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20051206 CC SR Franchise Agreement with Southern California Gas Company 1 1 • RANCHO PALOS VERDES PUBLIC HEARING Date: December 6, 2005 Subject: Franchise Agreement with Southern California Gas Company Subject Property: Citywide 1. Declare the Hearing Open: Mayor 2. Report of Notice Given: City Clerk Petru 3. Staff Report & Recommendation: City Attorney Lynch 4. Public Testimony: Appellant: Applicant: 5. Council Questions: 6. Rebuttal: N/A 7. Declare Hearing Closed: Mayor 8. Council Deliberation: 9. Council Action: W:IAGENDA\public hearing format Council-Form 25.doc Revised: 01/04/05 Y i • jig MEMORANDUMPALOS RANCHO TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Carol Lynch, City Attorney DATE: December 6, 2005 SUBJECT: FRANCHISE AGREEMENT WITH SOUTHERN CALIFORNIA GAS COMPANY RECOMMENDATION Read Ordinance No. "AN ORDINANCE OF THE CITY OF RANCHO PALOS VERDES GRANTING TO SOUTHERN CALIFORNIA GAS COMPANY, A CORPORATION, ITS SUCCESSORS AND ASSIGNS, THE RIGHT, PRIVILEGE AND FRANCHISE TO LAY AND USE PIPES AND APPURTENANCES FOR TRANSMITTING AND DISTRIBUTING GAS FOR ANY AND ALL PURPOSES UNDER,ALONG,ACROSS OR UPON THE PUBLIC STREETS,WAYS,ALLEYS AND PLACES,AS THE SAME NOW OR MAY HEREAFTER EXIST, WITHIN SAID MUNICIPALITY"by title only, waive further reading, and introduce the ordinance. Read Ordinance No. -U "AN ORDINANCE OF THE CITY OF RANCHO PALOS VERDES GRANTING TO SOUTHERN CALIFORNIA GAS COMPANY, A CORPORATION, ITS SUCCESSORS AND ASSIGNS, THE RIGHT, PRIVILEGE AND FRANCHISE TO LAY AND USE PIPES AND APPURTENANCES FOR TRANSMITTING AND DISTRIBUTING GAS FOR ANY AND ALL PURPOSES UNDER,ALONG,ACROSS OR UPON THE PUBLIC STREETS,WAYS,ALLEYS AND PLACES,AS THE SAME NOW OR MAY HEREAFTER EXIST, WITHIN THE CITY OF RANCHO PALOS VERDE AND DECLARING THE URGENCY THEREOF" by title only, waive further reading, and adopt the ordinance. EXECUTIVE SUMMARY Representatives of the Gas Company and the City have been negotiating the terms of a new franchise Agreement The negotiations have resulted in a proposed agreement,which is set forth in the two ordinances that are attached to this Staff report. The ordinances are identical, except for the inclusion of urgency findings in the second ordinance. The amount of the franchise fee that the City can require the Gas Company to pay is established by the State and cannot be changed by the City. The City receives approximately $160,000 annually from the Gas Company under the current franchise agreement. As is discussed below, the proposed agreement contains terms that are more favorable to the City than the terms of the existing agreement. The proposed term of the agreement is twenty-five years. Staff is recommending that the City Council approve the proposed franchise agreement by introducing and adopting the two ordinances. 862807.3 Ordinance Granting Gas Frani December 6, 2005 Page 2 BACKGROUND On September 20, 1955, the Board of Supervisors of the County of Los Angeles (the p • "County") adopted Ordinance No. 6765 ("LA County Ordinance No 6765") granting to ty . . . Southern California Gas Company(the"Gas Company")the right, privilege, and franchise (theg"Original Franchise") to lay, construct, erect, install, operate, maintain, use, repair, replace, and remove pipes, pipelines, mains, services, traps, vents, vaults, manholes, meters, au es, regulators, valves, conduits, attachments, and other appurtenances for 9 g transmitting and distributing gas for any and all purposes under, along, across, over or upon the highways,ways, and alleys of unincorporated Los Angeles County for a period of p fifty (50) years, expiring on October 21, 2005. The Cityof Rancho Palos Verdes(the"City")subsequently incorporated, and the territorial . limits of the Cityinclude former portions of the unincorporated County that were included in the Original Franchise area. Upon the City's incorporation,the administration and authority g to extend or renew the Original Franchise with respect to the newly incorporated area transferred to the City. The Gas Company filed a timely application to renew its franchise pursuant to the Franchise Act of 1937, and City Staff, the City Attorney's Office and the Gas Company have been engaged in negotiations during the past year to finalize terms for a New Franchise Agreement(the"New Franchise"). The parties were unable to reach agreement on the terms for the New Franchise agreement prior to the expiration of the Original Franchise, solo facilitate the continued negotiations,the City Council adopted Ordinance No.426-U at its meeting of October 18,2005, extending the term of the Original Franchise through and including December 20, 2005. REGULATORY FRAMEWORK Cities allow public utilities engaged in the distribution and sale of gas or water to lay and maintaini es,wires and appurtenances under, along or across a city's streets and public pp places through the grant of a franchise. General law cities may grant franchises for this either through a bidding process provided for in the Broughton Act purpose (Public Utilities Code Section 6001 et seq.)or without a bidding process under the Franchise Act of 1937 (Public Utilities Code Section 6201 et seq.). The Broughton Act applies to franchises generally. This statutory scheme requires franchises to be awarded through a competitive bidding process, and limits franchise fees to twop ercent of the franchisee's gross annual receipts arising from the use, operation or possession of the franchise. By contrast, the Franchise Act of 1937 applies to gas, oil, water and electric franchises. This statutory scheme requires a public hearing to be held prior to the award of a franchise but does not require competitive bidding. The Franchise Act of 1937 provides a statutory scheme for establishing franchise fees and establishes procedures for granting franchises. The amount of the franchise fee that would be paid to the City under the 1937 Act is the 862807.3 / Ordinance Granting Gas France* • December 6,2005 Page 3 greater of two percent (2%)of: (a)the gross annual receipts of the applicant arising from the use, operation, or possession of the franchise, or (b) one percent (1%) of the gross annual receipts that the applicant derived from the sale of the utility service within the City. Although both statutory schemes are briefly summarized below, the City has been negotiating with the Gas Company pursuant to the provisions of the 1937 Act. A. Broughton Act Under the Broughton Act,the party seeking a franchise initiates the request for a proposed franchise by filing an application with the City. Upon receipt of the application for a franchise, the City must publish an advertisement describing the proposed franchise, indicating that bids for the described franchise will be accepted, and stating that the franchise will be awarded to the highest bidder and that the successful bidder will be required to pay the City two percent (2%)of the gross annual receipts arising from the use, operation or possession of the franchise.The advertisement must be published once a day for ten (10)consecutive days in a daily newspaper or, if no daily newspaper is published in the City, once a week for four(4) successive weeks in a weekly newspaper. The publication shall be completed not less than twenty(20)nor more than thirty(30)days prior to the City taking further action on the franchise application. (Id.) The Broughton Act contains some limitations on the City's authority to regulate gas and water franchises. The City may impose such additional terms and conditions on a franchise as it deems necessary for the public interest, provided those terms and conditions do not conflict with the provisions of the Broughton Act. However,the City may not regulate the rates or internal operations of the utility by the grant of the franchise or through an enabling ordinance, since such authority is vested exclusively with the California Public Utilities Commission. The City may not include a clause or condition in franchises granted under the Broughton Act that directly or indirectly restricts free and open competition in bidding;nor may the City include any cause or condition that favors one person,firm or corporation over another in bidding for the purchase of the proposed franchise. (Cal. Pub. Util. Code § 6003.) B. Franchise Act of 1937 Under the Franchise Act of 1937, the party seeking a franchise initiates the request for a proposed franchise by filing an application with the City. The application must contain a statement by the applicant that during the life of the franchise the applicant will pay the City the greater of two percent (2%)of the gross annual receipts of the applicant arising from the use,operation,or possession of the franchise or one percent(1%)of the gross annual receipts that the applicant derived from the sale of the utility service within the City. Upon receipt of the application for a franchise, the City must publish a resolution of intention to grant the franchise and then to hold a public hearing prior to adopting the franchise ordinance. 862807.3 T 1 Ordinance Granting Gas Franc,'" December 6, 2005 Page 4 The Franchise Act of 1937 contains some limitations on the City's authority to regulate gas and water franchises. As outlined more fully below, the City may impose such additional terms and conditions on a franchise as it deems necessary for the public interest, provided those terms and conditions do not conflict with the provisions of the Franchise Act of 1937. However,the City may not regulate the rates or internal operations of the utility by the grant of the franchise or through an enabling ordinance, since such authority is vested exclusively with the California Public Utilities Commission. 1. Franchise Fee The amount of the franchise fee the City may collect is fixed by State law. (Cal. Pub. Util. Code § 6231.) Section 6231(c) of the Public Utilities Code establishes the payment formula for a franchise granted under the Franchise Act of 1937: "[T]he applicant if granted the franchise will pay to the municipality during the life of the franchise 2 percent of the applicant's gross annual receipts arising from the use, operation, or possession of the franchise, except that this payment shall be not less than 1 percent of the applicant's gross annual receipts derived from the sale within limits of the municipality of the utility service for which the franchise is awarded." [Emphasis added.] 2. Term The City may grant a franchise for as short or as long a term as can be negotiated. (Cal. Pub. Util. Code§6264.) If no term is specified, State law provides that franchise remains in force indefinitely, unless it is surrendered or abandoned, purchased, taken by eminent domain or forfeited. "Every franchise granted pursuant to this Chapter, except when a definite term thereof is specified in the Ordinance granting it is indeterminate, that is to say, every such franchise shall endure in full force and effect until, with the consent of the Public Utilities Commission, it is voluntarily • surrendered or abandoned by its possessor, or until the State or some municipal or public corporation purchases by voluntary agreement or condemns and takes under the power of eminent domain, all property actually used and useful in the exercise of the franchise and situated within the territorial limits of the State, municipal, or public corporation purchasing or condemning such property, or until the franchise is forfeited for noncompliance with its terms by the possessor thereof." (Public Utility Code Section 6264.) 3. Relocations In the event the City desires to widen, realign or relocate a street, State law provides that the franchisee pay the cost of relocating its facilities. (Cal. Pub. Util. Code § 6297.) To C.7 862807.3 t 1 Ordinance Granting Gas Franc. December 6,2005 Page 5 avoid any confusion, language is typically included in the franchise agreement expressly setting forth this requirement. It should be noted, however,that if the relocation is required by a private entity or another utility constructed later in time, the franchise language will often require such other entity to pay the cost of relocating the franchisee's facilities. (City of Anaheim v. Metropolitan Water District(1978) 82 Cal.App.3d 763.) 4. Compliance with Local Laws; Payment of Repairs State law requires each franchisee to construct, install, and maintain all pipes, conduits, poles,wires,and appurtenances in accordance and in conformity with all local ordinances. (Cal. Pub. Util. Code § 6294.) In addition, the City may impose express provisions requiring a franchisee to obtain an excavation permit prior to laying or replacing pipes and wires in the public right-of-way and.to file maps with the city showing the location of all such facilities within the city. Each franchisee is also required to pay the City, on demand, the cost of all repairs to public property made necessary by any of the operations of a franchisee under its franchise. (Cal. Pub. Util. Code § 6295.) 5. Indemnification and Performance Bonds. The franchise agreement must include an indemnification clause requiring the franchisee to indemnify and hold harmless the City and its officers from all liability. (Cal. Pub. Util. Code§6296). In addition,the City may require, as a condition of granting a franchise,that the franchisee post a performance bond with the City to ensure that the franchisee faithfully fulfills and performs its obligations under the franchise. (Cal. Pub. Util. Code § 6301). 6. Additional Considerations Pursuant to Section 6203 of the Public Utilities Code, the City may impose such other terms and conditions on its grant of a franchise as it deems necessary to promote the public interest, provide those terms and conditions are consistent with the provisions of the Franchise Act of 1937. To summarize, The Franchise Act of 1937 provides the City with more flexibility in negotiating and regulating franchises. Although the Broughton Act provides that the public entity must award the franchise to the "highest bidder", in reality this provision has little impact in these circumstances due to the fact that the PUC regulates the franchise fee under both .statutes. In addition, the Gas Company is an established utility with infrastructure in place. The likelihood of finding a competitor that is interested in starting a new franchise in the City appears to be extremely remote. Thus, the added cost of advertising for bids, the longer process generally associated with the Broughton Act, and the greater restrictions imposed on local governmental entities were the factors that the City considered in proceeding to negotiate with the Gas Company pursuant to the provisions of the 1937 Act. 862807.3 • J Ordinance Granting Gas Frant4 • December 6, 2005 Page 6 DISCUSSION The City and the Gas Company have been negotiating terms for the renewal of the Gas Company's existing franchise(the"Original Franchise")for the better part of the past year. The Gas Company has developed a standard franchise agreement form that served as the starting point for negotiations, but the City's negotiating team was able to obtain several concessions that are worthy of note. Term Section Two, subparagraph (b) prescribes the term of the proposed Franchise. The Gas Company initially sought a franchise with an indeterminate term. Such a grant would allow the franchise to endure in full force and effect until, with the consent of the Public Utilities Commission, it is voluntarily surrendered or abandoned by its possessor. This would preclude the Cityfrom renegotiating the franchise in the future. After several rounds of discussion, however,the Gas Company is now proposing a definite term of 25 years,which is half of the term of the Original Franchise. The ultimate length of the franchise term is at the discretion of the City Council, but staffs research indicates that most communities have indeterminate terms and no franchise agreements were located with terms less than 25 years. Franchise Amendments Section Two, (c)sub ara ra hrescribes the procedure for amending the Franchise in the P 9 pp event the Legislature makes changes to the Franchise Act of 1937. The Gas Company originally proposed a process that would have allowed the parties to amend the agreement only once every ten years. After negotiations, however,the Gas Company agreed to terms that provide for the parties to meet and negotiate changes to the franchise agreement in good faith if the Legislature amends the Franchise Act of 1937 in a manner that materially affects or alters the rights of either party under the franchise agreement. Franchise Fee As currently drafted, Section Three provides a separate amendment procedure if the Legislature were to amend the Franchise Act of 1937 in a manner that would affect the amount of the franchise fee that the City may collect. The standard franchise agreement proposed by the Gas Company would have lumped amendments to the franchise fee under the general amendment procedures discussed above in the previous section,limiting any adjustments to once every ten (10)years. The City was able to negotiate a provision that will allow for automatic adjustments (either up or down)to the maximum franchise fee that is collected to reflect the amount that is authorized by State law. However,an upward adjustment would not take effect until the California Public Utilities Commission ("CPUC") approves an application by the Gas Company for a rate adjustment commensurate with any such increase in the permissible franchise fee under the 1937 Act. This provision is a significant departure from the standard franchise agreement utilized by the Gas Company and offers a level of protection to the City that will ensure the City is able to collect the 862807.3 Ordinance Granting Gas Franc.. December 6,2005 Page 7 maximum franchise feepermitted bylaw, even if that rate increases after the City grants the New Franchise. Relocation of Facilities The Franchise Act of 1937 allows the City to require that the Gas Company relocate, at its own expense, any of its facilities in the public right-of-way when necessary to accommodate a valid public project such as widening of a street or construction of storm drains or sewers. Section Seven, paragraph (d) sets forth this requirement. The Gas Company originally proposed a very narrow provision that would not have adequately protected the City. Subject to any limitations imposed by State or Federal law, the City negotiated a broader protection that expands the definition of"public project"and requires the Gas Company to relocate or remove its facilities at no cost to the City. This is a substantial increase in the protection afforded most communities and conforms with the court's broader interpretation of the Gas Company's obligations under State Law. Indemnification Section Seven of the proposed Franchise includes requirements for insurance and indemnification, which include indemnification for the removal of any hazardous contamination caused by the Gas Company or its facilities. Work within the Public Streets Section Eight requires the Gas Company to work with the public works department when work will be performed within the public streets including a requirement that the streets be restored to the Director's reasonable satisfaction following the completion of the work. It should be noted vents for underground facilities may extend above grade,when the vents will be located between the curb and the property line. This is situation that currently exists in the City. Reimbursement for Costs The Franchise Act of 1937 entitles the City to receive reimbursement for the costs of publication and other actual and reasonable costs incurred in processing an application for a franchise. Section Fourteen of the Franchise affirmatively imposes this duty on the Gas Company. The Gas Company originally sought to limit this obligation solely to publication costs. The City, however, successfully negotiated to require reimbursement for other expenses, including the legal costs incurred by the City in reviewing and processing the franchise request, up to a maximum total of$7,500. City staff believes the terms of the proposed Franchise are favorable to the City and comply with the applicable provisions of State and Federal Law. 862807.3 „ • i, Ordinance Granting Gas Franc.i December 6,2005 Page 8 Additional Information The Council has requested copies of franchise agreements from other jurisdictions. The City Attorney's office has contacted other agencies and found that the vast majority of cities have franchises with indeterminate terms negotiated back in the 1940s and 1950s that lack the protections agencies usually seek today. The City was able to obtain a franchise agreement negotiated by the County of San Bernardino in 1991. The terms negotiated by the City in the Proposed Agreement are generally more favorable than the terms the County obtained. Most of the provisions in the County ordinance are the standard provisions set forth in the Gas Company's standard franchise agreement. For example, the County franchise provides for the following: • a 50-year term , rather than the 25-year term proposed in the City's Franchise [County Franchise Section 2(b)]; • the narrower relocation obligations originally proposed by the Gas Company in our negotiations [County Franchise Section 7(d)]; • reimbursement for publication expenses only[County Franchise Section 11]. It should be noted, however, that the County's franchise agreement does include slightly more favorable terms in connection with amendments to the franchise fee that may be collected. Like the City's proposed franchise agreement, Section Three of the County franchise provides that franchise fees shall be automatically adjusted to reflect any changes to the 1937 Act that effect the amount of franchise fees that may be permissibly collected. Unlike the City's Proposed Agreement, the County's agreement did not delay the effect of such increases pending approval by the CPUC of an application by the Gas Company for a rate adjustment commensurate with any such increase. The Gas Company's negotiating team indicated this provision is not something the Gas Company typically agrees to and will be available at the Council meeting to answer questions regarding the San Bernardino ordinance. Urgency Ordinance . As the Council is aware,the Ori inal Franchise(as extended by the Council on October 18, 2005) is set to expire on the 20in of this month. Assuming the Council introduces the non- urgency Ordinance awarding the new Franchise this evening, second reading will be g scheduled for December 20, 2005. Since the new Franchise will not take effect until 30 days after second reading, it is necessary to adopt an urgency version of the new Franchise to ensure that there is no interruption in gas service to the City's residents. This urgency ordinance must take effect immediately. Thus, the City Council must adopt the g Y proposed urgency ordinance by at least a four-fifths vote and further must find that it is necessary that the proposed ordinance take immediate effect for the preservation of the public health, safetyand welfare. Staff believes the following facts, which are set forth in Section 17 of the urgency ordinance, provide the legal basis for making these findings: 862807.3 Ordinance Granting Gas France December 6, 2005 Page 9 • The Gas Company is a quasi-public utility that supplies natural gas service within the boundaries of the City. The gas service to the City's residents must be continued without interruption in order to protect the public health, safety and welfare of the residents therein and the general public. Therefore, it is necessary to grant a new franchise before the expiration of the Original Franchise in order to ensure that the gas service continues without interruption of service. The Original Franchise is set to expire at 11:59p.m. on December 20, 2005. The parties have reached final agreement on the terms for a new franchise, but there is insufficient time for, the parties to complete these negotiations and adopt an ordinance granting a new franchise before the Original Franchise expires. Further, there is insufficient time for the proposed ordinance granting a new Franchise to become effective without a single reading and immediate effectiveness. It is therefore urgent that the grant of the new franchise become effective immediately to prevent an interruption in the gas service provided by the Gas Company to the City's residents. An interruption in such service is of great p Y public concern. The residents rely on natural gas for cooking, heating, and other necessities of daily life. It is imperative that the gas service to the City's residents be continued without interruption in order to protect the public health, safety and welfare of the residents therein and the general public. The proposed ordinance is necessary for the immediate preservation of thep ublic health, safety and welfare, declares the facts constituting the urgency, and is passed by at least a four-fifths vote of the City Council. Accordingly, the proposed ordinance should be adopted immediately upon introduction pursuant to Government Code Section 36934 and should take effect immediately pursuant to Government Code Section 36937(b). If enacted, the proposed Ordinance will grant a new franchise to the Gas Company for p p , . . twenty-five years that is subject to all of the terms and conditions discussed above. If the Y City Council concurs with staffs recommendation that the ordinance be introduced and immediately adopted,ted,the Council should read the proposed Ordinance by title only,waive further reading and adopt the Ordinance. CONCLUSION Adopting the staff recommendation will immediately grant a new gas franchise to Southern California for a term of 25-years, thereby ensuring that there is no interruption in the provision of gas service to the City's residents. Respectfully submitted, 7siv d by, Carol ,L nchCityAttorney Les Evans, City Manager Y Attachments: Draft Ordinances, Current Ordinance, San Bernardino Franchise 862807.3 / 0 ) _.fes: I , ORDINANCE NO. AN ORDINANCE OF THE CITY OF RANCHO PALOS VERDES GRANTING TO THE SOUTHERN CALIFORNIA GAS COMPANY, A CORPORATION, ITS SUCCESSORS AND ASSIGNS, THE RIGHT, PRIVILEGE AND FRANCHISE TO LAY AND USE PIPES AND APPURTENANCES FOR TRANSMITTING AND DISTRIBUTING GAS FOR ANY AND ALL PURPOSES UNDER, ALONG, ACROSS OR UPON THE PUBLIC STREETS, WAYS, ALLEYS AND PLACES, AS THE SAME NOW OR MAY HEREAFTER EXIST, WITHIN SAID MUNICIPALITY. THE CITY COUNCIL OF THE CITY OF RANCHO PALOS VERDES DOES ORDAIN AS FOLLOWS: SECTION ONE Whenever in this ordinance the words or phrases hereinafter in this section defined are used, they shall have the respective meanings assigned to them in the following definitions (unless, in the given instance, the context wherein they are used shall clearly import a different meaning): (a) The word "Franchisee" shall mean Southern California Gas Company, and its lawful successors or assigns; (b) The word "City" shall mean the City of Rancho Palos Verdes, a municipal corporation of the State of California, in its present incorporated form or in any later reorganized, consolidated or reincorporated form; (c) The word "streets" shall mean the public streets, ways, and alleys as the same now or may hereafter exist within said City; (d) The word "Director" shall mean the Director of Public Works of the City; (e) The word "franchise" shall mean and include any authorization granted hereunder in terms of a franchise, privilege, permit, license or otherwise to lay and use pipes and appurtenances for transmitting and distributing gas for any and all purposes under, along, across or upon the public streets, ways, and alleys in the City, and shall include and be in lieu of any existing or future City requirement to obtain a license or permit for the privilege of transacting and carrying on a business within the City or any additional territory hereinafter annexed by or consolidated with the City; provided that any such additional territory shall only be subject to one surviving franchise agreement as determined by the Los Angeles County Local Agency Formation Commission; (f) The word "gas" shall mean only natural or manufactured gas, or a mixture of natural and manufactured gas; (g) The phrase "pipes and appurtenances" shall mean pipe, pipeline, cable, main, service, trap, vent, vault, manhole, meter, gauge, regulator, valve, conduit, appliance, attachment, appurtenance and any other property located or to be located in, upon, along, 1 uacrmnnni‘ag7a7n A _ I across, under or over the streets of the City, and used or useful in, or in carrying on the business of, transmitting and distributing gas; (h) The phrase "lay and use"shall mean to lay construct, erect, install, operate, maintain, use, repair, replace, or remove; (i) The word "release" shall mean any discharge, active or passive migration, deposit, burial, emplacement, seepage, or disposal of a Contaminant into the environment originating from any Facility or from Franchisee's activities; and (j) The word "Contaminant" shall mean any material, substance or constituent originating from Franchisee's facilities or activities, whether solid, liquid, semisolid, or gaseous in nature, including any hazardous substance or waste, hazardous material, chemical compound, petroleum (or fraction thereof), or any hydrocarbon substance, pollutant or contaminant, as those terms are defined by any federal, state or local law, rule, regulation or order. (k) The phrase"Applicable Law" shall mean all present or future federal, state, municipal, or local laws, rules, regulations, ordinances, codes, orders, permit requirements,judgments, injunctions, or decrees, or any judgment or order or decree by a court applicable to the Franchisee or any of Franchisee's facilities or activities. SECTION TWO (a) By this ordinance, the City Council hereby grants to Franchisee the nonexclusive right, privilege and franchise, subject to each and all of the terms and conditions contained in this ordinance, and pursuant to the provisions of Division 3, Chapter 2 of the Public Utilities Code of the State of California, known as the Franchise Act of 1937, for the sole purpose of laying and using pipes and appurtenances to transmit and distribute gas for any and all purposes, under, along, across or upon the streets of the City or any additional territory hereinafter annexed by or consolidated with the City; provided that any such additional territory shall only be subject to one surviving franchise agreement as determined by the Los Angeles County Local Agency Formation Commission. The granting of this Franchise shall not prevent the City from granting any identical or similar franchise to any person or entity other than the Franchisee. (b) The term or period of this franchise shall be for a period of twenty-five (25 years)from and after the effective date hereof in full force and effect until the same shall, with the consent of the Public Utilities Commission of the State of California, be voluntarily surrendered or abandoned by its possessor, or until the State of California or some municipal or public corporation thereunto duly authorized by law shall purchase by voluntary agreement or shall condemn and take under the power of eminent domain, all property actually used and useful in the exercise of this franchise, and situated within the territorial limits of the State, municipal or public corporation purchasing or condemning such property, or until this franchise shall be forfeited for noncompliance with its terms by the possessor thereof. (c) In the event the Franchise Act of 1937 ("Franchise Act") is amended by the Legislature or interpreted by a final decision of the Supreme Court of the State of California in a manner that materially affects or materially changes the rights or obligations of the parties (both of which events are hereafter referred to as "Change in Law"), City or Franchisee shall meet to negotiate changes to this franchise which may be appropriate in view of such Change naaravnnni‘a17c7n A - 9 - in Law. The parties agree to meet and to negotiate in good faith in a commercially reasonable manner. SECTION THREE (a) The Franchisee shall pay to the City at the times hereinafter specified, in lawful money of the United States, a sum annually which shall be equivalent to two percent (2%)of the gross annual receipts of Franchisee arising from the use, operation or possession of said franchise; provided, however, that such payment shall in no event be less than one percent(1%)of the gross annual receipts of the Franchisee derived from the sale of gas within the limits of the City under this franchise; and further provided, notwithstanding any other provision of this Agreement, that in the event the Legislature shall amend the Franchise Act of 1937 (Public Utilities Code Section 6201-6302)to permit a franchise payment greater or less than the percentage formula specified herein, the Franchise fee agreed upon herein shall be automatically changed to the amount allowed by the Legislature in amending such act. No increase in the Franchise fee that results from the application of this section shall take effect until the Franchisee has filed in good faith and the California Public Utilities Commission (the "PUC") has approved an application to adjust rates to enable Franchisee to pass said Franchise fee increase through to consumers. The City agrees to support said application to the PUC and shall provide such reasonable assistance to the Franchisee as Franchisee may request, including, but not limited to, providing declarations and/or testimony in support of said rate adjustment. In the event the PUC approves a retroactive rate adjustment, the effective date of the increase in the Franchise fee will be correspondingly retroactive. (b) The Franchisee of this franchise shall file with the Clerk of the City within three (3) months after the expiration of the calendar year, or fractional calendar year, following the date of the grant of this franchise, and within three (3) months after the expiration of each and every calendar year thereafter, a duly verified statement showing in detail the total gross receipts of the Franchisee, its successors or assigns, during the preceding calendar year, or such fractional calendar year, from the sale of the utility service within the City for which this franchise is granted. It shall be the duty of the Franchisee to pay to the City within fifteen (15) days after the time for filing such statement in lawful money of the United States, the specified percentage of its gross receipts for the calendar year, or such fractional calendar year, covered by such statement. Any neglect, omission or refusal by said Franchisee to file such verified statement, or to pay said percentage, at the times or in the manner hereinbefore provided, shall be grounds for the declaration of a forfeiture of this franchise and of all rights thereunder. SECTION FOUR This grant is made in lieu of all other franchises owned by the Franchisee, or by any successor of the Franchisee to any rights under this franchise, for transmitting and distributing gas within the limits of the City, as said limits now or may hereafter exist, and the acceptance of the franchise hereby granted shall operate as an abandonment of all such franchises within the limits of this City, as such limits now or may hereafter exist, in lieu of which this franchise is granted. SECTION FIVE The Franchise granted hereunder shall not become effective until written acceptance thereof shall have been filed by the Franchisee thereof with the Clerk of the City. When so filed, such acceptance shall constitute a continuing agreement of the Franchisee that if and when the City shall thereafter annex or consolidate with additional territory, any and all L/ ) / 1y ona-mnnni‘al7n7R A - q ) Cn fi. franchise rights and privileges owned by the Franchisee therein shall likewise be deemed to be abandoned within the limits of the additional territory. If Franchisee fails to file the written acceptance within the time and in the manner prescribed by this Section, Franchisee shall be deemed to have accepted each and every term of the Franchise. SECTION SIX The franchise granted hereunder shall not in any way or to any extent impair or affect the right of the City to acquire the property of the Franchisee hereof either by purchase or through the exercise of the right of eminent domain, and nothing herein contained shall be construed to contract away or to modify or to abridge, either for a term or in perpetuity, the City's right of eminent domain in respect to the Franchisee; nor shall this franchise ever be given any value before any court or other public authority in any proceeding of any character in excess of the cost to the Franchisee of the necessary publication and any other sum paid by it to the City therefore at the time of the acquisition thereof. SECTION SEVEN The Franchisee of this franchise shall: (a) Construct, install and maintain all pipes and appurtenances in accordance with and in conformity with all of the ordinances, rules and regulations heretofore, or hereafter adopted by the legislative body of this City in the exercise of its police powers and not in conflict with the paramount authority of the State of California, and, as to State highways, subject to the provisions of general laws relating to the location and maintenance of such facilities; (b) Pay to the City, on demand, the cost of all repairs to public property made necessary by any operations of the franchisee under this franchise; (c) Indemnify, defend and hold harmless the City and its elected and appointed officials, officers, employees and agents from any and all liability for damages resulting from, arising out of, or claimed to arise out of, directly or indirectly, the negligent or wrongful acts, errors or omissions of Franchisee in conducting any operations under this Franchise; and be liable to the City for all damages resulting from the failure of said Franchisee well and faithfully to observe and perform each and every provision of this Franchise and each and every provision of Division 3, Chapter 2 of the Public Utilities Code of the State of California. Franchisee acknowledges that any claims, demands, losses, damages, costs, expenses, and legal liability caused by the release or spill of any Contaminant as a result of Franchisee's use of or the existence of the pipes and appurtenances are expressly within the scope of this indemnity; to the extent they are imposed or required by the state agency with responsibility for the hazardous material or waste or the release or spill, the costs, expenses, and legal liability for environmental investigations, monitoring, containment, abatement, removal, repair, cleanup, restoration, remedial work, penalties, and fines arising from the violation of any local, state, or federal law or regulation, attorney's fees, disbursements, and other response costs are expressly within the scope of this indemnity. This subsection (c) shall survive the termination or expiration of this franchise and shall continue for so long as franchise property of Franchisee is located within the City (d) To the extent no in conflict with Applicable Law, if, in the reasonable discretion of the Director, subject to appeal to the City Council, the Franchisee's Facilities conflict in any way with the construction, relocation or repair of any City facility or storm drain or Di O7a%nnn 1 t Q')7 7 A - d - I , 4 • sewer owned by the City of Rancho Palos Verdes, County of Los Angeles, or any successor agency to any of these agencies, or if the Franchisee's Facilities impede any lawful change of grade, alignment or width of any public street, way, alley or place, or conflicts with the construction of any subway or viaduct by the City or other proper governmental use of the streets (collectively referred to as "public projects"), the Franchisee shall remove or relocate its Facilities to the reasonably nearest alternative location or other location mutually agreeable to the City and the Franchisee necessary to accommodate the public project(s), either permanently or temporarily, as is mutually determined by the Director and Franchisee to be within the time required by the Director. Said removal or relocation shall be accomplished at no cost to the City. If the Franchisee, fails to remove or relocate its Facility within the required time, or to pave, surface, grade, repave, resurface or regrade, the City, to the extent permitted by Applicable Law, may cause the work to be done and shall keep an itemized account of the entire cost thereof, and the Franchisee shall reimburse the City or other public entity for such cost within thirty(30) days after presentation to said Franchisee of an itemized account of such costs. The Franchisee shall hold harmless the City, its officers and employees and the other public agency, if any, from any liability which may arise or be claimed to arise from the moving, cutting, or alteration of any of the Franchisee's Facilities, or the turning on or off of gas, electricity, cable or other services required to be accomplished by City or any other public agency as a result of the Franchisee's failure to relocate said facility by the date established by the City or other public agency. The Franchisee shall also be liable for any consequential damages incurred by the City or other public agency arising from the Franchisee's failure to timely complete the work required by this section; (e) File with the legislative body of the City within thirty(30) days after any sale, transfer, assignment or lease of this franchise, or any part thereof, or of any of the rights or privileges granted thereby, written evidence of the same, certified thereto by the Franchisee or its duly authorized officers. (f) At its own expense, Franchisee shall maintain during the life of the franchise a policy or policies of commercial general liability, including pollution legal liability coverage and workers' compensation insurance from companies authorized to transact business in the State of California by the Insurance Commissioner of California and with an A.M. Best's Rating of"A" or better. (i) The commercial general liability insurance policy shall: (A) be issued for Franchisee and name the City and its officers, agents and employees as additional insureds. (B) defend and indemnify the insureds against liability for which the Franchisee is legally obligated to pay by reason of liability imposed upon Franchisee by law or liability assumed by Franchisee under the franchise for personal injury, bodily injury, wrongful death and property damage arising from the activities conducted pursuant to the franchise by providing coverage therefore, including but not limited to, coverage for the negligent acts or omissions of Franchisee and its agents, servants and employees, committed in the conduct of franchise operations. (C) provide coverage limits in the amount of ten (10) million dollars ($10,000,000.00), per occurrence, and if a policy aggregate applies, such policy aggregate shall be twice the per occurrence limit; Daa-mnnni‘017a7R A - c - (D) be noncancellable without thirty(30) days prior written notice, ten (10) days for non-payment of premium, directed to the City Clerk. (ii) The Workers' Compensation insurance requirement may be satisfied by self-insurance if the Franchisee is a qualified self-insured as approved by the State of California Department of Industrial Relations. Franchisee shall provide City a copy of the certificate to self insure as issued by the California Department of Industrial Relations. (iii) Franchisee shall file with the City Clerk certificates of insurance providing the following information: (A) The policy number. (B) The policy effective date and the expiration date. (C) The named insured and the certificate holder/additional insured. (D) Type of coverage provided by each policy of insurance. (E) The limits of coverage (required by the franchise)for each policy of insurance: (F) If applicable, all endorsements required by this section and that form a part of the policy. (iv) Franchisee retains the right to self-insure any of the insurance requirements above, as provided for as a qualified self-insured by the State of California. Franchisee also retains the right to determine what levels of deductibles or self-insured retentions it maintains. (v) The Franchisee shall not commence operations until Franchisee has complied with the aforementioned provisions of this Section. The Franchisee shall cease operations if the Franchisee fails to maintain said policies in full force and effect. In the event any policy is cancelled, the Franchisee shall provide the City, at least five (5) business days prior to the effective date of the cancellation, but not later than one (1) day prior to the effective date of the cancellation, a certificate of insurance or confirmation of coverage binder showing that the Franchisee has replacement insurance in full force effective on the effective date of the cancellation. The Franchisee may satisfy any or all of the insurances requirements under this Section 16 through self-insurance, provided the Franchisee is a qualified self- insured as approved by the State of California and the Franchise submits evidence of such qualifications to the City. The Franchisee retains the right to determine what levels of deductibles or self-insured retentions to maintain, provided, however, that such deductibles or self-insured retentions are declared to and acknowledged by City's Risk Manager prior to the commencement of this Franchise. / 1 / DaQ7amnni%1117a7a A - A - • 411/ SECTION EIGHT (a) The Director shall have the power to give the Franchisee such directions for the location of any pipes and appurtenances as may be reasonably necessary to avoid sewers,water pipes, conduits or other structures lawfully in or under the streets; and before the work of constructing any pipes and appurtenances is commenced, the Franchisee shall file with said Director plans showing the location thereof, which shall be subject to the approval of said Director(such approval not to be unreasonably withheld); and all such construction shall be subject to the inspection of said Director and done to his or her reasonable satisfaction. All street coverings or openings of traps, vaults and manholes shall at all times be kept flush with the surface of the streets; provided, however, that vents for underground traps, vaults and manholes may extend above the surface of the streets when said vents are located in parkways, between the curb and the property line. (b) Where it is necessary to lay any underground pipes through, under or across any portion of a paved or macadamized street, the same, where practicable and economically reasonable shall be done by a tunnel or bore, so as not to disturb the foundation of such paved or macadamized street; and in the event that the same cannot be so done, or in the event it is necessary to cut the street in order to access existing pipes and appurtenances, such work shall be done under a permit to be granted by the Director upon application therefor. Provided, however, that the fee to Franchisee for such a permit shall be imposed on a nondiscriminatory basis only to the extent such fees are imposed generally on all non- governmental applicants for such permits within the City, and the amount of such fee shall not exceed the reasonable expense to the City of processing such permit and inspecting the work done thereunder. SECTION NINE If any portion of any street shall be damaged by reason of defects in any of the pipes and appurtenances maintained or constructed under this grant, or by reason of any other cause arising from the operation or existence of any pipes and appurtenances constructed or maintained under this grant, Franchisee shall, at its own cost and expense, immediately repair any such damage and restore such portion of such damaged street to as good condition as existed before such defect or other cause of damage occurred, such work to be done under the direction of the Director, and to his or her reasonable satisfaction. If the Franchisee, within ten (10) days after receipt of written notice from the City, instructing it to repair such damage, shall fail to commence to comply with such instructions, or, thereafter, shall fail diligently to prosecute such work to completion, then the City immediately may do work necessary to carry out said instructions at the cost and expense of the Franchisee, which cost and expense, the Franchisee agrees, by its acceptance of this Franchise, to pay upon demand. If such damage constitutes an immediate danger to the public health or safety requiring the immediate repair thereof, the City without notice may repair such damage and the Franchisee agrees to pay all costs incurred. SECTION TEN (a) This Franchise is granted and shall be held and enjoyed upon each and every condition contained in this Ordinance and shall be strictly construed against the Franchisee. The Franchise shall grant only those rights that are stated in plain and unambiguous terms. Franchisee shall comply with all Applicable Law in the exercise of its rights under the Franchise. If the Franchisee shall fail, neglect or refuse to comply with any of the material provisions or conditions hereof, and shall not, within thirty (30) days after written cii 1 ona7mnnna‘1217a7c A - 7 - .4) T q demand for compliance, begin the work of compliance, or after such beginning shall not prosecute the same with due diligence to completion, then the City, by its legislative body, may declare this franchise forfeited but only after a hearing shall have been conducted. Notice of such hearing shall be given to Franchisee by certified mail not less than ten (10) days prior to such hearing. (b) The City may sue in its own name for the forfeiture of this franchise, in the event of noncompliance by the Franchisee, its successors or assigns, with any of the conditions thereof. SECTION ELEVEN At all times during the term of this Franchise, Franchisee will comply with all applicable laws. SECTION TWELVE The Franchisee shall keep and preserve for a period of not less than four (4) years all financial records maintained by Franchisee in connection with this Franchise. Upon request, the Franchisee shall permit the City or its duly authorized representative to examine at reasonable times all of Franchisee's pipeline monitoring and repair reports subject to this Franchise, and any and all books, accounts, papers, maps, and other records kept or maintained by the Franchisee or under its control which concern the operations, affairs, transactions or property of the Franchisee with respect thereto. Said records shall be made available upon reasonable notice to the City at Franchisee's office in Los Angeles, California. SECTION THIRTEEN Any decision made by the Director pursuant to authority delegated in this Ordinance may be appealed by any interested person to the City Council by filing a notice of appeal with the City Clerk within fifteen (15) calendar days of the issuance of the Director's decision. The City Council shall fix a time and place for hearing such appeal, and the City Clerk shall give notice in writing to the Franchisee at the address on file with the City. The findings of the City Council shall be set forth in writing and shall be served upon the Franchisee by personal service or by depositing the notice in the United States mail, postage prepaid, addressed to the Franchisee at the address on file with the City. For purposes of seeking judicial review, the decision of the City Council shall be final when notice of the decision is served upon the Franchisee. SECTION FOURTEEN The Franchisee shall pay to the City within thirty (30)days after receiving a statement therefor, all actual and reasonable administrative and other costs incurred by the City in processing the application for a franchise, including but not limited to the costs of all technical experts, attorneys or other consultants retained by the City to negotiate the Franchise, the costs for the preparation of any reports, statements or studies reasonably required pursuant to the California Environmental Quality Act (Public Resources Code §§ 21000, et seq.,) and any similar Federal statute, or any successor statute, and for all reasonable advertising and 0 K oncrmnnni‘017A7c A - R - • publishing costs, including the cost of publishing the ordinance, if necessary, incurred in connection with the granting of the Franchise not to exceed a maximum amount of$7,500.00. SECTION FIFTEEN After the publication of this ordinance, the Franchisee shall file with the City Clerk a written acceptance of the franchise hereby granted, and an agreement to comply with the terms and conditions hereof. This Ordinance shall take effect on the 31st day after passage as provided by law. SECTION SIXTEEN In the event that either party to this Franchise commences any legal action or proceeding to enforce or interpret the provisions of this Franchise Agreement, the prevailing party in such action or proceeding shall be entitled to recover its costs of suit, including reasonable attorney's fees. SECTION SEVENTEEN If any part of this Ordinance or the application thereof to either of the parties hereto or to circumstances is for any reason held invalid by a court of competent jurisdiction, the validity of the remainder of the Ordinance or the application of such provision to the parties hereto or circumstances shall not be affected. If any part of this Ordinance is found to be invalid in a manner that affects a material term of the Franchisee, then the affected party may request renegotiation of said term pursuant to Section Two of this Ordinance. SECTION EIGHTEEN The City Clerk shall cause this Ordinance to be posted in three (3) public places in the City within fifteen (15)days after its passage, in accordance with the provisions of Section 36933 of the Government Code. The City Clerk shall further certify to the adoption and publication of this Ordinance, and shall cause this Ordinance and its certification, together with proof of publication, to be entered in the Book of Ordinances of the City Council of this City. PASSED, APPROVED and ADOPTED this day of 2005. Mayor Attest: City Clerk vna7amnni‘017a7n A -a - • City Petru,rol nn Clerk of the City of Rancho Palos Verdes, hereby certify y at a regular meeting of the City Council, held on the day of , 200_, the foregoing ordinance was adopted by the following votes: AYES: NOES: ABSENT City Clerk Dated ORDINANCE NO._=U AN ORDINANCE OF THE CITY OF RANCHO PALOS VERDES GRANTING TO SOUTHERN CALIFORNIA GAS COMPANY, A CORPORATION, ITS SUCCESSORS AND ASSIGNS, THE RIGHT, PRIVILEGE AND FRANCHISE TO LAY AND USE PIPES AND APPURTENANCES FOR TRANSMITTING AND DISTRIBUTING GAS FOR ANY AND ALL PURPOSES UNDER, ALONG, ACROSS OR UPON THE PUBLIC STREETS, WAYS, ALLEYS AND PLACES, AS THE SAME NOW OR MAY HEREAFTER EXIST, WITHIN THE CITY OF RANCHO PALOS VERDE AND DECLARING THE URGENCY THEREOF. THE CITY COUNCIL OF THE CITY OF RANCHO PALOS VERDES DOES ORDAIN AS FOLLOWS: SECTION ONE Whenever in this ordinance the words or phrases hereinafter in this section defined are used, they shall have the respective meanings assigned to them in the following definitions (unless, in the given instance, the context wherein they are used shall clearly import a different meaning): (a) The word "Franchisee" shall mean Southern California Gas Company, and its lawful successors or assigns; (b) The word "City" shall mean the City of Rancho Palos Verdes, a municipal corporation of the State of California, in its present incorporated form or in any later reorganized, consolidated or reincorporated form; (c) The word "streets" shall mean the public streets, ways, and alleys as the same now or may hereafter exist within said City; (d) The word "Director" shall mean the Director of Public Works of the City; (e) The word "franchise" shall mean and include any authorization granted hereunder in terms of a franchise, privilege, permit, license or otherwise to lay and use pipes and appurtenances for transmitting and distributing gas for any and all purposes under, along, across or upon the public streets, ways, and alleys in the City, and shall include and be in lieu of any existing or future City requirement to obtain a license or permit for the privilege of transacting and carrying on a business within the City or any additional territory hereinafter annexed by or consolidated with the City; provided that any such additional territory shall only be subject to one surviving franchise agreement as determined by the Los Angeles County Local Agency Formation CommissiOn; (f) The word "gas" shall mean only natural or manufactured gas, or a mixture of natural and manufactured gas; (g) The phrase "pipes and appurtenances" shall mean pipe, pipeline, cable, main, service, trap, vent, vault, manhole, meter, gauge, regulator, valve, conduit, appliance, attachment, appurtenance and any other property located or to be located in, upon, along, vaQ7avnnni‘aal7n1 I _ ,� - r across, under or over the streets of the City, and used or useful in, or in carrying on the business of, transmitting and distributing gas; (h) The phrase "lay and use" shall mean to lay construct, erect, install, operate, maintain, use, repair, replace, or remove; (i) The word "release" shall mean any discharge, active or passive migration, deposit, burial, emplacement, seepage, or disposal of a Contaminant into the environment originating from any Facility or from Franchisee's activities; and (j) The word "Contaminant" shall mean any material, substance or constituent originating from Franchisee's facilities or activities, whether solid, liquid, semisolid, or gaseous in nature, including any hazardous substance or waste, hazardous material, chemical compound, petroleum (or fraction thereof), or any hydrocarbon substance, pollutant or contaminant, as those terms are defined by any federal, state or local law, rule, regulation or order. (k) The phrase "Applicable Law" shall mean all present or future federal, state, municipal, or local laws, rules, regulations, ordinances, codes, orders, permit requirements,judgments, injunctions, or decrees, or any judgment or order or decree by a court applicable to the Franchisee or any of Franchisee's facilities or activities. SECTION TWO (a) By this ordinance, the City Council hereby grants to Franchisee the nonexclusive right, privilege and franchise, subject to each and all of the terms and conditions contained in this ordinance, and pursuant to the provisions of Division 3, Chapter 2 of the Public Utilities Code of the State of California, known as the Franchise Act of 1937, for the sole purpose of laying and using pipes and appurtenances to transmit and distribute gas for any and all purposes, under, along, across or upon the streets of the City or any additional territory hereinafter annexed by or consolidated with the City; provided that any such additional territory shall only be subject to one surviving franchise agreement as determined by the Los Angeles County Local Agency Formation Commission. The granting of this Franchise shall not prevent the City from granting any identical or similar franchise to any person or entity other than the Franchisee. (b) The term or period of this franchise shall be for a period of twenty-five (25 years)from and after the effective date hereof in full force and effect until the same shall, with the consent of the Public Utilities Commission of the State of California, be voluntarily surrendered or abandoned by its possessor, or until the State of California or some municipal or public corporation thereunto duly authorized by law shall purchase by voluntary agreement or shall condemn and take under the power of eminent domain, all property actually used and useful in the exercise of this franchise, and situated within the territorial limits of the State, municipal or public corporation purchasing or condemning such property, or until this franchise shall be forfeited for noncompliance with its terms by the possessor thereof. (c) In the event the Franchise Act of 1937 ("Franchise Act") is amended by the Legislature or interpreted by a final decision of the Supreme Court of the State of California in a manner that materially affects or materially changes the rights or obligations of the parties (both of which events are hereafter referred to as "Change in Law"), City or Franchisee shall meet to negotiate changes to this franchise which may be appropriate in view of such Change ono7n nnni‘acg7n1 I - 9 - 1 r 41110 in Law. The parties agree to meet and to negotiate in good faith in a commercially reasonable manner. SECTION THREE (a) The Franchisee shall pay to the City at the times hereinafter specified, in lawful money of the United States, a sum annually which shall be equivalent to two percent (2%)of the gross annual receipts of Franchisee arising from the use, operation or possession of said franchise; provided, however, that such payment shall in no event be less than one percent(1%) of the gross annual receipts of the Franchisee derived from the sale of gas within the limits of the City under this franchise; and further provided, notwithstanding any other provision of this Agreement, that in the event the Legislature shall amend the Franchise Act of 1937 (Public Utilities Code Section 6201-6302)to permit a franchise payment greater or less than the percentage formula specified herein, the Franchise fee agreed upon herein shall be automatically changed to the amount allowed by the Legislature in amending such act. No increase in the Franchise fee that results from the application of this section shall take effect until the Franchisee has filed in good faith and the California Public Utilities Commission (the "PUC") has approved an application to adjust rates to enable Franchisee to pass said Franchise fee increase through to consumers. The City agrees to support said application to the PUC and shall provide such reasonable assistance to the Franchisee as Franchisee may request, including, but not limited to, providing declarations and/or testimony in support of said rate adjustment. In the event the PUC approves a retroactive rate adjustment, the effective date of the increase in the Franchise fee will be correspondingly retroactive. (b) The Franchisee of this franchise shall file with the Clerk of the City within three (3) months after the expiration of the calendar year, or fractional calendar year, following the date of the grant of this franchise, and within three (3) months after the expiration of each and every calendar year thereafter, a duly verified statement showing in detail the total gross receipts of the Franchisee, its successors or assigns, during the preceding calendar year, or such fractional calendar year, from the sale of the utility service within the City for which this franchise is granted. It shall be the duty of the Franchisee to pay to the City within fifteen (15) days after the time for filing such statement in lawful money of the United States, the specified percentage of its gross receipts for the calendar year, or such fractional calendar year, covered by such statement. Any neglect, omission or refusal by said Franchisee to file such verified statement, or to pay said percentage, at the times or in the manner hereinbefore provided, shall be grounds for the declaration of a forfeiture of this franchise and of all rights thereunder. SECTION FOUR This grant is made in lieu of all other franchises owned by the Franchisee, or by any successor of the Franchisee to any rights under this franchise, for transmitting and distributing gas within the limits of the City, as said limits now or may hereafter exist, and the acceptance of the franchise hereby granted shall operate as an abandonment of all such franchises within the limits of this City, as such limits now or may hereafter exist, in lieu of which this franchise is granted. SECTION FIVE The Franchise granted hereunder shall not become effective until written acceptance thereof shall have been filed by the Franchisee thereof with the Clerk of the City. When so filed, such acceptance shall constitute a continuing agreement of the Franchisee that if and when the City shall thereafter annex or consolidate with additional territory, any and all 3 ,\ rias 7atnnni‘oa�7nq I - - franchise rights and privileges owned by the Franchisee therein shall likewise be deemed to be abandoned within the limits of the additional territory. If Franchisee fails to file the written acceptance within the time and in the manner prescribed by this Section, Franchisee shall be deemed to have accepted each and every term of the Franchise. SECTION SIX The franchise granted hereunder shall not in any way or to any extent impair or affect the right of the City to acquire the property of the Franchisee hereof either by purchase or through the exercise of the right of eminent domain, and nothing herein contained shall be construed to contract away or to modify or to abridge, either for a term or in perpetuity, the City's right of eminent domain in respect to the Franchisee; nor shall this franchise ever be given any value before any court or other public authority in any proceeding of any character in excess of the cost to the Franchisee of the necessary publication and any other sum paid by it to the City therefore at the time of the acquisition thereof. SECTION SEVEN The Franchisee of this franchise shall: (a) Construct, install and maintain all pipes and appurtenances in accordance with and in conformity with all of the ordinances, rules and regulations heretofore, or hereafter adopted by the legislative body of this City in the exercise of its police powers and not in conflict with the paramount authority of the State of California, and, as to State highways, subject to the provisions of general laws relating to the location and maintenance of such facilities; (b) Pay to the City, on demand, the cost of all repairs to public property made necessary by any operations of the franchisee under this franchise; (c) Indemnify, defend and hold harmless the City and its elected and appointed officials, officers, employees and agents from any and all liability for damages resulting from, arising out of, or claimed to arise out of, directly or indirectly, the negligent or wrongful acts, errors or omissions of Franchisee in conducting any operations under this Franchise; and be liable to the City for all damages resulting from the failure of said Franchisee well and faithfully to observe and perform each and every provision of this Franchise and each and every provision of Division 3, Chapter 2 of the Public Utilities Code of the State of California. Franchisee acknowledges that any claims, demands, losses, damages, costs, expenses, and legal liability caused by the release or spill of any Contaminant as a result of Franchisee's use of or the existence of the pipes and appurtenances are expressly within the scope of this indemnity; to the extent they are imposed or required by the state agency with responsibility for the hazardous material or waste or the release or spill, the costs, expenses, and legal liability for environmental investigations, monitoring, containment, abatement, removal, repair, cleanup, restoration, remedial work, penalties, and fines arising from the violation of any local, state, or federal law or regulation, attorney's fees, disbursements, and other response costs are expressly within the scope of this indemnity. This subsection (c) shall survive the termination or expiration of this franchise and shall continue for so long as franchise property of Franchisee is located within the City (d) To the extent not in conflict with Applicable Law, if, in the reasonable discretion of the Director, subject to appeal to the City Council, the Franchisee's Facilities conflict in any way with the construction, relocation or repair of any City facility or storm drain or „, paaamnnni‘ang7n1 I -d - ! sewer owned by the City of Rancho Palos Verdes, County of Los Angeles, or any successor agency to any of these agencies, or if the Franchisee's Facilities impede any lawful change of grade, alignment or width of any public street, way, alley or place, or conflicts with the construction of any subway or viaduct by the City or other proper governmental use of the streets (collectively referred to as "public projects"), the Franchisee shall remove or relocate its Facilities to the reasonably nearest alternative location or other location mutually agreeable to the City and the Franchisee necessary to accommodate the public project(s), either permanently or temporarily, as is mutually determined by the Director and Franchisee to be within the time required by the Director. Said removal or relocation shall be accomplished at no cost to the City. If the Franchisee, fails to remove or relocate its Facility within the required time, or to pave, surface, grade, repave, resurface or regrade, the City, to the extent permitted by Applicable Law, may cause the work to be done and shall keep an itemized account of the entire cost thereof, and the Franchisee shall reimburse the City or other public entity for such cost within thirty(30) days after presentation to said Franchisee of an itemized account of such costs. The Franchisee shall hold harmless the City, its officers and employees and the other public agency, if any, from any liability which may arise or be claimed to arise from the moving, cutting, or alteration of any of the Franchisee's Facilities, or the turning on or off of gas, electricity, cable or other services required to be accomplished by City or any other public agency as a result of the Franchisee's failure to relocate said facility by the date established by the City or other public agency. The Franchisee shall also be liable for any consequential damages incurred by the City or other public agency arising from the Franchisee's failure to timely complete the work required by this section; (e) File with the legislative body of the City within thirty(30) days after any sale, transfer, assignment or lease of this franchise, or any part thereof, or of any of the rights or privileges granted thereby, written evidence of the same, certified thereto by the Franchisee or its duly authorized officers. (f) .At its own expense, Franchisee shall maintain during the life of the franchise a policy or policies of commercial general liability, including pollution legal liability coverage and workers' compensation insurance from companies authorized to transact business in the State of California by the Insurance Commissioner of California and with an A.M. Best's Rating of"A" or better. (i) The commercial general liability insurance policy shall: (A) be issued for Franchisee and name the City and its officers, agents and employees as additional insureds. (B) defend and indemnify the insureds against liability for which the Franchisee is legally obligated to pay by reason of liability imposed upon Franchisee by law or liability assumed by Franchisee under the franchise for personal injury, bodily injury, wrongful death and property damage arising from the activities conducted pursuant to the franchise by providing coverage therefore, including but not limited to, coverage for the negligent acts or omissions of Franchisee and its agents, servants and employees, committed in the conduct of franchise operations. (C) provide coverage limits in the amount of ten (10) million dollars ($10,000,000.00), per occurrence, and if a policy aggregate applies, such policy aggregate shall be twice the per occurrence limit; vaariavnnni‘ano7m 4 _ c _ in (D) be noncancellable without thirty (30)days prior written notice, ten (10) days for non-payment of premium, directed to the City Clerk. (ii) The Workers' Compensation insurance requirement may be satisfied by self-insurance if the Franchisee is a qualified self-insured as approved by the State of California Department of Industrial Relations. Franchisee shall provide City a copy of the certificate to self insure as issued by the California Department of Industrial Relations. (iii) Franchisee shall file with the City Clerk certificates of insurance providing the following information: (A) The policy number. (B) The policy effective date and the expiration date. (C) The named insured and the certificate holder/additional insured. (D) Type of coverage provided by each policy of insurance. (E) The limits of coverage (required by the franchise)for each policy of insurance. (F) If applicable, all endorsements required by this section and that form a part of the policy. (iv) Franchisee retains the right to self-insure any of the insurance requirements above, as provided for as a qualified self-insured by the State of California. Franchisee also retains the right to determine what levels of deductibles or self-insured retentions it maintains. (v) The Franchisee shall not commence operations until Franchisee has complied with the aforementioned provisions of this Section. The Franchisee shall cease operations if the Franchisee fails to maintain said policies in full force and effect. In the event any policy is cancelled, the Franchisee shall provide the City, at least five (5) business days prior to the effective date of the cancellation, but not later than one (1) day prior to the effective date of the cancellation, a certificate of insurance or confirmation of coverage binder showing that the Franchisee has replacement insurance in full force effective on the effective date of the cancellation. The Franchisee may satisfy any or all of the insurances requirements under this Section 16 through self-insurance, provided the Franchisee is a qualified self- insured as approved by the State of California and the Franchise submits evidence of such qualifications to the City. The Franchisee retains the right to determine what levels of deductibles or self-insured retentions to maintain, provided, however, that such deductibles or self-insured retentions are declared to and acknowledged by City's Risk Manager prior to the commencement of this Franchise. una-mnnni‘aA')7111 I - A _ .111 SECTION EIGHT (a) The Director shall have the power to give the Franchisee such directions for the location of any pipes and appurtenances as may be reasonably necessary to avoid sewers, water pipes, conduits or other structures lawfully in or under the streets; and before the work of constructing any pipes and appurtenances is commenced, the Franchisee shall file with said Director plans showing the location thereof, which shall be subject to the approval of said Director(such approval not to be unreasonably withheld); and all such construction shall be subject to the inspection of said Director and done to his or her reasonable satisfaction. All street coverings or openings of traps, vaults and manholes shall at all times be kept flush with the surface of the streets; provided, however, that vents for underground traps, vaults and manholes may extend above the surface of the streets when said vents are located in parkways, between the curb and the property line. (b) Where it is necessary to lay any underground pipes through, under or across any portion of a paved or macadamized street, the same, where practicable and economically reasonable shall be done by a tunnel or bore, so as not to disturb the foundation of such paved or macadamized street; and in the event that the same cannot be so done, or in the event it is necessary to cut the street in order to access existing pipes and appurtenances, such work shall be done under a permit to be granted by the Director upon application therefor. Provided, however, that the fee to Franchisee for such a permit shall be imposed on a nondiscriminatory basis only to the extent such fees are imposed generally on all non- governmental applicants for such permits within the City, and the amount of such fee shall not exceed the reasonable expense to the City of processing such permit and inspecting the work done thereunder. SECTION NINE If any portion of any street shall be damaged by reason of defects in any of the pipes and appurtenances maintained or constructed under this grant, or by reason of any other cause arising from the operation or existence of any pipes and appurtenances constructed or maintained under this grant, Franchisee shall, at its own cost and expense, immediately repair any such damage and restore such portion of such damaged street to as good condition as existed before such defect or other cause of damage occurred, such work to be done under the direction of the Director, and to his or her reasonable satisfaction. If the Franchisee, within ten (10)days after receipt of written notice from the City, instructing it to repair such damage, shall fail to commence to comply with such instructions, or, thereafter, shall fail diligently to prosecute such work to completion, then the City immediately may do work necessary to carry out said instructions at the cost and expense of the Franchisee, which cost and expense, the Franchisee agrees, by its acceptance of this Franchise, to pay upon demand. If such damage constitutes an immediate danger to the public health or safety requiring the immediate repair thereof, the City without notice may repair such damage and the Franchisee agrees to pay all costs incurred. SECTION TEN (a) This Franchise is granted and shall be held and enjoyed upon each and every condition contained in this Ordinance and shall be strictly construed against the Franchisee. The Franchise shall grant only those rights that are stated in plain and unambiguous terms. Franchisee shall comply with all Applicable Law in the exercise of its rights under the Franchise. If the Franchisee shall fail, neglect or refuse to comply with any of the material provisions or conditions hereof, and shall not, within thirty(30) days after written ono-ramnni‘aarrnl i - 7 - • demand for compliance, begin the work of compliance, or after such beginning shall not prosecute the same with due diligence to completion, then the City, by its legislative body, may declare this franchise forfeited but only after a hearing shall have been conducted. Notice of such hearing shall be given to Franchisee by certified mail not less than ten (10) days prior to such hearing. (b)- The City may sue in its own name for the forfeiture of this franchise, in the event of noncompliance by the Franchisee, its successors or assigns, with any of the conditions thereof. SECTION ELEVEN At all times during the term of this Franchise, Franchisee will comply with all applicable laws. SECTION TWELVE The Franchisee shall keep and preserve for a period of not less than four (4) years all financial records maintained by Franchisee in connection with this Franchise. Upon request, the Franchisee shall permit the City or its duly authorized representative to examine at reasonable times all of Franchisee's pipeline monitoring and repair reports subject to this Franchise, and any and all books, accounts, papers, maps, and other records kept or maintained by the Franchisee or under its control which concern the operations, affairs, transactions or property of the Franchisee with respect thereto. Said records shall be made available upon reasonable notice to the City at Franchisee's office in Los Angeles, California. SECTION THIRTEEN Any decision made by the Director pursuant to authority delegated in this Ordinance may be appealed by any interested person to the City Council by filing a notice of appeal with the City Clerk within fifteen (15) calendar days of the issuance of the Director's decision. The City Council shall fix a time and place for hearing such appeal, and the City Clerk shall give notice in writing to the Franchisee at the address on file with the City. The findings of the City Council shall be set forth in writing and shall be served upon the Franchisee by personal service or by depositing the notice in the United States mail, postage prepaid, addressed to the Franchisee at the address on file with the City. For purposes of seeking judicial review, the decision of the City Council shall be final when notice of the decision is served upon the Franchisee. SECTION FOURTEEN The Franchisee shall pay to the City within thirty (30) days after receiving a statement therefor, all actual and reasonable administrative and other costs incurred by the City in processing the application for a franchise, including but not limited to the costs of all technical experts, attorneys or other consultants retained by the City to negotiate the Franchise, the costs for the preparation of any reports, statements or studies reasonably required pursuant to the California Environmental Quality Act (Public Resources Code §§ 21000, et seq.,) and any similar Federal statute, or any successor statute, and for all reasonable advertising and caa7amnni‘aa,)7n1 1 - R - .0 publishing costs, including the cost of publishing the ordinance, if necessary, incurred in connection with the granting of the Franchise not to exceed a maximum amount of$7,500.00. SECTION FIFTEEN After the publication of this ordinance, the Franchisee shall file with the City Clerk a written acceptance of the franchise hereby granted, and an agreement to comply with the terms and conditions hereof. This Ordinance shall take effect on the 31st day after passage as provided by law. SECTION SIXTEEN In the event that either party to this Franchise commences any legal action or proceeding to enforce or interpret the provisions of this Franchise Agreement, the prevailing party in such action or proceeding shall be entitled to recover its costs of suit, including reasonable attorney's fees. SECTION SEVENTEEN The Gas Company is a quasi-public utility that supplies natural gas service within the boundaries of the City. The gas service to the City's residents must be continued without interruption in order to protect the public health, safety and welfare of the residents therein and the general public. Therefore, it is necessary to grant this Franchise the Gas Company prior to the expiration of the existing franchise. In order for the gas service to continue without interruption of service, the City must grant a new franchise before the expiration of the existing franchise. The existing franchise was extended once and is set to expire at 11:59 p.m. on December 20, 2005. The parties have reached final agreement on the terms for a new franchise, but there is insufficient time for the parties to adopt an ordinance granting a new franchise before the existing franchise expires utilizing standard procedures. Further, there is insufficient time for this ordinance granting the new Franchise to become effective without a single reading and immediate effectiveness. It is therefore urgent that this ordinance granting a new gas franchise become effective immediately to prevent an interruption in the gas service provided by the Gas Company to the City's residents. An interruption in such service is of great public concern. The residents rely on natural gas for cooking, heating, and other necessities of daily life. It is imperative that the gas service to the City's residents be continued without interruption in order to protect the public health, safety and welfare of the residents therein and the general public. This ordinance is necessary for the immediate preservation of the public health, safety and welfare, declares the facts constituting the urgency, and is passed by at least a four-fifths vote of the City Council. Accordingly, this measure is adopted immediately upon introduction pursuant to Government Code Section 36934 and shall take effect immediately pursuant to Government Code Section 36937(b). SECTION EIGHTEEN If any part of this Ordinance or the application thereof to either of the parties hereto or to circumstances is for any reason held invalid by a court of competent jurisdiction, the validity of the remainder of the Ordinance or the application of such provision to the parties hereto or circumstances shall not be affected. If any part of this Ordinance is found to be DC2fr7R\/1nni1 s2R77n2 r 0 invalid in a manner that affects a material term of the Franchisee, then the affected party may request renegotiation of said term pursuant to Section Two of this Ordinance. SECTION NINETEEN The City Clerk shall cause this Ordinance to be posted in three (3) public places in the City within fifteen (15) days after its passage, in accordance with the provisions of Section 36933 of the Government Code. The City Clerk shall further certify to the adoption and publication of this Ordinance, and shall cause this Ordinance and its certification, together with proof of publication, to be entered in the Book of Ordinances of the City Council of this City. PASSED, APPROVED and ADOPTED this day of 2005. Mayor Attest: City Clerk I, Carolynn Petru, City Clerk of the City of Rancho Palos Verdes, hereby certify at a regular meeting of the City Council, held on the day of , 200_, the foregoing ordinance was adopted by the following votes: AYES: NOES: ABSENT City Clerk Dated ogamnnnian#37n1 4 - 1 n -- - .ORDINANCE 110. 6765 AN ORDINANCE GRANTING A FRANCHISE TO THE SOUTHERN CALIF- ORNIA GAS COMPANY, A CORPORATION. The Board of Supervisors of the County of Los Angeles • do ordain as f oll cors t • S ECTIOr� QNL . The right, privilege, and franchise is hereby granted to the Southern California Gas Company, a company organized and existing under and by virtue of the laws of the State Granting of of California, to lay, construct, erect, install, operate, Franchise maintain, use, repair, replace, and remove pipes, pipe Territory lines, mains, services, traps, vents, vaults, manhOles, Term _ 5p years ,asters, gauges, regulators, valves, conduits, attachments, and other appurtenances for transmitting and distributing gas for any and all purposes under, along, across, over, or upon the highways, ways, and alleys of the County of Los Angeles for a period of fifty years after the effec• . tive date of this ordinance. This franchise applies only to territory which, upon its effective date, is unin- corporated. SECTION TWO "County" means the County of Los Angeles. Definition of County County SECTION THREE " " means the Board of S'upervis or s of the County of Definition of Board • Los Angeles. Board SECTION OUR * One maana individual, person, partnership or Definite on of Pers �► a Person on. �Porati N\ SECTION FI1 N • personto wharf this franchise is Definition of Grantee means the --� Grantee granted, and any person to whoa it lawfully be assign- •d. SECTION 311 »�g�4Y sons any public hiphe�, toms/. street, road, Definition of Khr B ey •DUI WIRW CalbA.IPORNIA (Me COMPANY- SNMP ss*tiwo or►** MGNI 3 alley, 4110 410 • lane or court or other public c.asement, or above or belay the same, which now exists or which may hereafter exist inanY unincorporated territory of the County of Los Angeles. . SECTION SEVEN pipe s" weans all property, including pipes, p pe Def initl on of lines, conduits, mains, services, attachments, meters, Faci litie s fittings,regulators, together with valves, tti s ng r san- holes, vaults, traps, vents, and other appurtenances necessary to the operation of the system erected, construe- ' ted, laid, operated or maintained in, upon, oVer, under, along or across ross any highway pursuant to any right or privi- lege granted by this franchise. SECTION EIGHT • "Public entity" means any district or other political Definition of the govern- Public entity board is ex officio subdivision of which the ing body, or the members of the board are ex officio members of the governing body. SECTION NINE or conduits connect- Definition d ing"Service connection' means the pipes the building or place where the service or commodity ServiceService is used or delivered, or is made connection supplied by the grantee available for use or delivery, with the supply line or supply main in the highway or with such supply line or supply main on private property,. SECTION TEN .. � permissive. • Definition of "Shall" i s mandatory. "stay i s Shall and May SECTION ELEVEN whenever the length of any pipe or conduit is a factor due under. this franchise,in calculating any pint all service c onnecti ons shall be excluded in determining such length. SECTION WW1 • is granted and shall be held and enjoyed This franchise uponin this ordinance each and every condition contained d terms or conditions set out in Ordi- nance No. 1107 of the County of Los only, not upon theAngeles, and shall 1 construed against the grantee. Nothing ever be strictly in plain and unarm shall pass hereby unless i,t be granted the conditions is a mate ri al and bigu�ue terms. Each of essential condition to the granting of this franchise. Aly neglect, failure or refusal to comply with any of the } SOv?MERN Cid.0100011A CoM•ANY- CIVIL INGINtIN140 OtPARTMRNT conditions of the franchise shall constitute grounds for the forfeiture thereof, and the Board after not less than tend s' notice in writing to the grantee may thereupon � exclude the grantee declare the franchise forfeited and may from the further use of the highways. The grantee shall thereupon and imne di ately surrender all right in and to the same, and this franchise shall be deemed and shall re- main null and void and of no effect. SECTION THIRTEEN TheeB ranting of this franchise or any of the terms or • conditions tions contained herein shall not be construed to pre- ventCounty the from granting any identical or similar franchise to any person other than the grantee. SECTION FOURTEEN The grantee byaccepting the conditions hereof stipulates and agrees that in any proceeding for the purpose of re- gulating of the grantee, the ratesno greater value shall be placed upon the franchise than the actual cash paid therefor bythe grantee, including the cost of advertising to Section 26 of this paid by the grantee pursuant shall ipso ordi- nance; and any violation of this provisionopine facto to work a forfeiture thereof and render this frau null and void. SECTION FIFTEEN It is not intended by the grantor to include in this franchise my portion 'of the County which is now included municipal corporation, and whenever hereafter within any P franchise shall covered by the any portion of the territory be included within any sun is ipal corporation, the rights under this franchise to the County or any officer re ae road t o so included in the thereof shall, as to the territory mounicipal oi'P such e oration, inure to the benefit of muni- cipal corporation and its appropriate officers. SECTION SIXTEEN thereof becomes a state bigh�ray, If arty higYs<�r or portion th for the right to continue to collect franchise close except by the other rights as are retained payrmenta and such 6 County, reserved to the state shall succeed to allrights this franchise; but this the County b y provision shall not sent for the re- to the extent othervide preclude grantee from receiving reimb facilities if and location of its lawfully entitled thereto. Its used in this ordinance, "Road in such case Commissioner" shall mean the commission, board, or officer of the state having Pavers and duties ous or similar in such jurisdiction to the powers analogous in the unincorporated and duties of the Road Commissioner •OVYNEAW CA1A001104tA OA. COMPANY GNI I. eNolN4*RIN0 OSIPA*TMtNT C- S 4 territory of this County. This section applies to any highway or portion thereof which becomes a state highmsi in which the grantee main- ‘ tains its facilities under the authorization of this franchise at the tine 'such highway or such portion thereof becomes a state highway, mbether at such time it is under the jurisdiction of the County, or of a citly, or any public entity. SECTION SEVENTEEN If 8 any highway or portion thereof comes under the Juris- diction uris- diction of any city or public entity, so long as the facilities of the grantee are maintained in such highway or suchP ortion thereof under the authorization of this franchise except for such rights as are retained by the Y, Court the city or public entity shall succeed to all rights reserved to the County by this franchise. As used in this ordinance, in such cane "Road Commissioner" shall mean the commission, board, or offi ce r of such city or public entity having powers and duties analogous or simi- lar in suchurisdictio n to the powers and duties of the � territory of this Road Commissioner in the unincorporated County. SECTION EIGHTEEN Therantee shall during the life of this franchise pay . g two to the County in lawful money of the United Statesthe grantee • percent (2%) of the gross annual receipts of arising from the use, operation or possession of this franchise. SECTION NINETEEN As used above, the phrase "two percent (2%) of the gross annual receipts of the grantee arising from the 06 of the Public use,opera- tionpossession of the franchise" shall be construed ' or found in Section 60 as that similar phrase 578ter Utilities Code and in former Section 3 of Chapter , . Page 777, Statutes of 1905, popularly known as the Brough- ton Act. Grass receipts attributable to grantee's facilities in both highways under the jurisdiction of the County and in 8hw� o state highways within the u nineorated area of the unincorporated County shall be deemed to be cross receipts arising from the use, rationor possession of this franchise. SECTION TW TY For the period od a ndinS at the expiration of one year after the effective date of this ordinance or, at the option of the grantee, at any earlier date, and for each year SOUTHERN C*LI0O0,141A GAS COMPANY- GIVIa,0443o4tIR1NO OsPARTMENT 110 thereafter thegrantee ra ntee shall file within ninety days after such period with the County Auditor-Controller two copies of a P pn report verified by the oath of the manager or' of - responsible o=fi ce r of the grantee except in the case at� �,t shall assignment to an individual, in which case the p g sharing the total be verified bey the oath of such assignee) gross receipts of the grantee for the period chosen, re- ceived, or accrued d in connection with the furnishing of the commodity or service arising from the use or operation . of this franchise, together with such additional data as in the opinion of the County Auditor-Controller f s tie ce aaary P cu].anon of the annual piyt'- to calculate or verify the cal requiredSection 18 of this ordinance (or the pro meat q by rata thereof for the first period if the first periods less is than one year), and which pment. shall be paid con- currently ay currently with the tiling of said statement. • event the amount paid is incorrect in the judgment In the of the Board of Supervisors, it mayorder the payment of such additional sus as it may find due thereunder; and if notp aid the same may be collected by suit. SECTION MENU ONE after the Within ninety daysexpiration of each period for which this ordinance requires the grantee to file a reporte with udi tor-Controller, the grantee shall f i 1 with the � the Road Cam.s gi one r an annual reportin triplicate show- ing e the last report covering thepermit number of each permit obtairied sine the installation of new mains i to-- of said mains. On this size gethe r with the length and report port the grantee shall show any change in franchise arichise foot~a8e since the last annual report, segregating such footage new mains laid, old mains r�em�oved, ad mains aban- aa t o ace and the footage of mains in territory domed in pl , the last annual �Pa'�'t• An amazed or incorporated since inwith new initial construction charge due in connection mains laid shall be at the rate of-Osie Hundred Dollars ($](X).00) parmile or fraction thereof, and the annual pay- went so computed in connection therewith shall accompany aspa�nyCo�,asioner report and shall be filed with the Road - atid P franchise report and payment re- quired the time the annual � . n 18 of this ordinance is filed with the quf�d bry Sectio Auditor-Controller. SECTION TWENTY TWO within ninety (90) t be not made Should any annual payment days after the expiration of such period, the grantee payment at the rate of interest on shall further payinterest the last day of the period one percent (1%) permonth from for which said payment was due. 11OV14I004 CI►A.1110.011A OA* COMPANY• CtVIL iNeswlIR' O WW1TmeNT c 1 . 10 - * 0 SECTION Twin Y THREE TheB rantor and its .successor in authority, including any city or public blic entity nomexisting or hereafter formed in the territory included in this franchise, shall have the rightany attime after live (5yyears from the effec- tive date of this ordinance to acquire the works, property . and rights of the grantee or arty portion thereof construc- ted, acquiredoperated or o rated under this franchise upon making reasonable compensation therefor. • L i • SECTION TWENTY FOUR The grantee shall within sixty (60) days after the pass- age s of this ordinance file with the Clerk of the Board a written.acceptance of the terms and conditions set out herein. SECTION TWENTY FIVE • grantee shall file, within the time required by the Public�ic Utf lities Code, and at all times during the life corpor- ate this franchise keep on file, with the Board a rpor-- ate surety bond running to the County and also to any in- corporated orated cityor public entity which say become interes- . ted in the franchise by virtue of future annexations or incorporations orations in the penal sum of One Thousand Dollars s►ith suety to be approved by the Board, ($1,000.00), observes conditional that the grantee shall well and truly s rf orm each and every term and condition of fulfill, and perform this franchise; and that in case of any breach of condition. such band the whole amount of the penal sun there of ' deemed to be liquidated damages named shall be taken and and shall be recoverable from the principal and surety . not filed as required If the said bond is upon said bond. by the Public Utilities Code the ward of the franchise • and anymoney paid therefor will be for- feited. ▪ be set asides bond after it has feited. In the event that the said , e shall at any time during the l i to of t hi s been so filed, byaccepting franchise become insufficient, the grantee conditions hereof agrees to renew the said the terms and band, with surety to be approved by the Board within ten . (10) days ter written notice to do so from the Board. • . SECTION MITT SII Within thirty (30) days after the adoption of this ordi- nance, thedverti singed' to the County all a grantee shall pin connection.w ith the grant- and publishing costa incurredpublishing i o! this franchise, including the coat of p ng this ordinance. $*u I p taW cm.1•0*W%* OAS COMPANY• CIVIL IP.GIN$t$lh40 0SP/IYMRNT ,/-( 1 J SECTION MITT SEAN At all reasonable times the grantee shall permit any duly authorized representative of the Board to examine all. property of the grantee erected, constructed, laid, opera- 1 P8 ]� ted or maintained pursuant to this franchise, together with appurtenant property of the grantee, and to ex- aminea and all books, accounts, papers, and transcribe any maps and other records kept or maintained by the grantee or under its control which treat of the operations, affairs, transacti ons property or financial condition as maybe reasonably onabl necessary or appropriate to the porformance of any of the duties of such representative. SECTION TWENTT EIGHT grantee shall not commence any excavation work for the The purpose of erecting, constructing, laying, replacing, re- pairing or removing any pipe, pipe lines, conduits, mains, pair � vaults, manholes, meters, gauges, services, traps, vents, regulators, valves, conduits, attachments, or other appur- tenances necessary to the operation of the system in, on alongor across any highway under jurisdiction upon, over, shall have first obtained a permit of the County until it so to do by making application for that purpose in accord- ancewith the provisions of Ordinance No. 3597 entitled or in accordance with the "Highway Pe rmf t Ordinance," provisions of whatever ordinance shall be in force and provide for the issuance of such permit at the time appli- cation is made. The application for said permit shall be � who shall de- termine to review by the Road Commissioner, desirable routing of said termine the best and most rocilities and their location in the highways of the County; and his decision thereon shall be final and binding an the grantee. SECTION TWENTY NINE hall be responsible onsible to the County and save • The grantee d p the County free and harmless from ail damages or liability s from the use, operation or possession of this arising franchise and from the use, operation or maintenance ofated or the facilities erected, constructed, laid, open maintained thereunder. SECTION THIATI All facilities erected, constructed, laid, operated or maintained under the provision of this franchise shall be erected, constructed, laid, operated or maintained in accordance with and conforming to el] the ordinances, codes, rules and regulations now or to re after adopted or t --- --� - � i•AATM�I�T $ONTWfRN Ci.tPA Q ► A +1A GAO COMPANY• CiV1l, $NOIN*R r . . II -- II . . . ..._......_------- 4.1..............MI.............110 , Board and shall prescribed by the be of first class and standard material and subject to the approval of any duly . authorised representative of the Board. SECTION'THIRTY ONE constructing, laying, replacing, The �ork of erecting, autbori se d under the repairing, or removing facilitiesv r under, along provisions of this ordinance in, upon, over, oast acrosshighway shall be conducted with the or any the use of the highways for purpose possible hindrance to of travel, and as soon as the erecting constricting, repairing or removing of ► of said laying, replacing, P facilities is completed, all portions of the highway which have been excavated or otherwise injured'•thereby shall be good condition as the same 'U before the placed in as orerecting, constructing, laying, replacing, repairing ° aid' facilities to the satisfaction of the _ removing of a resp •onsible Board; and the grantee shall be P onsable to the County all save the County free and shall e and harmless fr damages or liability arising from &Ay damage or injury suffered by any Pa rs on by reason of any excavation or obstruction being improperly guarded during said work, orn the fill ` the failure of the grantee to make and maintai • properly. • • SECTION THIRTY 110 . . remove or relocate the .grantee shall at no expense to the • County or city or public entity any facilities heretofore it in � hereafter installed, used, or maintained byany . . . or whenever the Road Comr- h highway now or hereafter existingw work or . sioner finds it necessary by reason of any o a • improve me nt or traffic needs upon such highway, rhe the r p then under the jurisdiction on of the County or any city or public entity. this section ehai]. ' provisions of the sections following The in anyway' the provisions of not be construed to limit � this section. SECTION THIRTI THREE the rf t for itself, for all cities The County reserves � be estab— lished, entities which are,nor or may later and publicto change the width or to li shed, to change the grade, to which. • alter or ch the location of any highway �° this franchise is granted; and the grantee shall, at his written aati� expense, within thirty (30) days after own expo ' the location of all facilities and request so to do, chance maintained pursuant to this franchise so as to coni ora to width or such location in the hig aY change of grade, suchB y of the Road Commissioner. as meets with the approval s"'?'"" c*bl'o'w Q/ . co,. a.sY CIV 14 iti01N17 SEiCTION THIRTY FOUR If the Road Commissioner in writing requests the grantee to relocate, either permanently or temporarily, any facility maintained pursuant to this franchise, to faci- litate aci.litate the improvement, repair, construction, alteration or relocation of the highway, by the acceptance of this franchise the grantee agrees to and within.thirty (30) days after receipt of written notice to do so shall re- locate such facility at the grantee's am expense. SECTION TRIRT! FIVE . The County reserves the right for itself, for cities and public entities, which cities or public entities are now or may later be established, to lay, construct, repair, alter, relocate and.maintain subsurface or other facili. ties or improvements of any type or description in a governmental but not proprietary capacity within all the highways. If the County or each city or such public entity finds that the location or relocation such facili- ties or improvements conflict with the facilities laid, constructed or maintained under this franchise, whether previously laid or not, the grantee shall at its am expense within thirty (30) days after written notice and request so to do, change the location either permanently or temporarily of all facilities so conflicting with such improvements to a permanent or temporary location in said highway to be approved by the Road Commissioner. SECTION THIRTY SU If the County, city, or public entity constructs or main- tains any storm drain, sewer structure, or other facility or improvement in, under or across any facility of the grantee maintained pursuant to this ordinance, the grantee shall support and maintain such facility at its cern ex,.•. penes during the period of construction ar maintenance. SECTION THIRTY SEVEN If the grantee fails or refuses to remove, relocate, modify, change or disconnect its f acilitie s located in, an, along, under, over, across or above any highway or to pave, surface, grade, repave, resurface, or regrads as required pursuant to any provision of this ordinance, the County, the city, or public entity may cause the work to be done and shall keep an itemised account of the entire cost thereof. The grantee agrees to, and shall, reimburse the County or city or public entity for such cost within thirty (30) days after presentation to the said grantee of an itemised account of such cost. SOW?WORN C ti.tPowWI► a/i►• COhAU NY• Gw1 L. ttraiNUaw+lre 0111MAUMINT r . . -•-- 0 . r SECTION THIRTY EIGHT Countyreserves the right for itself, for cities and The public entities which are now or maybe later established, a the to improve the surface of any highway over which franchise is granted; and the grantee shall at its own expense within thirty (30) daj5 after receiving written notice of the intention by the grantor to improve any such hi ter within the territory covered by the franchise, g so to do by said and on the request grantor, commence and diligently prosecute to completion the work of erecting, laying or constructing the tacilitis s to be . installing, located beneath the surfacehighway,of said which faci- lities itis at that time are known or believed by the grantee to be necessary or convenient to serve its needs, and that of theP'u blic, in the foreseeable future in, under p or u on •said highway which is about to be improved. After ' the completion of said highway improvements by the grantor, orconstruct facilities the right of the grantee to lay in, under and through the improved surface of said highway ay or portion of said highway under any franchise shall be subject to such special teras and conditions as the Road Commissioner may impose to minimise any damage to such improved surface. SECTION T NINE i IfanYportion of any highway shall be damaged by re aso n of defective facilities laid or c ons truc ted under this franchise the grantee shall, at its own expense, repair fr , defect and put such highway in as good c ondi tion any such as it was before such damage was incurred, to the satis- faction of the Road Commissioner. If grantee shall fail to comply wiwith•any instructionste of the Road Cos si one r with re spe ct to the l ocati on or relocation of any of said t o facilities, appliances, or the repair of any damag within ten (10) days after the service of written highways re uirin c compliance therewith, • notice upon the grantee requiring then the Road Commissioner may i mne di ato l y do whatever work isnecessary to carry out said instructions at the arY expense and e nse of the grantee, which cost, by the accept- ance of this franchise, the grantee agrees to pay upon demand. SECTION FORTY upon TheBoard, u on such teras .and conditions as it may see - fitimpose, to may give the grantee of the franchise peri- mission to abandon without removing any facility laid or maintained under the franchi se. The length of any such e d with such pe r,mi s s i on of the Board shall facility abandoned not be considered in calculating payments due under the m �► WAA GAO COMPANY.. CCA/16 ING%NetR%NO oIMAAY1,itwr sovYHEwK C�►L R C o I i/O- I , p franchise except for the time prior to the e f f e c td ve date such permission. Nothing contained in the franchise of thegrantee an shall be construed to permity right to omit from its annual reports and from the calculation of its franchiseP e`yments the length of any abandoned pipe lines except in the manner a.f are aaid. SECTION FORT! ONE re ster and Fire warden shall determine whether or The Forester not the proposed construction of the pipe lines c ontorms to the Fire Prevention Code, and hie de to red.nati on and requirements thereon shall be final and binding. SECTION F'ORT'Y TWO On all •Pied lines laid pursuant to the authority granted by this franchise, shut-oft valves shall be installed therein an both sides of waterways, trestles, bridges or elsewhere necessary to protect life and property from fire in the event of a leak. SECTION FORT! THREE The grantee shall have the right, during the period covered franchise and subject to the terms .and conditions by the f thereof, to ,sacs service connections with or through allof thee and to property adjoining said highways or anyi lines. Awash and distribute gas through said pipe and pipe SECTION FORTY FOUR Ordinances e s N o. 163 entitled "in Franchises granted ter Californiaass Company, • Ordinancegranting to the Southern to construct and maintain a corporation, the right �Y� n as pipes in, under and along certain public roads certaf g p Peof Los Angeles," adopted and highways in the County M g° rant to �, No. 467 entitled An Ordinance granting 0 March 26, 19 7= � oratd vn a. corporation, an, the Los Angeles Gas and LTi atric Corporation, a franchisemain- tain the right to lay, construct and �' certain gas pipes in, under and alongcertain public d highways s in the County of Los Angeles," adopted roads and ig �Y "AnOrdinance granting to April 2, 1917; No. 505 entitled granting the right to lay and Sanborn a franchise gr H. K. public highways f n the County maintain gas pipes in certain entitled ado trd larch 20, 1918; No. .5� of Los Angeles," p 'An Ordinance granting to the Midway tans Company, a cor- porati on, n-, a franchise granting the right to lay and main- ' highways of the County of fain gas pipes in certain publicg Los Angeles," adopted Ii�y 13, 1918; No. 515 entitled "An p Ordinance granting to Economic Gas Camy, a corporation, franchisegranting the right to lay and maintain gas pipes in certain public highways a hi ter a o! the County of Los 111.01 10.041/14 QA! COb OA 4Y C$V t OPid1Nit OI.A*YM*NT i f • _ __ :_________-_-------._ ,,, O-------------------- ., . . ------ . 1914 No. 630 entitled "An ordf . Angeles,' adopted KAT 13, ; a corporation, ant f to the Midway Gas Company, r`p� naaca� gr � construct and maintain a system orgas' a franchise to lay, con pipe pipes under and ilo certain public roads and highways � in the County of Los Angeles, State of California," adoptedAugust 9, 1920; granting No. 1382 entitled "An Ordinance gr E corporation,�, e f rar�chii• to to Iturp�t-Dill on Company, a p lines maintain and operate a system of pipe construct' sa v►n+de r, Along, the transportation anddietributioan of g for p highways in the Co mty of Los and�across certain public6 No. 187 entitled "� . An else," adopted larch 22, 192 ; a g antic to T N CALIFORNIA OAS COMPANY' Ordinance granting BOU corporation, a franchise �to 1 , aid for a period at forty ears from and after the date of t� grMing of thi• (140) years franchise, to maintain, operate, use, repair, repiaCe, anor rcmotre a system of conduits� mains and pipelines, �p�nt astogether with such valves, fittings and other eq successors or grantee or grantees, his, its or their s . the with deem necessary or convenient, together assigns � the right to carry, transport, convey, conduct and dis- tribute through saidpf tribute gas in and conduits,n, mains and gacross certain public highways lines, in, upon, along and a Angeles, State of California," adopted the Countyof Los M inNo. 2212 entitled !In ordinance grAugust 11, 1930 j andY OOYP1lNY, a corpora- anti to the INDUSTRIAL FUEL SUP}3. years i and fora period of forty ' tion, a !'ranchise to ley, of this franchise, from and after the date of the granting to maintaintransportation and operate a pipe line for the only, of dry or fuel gasupon, over and across certainuh�.ic highc �-- ways in the County of Los �els s, State of California," chases P adopted February 14, 1933, which trap anteand franchises sa a gee d now wholly belong to the grantee"In antes to Hance No. 1963 entitled Ordinance gr by Ordinance c o creta aa, a franchise to 1�, Southern Fuel Company, '�of forty (140) ars trove and for a period ye construct, and, after the date of the granting of this frsnchise j to stn'"' �motes a erepair, replace, and/or , Iain, operate, ua , conduit, main or pipeline, for the purpose of transporting along and across certain dry or !'eel gas, in, under, � els s, Stats of ublic highways in the County of Los g No. Ordinance p ted July 27, 1931; and by Ordinance California," asap anti to So�utthsrn lel. 2011 entitled "An Er � c nsti�et, a corporation, 4 Company, i` n, a franchise to , p ort (hO) years trona aml atter theand tar a period of ! �' of this franchise, to maintain, date of the granting use, an or remove a conduit, repair, replace d/ operate, of transporting or main or pipe line, far the purpose public as in, under, along and across certainpu or fuel i • Los �agel.es� State of California," h3.ghMre�ts in the County of grantee owns a adopted November 16, entee's 1931, in which the g ino rativ 75x interest, becomeinoperative, in so far as the gras to all unincorporated interest therein is concerned, •OVTM1*W cAhulieskick ems Co MAY- C1V11. tpOtt:�t� �,MeTMttrT 1 Territory covered by such franchises other than as to of ordinance, are highways which, upon the effective date 6 system of the State of Calif included within the highwayy orni a as B state hihways, saving to the County the right to recover from the grantee herein any and all sums due under such franchises under their terms arising prior to the effective date of this ordinance. sunder All facilities maintained by the grantee in highway the terms of such franchises owned in whole or in part by to the extent that such franchises apply to the grantse� unincorporated territory, upon the effective date of this ordinance shall be maintained under and pursuant to the terms hereof. SECTIO FORTY FIVE All ne facilities installed by the grantee in highways s subsequent to the effective date of this ordinance shell be laid and maintained subject to the terms and conditions hereof. SECTION FORTY SIX This ordinance shell be published in San Gabriel Sun a newspaperprinted and published in the County of Los Angeles. H. C. Legg Chairman of the Board of Supe rvi sors of the County of Los Angeles • J Attests Harold J. Ostly else and County Clerk of the County of Los Angex officio Clerk of the Board of Supervisors of said County. li s on Deputy .� By James S. Al , ti that at its meeting of September O, Y hereby.cer t�► ed 1955# the foregoing ordinance mix adopted by the Board � ofyes Angeles by the of Supervisors of said County following vote, to wits Ayeas Sup.rvisors Kenneth Hahn, C Legg 1T. Chace, and Herbert No t Supervisor John Anson Ford (SEAL) Harold J. Ost]ar f the k and ex officio County Clerk Clerk o Board of Supervisors of said County By James S. Allison, Deputy Effective date October 21, 1955 Publish Sept. 29, 1955 •OVTh+1A14 CM.IO0*W* OAS COMPANY- CtVt k, Cevaki TMtwr P • .GENERAL FRANC I SE ORDINLNCE NO•'67b5 Grantors' County of Los Angeles Grantees i Southern California Gee Caapany Effective* October 21, 1955 ' Terms 54 years Two percent (2%) oaf the gross annual . Pigments: grantee arising from the receipts of the use, operation, or possession a the frac se. Public high► in unincorporated Territory: Los Angeles County as of Octcb er 21, 1955. • 4. NQIC • -4&145--4Cdijoi. $OVT1410104 CA1.1�'O�►I�IIA p&h$ CO %1 AP1Y- GtiV11. <NON<tRINO°SP*NT,,4SNT 1 11111 TO'd `%96 S89S LSE 606 Z0:0 T S00Z-T2--1.9O Post-it"Fax Note 7671 Date IO j 3 _psi*Jc') To 60 #2/447/1. C�" From f,nri Co./Dept Co. Phone# Phone* 3i 7_140 Fax0- /06-0 FaxI 3439 .NCE NO. 3 AN ORDINANCE OF THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA 4 GRANTING TO SOUTHERN CALIFORNIA GAS COMPANY, A 5 CORPORATION, THE RIGHT, PRIVILEGE AND FRANCHISE TO LAY AND USE PIPES AND APPURTENANCES FOR 6 . TRANSMITTING AND DISTRIBUTING GAS FOR ANY AND ? ALL PURPOSES UNDER, ALONG, ACROSS OR UPON THE PUBLIC STREETS, WAYS, ALLEYS AND PLACES, AS THE 8 SAME NOW OR MAY HEREAFTER EXIST, WITHIN SAID 9 COUNTY. 1p The Board of Supervisors of the County of San Bernardino, 11 State of California, ordains as follows: 12 13 SECTION 1. Definitions: Whenever in this ordinance the 14 words or phrases hereinafter in this section defined are used, 15 they shall have the respective meanings assigned to them in the 16 following definitions (unless, in the given instance, the context asr w 17 wherein they are used shall clearly impart a different meaning) : 1 18 (a) The word "Grantee" shall mean Southern California g 19 Gas Company, and its lawful successors or assigns 20 (b) The phrase "Board of Supervisors" shall mean the . ogg "Z Boardthe Countyof San Bernardino• 21 of Supervisors of , 22 (c) The word "County" shall mean the unincorporated area 23 of the County of San Bernardino, a political subdivision of the 24 State of California; 25 (d) The word "streets" shall mean the public streets, 26 ways, alleys and places as the same now or may hereafter exist . 27 within said County; 28 (e) The word "Engineer" shall mean the Assistant 29 Administrative Officer for Public Works of the County, or his • 30 designee; 31 (f) The word "franchise" shall mean and include any 32 authorization granted hereunder in terms of a franchise, 33 privilege, permit, license or otherwise to lay and use pipes and 34 appurtenances for transmitting and distributing gas for any and 35 all purposes under, along, across or upon the public streets, 36 ways, alleys and places in the County. ALG:at/3-21-91/3 2.91 AML/OrdGasFran 16.13579.161 R.w.5184 T 'd S69S-LBE-606 4daa aJtd1QQS 03 as ez0 : tT SO TE 400 '411) • 'd �S6 S89S 2,8E 606 LO:OZ S00Z--12-130 • • x 1 (g) The word "gas" shall mean natural or manufactured gas, or a mixture of natural and manufactured gas; 23 (h) The phrase "pipes and appurtenances" shall mean 4 pipe, pipeline, cable, main, service, trap, vent, vault, manhole, 5 meter, gauge, regulator, valve, conduit, appliance, attachment, 6 appurtenance and any other property located or to be located in, 7 upon, along, across, under or over the streets of the County, and 8 used or useful in, or in carrying on the business of, transmitting 9 and distributing gas. 10 (i) The phrase "lay and use" shall mean to lay, 11 construct, erect, install, operate, maintain, use, repair, 12 replace, or remove. 13 SECTION 2. Franchise. 14 Is (a) Grant of Franchise. That the right, privilege and 16 franchise, subject to each and all of the terms and conditions w O Oc0 17 contained in this ordinance, and pursuant to the provisions of 07. Division 3, Chapter 2 of the Public Utilities Code of the State of - `4Z 18 of 1937, be and the same is ,z 19 California, known as the Franchise Act B_ hereby granted to Southern California Gas Company, a corporation QOW 2� z o organized and existing under and by virtue of the laws of the N 11 "Grantee", to 22 state of California, herein referred to as thelay 23 and use pipes and appurtenances for transmitting and distributing • gas for any and all purposes, under, along, across or upon the 24 25 streets of the County. 26 (b) Term. The term or period of this franchise shall be 27 for fifty (50) years from and after the effective date hereof; or 28 until the same shall, with the consent of the Public Utilities 29 Commission of the State of California, be voluntarily surrendered 30 or abandoned by its possessor; or until the State of California or 31 sone municipal or public corporation thereunto duly authorized by 32 law shall purchase by voluntary agreement or shall condemn and 33 take under the power of eminent domain, all property actually used 34 and useful in the exercise of this franchise, and situated within 35 the territorial limits of the State, municipal or public 36 corporation purchasing or condemning such property; or until this 11:) 2-t 62 1 R•13574.101 Rev.5/84 2 'd SB9S-L8E-606 udaQ aJTA 3 SS e20:TT SO TE 100 1 411 201'd %S6 S89S L8€ 606 80:0I SO0E-T2-.100 1 franchise shall be forfeited for noncompliance with its terms by the possessor thereof; whichever occurs first. 23 4 SECTION 3. Franchise Fee. 5 (a) Fee Calculation. The Grantee shall pay to the County at all times hereinafter specified, in lawful money of the 6 United States, a sum annually which shall be equivalent to two 7 percent (2%) of the gross annual receipts of Grantee arising from 8 the use, operation or possession of said franchise; provided, 9 10 however, that such payment shall in no event be less than one percent (1%) of the gross annual receipts of the Grantee derived 11 from the sale of gas within the limits of the County under this 12 franchise. 13 14 (b) Fee Amendment. (1) Amendment of Franchise Act of 1937. If the 15 Legislature amends the Franchise Act of 1937 (Public Utilities 16 '=s Code § 6201-6302) to increase the franchise payment formula, then 06 17 the franchise payment formula shall automatically be adjusted in z6 18 a conformity with the amendment effective with the franchise fee due 19 the effective date of for the calendar year beginning closest to h © � 24 uzm such amendment. si 21 of Other Applicable 22 t 2) Amendment or Enactment pp Laws.If the Legislature enacts or amends any applicable law, other 23 than the Franchise Act of 1937, to increase the franchise payment 24 formula, then the franchise payment formula set forth herein shall 25 automatically be adjusted in conformity with the new amendment 26 27 effective with the franchise fee due for the calendar year beginning closest to the effective date of such amendment; 28 29 provided, however, that if such higher franchise payment formula 30 is conditioned upon or enacted in consideration of other obligations, limitations, or requirements imposed upon the grantor 31 of the franchise, then those obligations, limitations and 32 requirements shall also automatically become part of the franchise 33 3 granted herein. 4 35 (c) Reporting Requirements, The Grantee of this 36 franchise shall file with the Clerk of the Board of Supervisors 7,)zi 15.13579-181 Rev,5114• �` E•d SO9S-G6E-606 q.daa aJid1QOS 03 as eEO : IT SO TE 400 • 41/'0'd .S6 S89S L82 606 80:01 SOW-T2-1D0 1 within three (3) months after the expiration of the calendar year, or fractional calendar year, following the date of the grant of this franchise, and within three (3) months after the expiration 3 4 of each and every calendar year thereafter, a duly verified 5 statement showing in detail the total gross receipts of the 6 Grantee, its successors or assigns, during the preceding calendar 7 year, or such fractional calendar year, arising from the use, 8 operation or possession of said franchise, and from the sale of 9 , the gas within the limits of County under this franchise. It 10 shall be the duty of the Grantee to pay to the County within fifteen (15) days after the time for filing such statement in 11 lawful money of the United States, the specified percentage of its 12 gross receipts for the calendar year, or such fractional calendar 13 year, covered by such statement. Any neglect, omission or refusal 14 by said Grantee to file such verified statement, or to pay said 15 percentage, at the times or in the manner hereinbefore provided, 4 g 16 of this 4 17 shall be grounds for the declaration of a forfeiture a z A franchise and of all rights hereunder. ' 18 (d) Audit. The County Treasurer/Tax Collector, or any a 19 qualified person designated by the County, upon reasonable advance co20 regular business u Z Z 1 notice to Grantee, at any reasonable time during g .� hours, may make examination at Grantee's office of offices of its 2.. 23 books and records germane to and for the purpose of verifying the franchise fee set forth in the statement required by Section 3, 24 25 for any of the four (4) years prior, subject to the following 26 terms and conditions: • (1) All books and records subject to examination by 27 the County Treasurer/Tax Collector, or qualified person designated 28 29 by the County, shall be made available within the Grantee's office 30 in the County of Los Angeles or at the office where they are kept 31 (if different) ; (2) No records shall be made available until County 32 executes and delivers to Grantee written confirmation that the 33 books and records is made pursuant 34 County's request to examine the 35 to its audit rights herein and written confirmation that County 36 will use the information obtained only for purposes of the audit, -4- I F.13579461 4- (:(1: 15.13579.161$.v.5184 tr 'd SB9S-L8C-606 .xdaa aJ t JAms 03 as eC0: T 1 SO IC '400 S0'd A11196 S89S /8€ 606 4110 60:01 SOW-W-100 • l will not disclose any information it obtains to third parties 2 without the prior written consent of Grantee and that it will 3 maintain the confidentiality of any information reasonably 4 designated by the Grantee as confidential. Nothing herein shall 5 be construed to require Grantee to make available information 6 which constitutes private or confidential information pertaining 7 to specific customers of Grantee, without the prior written 8 consent of the customer(s) involved; and (3) County shall provide Grantee with the results 9 10 of its audit. In the event County's audit reveals an error in the 11 franchise fee amount set forth in the statement being audited, 12 then: 13 (A) if the audit reveals that an additional 14 franchise fee amount is due, and if Grantee agrees with such 15 determination, the additional franchise fee shall be paid within w a 16 ten (10) business days after County's written demand therefor; and 17 i (B) if the audit reveals that there was an en 4ON 1 8 overpayment of the franchise fee by Grantee, then County shall refund the amount of the overpayment within ten (10) business days g 19 Y i 20 after Grantee's written demand therefor. u Z m (4) In the event of a disagreement between the .z 21 22 parties, each party shall have all of the rights and remedies • 23 provided by the franchise granted herein and by law. 24 25 SECTION 4. Abandonment of Other Franchises. From and 26 after its effective date the franchise granted by this Ordinance 27 shall supersede and replace the franchise previously granted to • 28 Grantee pursuant to ordinance No. 497. This grant is made in lieu 29 of all other franchises owned by the Grantee, or by any successor 30 of the Grantee to any rights under this franchise, for trans- 31 witting and distributing gas within the limits of the County, as 32 said limits now or may hereafter exist, and the acceptance of the 33 franchise hereby granted shall operate as an abandonment of all 34 such franchises within the limits of this County, as such limits 35 now or may hereafter exist, in lieu of which this franchise is • 36 granted. -5- (1:.-2;ii;) 15-13579-161 Rev.5/84 —� Seel SB9S-LBC--606 gdaa aJTA/QQS 03 as eeo : TT SO TC '400 410 90'd illk6SENS_ WC 606 • ._60:01 SOW-TE-100 , 1 SECTION 5. Effective upon Acceptance. The franchise 3 granted hereunder shall not become effective until written 4 acceptance thereof shall have been filed by the Grantee thereof - with the Clerk of the Board of Supervisors of the County. When so 5 6 filed, such acceptance shall constitute a continuing agreement of the Grantee that if and when the County shall thereafter annex or consolidate with, additional territory, any and all franchise l8 9 rights and privileges owned by Grantee therein shall likewise be deemed to be abandoned within the limits of such territory. 11 SECTION 6. Eminent Domain. The franchise granted 12 hereunder shall not in any way or to any extent impair or affect 13 the right of the County to acquire the property of the Grantee 14 hereof either by purchase or through exercise of the right of 15 eminent domain, and nothing herein contained shall be construed to we 16 J1icontract away or to modify or to abridge, either for a term or in w<.. 17 j LL perpetuity, the County's right of eminent domain in respect to the g 19�- � t 8 ` Grantee; nor shall this franchise ever be given any value before i 5 any court or other public authority in any proceeding of any a� 20 um Zcharacter in excess of the cost to the Grantee of the necessary y 21 22 publication and any other sum paid by it to the County therefor at 23 the time of the acquisition thereof. 24 25 SECTION 7. Operations of Grantee. (a) Compliance with Ordinances, Rules and Laws. The 26 - and 27 Grantee shall construct, install and maintain all pipes 28 appurtenances in accordance with and in conformity with all of the 29 ordinances, rules and regulations heretofore, and hereafter . 30 adopted by the Board of Supervisors in the exercise of its police 31 powers and not in conflict with the paramount authority of the 32 State of California, and, as to State highways, subject to the 33 provisions of general laws relating to the location and 34 maintenance of such facilities; 35 (b) Costs of Repairs. The Grantee shall pay to the 36 County, on demand, the cost of all repairs to public property made -6- (:;?, 2 - 16.13579.161 Rev.5/84 1 �— 9-d SEMS-LBE-606 1.daa aJtd/QQS oO as ecO: ti SO IC *400