" as used herein is not limited to majority stock ownership
only, but includes actual working control in whatever manner exercised.
Except as otherwise provided herein, the Grantee shall promptly notify the County prior to any
proposed change in, or transfer of, ox acquisition by any other party of control of the Grantee's company.
Every change, transfer, or acquisition of control of the Grantee's company shall cause a review of the
proposed transfer: In the event that the County denies its consent and . such change, transfer or
acquisition of control has been affected; the County may cancel the Franchise. Grantee shall notify the
County of any transfers to such entities within ten (10) days of such transfers. Grantee may mortgage or
otherwise encumber its Facilities in the ordinary course of its financing activities provided that any such
mortgage, pledge or assignment shall be subject to the County's other rights contained in this Franchise.
28. NON-C0MI'LIANCE WI'I'H FRA1\TCHISE TERIVIS _
Remedies to Enforce Comipliance. In addition to any other remedy provided herein, the County
reserves, and has the right to pursue any remedy to compel or force the Grantee, and/or its successors
and assigns, to comply wifh the terms hereof. The pursuit of any right or remedy by the County shall not
prevent the County from thereafter declaring a forfeiture pursuant to this Franchise.
- (a) ff the Grantee shall fail to comply with any material provision of this Franchise,
the Counfy may compel compliance by serving upon the Grantee a written notice of
the violation and the direction to comply within thirty (30) days from the date the
, order is received by 'the Grantee. If the Grantee is not in compliance with this
Franchise after expiration of said thirty (30) day period, the County may declare an
immediate forfeiture and termination of this Franchise, provided however, that ff any
failure to comply with this Franchise by the Grantee cannot be.corrected with due diligence within said thirty (30) day period then the County may extend the time for
compliance for such time as may be reasonably necessary for the Grantee to comply,
so Iong as the Grantee commences promptly and diligently to effect such compliance.
The notice requirements of. paragraph (a) of this section shall not apply ff the
- noncompliance of the Grantee results, in the sole opinion of the County, in any
emergency or life-threatening condition. In such case, the County may set a period of
less than thiriy (30) days for the Grantee to comply and may set such conditions an d
specifications for compliance as the County may deem reasonable under the
circumstances. In the event that the Grantee fails to comply with any time set for
compliance or with any condition set for compliance under this paragraph, the
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County .may declare an immediate forfeiture and termination of this Franchise anei
may take all reasonable and necessary steps to correct the emergency condition to
restore safety. In such event, the Grantee shall be liable to the County for all costs
and expenses incurred in taking such corrective action.
(b) Nothing herein shall limit the remedies available to the County in the event of
noncompliance by the Grantee. The County may sue for. specific performance
and/or damages in addition to the remedies.provided herein.
(c) The County reserves the right in addition to any other remedy provided for under
the terms of this Franchise, in the event of a material breach by the Grantee of any
terms of this franchise, to apply any of the following, alone or in coinbination:
(A) Impose a financial penalty
(B) Suspend the Grantee's Franchise right.s, until the Grantee. corrects or
otherwise remedies the violation.
(C) In determin;ng Which remedy or remedies are appropriate, the County shall
consider the nature of the violation, the person. or persons burdened by the
violation, the nature of the remedy required in order to prevent further such
violations, and any other maiters the County deems appropriate.
(d) In the event this Franchise is forfeited or terminated for any reason stated herein, the
Grantee shall, upon notice from the County, remove promptly all of. its equipment
and facilities and return said property to its original state as if the Grantee had never
had its equipment or facilities on or within said property, at the Grantee's sole cost
and expense, provided that, as an alternative to removal the Counfy may, at the
County's sole option, allow the Grantee to abandon its equipment and facilities in
place. -
29. Choice of Forum .
Any litigation between the County and the Grantee arising under or regarding this
Franchise shall occur, if in the state courts, in the Spokane Counfy Court having jurisdiction
thereof, and if in the federal courts, in the United States District Court for the Eastern District of .
Washington.
30. 1lTA'TUIZAL DISASTER
A. For purposes of this subsection, the term "Force Majeure".shall mean acts of God, ,
Iandslides, eazthquakes, lightning, fires,, hurricanes, volcanic activity, storms, floods,
washouts, droughts, civii disturbances, acts of terrorism or of the public enemy,
partial . or entire failure of utilities, strikes, explosions, lockouts or other industrial
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disturbances; insurrections, " public riots or other -similar events which are nof
reasonably within the control of the parties hereto.
B. If the Grantee is wholly or partially unable to carry out its obligations under this
Franchise as a result of Force Majeure, the Grantee shall give the County prompt
notice of such Force Majeure, describing the same in reasonable detail, arid Grantee's
obligations under this Franchise, other than for the payment of monies due, shall not
be deemed in violation or default for the duration of the Force Majeure. Grantee
agrees to use its best efforts to remedy as soon as possible, under the circumstances,
Grantee's inability, -Uy reason of Force Majeure, to carry out its responsiUility and
duties under thi.s Franchise.
31. liTON-ENFORCEIVIENT BY THE COUNTY
Regulation and IVon-enforcement bv the Countv: The County shall be vested with the.power
and authority to reasonably reguTate the exercise of the privileges permitted by this Franchise in the
public interest. Grantee shall not be relieved of its obligations to comply with any of the provisions of this
Franchise by reason of any failure of the County to enforce prompt compliance, nor does the County
waive or Iimit any of its rights under this Franchise by reason of such failure or neglect.
32. ENVIROIVMEliT'I'AL OBLIGA,TIONS
Environmental Obligations of Grantee: Grantee shall coniply with all environmental protection
laws, rules, recommendations, and regulations of the United States and the State of Washington, and their
various subdivisions and agencies as they presently exist or may hereafter be enacted, promulgated, or
amended, and shall indemnify and hold the County harmless from any and all damages arising, or which.
_ may arise, or be caused by, or result from the failure of Grantee fully to comply with any such Iaws, rules,
recommendations, or regulations, whether or not. Grantee's acts- or activities were intentional or
unintentional. Grantee shall furtY►er indemnify the County against all losses, costs, and expenses
. (including legal expenses) which the County may incur as a result of the requiremenf of any goverrurient
or governmental subdivision or agency to clean and/or remove any pollution caused or permitted by
Grantee, whether said requirement is during the term of the Franchise or subsequent to its termination.
33. INDEMNIFICATION ~
Grantee hereby releases, covenants not to bring suit, and agrees to indemnify, defend and hold
harmless the County, its elected officials, employees, agents, and volunteers from any and all clauns, cost
and. expense, judgments, cause of action, damages, loss, awards or liability to any person, including
clauns by Grantee's own employees to which Grantee might otherwise be unmune under Title 51 RCW,
arising from injury, sickness, or death of any person or damage to property, to the extent caused by the
negligent acts or omissions of Grantee, its agents, servanfis, officers or employees in performing activities
authorized by this Franchise.
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Grantee further releases, covenants not to bring suit and agrees to indemrufy, defend and hold
harmless the County, its elected officials, employees, agents, and volunteers from any and all claims,
costs, judgments, awards or liability to any persons (including claims by Grantee's. own employees,
including those claims to which Grantee might otherwise have immunity under Title 51 RCW) arising
against the County solely by virtue of the County's ownership or control of the rights of way or other
public properties, by virtue of Grantee's exercise of the rights granted herein, or by virtue of the County's
pernutting Grantee's use of the Right of Way or other public property based upon the inspection or lack
of inspection of work performed by Grantee, its agents and servants, officers or employees in connection
with work.authorized on the County's property or property over which the County has control, pursuant
to this Franchise or pursuant to any other permit or approval issued in connection with this Franchise.
This covenarit of indemnification shall include, but not be limited by this reference, claims against the
County arising as a result of the negligent acts or omissions of Grantee, its agents, servants, officers or
employees in barricading, instituting trench safety systems or provicling other adequate warnings of any
excadation, construction, or work in any Right of Way or other public place in performance of work or
services permitted under this Franchise.
If final judgment is rendered against the County, its elected officials, employees, agents, and
volunteers, or any of them, Grantee, its successors or assigns, shall fully satisfy said judgment within
ninety (90) days.
Grantee also hereby agrees to indemnify the County for any damages, claims, additional costs or
expenses assessed against or payable by the County arising out of or resulting, directly or indirectly, from
Grantee's failure to remove, adjust or relocate any of its Facilities in the Rights of Way in a timely manner
in accordance with a reasonable relocation schedule furnished to Grantee by the County Engineer, unless
_ Grantee's failure arises directly from the County's negligence or willful misconduct. -
Inspection or acceptance by the County of any work performed by Grantee at the time of
completion of construction shall not be grounds for avoidance of any of these covenants of
indemnification. Said indemnification obligations shall extend to, claims that are not reduced to a suit and
any claims that may be compromised prior to the culmination of any litigation or the instifution of any
litigation.
In the event Grantee refuses to undertake the defense of any suit or any claim, after the County's
request for defense and indemnification has been made pursuant to the indemnification clauses contained
herein, and Grantee's refusal is subsequently determined by a court having jurisdiction, or such other
tribunal that the parties shall agree to decide the matter, to have been a wrongful refusal on the part of
Grantee, then Grantee shall pay all of the County's costs and expenses for defense of the action, including
reasonable attorneys' fees of recovery under this indemnification clause as wellas any judgment against
the County.
Should a court of competent jurisdiction determine that this Franchise is suUject to RCW 4.24.115,
then, in the event of liability for damages arising out of bodily injury to persons or damages to property
caused by.or resulting from tlie concurrent negligence of Grantee or the County, its officers, employees
and agents, Grantee's liability hereunder shall be only to the extent of Grantee's negligence. It is further
specifically and expressly understood that the indemnification provided in Section 16 constitutes
Grantee's waiver of unmunity under Title 51 RCW, solely for the purposes of this indemnification. This
waiver has been mutually negotiated by the parties.
. 4641733
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34. INSLJIZAtiTCE
During the term of this Franchise, fihe Grantee shall obtain and maintain commercial general
liability insurance with lunits of at Ieast one million dollars ($1,000,000.00) per occurrence and two million
dollars ($2,000,000.00) aggregate, subject only to such reasonable risk retention to the Grantee as is
specified in any such policy. The County shall be named as an additional named insured. The County
reserves the right to increase the lunits of such insurance during the term of the Franchise to amounts that
are reasonable, prudent and consistent with good commercial insurance practice. The County will
. provide the Grantee three (3) months advance written notification of any increase in the amount of
insurance coverage. In the event the Grantee disagrees wifih any increase in the amount of insurance
coverage, it may ernploy, at its own expense, a Risk Analysis familiar with public entify utility liability
issues. The Risk Analysis shall be jointly selected by the County and Grantee. The County agrees to accept
the opinion of the Risk Analysis as to any increase in the amount of insurance coverage required by the
County.
On or before thirty (30) days of the anniversary date of the franchise, Grantee shall. file with the
County Clerk, with a copy to the County Risk Manager, proof of continued insurance coverage, at least in
the amounts required in this Section, through a Certificate of Insurance including the additional insured
endorsement indicating County coverage required herein and a provision that said coverage may not be
canceled or reduced without at Ieast thirty (30) days notice to the County, filed as above provicied.
In those situations where, through the Grantee's negligent or intentional acts or omissions,
damage has occurred, Grantee's inswrance shall be primary to any County insurance .coverage or, in the
event the County is self insured, any Grantee policy shall afford first dollar protection coverage for risks
included in Grantee's operations.
35. ACQUIRING NEW FACILI'TIES
Upon Grantee's acquisition of any new Facilities in the Rights of Way, or upon any addition or
annexation to the County of any area in which Grantee retains any such Facilities in the Rights of Way,
the Grantee shall submit to the County a writEen statement describing all Facilities involved, whether
authorized by Franchise or any other form of prior right, and specifying the location of all such Facilities.
Such Facilities shall immediately. be subject to the terms of this Franchise.
36. COMPLIA,NCE WITH NEV 1ZEGLTLA.'I'IONS.
Spokane County reserves for itself the right to change, amend, modify, or amplify this Franchise
to conform to any state statute, or . County regulation, Utility Accommodation PIan, or Right of Way
regrulation, State . and National Codes, Standards, and Regulations as may hereafter be enacted, adopted
or promulgated. If the Grantee fails to. comply with its terms and condiiions, or if the Grantee fails to -
comply with such changes, amendments, modifications, and/ or amplifications, this Franchise may be
terminated at any time upon ninety (90) days written notice to the Grantee to terminate this Franchise and
upon termination Spokane County shall have a lien upon all equipment and materials erected or placed
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under this Franchise, which lien may be enforced to reimburse Spokane County for any reasonable
expenses and payments incurred in terminatirig this Franchise and to cure defaults by the Grantee.
The County and Grantee hereUy reserve the right to also alter, amend or modify the terms and
conditions of the Franchise upon written agreement of both parties to such amendment.
37. SEV'EIZABILI'1'Y
If any section, sentence, clause or phrase of this Franchise should be held to be invalid or
unconstitutional by a court of competent jurisdiction, such invalidity or unconstitutionality shall not affect
the validity or constitutionality of any other section, sentence, clause or phrase of this Franchise. In the
event that any of the provisions of this Franchise are held to be invalid by a court of competent
jurisd.iction, the County reserves the right to reconsider the grant of this Franchise and may amend,
repeal, add, replace or modify any other provision of this Franchise, or may terminate this Franchise.
38. liTO'TICE
Any notice provided for under this Franchise shall be sufficient if it is in writing and delivered
personally to the following addressee or delivered by certified mail with a return receipt requested.
Spokane County Public Works Division of Engineering and Roads
1026 West Broadway Avenue
Spokane, Washington 99260-0170 39. ACCEP'I'Al\TCE As a condition precedent to this Franchise taking effect, a written letter of full acceptance must be
filed with the Clerk of the Board of County Commissioners of Spokane County and recorded with the
County Auditor accepting all terms and conditions as set forth in this Franchise within thiriy days from
the date signed by the Board of County Conlmissioners. Such acceptance shall be unqualified and shall
be construed to be an acceptance of all the terms, conditions and restriciions contained in this Franchise.
The Grantee's written acceptance shall include the identification of an official liaison that will act as the
. County's contact for all issues regarding this Franchise. . The Grantee shall notify the Counfy of any
change in the identity of its liaison. A failure on the part of Grantee to file such written acceptance within
such time shall be deemed an abandonment and. rejection of the rights and privileges conferred hereby
and this Franchise Agreement shall be null and void. .
DATED at SPOKANE, WASHINGTON, this 6/?ff i6ay of O~~ , 2000.
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• . 10~15(2001 48;53A
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44 G-i ~ Cr~r1,~;. ~
I I r~. ,P BOARD OF COUNTY COMMISSIONERS
OF SPOKANE COUNTY, WASHINGTON
~ A0i~~h
, JEf'1l•
P~-I r . ARRIS CHAIR
ATTEST: VICKY M. DALTON CLERK OF THE BOARD
~ M. KATE VcC A IN, VICE-CHAIR
. DANIELA ERICKSON, DEPUTY
J ROSKELLEY
~ The Grantee, ~nA p~ d, I,,* a corporation, hereinbefore refened to, for
itself, and for its successors and assigns, does accept all of the terms and conditions of the foregoing
franchise.
,
D06u,b,+ Manager
STATE OF WASHINGTON ) COUNTY OF SPOKANE ) ss
A
I certify that I know or have satisfactory evidence that o 0.t rf~A-i,,~ _
(is/are) the individual(s) who appeared before me, and said individual(s) acknowledged that
(he/she/they) signed this instrument, on oath stated that (he/she/they) (was/were) authorized to
execute the instrument and acknowledged it as the
of
to be the free and voluntary act of such party or the uses and purposes mentioned in the.
instrument.
Dated this daY of ~ . , 20b( . . .
. . _ ~ .
Of FICIAL SEAL
JAl`iIS E. POTFSKY
: noTAxY PLJsLic NOTARY PUBLIC ~
STATE OF WASPiII`IQTOI`i '
~ rrY coMMission Ex.PIxES In and for the State of Washington,
2005
sEPr 8 .
. '
. . . . . . . . ~ ' . . . . . , . residing at Spokane.
My appointment expires:Cl \3 -(`k
.
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EXHIBIT "A"
Franchise No.. 1 0964C
overs all County roads, highways, and rights of ways located within the .
following Townships, Ranges, and Sections, less all incorporated areas within Spokane County:
TOWNSHIP RANGE SECTIONS
21 40 1-36
22 40 1-36
23 40 1-36
24 40 1-36
25 40 1-36
26 40 1-36
27 40 1, 12-17, 21-36
21 41 1-36
22 41 1-36
23 41 1-36
24 41 1-36
25 41 1-36
26 41 1-36
27 41 5-8, 16-22, 26-36
28 41 31, 32
21 42 1-36
22 42 1-36
23 42 1-36
24 42 1-36
25 42 1-36
26 42 1-36
27 42 1-5, 8-17, 20-29, 31-36
28 . 42 1-5, 8-17, 20-29, 32-36
29 42 1-57 8-17, 20-29, 32-36
21 43 1-36
22 43 1-36 23 43 1-36
24 43 1-36
25 43 1-36
26 43 1-36 .
27 43 1-36
28 43 1-36
29 43 1-36
21 44 1-36
22 44 1-36
23 44 1-36
24 44 1-36
25 44 1-36 26 44 1-36
27 44 1-36
28 44 1-36
29 44 1-36
;
4641733
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21 45 1-36
22 45 1-3b
23 45 1-36
24 45 1-36
25 45 1-36
26 45 1-36 27 45 1-36
28 45 1-36
29 45 1-36
21 46 6, 7, 18, 19, 30, 31
22 46 . 6, 7, 18, 19, 30, 31
23 46 6, 7, 18, 19, 30, 31
24 46 6,71 18, 19, 30, 31
25 46 6, 7, 18, 19, 30, 31
26 46 6, 7, 18, 19, 30, 31
27 46 6, 7, 18, 19, 30, 31
28 46 6, 7, 18, 19, 30, 31
29 46 6, 7, 18, 19; 30, 31
. . ,
4641733
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Refereace Numbeas of Related I)ocuments: None
Ga-antor(s): Spokane County
Grantee(s): Inland Power and Light Company
]Legal Description: None
A.ssessor's Property Taz Parcel Nuffiber(s)o None
INLAND POVVER AND LIGH'I' COIVIPANY
320 E. Second Avenue
P: O. Box 4429
Spokane; WA 99220
(509) 747-7151
_Fax - (509) 747-7987 .
www.Inlandoower.com
October 2, 2001
County Commissioner Phillip D. Harris County Commissioner Kate McCaslin
Chairman Vice-Chairrriari
Board of County Commissioners Board of County Commissioners
: 1116 W. Broadway 1116 W. Broadway
Spokane, WA 99260 Spokane, WA 99260
County Commissioner John Roskelley
Board of County Commissioners
1116 W. Broadway
Spokane, WA 99260
Re: Accepta.nce of Electric Franchise