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24-186.00AvistaFloraCrossCountryComplex 74-- g Avista Corp. 11 East 1411 Mission Ave. 40ifif AN_ Spokane,WA 99202 CUSTOMER COPY Electric Service Agreement (Commercial Development WA/ID) Electric Service Agreement Date: Oct 18,2024 Expiration Date: Apr 18,2025 12:00:00 AM ESA No.: 58280 Work Order No.: 1034609800 This Electric Service Extension Agreement("Agreement")is entered into between Avista Corporation,a Washington corporation("Avista"),and City Of Spokane Valley("Developer")(sometimes, individually,a"Party",and collectively, the"Parties"). Background and Purpose.Developer wishes to have Avista extend electric distribution services to the undeveloped commercial development.The purpose of this Agreement is to set forth the scope and terms of the electric service extension,together with the respective obligations of the Parties.Therefore,the Parties agree as follows: Section 1 Electric Service Line Extension 1.1 Avista will extend electric service,consisting of a Primary Circuit and related equipment and facilities("Electric Service")to the undeveloped commercial lots within the Development. The extension of Electric Service to the Development shall be in accordance with Avista's"Line Extension,Conversion and Relocation Schedule" ("Schedule 51"),as on file with the applicable state commission. 1.2 Avista will make every reasonable effort to commence the extension of Electric Service to the Development within thirty(30)days of execution of this Agreement;provided,however,that Avista will not commence such an extension until Developer has complied with all requirements of this Agreement. 1.3 Avista shall retain ownership of the Electric Service throughout the term of this Agreement and thereafter. Section 2 Term of Agreement This Agreement will become effective on Oct 18,2024 and remain in effect for a period of five(5)years,or until all obligations and responsibilities owed by the Parties under this Agreement have been fully discharged,whichever occurs first.No extensions of the term of this Agreement shall be allowed. Section 3 Compensation 3.1 Electric Service Line Extension Costs 3.1.1 Developer is responsible for,and shall pay,all costs associated with the Electric Service line extension, as set forth in Schedule 51 ("Developer's Extension Cost Obligation"),as well as all pre-construction obligations that may be applicable.An estimate of these costs are included in the attached Exhibit A. Developer shall make such payment in advance of the extension of the Electric Service. Thereafter, Developer may,during the term of this Agreement,be entitled to receive qualifying allowances and/or refunds as provided for in Schedule 51 and determined by Avista in its sole discretion. 3.2 Pre-Construction Obligations 3.2.1 In addition to the Electric Service Line extension costs,Developer may be responsible for certain pre- construction obligations. Such pre-construction obligations include,but are not limited to,trenching, staking,and final compaction. In the event Developer is responsible for such pre-construction obligations,such cost responsibilities will be described in Exhibit A.This non-refundable cash payment must be made to Avista prior to the extension of the Electric Service. Page 2 of 15 Avista Work Order No 1034609800 Avista Corp. 1W • East 1411 Mission Ave. :our iiirosTA Spokane,WA 99202 CUSTOMER COPY 3.2.2 If Identified in Exhibit A,Developer shall be required to provide all trenching,specified conduit,backfill,and padding as required to Avista specifications.The location of said trenching shall be the responsibility of the Developer.To ensure the proper location of easements,prior to the installation of the Electric Service, Developer shall certify that all utility trenching is located within the easement identified on the preliminary plat or subdivision application.In all cases,the easements identified on the final recorded plat shall accurately reflect the actual location of the Electric Service. 3.2.3 In the event that the Electric Service is not located within the easement(s)identified in the final recorded plat, and relocation of the Electric Service is necessary,the costs of relocation shall be borne exclusively by Developer. 3.2.4 Any work described in this Section or in Exhibit A and performed by Developer,or a third party on behalf of Developer,must meet Avista's specifications,pass Avista's inspection and be coordinated with Avista's scheduled work. Section 4 Developers Responsibilities 4.1 Developer represents and warrants that the Development qualifies as a group of neighboring undeveloped lots separated by no more than streets and under the common ownership or legal control of Developer,as required by Schedule 51. 4.2 Developer shall provide Avista's Real Estate Representative with copies of the preliminary plats and the final recorded plat of the Development,as approved by the appropriate governing agency and depicting dedicated utility easements approved by the serving utilities.This obligation shall be in addition to all information required by Avista's Construction Representative. 4.3 By signing this Agreement,Developer authorizes Avista to proceed with any work necessary in the Development to accomplish the installation of the Electric Service. This includes,without limitation,the right to remove or otherwise disturb improvements in the Development,including lawns,shrubs, landscaping,driveways,and sidewalks,for the purpose of installing,maintain or removing the Electric Service, and without any obligation to restore or reimburse Developer for any resulting damages. 4.4 Developer acknowledges that,in the event Developer requests that Avista install the Electric Service during adverse ground/construction conditions("Adverse Conditions"),including,without limitation,frozen ground due to winter weather,Developer will be responsible for the repair of landscaping and/or other costs resulting from installation during such Adverse Conditions,which costs will be listed as an Exceptional Cost under Exhibit A. 4.5 Developer is required to notify Avista in any instance where Developer determines that construction or improvements within the Development may encroach on,or cross over,Avista's overhead or underground lines, meters and/or other facilities prior,to commencing said activities.All costs related to subsequent relocation of any Avista facilities necessitated by such encroachment shall be at Developer's sole cost. 4.6 Developer shall not sell,or permit others to use,Electric Service except when expressly authorized to do so under an appropriate agreement with Avista. Page 3 of 15 Avista Work Order No.: 1034609800 Avista Corp. AN East 1411 Mission Ave. Abu-- VISTA Spokane,WA 99202 CUSTOMER COPY Section 5 Underground Locates Prior to performing any required excavating work in relation to this Agreement,Avista and/or Developer shall utilize the state-mandated one-call service to mark the location of other entities'under ground utilities locations in the Development. When this Section is applicable,Avista will notify Developer in advance of such excavation and make every reasonable effort to avoid or minimize any dislocation of improvements in the Development.However,Developer is responsible for identifying or exposing any underground facilities not located by Avista prior to Avista installing the Electric Service.In the event Developer fails to identify or expose any underground facilities,Developer will be solely responsible for any damage caused to such facilities,including,but not limited to,the cost of repair such facilities. Section 6 Easements and access to Property Developer grants Avista a perpetual right of ingress,egress and access over and across the Development to install, operate,inspect,replace,and maintain the Electric Service.Upon request by Avista,Developer shall grant,convey,and warrant to Avista a perpetual,non-exclusive easement on,over,under,along,and across the Development that ensures Avista's right to construct,reconstruct,operate,maintain,upgrade,repair,remove,relocate,and replace the Electric Service and all related appurtenance. Such easement shall be in a form satisfactory to Avista and at no cost to Avista. In the event Avista is required to secure any additional easements or permits in order to install or maintain the Electric Service under this Agreement,Developer shall reimburse Avista for the actual cost applicable for securing such easements and permits. Section 7 Mutual Indemnification Each Party shall indemnify and defend the other Party,their directors,officers,employees and agents(collectively, "Indemnities")from all claims,demands,suit losses,costs,and damages of every kind or nature,including attorney's fees(collectively,a"Loss")resulting from,arising out of,or in any way connected with any willful misconduct or negligence by the indemnifying Party.In the event that any such Loss is caused by the negligence of both Parties,the Loss will be borne by the Parties in proportion that their respective negligence bears to the total negligence causing the Loss. Section 8 Party Representatives and Notices 8.1 Party Representative 8.1.1 Avista's Construction Representative, Skyler Mayfield,will be the point of contact for Avista in all matters requiring Avista's approval,acceptance,authorization,and/or notice under this Agreement. Where identified herein,any required notice to Avista's Real Estate Representative shall be as provided in Section 8.2,below. 8.1.2 Developer's Representative, City Of Spokane Valley,will be the point of contact for Developer in all matters requiring Developer's approval,acceptance,authorization,and/or notice under this Agreement. 8.2 Notices to the Parties 8.2.1 All notices,demands,requests,or other communications under this Agreement must be in writing and sent by mail(postage prepaid),or delivered to the other Party either electronically or by a recognized commercial courier,addressed as set forth in Exhibit A. Such notices,demands,requests,and other communications will be deemed given as of the date delivered,or,if sent electronically or by mail,upon receipt. 8.2.2 Either Party may change its address,designated Representative,or other point-of-contact or delegate by providing written notice to the other Party as set forth above. Page 4 of 15 Avista Work Order No 1034609800 Avista Corp. East 1411 Mission Ave. AP orVISTA Spokane,WA 99202 CUSTOMER COPY Section 9 Miscellaneous Provisions 9.1 Electric Service.Any receipt and use of electric service shall be expressly conditioned upon,and subject to,the applicable Tariffs,as on file with the applicable state commission. 9.2 Entire Agreement.This Agreement consists of the following documents which are(i)incorporated into this Agreement; (ii)listed in descending order of precedence; and(iii)attached or referenced: Exhibit A: Construction Cost Worksheet Exhibit B: Sample Letter of Credit No other understandings,oral or otherwise,regarding the subject matter of this Agreement will bind the signatories to this Agreement unless agreed to by both Parties in writing. 9.3 Assignment by Developer.Developer shall not assign this Agreement,or any right or interest contained herein, without the prior written consent of Avista.Assignment without Avista's prior written consent will be voidable at Avista's sole option.No such Assignment,with or without Avista's prior written consent,will relieve Developer from its responsibilities under this Agreement. 9.4 Survival.Any provision of this Agreement which may reasonably be interpreted or construed as surviving the completion,termination,or cancellation of this Agreement will survive the completion,termination,or cancellation of this Agreement. 9.5 Severability.The invalidity or unenforceability of any provision of the Agreement will not affect any other provisions;the Agreement will be construed in all respects as if such invalid or unenforceable provisions were omitted. 9.6 Amendments/Modifications. Any amendment or modification to the provisions of this Agreement will not be effective unless made by written amendment executed by both Parties. 9.7 Third Party Beneficiaries.Nothing in this Agreement is intended to confer any right or benefit on a person or entity not a Party to this Agreement,or impose any obligations of either Party to the Agreement on persons or entities not a Party to this Agreement. 9.8 Waiver of Provisions.The failure of a Party to insist upon or enforce performance of any of the provisions or to exercise any rights under the Agreement will not be construed as a waiver or relinquishment to any extent of its right to assert or rely upon any such provisions or rights in that or any other instance;rather,the same will be and remain in full force and effect. 9.9 Negotiation of Agreement.This Agreement,and each of the terms and provisions hereof,are deemed to have been explicitly negotiated,and the language in all parts of this Agreement shall,in all cases,be construed according to their fair meaning and not strictly for or against either Party. 9.10 Governing Law,Venue,and Attorney's Fees. This Agreement will be construed and interpreted in accordance with the laws of the State in which the Development is located,excluding any choice of law rules.In the event of any action to enforce or interpret this Agreement,the prevailing party shall be entitled to an award of its reasonable costs and attorney's fees. 9.11 Effectiveness. This Agreement is effect on the date of the last signature below. Electronic Signatures. Each party agrees that the electronic signatures of the parties included in this Agreement are 9.12 intended to authenticate this writing and to have the same force and effect as manual signatures.Electronic signature means any electronic sound,symbol,or process attached to or logically associated with a record and executed and adopted by a party with the intent to sign such record,including facsimile or email electronic signatures Page 5 of 15 Avista Work Order No.: 1034609800 Avista Corp. AN East 1411 Mission Ave. AN_ Spokane,WA 99202 CUSTOMER COPY This Agreement has been signed by each Party's authorized representative on the date(s)set forth below. Check# Or Other: Amount: $5,509.20 Previous Extension#: Avista rporation City Of Spokane Valley (S' re) (Sig ature) Skyler Mayfield n�� 14?)t ✓44.A)r (Printed Name) (Printed Name) G�•sfove,- PrcjCCF (o19,1(6a4s'- Cti'Y VOAn1AGt1 (Title) (Title) it- Y- 202-y !o- 30-24 (Date Signed) (Date Signed) ESA#: 58280 Work Order#: 1034609800 Page 6 of 15 Avista Work Order No.: 1034609800 EXHIBIT(A) CUSTOMER COPY Bill Type:C.I.A.0 I.CUSTOMER INFORMATION CUSTOMER,who is a(n):OWNER Name: City Of Spokane Valley Mailing Address: &METERED INTERSECTIONS C/O STREET DEPARTMENT-SIGNALS SPOKANE,WA 99202 Phone Number: (509)232-8801 II.JOB INFORMATION ELECTRIC (Ft.) Overhead Volts Phase EXTENSION (Ft.) Underground Volts Phase ELECTRIC (Ft.) Overhead Volts Phase SERVICE (Ft.) Underground Volts Phase BUILDERS FEE: 0.00 TO SERVE: LOCATED AT: 2710 N FLORA RD Name of Plat: or Legal Description: or Location: SPOKANE Construction Contribution Scale III.CONSTRUCTION CONTRIBUTIONS CONSTRUCTION CONTRIBUTIONS CUSTOMER NAME City Of Spokane Valley WORK ORDER# 1034609800 MAILING ADDRESS &METERED INTERSECTIONS C/O STREET DEPARTMENT-SIGNALS SPOKANE,WA 99202 BASIC COST Length Rate Per Ft Fixed Rate Allowance Totals BASIC COSTService Underground 90 $10.46 $0.00 ($0.00) $941.40 BASIC COSTTransformer 0 $0.00 $5,025.00 ($0.00) $5,025.00 Overhead BASIC COST-Total $5,966.40 COST REDUCTIONS Length Rate Per Ft Fixed Rate Allowance Totals COST REDUCTIONS2"SVC Cndt 90 $2.16 $0.00 ($0.00) ($194.40) by Cust COST REDUCTIONSSvc Ditch by 90 $2.92 $0.00 ($0.00) ($262.80) Cust COST REDUCTIONS-Total ($457.20) Page 7 of 15 Run Date: Oct 23,2024 EXHIBIT(A) CUSTOMER COPY EXTENSION COST SUMMARY Total Basic Costs: $5,966.40 Total Exceptional:Costs: $0.00 Allowances: $0.00 Total Cust.Requested Costs: $0.00 Total Cost Reductions: -$457.20 Total Termination Costs: $0.00 Remaining Value: 0 Removal Cost: 0 Salvage Value: $0.00 Share of Previous Extension: $0.00 NET CUSTOMER COST $5,509.20 These costs are effective through Apr 18,2025 12:00:00 AM,provided that the scope and character of the work do not change. Additional exceptional costs encountered during construction and/or changes requested by the customer will be borne by the customer.The maximum amount available for refund per the W.U.T.C.or I.P.U.0 Schedule 051 is Maxrefund. IV.SPECIAL PROVISIONS Customer's Responsibilities UNLESS SPECIFIED BELOW IN SECTION V,CUSTOMER WILL BE RESPONSIBLE FOR THE FOLLOWING CONDITIONS: 1.1 Customer warrants that,prior to the start of construction,the grading is or will be within six inches(6")of final grade.The cost of future changes to Avista's electrical facilities to accommodate location or grade changes will be borne by Customer. 1.2 Customer shall not make any changes in location of structures,streets,driveways,sidewalks,alleys or other paved areas shown in any drawings(incorporated into this Agreement by this reference)prepared in anticipation of the work applicable under the Agreement,nor pave any such areas until Avista has installed any necessary underground facilities. 1.3 Customer shall install terminal equipment necessary to attach to Avista's service connection(s)that is accordance with Avista's standards,which will be provided to Customer prior to the work being performed. 1.4 If Customer is required or chooses to provide a ditch and/or conduit for underground facilities it must meet the required Avista specifications.The customer ditch and conduit(Schedule 40 grey electrical conduit)and sand bedding,if required must be coordinated with Avista's scheduled work and inspected by an Avista representative. Customer is responsible for locates and permits prior to digging.Customer is responsible for backfilling after facilities are installed prior to the underground facilities being energized.Cost reductions will be applied for customer provided ditches and conduit. 1.5 Customer shall provide vaults,enclosures,concrete pads,handholes,conduit or ducts,and/or equipment protective barriers, 1.6 Conduit 1.7 Customer shall be responsible for complying with all final compaction requirements and codes. V.EXCEPTIONS ESA#: 58280 Page 8 of 15 Run Date: Oct 23,2024