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85 Franchise for Intermountain Gas Company 236 ORDINPNGE NO. 85. AN ORDINANCE OF THE CITY OF MERIDIAN, IDAHO GRANTING TO INTERMOUNTAIN GAS COlViPANY A THIRTY (30) YEAR FRANCHISE TO CONS'l'RUCT, MAIN'fAIN, AND OPERATE A GAS TRANSMISSION AND DISTRIBL~ICN SYSTEM:: PROVIDING FOR THE USE OF STREETS AND RUIES GOVERNING THE Sl:~lII.E: SUBJTi:GTING- THE TR~ TEE TO ALL PONERS Qi' THE CITY: SETTING FffiTH THE RULES GOVERNING REPAIRS AND RECOKSTRDCTION OF THE STREETS: PROVIDING FOR . THE TERM OF THE FRANCHISE AND GRANL: PROVIDING ,ti'OR THE RIGHT OF INSPECTION BY THE CITY OF GRANTEg' S PLANS" ACCOVNTS, AND BOOKS: RE~UIRING GRANTEE TCFlJRNISH GE.RTAI N MPS:: SE'rTING FORTH THE ANImAL PAYlIiEN'I 'fO THE CITY, AND THE FILIKG OF ANNUAL r,EPORTS WITH TH3: CITY: ftE~.GIRING GRANTEE TO INDE1IIJNIFY CITY, AND FILE EVID~NCE OF INSUHANCE:: RE~(jIR- ING CO~LPLIANCE WI'rHoAFE'l'Y REGULATICNS: SETTING TIME LI!vlIT IN WHICH TO CO~PLY WITH FRANCHISE: SETTING B'ORTH AN AGR.~E- LLENT NOT 'ro CObi,PETE, RESERVD~G POWER OF E1ilNENT DOMAIN: PRCYIDING j!"'OR SURRENDER OF FRANCHIS!!,: GRANTING RIGHT OT SALVAGE AF'rER FOSTIJ\'G BOKD: RE~1JIRING WRI T'rEN ACCEP'rAN GE: PROVIDING Fon CONSENT TO SAIE, ASSIGN~ENTOR L8ASE: SETTII\G F'ORTH CITY I S RIGHT TO ADDITI~NAL PAYM.rl;NTS: ROVIDING FOR THE PlJ:fiCf.AS~ BY TH:~ CITY AT ITS EL3CTlON OF THj1; GRANTc:I~IS GAS SYSTE~, WORKS, PLANT AI~ PROPERTY WITHIN THG CORPCHAfE LIMITS OF lIiEHIDIAN, IDAHO, WITH 'fEE&X.CEP'IIUN OF PROFERTY N.t<.;ITHER uSED l\OR USEFuL IN 'rHS PUBLIC S :;RVICE, CASH ON HAND OR IN BAI\'KS, NOTES ,- BONDS, SHARES OIi' STOCK, OR OThER SECURITIES, AJ\D N-"iY ACCOlJNTS RECE1VABLE O'rFJ2R TfAN CUSTOMERS ACCOUNTS REGElV AELl!: LESS 'rHAN SIXTY (60) DAYS OLD: THE MANNER, 1tETH@, TERlV.3, AND Cor~DITIoNS Tf.EREOfl', AND FOR THE: RELEASE OF PROEftTY SO PDRCHAS8D FROM. MORTGAGES, 'rRUS'f Dfi:@S AND OTHE:R ENCLilViliRANCES: PROVIDING B'OR THE APPOINTUENT Q1i' A BOARD OF THREE (3) APP?:'\IS SRS TO I'I:JU<E INVgN'l'ORY AND VALUATICN, AND THEIR ~UALIFICATIONS,' PUNE:.HS, Al\~D DuTIES:: PROVIDI:NG FOR THE DETERldNATION B,;{ SAID APPRAIS2BS o.F' THE PVRCliASE PRICE TO BZ PAID BY THE: CITY, AND RIGHT OF PARTIES TO SUB1\;8:T c;,UESTION TU COlJR'f DETERl\tJNATION:. THE PAY1V:~T OF SUCH PURCHASE HUCE AND THE CONVEym CE AND DELIVERY OF POSSESSION OF THE PROPER'ry so PURCHASED: THE TEHMIN- ATION OF THIS AND ALL O'rlllI:R GAS j;t1RANCHISES H2:LD BY GRA.NTEE FRuM IV"ERIDIAN UPON FINAL CONS1Jll:J~ATI0N OF SUCH SALE, DELIVERY OF POSSESSI01 TO THE CITY AND PAYJ.\J.rENT OF THE FULL PURCHASE PhICE:. PROVIDING Tf.J\T NOTHING IN 'I: IS ORDINANCE BE CONS'l'hUlW AS PRE- VENTING 1'1-'.-2: SALE 'ro TJ:-lS CITY OF GM~ TEE'S GAS SYSTEk,'WOhKS, PLANT AI\D PROPii:RTY BY VOLljN'fARY AND lIil'UTLAL AGREEMENt S BETW.2;EN THE ,CITY AND THE GRANTEE: PROVIDING FOB PAYlvlENT Of PuBLICATION COSTS:: PROVIDIKG ii'OR CITY IS CONSENT TO GAS STORAGE FACILI'rIJS: SKI'rn:G ?ORTliI PE:NALTlili AND li'ORFEI'IUElES, SEPARABILITY, AND REFEAL. ~. --::.- I ......... -." " r.-~-:.- .L_~,""'.~.~ '~,/ . ~'.-=-, - ~ -~ --. ~ .::....'........ - -- " -," " ., . " " " - ~<~~ -'''-~ ", BE IT ORDAINED 13; THE lIiAYOR AND COllNCIL OF MERIDIAN, ID.AHO. SECTION 1. GRAN TS 01'" AUTHORITY There is h~reby granted to intermountain gas compmy, a corporation, lts successors and assighn (hereinafter collectively referred to. as lIgrantee ") the right and authority to construct, install, malntain and operate a gas transmission and distribution system"including mans, pipes, conduits, services and other necessary structures and appliances appertaining in, under, upon, over, across and along the streets, alleys, bridges, and public I places within the ITeS8nt. and future corper ate lirrlts of the City of IE. ridian, idci1 o! (J:1erelnafter referred to as "Ci tyll) for the furn.lshing, transmlssn..on, distribution and sal e of e;as, whether ,:",tificlal, natural, mixed or otherwise, for heating, domesti c, "~ lndustrial md other purposes and for transmitting gas into ttlI'ough /IDd beyond said clty. ' SEC'fION II USE OF. STREETS AND RULES GOVERNING S~~E Grm tee shall secure a permit for m y opening it shall make in ~he streets, alleys and public places in the city and shall be _~SPJ<;3ct _to... eJ.l ~pplicable ordipWQ~$, but. no fee shall be required of' ~rantee for any such permit. The location a' relocation Or all 1'aci1i ~ies sr.all ?e mad: under the supervision and Wi. th the approval of suc~_ rep;reseJ;ltattves,:,ascthe goveri_:1ng body of the City may deSignate for such purpose, but not so as unreasonably to interfere with the . prop3 r operation of Gral. tee's facilities and s =:;rvice . Whenever the ci ty shall pave or repave en y street or shall change the grade or line of any street or public place cr shall cons true t or reconstruct any conduit, water mmn, sewer or water connection or other city public V'OI'ks or utility, it shall be the duty of the Grantee when so ordered by the City to change its mains, services and other property in the streets or public places at I I 237 Ordinance. No 85 Contld its avn expense so as to conform to the established grade or line ot such street or public place and so as not to interfere wi. th the conduits, sewer s and 0 theI' mains of the ci t Y as c on- structed or reconstructed;: however, the Grantee shall not be required to relocate pipes, malns and appurtenances when the street, alley or pUblic ground in which they are located is vacated for the convenience of abutting proprty owners and not as an incident to a public improvement, unless the reasonable c;ost of such relocation and the loss and expense reSll1ti ng there from is: first pai d to Gran tee. Whenever the City grants a per- mit for an excavation in a street., alley 0: other pUblic ground and the work contemplated by the p:ermit m~ expose gas pipes, mains apd appurtenances of the Grantee, the City shall promptly furnish a copy of the pErmit to Grantee. SECTIOK III GRANTEE SUBJ--ECT TO ALL POW~RS OF CITY - RULES GOVERNING REPAIR Ar~D RECONSTRUCTION OF S'rREgTS The exercise or privileges herein granted shall be subject at all times to all of the pO~,flerS of the City and all regulatory ordinm ces adopted pursuant, ~hereto. The Grantee shall not unneces- sarily or unreasonably opstruct the use of or damage any street or alley, al d shall wi thin a reasDnable time and as early as p;rac,ti- cable upon completion of any construction or repatr VD rk, restor e -all City streets and al~ys to the same order and condition as they were before the excavation was made insofar as reasonably possib~, and shall maintain, rep~r and keep in goad condition for a period of one year all portions of streets and alleys disturbed by it or its agents. The Grantee shall be responsible for alY obstruction or any defect in any stre8t, alley or other public place caused by it in the operation and maintemn ce of its properties occurring at any time and shall promptly remove wy such obstruction or defect. Any 8J ch obstruction ar defect which, after prO}E r notice to GrEll tee demanding removal at' repa1 I' as the case may be, is net promptly removed or repalired by the Gra1 tee may be tffi. en care of b'J the City 31 d the costs thereof shall be charged against, Gratee and may be enforced as a lien upon al y of its pro}B rtles or assets. SOC:TION IV TERM. OF l:i'RANCHISE AND GRANT The r.i ght , authority and grID t herein and hereby made to said,Grantee, its successors and assigns, is granted fa, and limited in time to, a period or thirty (30) years from the date it tam s effect. SECTION V CITY HI GHT TO INSPECXIIlN OF GRAN'rES IS PLANS I ACCOUNTS l_ AND BOOKS -,GlliU~TEE TO FURNISH CERTAIN ~~PS The City shall have access at all reasonable hours, to all o.f the Gra1 tee IS plans, contracts and engineerir:g, accounting, final. ce, statistical, customer and service recordS relating to the property ffl d operations of' Grantee wi thin the City. The Grm tee shall furnish the City with ,a complete set of maps, including plans and profile of the distribution system of the Grantee and ay future extensions. , SECTION VI PAYlIiENr TO CI TY {,iliD FILING OF' AI\'NUAL WRI'l'TEN REPORT WITH THE GrTY as consideration for this franchise and grant said Grantee, its successor s and assigns, during the frm chise period, shall pay. to the Ci. ty the following stipulated p9 rcentage ci.' the gros s annual. receipts received from all sailes of gas wi thin the corper ate linli ts of the City through use, operation cr possession of 1:l:his franchise-' and grm t. (1) Three p3rcent (310) per each year during the life of this; franchise and grm t. . Such annual p~ments shall be in lieu of a1 Y and &1 other fees" charges, licenses or taoces (other than ad valorem taxes) which the City ~ impose for the rights and privileges herein granted or for the privilege of doing buSiness ~hin City. The Grantee shall file by March 31 of each year wi. th the Ci ty a written repa:' t for the lI' eceding . caiLendar year, verified by the affidavit of the general manager, auditor, treasurer, or assistant treasurer of 5& d Grantee,. whic-h repa- t shall contiEl a statement in such form and detail as shall from time to time be prescribed_ by the City, of all the gross recelpts ari~g from all sale s d' gas by sm ~l Grantee within the City for the cal endar year ,preceding such report, and. at the same time the Grantee shall pay to the City the stipulated 1:8 rcentage of the gr'os::> annual receipts due for the year for mich sal d report is ma.de and fild. The word 238 Ordinance No 85. Con'td "year as. used in this Section VI means the CaL endFtr year, exe-eFt fer the first yea:r which will commence on the date when this . franchise and g,ran,t is in effec;t and end on the follovli. ng December 31. '" 8ZGTION VIr ~ANT&g LIABILITY - INDEWillIFICATION It js, expressly understooi and agreed by end between the . Grantee and the City that the Grantee shall save the City hax;mJe 5S from all loss sustained by the City on account of any suit, JUdgment, execut:Lon, claim, or demand whatsoever, resulting from,negligence on the IRrtof the Gr1l1 tee in the constrtl..Ction, operatlon er main.- ten1l1 ce cf it s gas system in the City. The City shall notify the. GrEfl Lee IS representative in the City within ten (10) day s after the presentation of any claim or demand, either by suit a' otherwise, made against the City on account of any negligence as afor.csaid on the IR'rt of the Grantee. SECTION VIII INSURANCE Uoon acceptance of this franchise by Grantee and before . Grantee shall have any rights hereunder, Grantee shall file with the City C]erk a certificate evidencing the ins urance of the Grantee against property damage in an amount not .13 S8 than $50,000.00 ad bOdily inj_ury with limits of not ]Jess than $50,000.00 per 1il rson and 5000,000.00 total for each occurrenc e. SEC'rrON IX . SAFETY hb,;GUIA'I'ION COMPLIANCE . Grentee Shall comply with and conform to all safety regulations promulgated by the City cr any regUlatory body hav:ing jurisdiction thereof. I SECTION X TIME. LIMIT IN \NHICH TO COl1PLY WITH TEIUilS CF FRANCHISE. Grantee shall have until August 1, 1957 within which to lay gas. mm ns and to otherwise comply with the terms of this franchis e, unless such time is 8~,~t'3nr:1e:1 "Y th3 City. '. ..:' SEC[' I OlLJa: ' . AGREEIvENT Nor 'ro COl\iJPETE RESERVE TO CI TY POWER CF E.MlNENT DOMAIN In conSideration d' Grantee's undertaking hereunder as evidenced by its acceptq) ce hereof the City agrees. not to engage in the business, of distributing and' selling gas. during the life of this franchise or any extension thereof in competition with the grantee,. its successC[' s, am assighn;: but nothing herein con- tained shall be construed or de"3med to prevent the City from. exercising at my time any power of eminent domain grm ted to it under the llws of the State of Idaho. SECTION XII SliltRENDER CF FRANCHISE - GRANTEE'S. RIGHT TO SALVAGE Aft"TER POSTING BUND In the event natural gas at my time sahli ceas.e to be available. to Grantee for the distributioI'. and sal e hereunder, Grantee reserves the right to surrender this franchis e and in the event cf such surrender prior to any explra tion cr termination of this frrn chise, or. in 00. y of such events, Grantee r8serves the' right to SaL vage all of its plants, works m d facilities. after posting bond satisfactory to the City to insure restoration 0f City's s.tre'ets and aLleys damaged by SVCf;. sP,lvage OPEration. ; . .$ECTIQN::;XIII . WRITTEN ACG8pr~CE The Grantee shall wi thin thir ty (30) days af'ter the passage and publication of this ordinance file with. the City ClErk its acceptonce of' this franchise in writing signed by its, prayer officers and attes.ted by its corparate seal. SECTION XIV SAlli. ASSIGNIvlENT ill LEASE ai' FRANCHISE No:: sale, assignment, or lease of this franchise shall be effective until it is appro~ad by ghe City, provided., however, that nothing herein cont81. ned shall be: construed to require consent or to prevent the Grantee of this franchise and grant from 1.nclucli.. ng it in a mortgage or trust deed executed for the purp03 e of obtaining mon~y for corpar ate objects.. SECTION XY RI GHT OF Crry TO ADDITIONAL f'AYMENTS In the event the G:r:antee Shall pay any other City E1'1 Y greater stipulated IE rcentage of gas sal.es. than hereinbefore provided the City shall have the right upon demand of requnring Grantee to pay for the same JEriod of time such higher pErcen- tages So pai d to such other city. SECTION XVI RIGHT OF CITY TO PURCHASE GAS t>Y3T..E:M At the expiration of this franchise and grant, or at any I I Ordinal ce No. B5 Cont Id 239 time during the ,.f'in'st:'siSxmonths 'of:;tha;'twenty-first (21) or the twenty-sixth (26) year .of this franchise or the thirtieth (30)' year during the term of this franchise, the City, at its election and upon th8 payment o.f the .fair valuation to ue made in the m1:inner hereinafter: provided, may purchase and take over to itself the gas, system, works, plant and proIB rty of the grantee in its en- tirety, as hereinafter defined and provided. The fair, valuation of said gas system, V'O rks, plant and proIBrty, wi. thin the City of MeridiEm, Idch 0, Cus,tomers Accounts Receivable and Accrued UnbilJe d Revenue, shall be ascertained and determined by a Board of, Apprai se;rs compo sed of three '(3) profes sional engineers, each' of whom shall have had at least fi va (5) years experience in the design, cons truction am operation of gas works s,ystems in cities, and at least five (5) years experience in the valuation of public utili ties prope rties of equal magnitude to that to be apprai sed, one to be selected by the City, one by the Grantee, and the two thus chosen shall select the third which sai d third appra1 ser shall not be otherwise employed by ar connected directlya' indirectly with the City or Gral tee. ~he City and the Grantee' shall bear jointly, share and share alike, . the cas t including fees and expenses of the third appraiser and the cost and expenses of the JJoard, but the cost, including fees and expenses of each of the other two memb::rs of the .doard of appraisers, shall be pal d by the Party by or on where behalf such evidence is introduced. If tt": City elects, so to purchase, it shall wi thJ..n such time give written notice to the Grantee at its office in HoiD, Iddlo, and at the same time, or with::Ln fifteen (15) days thereafter appoint an appriaser, and Wi. thin ~;ai d time give written notice cf such appointment to the Grantee, at its office in Boise, Idaho. The Grantee shall, within fifteen (15) d~s after the receipt of sad last notice, appoint an apprFiiser and give wI'itten notice of sad appointment to theMawor or Cllerk of said City. These two appraisers wi thin thirty (30) days after service of the last mentioned Notice, shall select the third apprai ser and wi thin ~a1 d t:Lme give written notice to the Mayor or CIlerk of sat d City and to sa:id Grantee of ~uch appointment. Said third appraiser shall ,be Chairman of said Board. If any appraiser so appointed shall die, resign, or refuse or fail to act, the party by whom he shall have been appointed shall within thirty (30) days after written demand by the other party appoint his succesoor. If the appraiser so dying, resigning or refusi.. ng or failing to act shall be the third apprais er his successor Shall be selected in like manner. In event no agreement can be reached as to the appointment ofa third appraiser, he shall be appointen by the District Court in 8:1 d for Ada County upon application of either party. The board of three appraisers, when selcted, Shall forthwith proceed diligently to inventory and ascertain the fair valuatfon of Gran tee' 5 gas system, works, plant and prop3 rty, except Custo- mers Accounts receivable and Unbilled Revenue as it existed on the flrst.of the month immediately preceding the date of' the appoint- ment of'said third appraiserr and within ninety (90) days after the appointment of sai. d third appraiser aai d Dcard shall file wi. tl1 the Clerk of Meridicn, and with the Grantee identical written and signed reports of such inventory and valuation, together with the basis, rule or forlLula used by the Ba3. rd in arriving at Sl ch i'33ir valuation. Provided that the value of this i'ranchise and grant shall not be considered or taken into account in fixirlG such valuation. The Grantee shall permit the Board at all reasonable times, free and complete access to and examination of ~. its books, records, files, dates and pro,gerties, which may relate to or have any bearing on, or relevancy, 'for the making of san inventor y and valuation. The Board may make such investigation and, on reasonable noti ce to the City m d the Grantee, hold st.i ch hearings as in the Board IS discretion may be necessary .for the purposes or making sal d inventory anq appraisement. J30th the City and the Gran tee may be present at any such hearing by their officers, agen ts, or attorneys, and may examine and cross-e,xamtp9 witnesses and introduce such other ~vidence as tLey desire. Within thirty (30) days after the filing of such report, inventory and valuation as above providt3d , either OI"OO th the City and the Grm tee may serve upon the other and the Chairma: or sa:1:.d Boa~ written exceptions to all or any part thereof. The Ch~rman shall fix a. time, which time shall be wi thin thirty (30) days followiYJg the expiration of the time for filing exceptions giving not .lEs than ten (10) days notice thereof to the Board members to the City ,and ~o the Grantee and ,at said time and place or S1 ch other time and place in .MeridiEt1, IdMO, to which the sm d hearing may be postponed by the Chairman, the Board shall proceed diligently to hear and I 240 Ordinance No 85. Cont'o. determine such exceptions and tho City and Grantee shall be entitBd to appear, be represented and be. heard t~ereat. ~'_ Upon the close oJ _.suCh i?-earlng ~he .dOar:d ,Sh::~, Wltlll~ thirty (30) days thereafter, 111e wlth tile CJerk 01 1.erld.J.m, ldano, and. wi th the Gran tee e1 ther identical written and sign:~d statements ~f any changes or modifications of the rep~t, inventor? and valu~tlon previously made, or at its. election revised repa' t, ~nventory en d appraisement in the same form as provided for the original, showing such changes and modifications, whereupon sm.. d r:port, inventory and valuation as so revised, changed, or modi~led shall stand as the Board's final report, inventory and valuatlon. . In the event no changes or modifications are nade by the Board ln the repar t inventory and valuation previously made, a written and signed' statement to that efi'ect shall within saidtllir:ty (30) day s period.. be likewise filed with" the City C.lI!rk and the Grcrl tee and appended to the original report, inventory and appraisement which shall thereupon stand as the Eo ard 's final repor t, lnvent ory and appraisement. The valuation so fixed by the Board, or by any two members thereof in accordance with the terms hereof, shall be final and binding upon the City and the Grantee and such valuation, together 'Wi th the cost to the Grantee of .. additions to its proIE rty subsequent to the first of the month precedi,ng the date of the appointment of the third appraiser, the cost of abstra.cts of tl tJe or title insurance policies hereinafter required, plus the amDlmt of Custon:ers Accounts receivable, Ie ss the s;Lxty (60) days past due and Accrued Unbilled Hevenue of said gas sysLem and plant as of the date on which payment. for Grantee's property is made, shall constitute the fafu valuation of the said gas system vorks, plat and property to be purcha~ed by the City and the purchase price therefor; profided', however, that if either party is dissatisfied with the valuation therefixed:, it may appeal to the Distri c:t Court in and far Ada County, Idaho, for determination b:y such court after trial as by law provided in the case of an appeal from the Probate Court; or such party may file in the District Court ~ Ada County, an appropriate type of action for judicial determination of the Va1J.e of said gas system, with rie.:ht of appeal to Idaho Sup:r>emc Court. After final deteJ;'mination, the Grantee shall be bound to sell and the City bound to buy, the Grantee's gas system wo.rks, plant and proJ:6 rty for such purchase pr ice to be p:lid in law1-'ul money of the Unlted States. of America and ob the terms and conditions hereina.fter spec:ified wi thin ,six (6) months after the Board's soo valuation becomes final, or. upon final court determination, or wi thin any extension of such time for which provis,ion is herein made, provided the City has sufficient f'unds legally aVailable therefor wi thin said time. If Sl ch funds are not so available then all right, option and obligations, if any, of the City to purchase, and all obligations' of the' Grantee to sell or require the City to buy alIaI' my part, of the Grantee I s gas system, works, plan t and property on such valuation and purchase price so deterrtined shall be thereby and thenceforth released, discharged and terminated. The Grantee shall, however, and not less than thirty (30) days; prior. to the expiration oE the six (6) month.s period so fixed far the payment of-said purchase price, 3ubmi t to the 0.1 ty for its appro- val forms of deeds, as'stgnments, bills of sale releases and conveyances, good and sufficient when executed to convey and transfer to the City the fee simple marketable title to all real estate and good title to. all the remainder of' Gran tee's gas system, works, plant and property lncluded in slJch sale and trans.fer, free and clear of_ all encumbrances except such as. are payable from the purchas.e price as. hereinafter provided, together wi th the abstracts of title or ti tIe insural ce policies on such real ,~state, showing such titJe 'to said real estate to be in Grantee~ The City shall within (30) days after delivery of such instruments and abstracts make any objection thereto, otherwise the title of Grantee Shall be de'2med approved and accepted., In case of' any Val.. ld 0 bjectlons the Gran tee shall proceed wi th reasonalbe diligence to remove the same. Should valid objections be made and,the City hare flmds legally available fer the purchase price within the -.said six (6) months period limited , or. extended therefor, the .~ime for the payment of said purchase pr lce shall be extended un t il all val id 0 b j ec tions to s UC h. tit Je or ti tl;; s are~ removed. Upon the re.ITloval of such 0 bjcet.tons and the payment of the purchase price as herein provided, the sale shall be con.sul11111Cl.ted and ;posseSSion of Grant:~e I s gas system, works, plant and prop8I'ty So purcilased and all books of account reJa ting to the Customers Accounts. Receivable purchased, anj construc:tion maps, datal and tltJe pollcles or abstracts delivered to the Gi ty toge"Gher Wl th conveyan ces duly executed by the Grantee The Grantee also 8.,;1'8<.;5 that u n f 11 .. truS.t by the City ct' said 1. po U payment or deposl t in .. purc lase price in the manner hereinafter I I Ordinance No. 85 Cont'd . 241 provIDed, the said gas. system, works, plant an d pro:p= rt~T so purchased shall become the property of the City by virtue of this grant and payment thereunder and without the execution of any instrument or conveyance, but in no event shall the City have any rights whatever in or to Grantee' s gas system, works, pIm t and property until such purchase price is paid in full to Grantee or depos ited in trust as hereinafter provided. Every mortgage, trust deed or other encumbrance hereafter created upon the property o.f the Grantee shall besu bject and subordinate to the City's right to purchase su ch pror:er ty hereunder free and clear of all su ch mortgages, trus.t deeds or otre r uncum- brances. as herein provided. If there be no such mortgage, trust deeds or other encumbrances at the time the purchase price is payable, it shall be paid to the Grantee j: otherwise the City shall deposit said purchase price with a bank at BoTIse, IdaJo, in trust for and, to be pai d over to the trustee n& ed in such mortgages, trus.t deeds and other encumbrances and the Gran tee, as tp.:.ei.r respective rights may be agreed upon or determined between ~;-,_._ themselves without further obligation on the part.of~he-~~ty.~~~The depcs it of said purchase price in trust by the City as j)pev'-e' p!.~ided ... shall. release ani discharge all property so purchased by t,he Gi.:ty: from the lien of all such mortga~es, trust deeds and ota:e,r- enCUrri~:: brances, but the holders thereof Shall also, upon 3.;: ch deposit- in trust being made and upon the City'S demand, execute, aaknowJerrge and deliver to the City corresponcIlng releases and discJ;1arge$'. in ' . . '. "- writing, and any mortgage, trust deed, or other encumbl'3l" .ce,,"-,- hereafter na de upon the proIS rty of the Grantee shall 'contaili appropriate provisions requiring the mortgagee, trustee, cr' other lien-holder, as the case may be, to release from the lien thereof the gas system, work.s, plant andproIE rty to be sold to the City in the event cf a saL. e and upon the City' s compliance with the above provisi ons as to depo si t of' t he purchase price in trus t. Upon the final consummation of the saile and delivery ct: possession of Groo tee's gas system, works, plan t and property to the sat d City and payment of the full purChase JI' ice therei'or, as provided herein, this franchise and all other gas franchises from the City of Meridian, Idaho, held by the Grantee shall cease and become void and of no further force or effect. 'rhe time limited in this section for the doing of any act or thing may be extended by written agreement of the City alu the Grantee Whenever the phrase "gas. sy::;tem, works, plant en d pror:er ty . of the Grantee in its entirety" is used in this Section XVI, the same shall comprise and consE t at' all the gas system, wor'ks, plant and property of Grantee situated within the corporate limits of Meridian, Idaho" a.s the san eexist as or the date of 8ai d Cit y' s Notice of E~ction to purchase as provided herein excepting therefrom and the same shall not include, property neither used nor useful in the public service, nen:' cash all hand or in bank, notes, bonds, shares cf stock, or other securities, nor 31 y accounts receivable other than Customers Accounts Receivable le 58 than sixty (60) days old as provided herein and none of said items so excluded from the meaning of said plu'ase Shall be included in 3:}f sale made to the city, nor any valuation under the provisions hereof, but the Same shall remain the property of the grantee. . nothing herein shall be construed as preventing the sal e to the City of any or all oi'Grantee 's gas system, works, plant al d property for such purchase price and on ~ ch terms and conditions as may hereafter be voluntarily and mutually agreed upon between the City and the Grantee. SECT ION XVII PUBLICATION COSTS The Grantee Shall assume the cost of publication of this franchise as such publicatio~ is required by law. SECTION XVII GAS STORAGE The' Grantee shall not construct, erect or use cmy gas storage facili ties in or Wi. thin three (3) miles of the City without first obtaining the written sonsent of the City to the erection, constructio and use of such gas storage faciIi ties.. SEGTION XIX FORFEITURE Any violation by the GrCHltee, its vendee, lessee <T succesS) rs of the proviSions of this ordinance, franchise and grant or any meteri portions thereof cr the fai lure promptly to IE rform any of the provisions thereof shall be cause for the forfeiture cf this franchise and grm t and all rights hereunder by the City after sixty (GO) doy- s written notice to the Gr!B1tee end the continuance of 31 ch violation failure or default; however, this provis.1on Shall not prevent the ' Grantee ~rom submitting such question of forfeiture t determination. 0 proper court 242 Ordinance No. 85 t;ont'd . SECTION XX SEPARAEILrTY if any part or parts of this ordinance shall be adjudged by the courts to be uncons ti tutional cr invalid, the same shall not effect the validi_ty of 3l1Y other part or parts her'eof WJ.lch can be given effect wlthout the part or parts ad.iudged to be unconstitutional or invalid. The City decl~res, that it would have passed the remaining parts! of this ordinance if it had been known that ,such other p3.rt or parts thereof would be ~~5T~t)N-drllconGti tutional or invalid. ,HEPEAL CAll ordinances, am. parts of 'ordincn css of City in conflict herewL th shall be, and the same are hereby 'repealed. PASSED BY TH~ CI1Y CODNCIL, JANDI\UY 7-., ~L 1957. SIGNED BY TH~ N.tAYOR, JA1'UAHY 7 1957. ."-,....~ " \ - -~ ---- A1'.rE.3'l~ .' ..-' '........ - -< . / ~- / )drt Y Cle rk .~~