Ordinance No. 40-00-20 v ORDINANCE NO. 40-00-20
AN ORDINANCE OF THE CITY OF ATLANTIC BEACH, FLORIDA,
AUTHORIZING EXECUTION OF NON-EXCLUSIVE FRANCHISE
AGREEMENT WITH PEOPLES GAS SYSTEM, A DIVISION OF TAMPA
ELECTRIC COMPANY, A FLORIDA CORPORATION, AWARDING A
FRANCHISE WITHIN THE CITY LIMITS FOR A 1I14-TEEN YEAR
PERIOD, STATING TERMS AND CONDITIONS THEREOF, AND
PROVIDING AN EFFECTIVE DATE.
BE IT ENACTED BY THE CITY COMMISSION ON BEHALF OF THE PEOPLE
OF THE CITY OF ATLANTIC BEACH, FLORIDA:
SECTION 1. The City does hereby grant a franchise to Peoples Gas System, a division of
Tampa Electric Company, a Florida corporation, for the purpose of using right of ways for the
delivery of natural gas in accordance with the terms and conditions as set forth in the Non-
Exclusive Franchise Agreement attached hereto, which is adopted by reference as if set forth fully
herein. The Mayor and City Clerk are authorized to execute the Non-Exclusive Franchise
Agreement on behalf of the City.
SECTION 2. This Ordinance shall take effect immediately upon its final passage and
adoption.
PASSED by the City Commission on first reading this 2 7th day of November, 2000.
PASSED by the City Commission on second and final reading this /1 day of
December, 2000.
I
ATTEST:
1) (at�he�
MAUREEN KING l JO . I:+.ERVE
City Clerk May•r, Presid g Officer
Approved as to form and correctness:
AN C. F'S , ESQUIRE
City A 'ye
S
NON-EXCLUSIVE FRANCHISE AGREEMENT
•
This NON-EXCLUSIVE FRANCHISE AGREEMENT (the "Agreement") is entered
into this day-I1A- of- ., 2000, between the CITY OF ATLANTIC BEACH, FLORIDA, a
Florida municipal corporation ("City"), and PEOPLES GAS SYSTEM, a division of Tampa
Electric Company, a Florida corporation("Peoples").
WHEREAS, the City desires to grant a non-exclusive franchise to permit the
construction, maintenance and operation of gas facilities within the City, and
WHEREAS, Peoples has expressed its interest and capability to provide such services.
NOW, THEREFORE, in consideration of the mutual covenants and agreements as set
forth herein, and other valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows:
1. DEFINITIONS: For purposes of this Agreement, the following terms are
defined as follows:
(a) "Customer" shall mean any person, firm, public or private corporation, or
governmental agency located within the corporate limits of the City, served by Peoples.
• (b) "City" shall mean the City of Atlantic Beach, Florida, its successors and
assigns.
(c) "Peoples" shall mean Peoples Gas System, a division of Tampa Electric
Company, a Florida corporation, its successors and assigns.
(d) "Gas" or "natural gas" shall mean natural gas and/or manufactured gas and/or
a mixture of gases, which is distributed in pipes and measured by meter on the customer's
premise. It shall not mean propane gas or liquefied petroleum gas (commonly referred to as
"bottled gas") or any other fuel that is typically delivered by truck and stored in tanks.
(e) "Facilities or equipment" shall mean pipe,pipe line, tube, main, service, trap,
vent, vault, manhole, meter, gauge, regulator, valve, conduit, appliance, attachment, structure or
structures, and appurtenances used or useful in the distribution of gas, located or to be located in,
upon, along, across, or under streets, within the corporate limits of the City.
(f) "Franchise fee" shall mean the fees described in paragraph 7 of this
Agreement.
(g) "Franchise Agreement" shall mean the document executed by the City and
Peoples giving Peoples the authority to operate a non-exclusive franchise within the City, and
• containing such other terms as are necessary to place the franchise into effect.
November 25,2000
(h) "FPSC" shall mean the Florida Public Service Commission or any
• successor agency.
(i) "Distribution System" shall mean any and all transmission pipe lines, main
pipe lines and Customer pipe lines, together with all necessary and desirable appurtenances as
may be reasonably necessary for the sale and distribution of Natural Gas for the public and
private use of Customers within the corporate limits of the City.
(j) "Base Rate Revenues" shall mean revenues derived from the customer charge
and the non-gas energy charge or transportation charge as currently defined in Peoples' tariffs on
file with the FPSC.
2. FRANCHISE: Peoples is hereby granted the non-exclusive right, privilege
and franchise to construct, maintain and operate only gas system facilities in, under, upon, over
and across the present and future streets, alleys, bridges, easements and other public places of the
City. The franchise shall be exercised in accordance with established industry practices regarding
gas system construction and maintenance and the orders, rules and regulations of the FPSC or
any other regulatory body having jurisdiction over Peoples and, to the extent permitted by law,
the City's installation and maintenance standards for the purpose of supplying natural,
manufactured and other gas to the City, its successors and the citizens of the City. The initial
franchise term shall be for a period of fifteen (15) years commencing as of Alt2V- 11-, 2000, and
continuing in full force and effect until expiring at midnight ona211-J-L--, 2015.
• During the term of the Agreement, the Franchise Fee shall be revisited by the parties for
equitable adjustment every five (5) years and, if the Company is granted a franchise, with similar
terms and conditions, from another Florida municipality or governmental entity within the
Company's North Florida Gas Region for similarly situated users and providers, under which
franchise fees are based upon a percentage of Gross Revenues, as currently defined by the
Florida Public Service Commission, that is higher than six percent (6%), of the Company's sales
and delivery of natural gas to customers under such franchise, then at the City's option, the
percentage basis of the Franchise Fee used in this Franchise Agreement (10.49 %), may be
adjusted to provide for a Franchise Fee that equals the value of franchise fees that would result in
the event that the percentage used in such other franchise agreement were applied to the Gross
Revenues from the sales and delivery of natural gas to customers in the City.
The opportunity for equivalent adjustments, will be based solely upon the Company's North
Florida Gas Region, and will be made available to Atlantic Beach, at the end of each five year
period during the term of this Agreement, in either of the following two cases: (i), in the event
that pertinent amendment (s) to the state's statues have effected new franchise agreements the
Company enters into in the Company's North Florida Gas Region ; or (ii), in the event the
Company enters into a new franchise agreement (absent pertinent changes to the state's statues),
with a community in the Company's North Florida Gas Region with a franchise fee computed at
a rate greater than six (6) percent of the Gross Revenues received from that community for the
sale or delivery of natural gas.
•
November 25,2000 2
In other words, during the term of this Agreement, if the Company enters into an Agreement with
another municipality or governmental entity within the Company's North Florida Gas Region,
• which would provide for higher franchise fee revenues, if such franchise fee were similarly
applied to the Gross Revenues received from the community of Atlantic Beach, then Atlantic
Beach will enjoy the option, at the end of each five (5) year period of this Agreement to initiate
an equitable adjustment to its own Franchise fee percentage.
This Agreement shall be extended for additional fifteen (15) year terms provided Peoples gives
the City written notice of its desire to renew and extend the franchise not more than six (6)
months subsequent to the expiration of any term and provided further that the City agrees in
writing to any such extension within thirty (30) days of the receipt of Peoples' written notice. In
the event that either Peoples elects not to renew or the City elects to decline renewal of the
franchise, then the franchise shall expire upon the conclusion of the then current term.
In the event the Agreement is extended, the City and Peoples agree to negotiate in good faith on
revisions to Section 7: Franchise Fee Payment, if changes in state law or FPSC regulations
materially affect the amount of franchise fee paid to the City.
This grant of authority to franchisee is strictly limited to the provision of natural gas service only.
It is explicitly recognized that this franchise does not limit Peoples' ability to operate a liquefied
petroleum (commonly referred to as LP gas, bottled gas or propane) business within the
incorporated limits of the City, similar to any other liquefied petroleum business, nor does it
• limit the City's ability to assess utility tax upon the liquefied petroleum business within the limits
permitted under Florida Statutes.
In the event Peoples desires to use its existing facilities or to construct new facilities for the
purpose of providing other utility or non-utility services to existing or potential customers,
including but not limited to providing public communications, leased fiber optic capacity, video
services, telecommunication services or any other services other than the provision of gas, or
providing any other use to existing or potential customers, Peoples shall seek additional and
separate permission from City for such activities.
Peoples shall not sell, assign, lease or otherwise alienate and transfer this franchise without the
prior written consent of the City provided that such consent shall not be unreasonably withheld
or delayed by the City. Peoples shall have the right, without obtaining the City's consent, to
transfer or assign this franchise as a result of a merger or consolidation of Peoples with a third
party. Any sale, assignment, lease or other alienation and transfer of this franchise shall be
subject to the conditions that (i) the successor-in-interest to the facilities and/or the rights under
this franchise shall have agreed in writing to be bound by the terms and conditions of this
Agreement, and (ii) at least thirty (30) days prior to the effective date of any such transfer, all
franchise fees owing the City hereunder shall have been paid and any material franchise
compliance issues with the City, if any ,shall have been resolved.
410
November 25,2000 3
Peoples may, without obtaining the City's consent, pledge this franchise and/or the facilities as
security, provided, however, in the event of a foreclosure of the pledge, the City shall have the
• right to revoke the Franchise under paragraph 11 below.
3. USE AND MAINTENANCE OF PUBLIC RIGHTS-OF-WAY: Peoples' gas
system facilities shall be located or relocated and so constructed as to minimize inadvertent
construction damage and to minimally interfere with, including, but not limited to, existing
sewers, water pipes, electrical conduits, communications cables or other public utility service
facilities. Peoples' facilities shall minimally obstruct or interfere with, including, but not limited
to, the public uses of streets, roads, highways or alleys. The location or relocation of all facilities
shall be made after Peoples has received all applicable permits and approvals from City and such
other governmental entities as may be necessary, and the location(s) or relocation(s) shall be
subject to the City's supervision. In consideration for the franchise fee paid under this
Agreement, Peoples will not be assessed any permit fees associated with the installation of, or
the construction of, any gas system facilities. In the event that Peoples is acting in its proprietary
function as a retail provider of gas equipment or appliances, Peoples shall seek the appropriate
permits from the City. Peoples shall cooperate with the City at all times by providing timely and
complete information regarding the exact location of its facilities including, but not limited to,
maps (using microstation software in DXF or DGN format and when available in GIS format),
geographical information systems, plats, construction documents and drawings as may exist or
be created from time to time. Peoples and City shall cooperate and coordinate their efforts to
make the most efficient and economical use of the public rights-of-way.
• Other than during an emergency condition, before Peoples makes any excavation or disturbs the
surface of any street or other public place, it shall make application for a permit to the
appropriate City department and shall, with due diligence and dispatch, place such street or
public place in as good condition and repair as before such excavation or disturbance was made.
In the event that Peoples defaults on its obligation to make such repairs and fails to cure such
default within thirty (30) days of a written notice of default from the City, the City may make
such repairs and charge the reasonable cost thereof to Peoples and collect same from it. Peoples
shall follow all applicable City ordinances and traffic safety directives from the City's police
department in order to assure maximum safety to residents and traffic in and around any areas of
construction and to least disrupt traffic, especially on Mayport Road, and to take any other
measures as may be reasonably required.
Peoples hereby agrees to abide by all rules, regulations and ordinances which the City has passed
or might pass in the future, to the extent that such rules, regulations and ordinances are not
inconsistent with other applicable law, rules and regulation. The City shall not pass any
ordinance or adopt any rule or regulation or policy which would have the effect of unilaterally
amending, modifying, or terminating this Agreement. Peoples hereby specifically acknowledges
receipt of Article II. Tree Protection, from Chapter 23 of the Code of Ordinances of the City of
Atlantic Beach, and is aware of its obligations and responsibilities thereunder.
All main pipelines shall be laid consistent with all applicable codes, rules and regulations and
laws, including the specifications contained in applicable City ordinances.
•
November 25,2000 4
If any street, highway or avenue is to be paved by the City, the City shall give written notice to
Peoples not less than sixty (60) days prior to the commencement of paving. Provided Peoples
• does not already have a main in the street, highway or avenue to provide natural gas service to
the surrounding houses and other structures, Peoples shall determine whether, in its sole
discretion, construction of gas system facilities in the street, highway or avenue in question is
economically feasible. Where such construction is determined by Peoples to be economically
feasible, Peoples may agree to construct such gas system facilities in the street, highway or
avenue in question prior to paving by the City. However, in the event that Peoples believes that
such construction may not be completed prior to City's planned paving schedule, the parties
agree to negotiate a revised paving schedule satisfactory to both parties.
Peoples shall, at its own expense, replace, repair and restore without unreasonable delay any
sidewalk, street, alley, pavement, water, sewer or other utility line or appurtenance, soil,
landscaping, dirt or other improvement, property or structure of any nature, that may be damaged
or displaced by Peoples in the conduct of its operations, and shall, at a minimum, restore all
property to a condition equivalent to the condition immediately prior to the work and/or changes
made by Peoples. Unless otherwise permitted by the City, the "jack and bore" or tunnel method
of installation shall be used under all roadways, streets and highways. Under pedestrian ways,
driveways and other permanent structures, "directional boring" may be used. However,
"directional boring" shall be used under the drip line of all hardwood trees. The City shall
consider the issuance of permit(s) to Peoples for the open cutting of streets, sidewalks or under
trees if it is impractical or financially not feasible for Peoples to use the preferred methods
previously described. Peoples shall notify the City's Public Works Director in advance and
• within a reasonable period of time, when repair, replacement or other work is being conducted
and completed. Peoples shall take safety precautions to alert the public of work, which may
include, but is not limited to, the use of barricades and signs. In the event that Peoples fails to (a)
take safety precautions to alert the public of work in accordance with the preceding paragraph or
(b) repair, replace and restore any sidewalk, street, alley, pavement, water, sewer or other utility
line or appurtenance, soil, landscaping, dirt or other improvement, property or structure of any
nature in accordance with the preceding paragraph, the City shall be entitled to pursue any of the
following remedies at its discretion:
(a) Withhold the issuance of further permits to Peoples or its contractor; until
such breach is cured, or
(b) Perform the work reasonably necessary to cure Peoples' breach utilizing
City employees, agents or contractors, charge any and all reasonable costs, plus a sum
equal to twenty-five percent (25%) of the cost against Peoples, and require
reimbursement within ten (10) days after Peoples' receipt of the bill(s) forwarded for
reimbursement by the City.
Notwithstanding any provision to the contrary herein, the City may not pursue any of the above
remedies until such time as Peoples has received written notice from the City advising Peoples of
such breach and providing Peoples with sufficient opportunity to cure such breach.
November 25,2000 5
Peoples shall notify the City, at least thirty (30) days prior to commencement, of any proposed
underground construction project to allow the City an opportunity to place its facilities in a
• common trench. Any such City facilities so installed shall not be used or useful in the sale or
distribution of gas. The City shall pay to Peoples one-hundred and twenty-five (125 %)percent
of the incremental cost associated with the placement of the City's facilities in such common
trench within ten (10) days after the City's receipt of the bill(s) forwarded for reimbursement by
Peoples.
Peoples shall, at its own expense, notify effected residents or businesses within a two (2) block
radius by door hanger or U.S. mail (with a copy to the City Manager), of any scheduled work on
Peoples' facilities interrupting natural gas service in excess of twenty-four(24) hours.
Whenever, by reason of establishing a grade or by reason of the widening, grading,
paving, or otherwise improving present or future streets, alleys, or other public ways and places,
it shall be deemed necessary by the City or other governmental body to alter, change, adapt, or
conform any portion of the Distribution System of the Company hereto, such alterations, or
changes, shall be made by the Company as ordered in writing by the City or other governing
body, without claim for reimbursement. Peoples shall not be liable for any cost or expense in
connection with the location or relocation of its gas system facilities at the request of any
non-governmental third party. Such requests shall not be honored until such non-governmental
third party has made satisfactory arrangements to reimburse Peoples.
4. INSURANCE: During the term of this Agreement, Peoples shall file with the
City Clerk and shall keep in full force and effect at all times during the effective period hereof,
insurance certificates evidencing a general liability insurance policy or policies or evidence of
self insurance, the terms and conditions whereof shall provide that the City is an additional
insured as to Peoples' construction or operation of a natural gas distribution system within the
corporate limits of the City. Any primary insurance policy must be issued by a company having a
management rating in Best's Insurance Guide of AA or better. Each such policy shall be in the
minimum sum of$5,000,000.00 for injury or death to any one person, in the minimum sum of
$10,000,000.00 for injury or death to all persons where there is more than one person involved in
any one accident, and in the minimum of$2,000,000.00 for damage to property resulting from
any one accident. Each of said minimum sums shall remain in full force and shall be
undiminished during the effective period of this agreement. Said policies of insurance shall
waive all rights of subrogation claims against the City.
Each insurance policy shall contain a provision whereby the insurance company executing same
shall obligate itself to notify the City Clerk, in writing, at least thirty (30) days before any
material alteration, modification or cancellation of such policy is to become effective.
5. INSTALLATION OF GAS MAINS; MAP OF GAS LINES: Before the
commencement of the construction of any gas system facilities, Peoples shall provide
construction drawings to the City in connection with the installation of the gas system facilities.
After completion of any work, two copies of complete "As-Built" plans will be furnished to the
City. No street or other public way or place shall be excavated without Peoples securing a permit
•
November 25,2000 6
from the City. Peoples agrees that the materials to be used in the construction, operation and
maintenance of the gas system facilities and the service to be rendered shall be consistent with
• those provided to Peoples' other franchised communities.
Peoples shall, at all times, keep an accurate map (using microstation software in DXF or DGN
format) showing the location of all gas system facilities laid and maintained by Peoples under
this franchise, which shall be accessible for public inspection at all times during reasonable
hours. Peoples shall provide the City with two (2) copies (one (1) printed and one (1)
microstation software in DXF or DGN format) of its facilities location map upon request on an
annual updated basis.
6. INDEMNIFICATION: Peoples agrees to indemnify, defend and hold harmless
the City, its officers, agents and employees from and against any and all claims, suits, actions
and causes of action arising during the term of this franchise and resulting in personal injury, loss
or damage to property sustained by any person or entity, caused by or arising out and to the
extent of Peoples' negligent construction, operation or maintenance of its gas system facilities
within the City, including all costs, attorney's fees, expenses, including any appeal, and including
the investigations and defense of any action or proceeding and any order, judgment or decree
which may be entered in any such action or proceeding, except for damages specifically caused
by or arising out of the negligence, strict liability, intentional torts or criminal acts of the City, its
officers, agents, employees or contractors. Nothing in this Agreement shall be construed to affect
• in any way the City's rights, privileges, and immunities under the doctrine of "sovereign
immunity" as set forth in Section 768.28, Florida Statutes. The provisions of this paragraph shall
survive the termination of this Agreement.
7. FRANCHISE FEE PAYMENT: Within thirty(30) days after the close of each
Month following the effective date of this Franchise Agreement, Peoples, its successors and
assigns shall pay to the City, or its successors and assigns under this franchise, a sum of money
which, when added to the amount of all ad valorem taxes, levied or assessed by or on behalf of
the City upon Peoples, its properties, or its operations within the corporate limits of the City, is
equal to ten and forty-nine hundredths percent (10.49 %) of the Base Rate Revenues collected by
Peoples for the delivery of gas to customers within the City's corporate limits, less any
adjustments for uncollectable accounts from the delivery of Natural Gas to Customers within the
corporate limits of the City. The Company acknowledges that during the term of this Agreement,
the City will not waive, in whole or in part, the obligation of existing or future Customers
purchasing natural gas from the Company, including City facilities, from the obligation to pay a
franchise fee. In addition to the franchise fee set forth above, the City reserves the right at any
time during the term hereof to assess a utility tax to the extent permitted under Section
166.231,Florida Statues. Peoples shall file with the City a return showing the details of the
calculation of the annual franchise fee.
•
November 25,2000 7
8. ACCOUNTS AND RECORDS: RIGHTS TO AUDIT: Peoples shall establish
0 and maintain appropriate accounts in accordance with generally accepted accounting methods,
and shall maintain records in such detail that revenues within the limits of the City are
consistently declared and identified separately from all other revenues. All records shall be
maintained for a minimum of three (3) years, or longer if required by applicable regulatory
bodies. Peoples further agrees that the City, by any duly authorized representative, shall have the
right during business hours, and with prior notice, to inspect and/or audit the books and records
of Peoples that evidence the franchise fees and computations of franchise fee payments made by
Peoples to the City. If the City decides to inspect and/or audit Peoples' books and records,
specifically franchise fee payments made to the City and franchise fee computations, Peoples
shall permit a duly authorized City representative (to include, for example, an accountant from
the City's auditing firm or a representative of an organization such as the Florida League of
Cities) to review the pertinent portion of Peoples' books and records including billing records at
Peoples' office where these records are housed, during normal business hours. Any portions of
Peoples' books and records considered to be confidential by Peoples shall not be reproduced,
removed or taken away by such authorized City representative. For example, in instances where
Peoples' individual customer accounts are being reviewed by the City's auditors, specific
information regarding individual customer consumption and billing are considered confidential
and may not be reproduced or disclosed without the prior consent of the customer. However,
such information "in total" evidencing the computation of franchise fee payments made by
Peoples to the City is not considered confidential. In the event that an audit of Peoples' books
determines that Peoples made underpayment in any quarter and that the underpayment exceeded
five percent (5 %) of the amount actually due in such quarter, Peoples shall pay interest at the
S rate of twelve percent (12 %) per annum on any undisputed amount underpaid or not paid
calculated from the date the amount was due to the date it was finally paid, and shall pay the City
its reasonable expenses incurred in said audit. Both the underpayment and interest thereof shall
be paid within thirty(30)days after receipt of demand from the City.
9. ANNEXATION BY CITY: Upon the City's annexation of any property,
the portion of Peoples' gas system that may be located within such annexed territory, and upon
the streets, alleys or public grounds, shall be subject to all the terms of this franchise.
10. FORFEITURE OR REVOCATION OF FRANCHISE: Peoples' failure to
Comply in any material respect with any of the provisions of this franchise after being served
with a written notice by the City setting forth all matters pertinent to such violation or default,
and describing the action of the City with respect thereto, and Peoples shall have had a period of
sixty(60) days after service of such notice within which to cure such violation or within which to
present a plan, satisfactory to the City, acting reasonably, to affect such cure shall be grounds for
forfeiture of this franchise pursuant to which the City shall have the right to revoke and cancel all
franchise rights granted in this Agreement; provided, however, that Peoples' failure to comply
with any provision of this franchise as the result of a strike, lockout, or any other cause beyond
the reasonable control of Peoples (collectively "Force Majeure") shall not constitute grounds for
the City's revocation and cancellation of any rights hereunder. In the event Peoples in good faith
disputes the City's determination of Peoples' material non-compliance with the provision(s) of
this franchise specified in the City's notice, or the City disputes the Peoples' assertion that its
• failure to comply with the provision(s) of this franchise was or is the result of Force Majeure,
November 25,2000 8
Peoples and the City shall negotiate in good faith to resolve the dispute. If any dispute remains
unresolved thirty (30) days after commencing such negotiations, then either party shall be free to
• pursue all remedies available to it. In the event of forfeiture, Peoples shall have the right to
assign, sell or transfer, to any entity of its choice, the rights conferred by this Franchise
Agreement subject to the terms in Section 2.
In the event Peoples provides notice to the City of its intent to abandon in its entirety the system
within the City, then Peoples will take such steps as are necessary to render every portion of the
system remaining within the public ways of the City safe and further agrees that it shall, at the
option of the City, convey and transfer those assets to the City so that such assets shall become
the sole property of the City, at no cost to the City.
Notwithstanding any provision to the contrary, Peoples acknowledges that nothing contained in
this Agreement shall constitute a waiver by the City of any rights it may possess at law
(including but not limited to the power of eminent domain), or as afforded under Chapter 180,
Florida Statutes.
11. DESIGNATED REPRESENTATIVES: The following individuals are
designated to represent the City and Peoples respectively on all matters concerning the franchise.
All written communication shall be given by mail, either regular or certified with return receipt
requested, to the addresses provided, or at such other address as either party may advise the other
in writing:
S For the City: City Manager
City of Atlantic Beach
800 Seminole Road
Atlantic Beach, FL 32233
With a copy to: City Attorney
City of Atlantic Beach
P. 0. Box 50457
Jacksonville Beach, FL 32240
For Peoples: Vice President, Finance and Accounting
TECO Peoples Gas
P. O. Box 2562
Tampa, FL 33601-2562
12. NO WAIVER: Nothing in this Agreement shall be construed as a surrender or
waiver by the City of its police powers or the authority to regulate the use of the public streets
and/or other public places.
13. RIGHT TO ENFORCE: Either party shall have the right to enforce its rights in
the event of a material breach of any obligation or either party's failure to perform any substantial
obligation pursuant to this franchise or to comply in any substantial respect with any material
111 provision.
November 25,2000 9
14. ATTORNEY FEES: Except as otherwise provided, City and Peoples agree that
if litigation becomes necessary to enforce any of the obligations, terms and conditions of this
franchise, the prevailing party shall be entitled to recover a reasonable amount of attorney's fees
and court costs, including fees and costs on appeal, from the non-prevailing party.
15. ENTIRETY: This writing embodies the entire agreement and understanding
between the Parties, and there are no other agreements and understandings, oral or written, with
reference to this subject matter that are not merged and superseded. Any changes to this
Agreement must be in writing signed by both parties.
16. GOVERNING LAW: This Agreement shall be governed by and construed
according to the laws of the State of Florida, and venue shall be in Duval County, Florida.
WHEREFORE, the parties have caused their duly authorized representatives to execute
this Agreement on the date first written above
IN WITNESS WHEREOF, we have hereunto set our hands and seals as of the day and
year first above written.
ATTEST: I
h411►
MAUREEN KING ESERVE
City Clerk 'r-siding Officer
jsproved as o form and correctness:
SQUIRE
City Att. ey
ATTEST: PEOPLES GAS SYSTEM, a Division of
te-“A.L/14&) 4/1-' Tampa Electric Company
erTV et6e- By: IA
Its:
•
November 25,2000 10