HomeMy WebLinkAbout10-27-2025 Agenda Packet
City Council
Study Session
Community Wellness Special Focus Area
October 27, 2025 - 5:30 PM
City Hall Council Chambers
AGENDA
CALL TO ORDER
PUBLIC PARTICIPATION
A. The Auburn City Council Study Session Meeting scheduled for Monday, October 27, 2025,
at 5:30 p.m. will be held in person and virtually.
Virtual Participation Link:
To view the meeting virtually please click the below link, or call into the meeting at the
phone number listed below. The link to the Virtual Meeting is:
https://www.youtube.com/user/watchauburn/live/?nomobile=1
To listen to the meeting by phone or Zoom, please call the below number or click the link:
Telephone: 253 215 8782
Toll Free: 877 853 5257
Zoom: https://us06web.zoom.us/j/83727791099
ROLL CALL
AGENDA MODIFICATIONS
ANNOUNCEMENTS, REPORTS, AND PRESENTATIONS
A. Ordinance No. 7004 (Thomas) (60 Minutes)
Water, Sanitary, Sewer and Storm Drainage Utility Rate Study Presentation
COMMUNITY WELLNESS DISCUSSION ITEMS
A. Housing Repair Program Update (Krum) (15 Minutes)
AGENDA ITEMS FOR COUNCIL DISCUSSION
A. Ordinance No. 7005 (Gaub) (10 Minutes)
An Ordinance granting to Soos Creek Water and Sewer District, a Washington Municipal
Corporation, a Franchise for Sanitary Sewer Facilities
B. Ordinance No. 7007 (Gaub) (10 Minutes)
An Ordinance granting to Hyperfiber of Washington, LLC dba Ripple Fiber, a Delaware
Limited Liability Company, a Franchise for Wireline Telecommunications
Page 1 of 102
ADJOURNMENT
Agendas and minutes are available to the public at the City Clerk's Office and on the City website
(http://www.auburnwa.gov).
Page 2 of 102
AGENDA BILL APPROVAL FORM
Agenda Subject: Meeting Date:
Ordinance No. 7004 (Thomas) (60 Minutes)
Water, Sanitary, Sewer and Storm Drainage Utility Rate Study Presentation
October 27, 2025
Department: Attachments: Budget Impact:
Finance Auburn Council Presentation
10.27 - Updated with City
comments
Administrative Recommendation:
For discussion only.
Background for Motion:
Background Summary:
The City of Auburn provides water, sewer, and stormwater services to its utility customers. In 2025,
the City contracted with FCS Group to perform a Water, Sanitary Sewer, and Storm Drainage Utility
Rate Study to review the adequacy of existing rates and to propose new rates as appropriate.
The FCS study elements completed to date includes:
1. A review of "revenue requirements" for each utility, which encompass the costs that the City
needs to recover on an ongoing basis from utility ratepayers.
2. A cost of service analysis that determines the relative burden each customer class places on
the utility. A comparison of existing revenues with the cost of service results then indicates
whether each class is paying its fair share of costs for each utility system.
This is the first of two discussions that will review the work performed by FCS Group and summarize
their findings. The second presentation will be on November 11, 2025. These presentations set the
framework and context for the rate increases Council will be asked to adopt on November 17, 2025,
with Ordinance No. 7004.
Councilmember: Kate Baldwin Staff: Jamie Thomas
Page 3 of 102
Slide 1
City of Auburn
Utility Rate Study
October 27th, 2025
Page 4 of 102
Slide 2
Presentation Overview
●Background
●Overview of rate setting process
●Summary of findings
»Revenue requirement
»Cost of service
»Rate design
●Next steps
●Question / discussion
Page 5 of 102
Slide 3
Rate Setting Background
●Last comprehensive rate study completed in 2022
●Resulted in a three-year rate strategy for each utility
●Rate strategy included
»Plan to continue funding renewal and replacement needs for each utility
»Maintained cost of service between classes
●Revisit rates every 3-5 years to evaluate progress
Utility 2023 2024 2025
Water 7.50%7.50%7.50%
Sewer 7.50%7.50%7.50%
Stormwater 6.75%6.75%6.75%
Page 6 of 102
Slide 4
Overview of Rate Setting Process
Step 3:
Design Rates
(collect target revenue)
Fixed Charge Variable Charge
Step 2:
Cost of Service
(equity evaluation)
Define Customer Classes
Allocate Costs
Step 1:
Revenue
Requirement
(defining overall needs)
Financial Policies – Set the Management Foundation
Debt
O&M Capital
Revenue
Reserves
Page 7 of 102
Slide 5
Revenue Requirement Objectives
●Determine the amount of annual revenue necessary to fund all financial obligations on a standalone basis
»Operating expenses
»Debt service (principal & interest)
»Capital cost and funding approach
●Meet financial parameters and targets
»Target debt service coverage ratios
»Maintain target reserve balances
●Evaluate revenue sufficiency over a multi-year period
●Develop a balanced rate plan while minimizing impacts
Page 8 of 102
Slide 6
Key Assumptions
●Study period 2025-2031
»Analysis projected through 2045 | rate setting period 2026-2028
●Projected rate revenues based on 2024 statistics & growth
»Water: 0.45% annually
»Sewer & Storm: 0.40% annually
●2025/2026 budget used as baseline escalated with various factors
»Water average: 3.2%
»Sewer average: 3.1%
»Storm average: 3.1%
●New debt assumes revenue bonds
»20-year term | 5% interest cost | 1% issuance cost
Page 9 of 102
Slide 7
Overview of the Rate Setting Process
Policy Purpose Target
Operating Reserve Liquidity cushion to accommodate cyclical cash
flow fluctuations
60-90 days of O&M
Water (90 days): $3.6M - $4.5M
Sewer (60 days): $1.4M - $1.7M
Stormwater (60 days): $1.9M - $2.3M
Capital Contingency
Reserve
To meet emergency repairs, unanticipated capital,
and project cost overruns
1% of plant asset values
Water: $2.1M - $2.8M
Sewer: $1.3M - $1.6M
Stormwater: $1.2M - $1.4M
System Reinvestment Promote ongoing system replacement through
reinvestment in the system
Annual Depreciation Expense
Water: $4.3M - $6.1M
Sewer: $2.8M - $3.3M
Stormwater: $2.3M-$2.6M
Debt Service
Coverage
To ensure compliance with existing loan/debt
covenants and maintain credit worthiness for future
debt issuance.
Minimum Bond Covenant
Requirement 1.25
Page 10 of 102
Slide 8
Water Revenue Requirement
Page 11 of 102
Slide 9
Water Key Components
●Rate setting period CIP of $88.9M funded through rates, SDCs,
grants, & new debt proceeds
»Total debt of $47.5M across three issuances in 2027 | 2029 | 2031
$-
$5
$10
$15
$20
$25
MillionsAnnual Capital Costs
Description 2025 – 2031
Existing Rate Revenue $20.1M - $20.6M
O&M Expenses $14.7M - $18.2M
System Reinvestment $2.0M – $5.5M
Ex. Debt Service $2.9M-$2.0M
Total CIP $88.9M
Page 12 of 102
Slide 10
$-
$5
$10
$15
$20
$25
$30
$35
$40
2025 2026 2027 2028 2029 2030 2031Millions
O&M Expenses Existing Debt New Debt
System Reinvestment Additional Rate/Reserve Funded Capital Revenues Before Increases
Water Revenue Requirement
Note: Rate funded capital is net of grant and GFC revenues.
Sample Water Bill Existing 2026 2027 2028 2029 2030 2031
Proposed Increases 7.80%7.80%7.80%7.80%7.80%3.75%
Sample Residential Mo. Bill 49.60$ 53.47$ 57.64$ 62.14$ 66.98$ 72.21$ 74.91$
$ Difference 3.87$ 4.17$ 4.50$ 4.85$ 5.22$ 2.71$
Note: assumes 3/4" or smaller meter and 6 ccf of monthly usage
Page 13 of 102
Slide 11
Water Rate Survey
Notes:
1.Assumes smallest meter size and 6 ccf of usage
2.Averages seasonal rates for applicable jurisdictions
3.Rates are as of 2025 and are not inclusive of additional utility
taxes added on top of the utility rate billed.
Page 14 of 102
Slide 12
Sewer Revenue Requirement
Page 15 of 102
Slide 13
Sewer Key Components
●Rate setting period CIP of $36.2M funded through rates & SDCs
»No new debt assumed within the rate setting period
●Existing debt fully repaid by 2030
●Since the 2022 rate study the sewer utility no longer assesses City utility taxes on King County Treatment revenues
$0
$2
$4
$6
$8
$10
$12
$14
$16
MillionsAnnual Capital Costs
Description 2025 – 2031
Existing Rate Revenue $11.6M - $11.8M
O&M Expenses $8.3M - $10.1M
System Reinvestment $2.1M – $2.4M
Existing Debt $0.6M - $0
Total CIP (escalated)$36.2M
Page 16 of 102
Slide 14
$-
$5
$10
$15
$20
$25
$30
2025 2026 2027 2028 2029 2030 2031Millions
O&M Expenses Exisiting Debt System Reinvestment Rate Funded Capital Revenue Before Increases
Sewer Revenue Requirement
Notes: Rate funded capital is net of grant and GFC revenues.
Sample Sewer Bill Existing 2026 2027 2028 2029 2030 2031
Proposed Increases - City Portion 2.00%2.00%2.00%2.00%2.00%2.00%
Sample Residential Mo. Bill - Auburn 32.29$ 32.94$ 33.59$ 34.27$ 34.95$ 35.65$ 36.36$
$ Difference 0.65$ 0.66$ 0.67$ 0.69$ 0.70$ 0.71$
Sample Residential Mo. Bill - KC 58.28$ 62.66$ 70.65$ 79.66$ 90.42$ 102.63$ 116.49$
$ Difference 4.38$ 7.99$ 9.01$ 10.76$ 12.21$ 13.86$
Sample Residential Mo. Bill - Total 90.57$ 95.60$ 104.24$ 113.93$ 125.37$ 138.28$ 152.85$
$ Difference 5.03$ 8.65$ 9.68$ 11.45$ 12.91$ 14.57$ Page 17 of 102
Slide 15
Sewer Rate Survey
Notes:
1.Assumes one single family residence and 6 ccf of usage
2.Rates shown are as of 2025 and include applicable disposal charges
3.Rates are not inclusive of additional utility taxes added on top of the
utility rate billed.
Page 18 of 102
Slide 16
Stormwater Revenue Requirement
Page 19 of 102
Slide 17
Stormwater Key Components
●Rate setting period CIP of $26.4M funded through rate revenues,
SDCs, & grant funding
»No new debt assumed within the rate setting period
$0
$2
$4
$6
$8
$10
$12
$14
$16
MillionsAnnual Capital Costs
Description 2025 – 2031
Existing Rate Revenue $13.4M - $13.7M
O&M Expenses $11.7M - $14.1M
Debt Service $0.7M-$0.3M
Total CIP $26.4M
Page 20 of 102
Slide 18
$0
$5
$10
$15
$20
$25
$30
2025 2026 2027 2028 2029 2030Millions
O&M Expenses Exisiting Debt System Reinvestment Funding
Rate Funded Capital Revenue Before Increases
Stormwater Revenue Requirement
Sample Stormwater Bill Existing 2026 2027 2028 2029 2030 2031
Proposed Increases 3.25%3.25%3.25%3.25%3.25%3.25%
Sample Residential Mo. Bill 19.31$ 19.94$ 20.59$ 21.25$ 21.95$ 22.66$ 23.39$
$ Difference 0.63$ 0.65$ 0.67$ 0.69$ 0.71$ 0.74$
Page 21 of 102
Slide 19
Stormwater Rate Survey
Notes:
1.Assumes one equivalent service unit
2.Rates shown are as of 2025 and are not inclusive of additional utility
taxes added on top of the utility rate billed.
Page 22 of 102
Slide 20
Combined Residential Sample Bill
Notes:
1. Water bill assumes 6 ccf of usage
2. Sewer bill does not include King County portion
Utility Existing 2026 2027 2028 2029 2030 2031
Water 49.60$ 53.47$ 57.64$ 62.14$ 66.98$ 72.21$ 74.91$
Sewer (local charge only)32.29 32.94 33.59 34.27 34.95 35.65 36.36
Storm 19.31 19.94 20.59 21.25 21.95 22.66 23.39
Avg. Res. Mo. Bill 101.20$ 106.34$ 111.82$ 117.66$ 123.88$ 130.52$ 134.67$
$ Mo. Difference 5.14$ 5.48$ 5.84$ 6.22$ 6.64$ 4.16$
% Difference 5.08%5.15%5.22%5.29%5.36%3.19%
Page 23 of 102
Slide 21
Cost of Service Analysis
Page 24 of 102
Slide 22
What is Cost of Service?
●An equitable distribution of cost share that considers utility
specific data
»Measures of usage and demand
»Planning, engineering and design criteria
»Facility requirements
●Cost of Service analysis determines
»Total cost by class (equity)
»Unit costs ($/usage; $/customer)
●Fundamental question: Do cost differences exist to serve different
classes of service?
Page 25 of 102
Slide 23
Cost-of -Service Process
●Step 1: Allocate total utility cost by function and classification
●Step 2: Develop allocation factors using customer facility
requirements and usage characteristics
●Step 3: Allocate costs to customer classes
* Industry Standard Methodologies; AWWA Principles of Water Rates, Fees and Charges, M1 Manual and the
Water Environment Federation Financing and Charges for Wastewater Systems Manual 27
Water Utility Functions*Sewer Utility Functions*Stormwater Functions
•Customer •Customer •Base
•Meters & Services •Flow •Use – Water Quality
•Base Demand (avg. use)•Use – Water Quantity
•Peak Demand (peak use)
•Fire Protection
Page 26 of 102
Slide 24
Cost of Service Classification - Water
Peak
Fire
Customer
Costs relate to average service provided on demand and are essentially correlated with year -
round water consumption.
These are the costs associated with establishing, maintaining, and serving water customers and
tend to include administrative, billing, and customer service costs.
Costs associated with installation, maintenance, and repairs of meters and services.M&S
Base
Costs relate to peak demand service; associated with the ability of the system to provide capacity
to customers with higher-than-average volume.
Costs associated with providing adequate capacity and water flow corresponding to min. fire
safety standards. Incremental costs for storage, T&D, and hydrants for fire protection.
Base
49.03%
Peak
33.27%
Fire
8.14%
Customer
5.81%
M&S
3.75%
Page 27 of 102
Slide 25
Water COSA Results
●±10% within COSA range of reasonableness
»All classes within range of reasonableness
98.11%98.31%102.04%107.28%103.94%
0.00%
20.00%
40.00%
60.00%
80.00%
100.00%
Single Family Multifamily Commercial Maunfacturing Irrigation
COSA Results 90%Target 110%
Page 28 of 102
Slide 26
Cost of Service Classification - Sewer
Flow
These are the costs associated with establishing, maintaining, and serving sewer customers and
tend to include administrative, billing, and customer service costs. Customer
Costs relate to actual and estimated sewer volume processed within the system in a year
Flow
91.03%
Customer
8.97%
Page 29 of 102
Slide 27
Sewer COSA Results
●±10% within COSA target range of reasonableness
»All classes are within the range of reasonableness
108.72%92.79%
0.00%
20.00%
40.00%
60.00%
80.00%
100.00%
120.00%
Single Family Non Single Family
COSA Results 90%Target 110%
Page 30 of 102
Slide 28
Cost of Service Classification - Stormwater
Use –
Water Quality
Use –
Water Quantity
Costs not related to on-site stormwater mitigation and are incurred regardless of quantity or
quality of runoff and tend to include administrative, billing, and customer service costs
Base
Cost related to management of non-point source pollution
Cost incurred to manage the overall volume of stormwater runoff.
Base
28.74%
Use - Water
Quality
19.22%
Use - Water
Quantity
52.04%
Page 31 of 102
Slide 29
Stormwater COSA Results
●±10% within COSA range of reasonableness
»All classes within range of reasonableness
101.03%102.02%99.16%95.14%102.87%
99.87%95.49%
0.00%
20.00%
40.00%
60.00%
80.00%
100.00%
120.00%
Single Family NSF ESU NSF w/Det ESU NSF w/Ret ESU NSF w/WtrQlty
ESU
NSF w/Det&WQ
ESU
NSF w/Ret&WQ
ESU
COSA Results 90%Target 110%
Page 32 of 102
Slide 30
Rate Design
Page 33 of 102
Slide 31
Overview of Rate Design
Aligns fixed and
variable costs
with fixed and
variable
revenue sources
Generates
sufficient
revenue to
meet utility
requirements
Meet goals and
objectives of
the utility
(e.g.,
conservation)
Evaluate
monthly rate
impact for
different levels
of use
●Development of fixed and variable charges assessed to
customers
$
Page 34 of 102
Slide 32
Rate Design Goals
●No structure can completely achieve all the objectives – it’s a
balancing act
Source: Principles of Public Utility Rates, Bonbright, Danielson and Kamerschen
Revenue / Rate-Related
Revenue
Sufficiency
Revenue
Stability
Philosophical
Continuity
Cost Related
Consistency
with Costs
Conservation &
Efficiency
Fairness &
Equity
Practical-Related
Feasibility Simplicity Legal
Defensibility Affordability
Page 35 of 102
Slide 33
●No significant rate structure
changes
●Increases applied across the
board
»Equal increases to fixed and
variable charges
»Equal increases applied to each
customer class
Proposed Water Rates
2026 2027 2028
3/4"22.66$ 24.43$ 26.34$ 28.39$
1" - Single Family 22.66 24.43 26.34 28.39
1" - All Other Classes 25.43 27.41 29.55 31.85
1.5"27.69 29.85 32.18 34.69
2"31.92 34.41 37.09 39.98
3"61.39 66.18 71.34 76.90
4"77.03 83.04 89.52 96.50
6"98.44 106.12 114.40 123.32
8"127.17 137.09 147.78 159.31
10"180.57 194.65 209.83 226.20
Single Family
Block 1 (0-7 ccf)4.49$ 4.84$ 5.22$ 5.63$
Block 2 (7-15 ccf)5.49 5.92 6.38 6.88
Block 3 (15 ccf+)6.25 6.74 7.27 7.84
Multi Family 5.38 5.80 6.25 6.74
Commercial 5.67 6.11 6.59 7.10
Manufacturing 5.54 5.97 6.44 6.94
Schools 6.03 6.50 7.01 7.56
Municipal 5.58 6.02 6.49 7.00
Irrigation 7.46 8.04 8.67 9.35
Monthly Fixed Charges All Classes
Volume Charges (per ccf)
Description Existing Proposed
Page 36 of 102
Slide 34
●No significant rate structure
changes
●Increases applied across the
board
»Equal increases to fixed and
variable charges
»Equal increases applied to each
customer class
Proposed Sewer Rates
2026 2027 2028
Single Family 32.29$ 32.94$ 33.60$ 34.27$
Non-Single Family 35.42 36.13 36.85 37.59
Above 7.5 ccf 3.59$ 3.66$ 3.73$ 3.80$
Monthly Fixed Charges All Classes
Non Single Family Volume Charges (per ccf)
ExistingDescription Proposed
Page 37 of 102
Slide 35
●No significant rate structure
changes
»City evaluating SF credit
application for qualifying
accounts
●Increases applied across the
board
»Equal increases applied to each
customer class
Proposed Stormwater Rates
2026 2027 2028
Single Family 19.31$ 19.94$ 20.59$ 21.26$
NSF ESU 19.31 19.94 20.59 21.26
NSF w/Det ESU 16.62 17.16 17.72 18.30
NSF w/Ret ESU 13.92 14.37 14.84 15.32
NSF w/WtrQlty ESU 17.76 18.34 18.94 19.56
NSF w/Det&WQ ESU 15.07 15.56 16.07 16.59
NSF w/Ret&WQ ESU 12.37 12.77 13.19 13.62
Monthly Fixed Charges All Classes
ExistingDescription Proposed
Page 38 of 102
Slide 36
Next Steps
●Direction / feedback
»Move forward with the following
–All increases applied across the board
●Next steps
»Review connection charges and wholesale rates
»Adopt rates effective January 1, 2026
Utility 2026 2027 2028
Water 7.80%7.80%7.80%
Sewer 2.00%2.00%2.00%
Stormwater 3.25%3.25%3.25%
Page 39 of 102
Slide 37
Thank you!
Questions?
Brooke Tacia, Project Manager
(425) 502-6445
Brooke.tacia@bowman.com
www.fcsgroup.com
Page 40 of 102
AGENDA BILL APPROVAL FORM
Agenda Subject: Meeting Date:
Housing Repair Program Update (Krum) (15 Minutes) October 27, 2025
Department: Attachments: Budget Impact:
Community Development 2025 Housing Repair
Presentation
Administrative Recommendation:
For discussion only.
Background for Motion:
Background Summary:
The City of Auburn Building Official will present an update on the City’s Housing Repair Program. The
presentation will focus on how the program works and highlights some of the projects accomplished
over the past year.
Councilmember: Tracy Taylor Staff: Jason Krum
Page 41 of 102
AUBURN
VALUES
S E R V I C E
ENVIRONMENT
E C O N O M Y
C H A R A C T E R
SUSTAINABILITY
W E L L N E S S
C E L E B R AT I O N
STUDY SESSION
AUBURN’S HOUSING
REPAIR PROGRAM
PRESENTED BY CRUE WOODARD
BUILDING OFFICIAL
OCTOBER 27, 2025
Department of Community Development
Planning Building Development Engineering Permit Center
Economic Development Code Enforcement
Page 42 of 102
City of Auburn Minor Home Repair Program is for low to
moderate income homeowners.
This program provides eligible homeowners with grants
up to $25,000 for eligible home repairs.
These grants enable homeowners to remain in safe and
comfortable housing.
AUBURN’S HOUSING REPAIR PROGRAM
Page 43 of 102
To qualify applicants must:
Live inside Auburn city limits.
Own home needing repairs.
Have lived there at least one year & plan to stay at least one
year after repairs are done.
Meet low to moderate income guidelines.
50% King County median income = up to $55,000/year for one
person
Once approved applicants can access any remaining funds for up
to 3 years for approved repairs and reapply after 5 years from
last approval date.
QUALIFICATIONS
Page 44 of 102
The following may also be required before work can begin on
a Housing Repair project.
Lead paint assessment for homes built prior to 1978.
Check with WA State Dept. of Archaeology & Historic
Preservation Section 106 submitted for stick-built homes over
45 years old.
REQUIRED PRIOR TO WORK
Page 45 of 102
Some examples of work funded with minor home repair
grants.
Leaky roofs repairs and replacement.
Plumbing leaks and clogs.
Unsafe stairs and handrails.
Floor repair.
Access and disability aids.
Heating system repairs or replacement.
….. and many other repairs.
ELIGIBLE REPAIRS
Page 46 of 102
GOVQA DATABASE
In 2020 we started developing a new software program for
tracking all program applications and documentation, HUD
required documents, contractor bids, contracts, contractor
payments, in-house workorders, inhouse time and materials.
GovQA allows applicants to setup an account online and submit
all required documents online.
Page 47 of 102
IN HOUSE REPAIRS
Housing repair technician will receive a GovQA Work Order.
Technician will review job(s) and if it appears it has the potential to
go over budget and may change scope of work if needed.
Formulate a materials list.
Estimate labor.
Find alternatives when the repairs exceed our budget.
Prioritize the repairs and schedule the work with client.
Contractor when working in conjunction with a contractor.
Page 48 of 102
CEILING WATER DAMAGE REPAIR
Before After
Page 49 of 102
Before During Repairs
WATER DAMAGE REPAIR - BEFORE
Page 50 of 102
During Repairs After
WATER DAMAGE REPAIR - DURING
Page 51 of 102
Before After
ENTRY DOOR W/SIDE LITES
Page 52 of 102
Before and During Repairs After
SIDING REPLACEMENT
Page 53 of 102
TUB TO SHOWER CONVERSION
Before After
Page 54 of 102
BATHTUB TO WALK IN TUB CONVERSION
Before After
Page 55 of 102
PORCH REPAIRS
Before After
Page 56 of 102
TUB CONVERSION TO SHOWER
Before After
Page 57 of 102
BROKEN WATER MAIN REPLACEMENT
Before
Page 58 of 102
TRIP HAZARD REPAIR
Before After
Page 59 of 102
FURNACE REPLACEMENT
Before After
Page 60 of 102
WHEELCHAIR RAMP
Before During After
Page 61 of 102
WHEELCHAIR RAMP
Before After
Page 62 of 102
AUBURN
VALUES
S E R V I C E
ENVIRONMENT
E C O N O M Y
C H A R A C T E R
SUSTAINABILITY
W E L L N E S S
C E L E B R AT I O N
Department of Community Development
Planning Building Development Engineering Permit Center
Economic Development Code Enforcement
Thank You!
Page 63 of 102
AGENDA BILL APPROVAL FORM
Agenda Subject: Meeting Date:
Ordinance No. 7005 (Gaub) (10 Minutes)
An Ordinance granting to Soos Creek Water and Sewer District, a
Washington Municipal Corporation, a Franchise for Sanitary Sewer
Facilities
October 27, 2025
Department: Attachments: Budget Impact:
Public Works Draft Ordinance No. 7005, Sewer
Service Area Map
Administrative Recommendation:
For discussion only.
Background for Motion:
Background Summary:
Section 20.02.040 of the Auburn City Code requires a franchise for any utility or telecommunications
carrier or operator to use public ways of the City and to provide service to persons or areas inside or
outside of the City.
Soos Creek Water and Sewer District has applied for a new Franchise Agreement to continue to
operate their existing sanitary sewer facilities in the public ways within the Auburn City limits. The
facilities currently provide wastewater collection and conveyance for treatment and disposal within the
portion of Soos Creek’s sewer service boundary area that is within the Auburn City limits. The
proposed agreement is consistent with the City’s standard Franchise Agreement language.
A Public Hearing to consider this application and take public comment is scheduled before the City
Council on November 3, 2025, in accordance with Auburn City Code 20.04.040.
Councilmember: Tracy Taylor Staff: Ingrid Gaub
Page 64 of 102
------------------------------
Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 1 of 19
ORDINANCE NO. 7005
AN ORDINANCE OF THE CITY COUNCIL OF THE
CITY OF AUBURN, WASHINGTON, GRANTING TO
SOOS CREEK WATER AND SEWER DISTRICT, A
WASHINGTON MUNICIPAL CORPORATION, A
FRANCHISE FOR SANITARY SEWER FACILITIES
WHEREAS, The Soos Creek Water and Sewer District (“Franchisee”) has
applied for a non-exclusive Franchise for the right of entry, use, and occupation of
certain public ways within the City of Auburn (“City”), expressly to install, construct,
operate, maintain, repair, relocate, and remove its facilities in, on, over, under
along, and/or across those public ways; and
WHEREAS, following proper notice, the City Council held a public hearing
on Franchisee’s request for a Franchise; and
WHEREAS, based on the information presented at such public hearing, and
from facts and circumstances developed or discovered through independent study
and investigation, the City Council now deems it appropriate and in the best
interest of the City to grant the Franchise to Franchisee.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN
WASHINGTON, DO ORDAIN as follows:
Section 1. Definitions
For the purpose of this Franchise and the interpretation and enforcement thereof,
definitions of words and phrases shall be in accordance with the definitions set
forth in this Franchise and in Auburn City Code 20.02.020. If there is a conflict
between any of the definitions set forth in this Franchise and the definitions set
forth in Auburn City Code 20.02.020, the definitions in this Franchise shall govern
to the extent of such conflict.
A. “ACC” means the Auburn City Code.
B. “Force Majeure Event” means and shall include without limitation,
war, civil disturbance; flood, earthquake or other Act of God; storm or other
condition which necessitates the mobilization of the personnel of a Party or its
contractors to restore utility service; laws, regulations, rules or orders of any
governmental agency; a public health emergency as declared by the State of
Washington or local County governing the Franchise Area; sabotage; strikes or
similar labor disputes involving personnel of a party, its contractors or a third party;
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 2 of 19
or any failure or delay in the performance by the other party, or third party who is
not an employee, agent or contractor of the party claiming a Force Majeure Event,
in connection with this Franchise.
C. “Franchise” means this agreement approved by Ordinance No. 7005
of the City which authorizes Franchisee Facilities to provide Franchisee Services
in the Franchise Area.
D. “Franchise Area” means all public ways within the current city limits
and within any future adjusted boundaries of the city limits and which are also
within the Franchisee’s service area boundary per the Service Area Agreement
between the City and the Franchisee authorized under Resolution No. 3391 as
amended, and per applicable law. The effective date of any such changes in the
city limits will be the effective date(s) of any future annexations.
E. “Franchisee Facilities” means pipes, including service laterals,
manholes, cleanouts, pump stations, treatment facilities, and all other
appurtenances necessary or convenient for the purposes of providing wastewater
collection and conveyance, that are constructed, operated, owned, and maintained
within the public ways that are located in the Franchise Area .
F. “Franchisee Services” means providing wastewater collection and
conveyance for treatment and disposal. Sewer service extends from the sewer
main, through a service lateral, to the cleanout or right-of-way line.
G. “Public Improvement” means any capital improvement,
maintenance, or repair that is undertaken by or on behalf of the City and is funded
by the City (either directly or indirectly with its own funds or with other public monies
obtained by the City), including any capital improvement within the City’s adopted
Transportation Improvement Plan or Capital Facilities Plan.
Section 2. Grant of Right to Use Franchise Area
A. Subject to the terms and conditions stated in this Franchise, the City
grants to the Franchisee general permission to enter, use, and occupy the public
ways within the Franchise Area, located within the incorporated area of the City.
Franchisee may locate the Franchisee’s Facilities within the Franchise Area
subject to all applicable laws, regulations, and permit conditions.
B. The Franchisee is authorized to install, remove, construct, operate,
maintain, relocate, upgrade, replace, restore, and repair Franchisee’s Facilities to
provide Franchisee Services in the Franchise Area.
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 3 of 19
C. This Franchise does not authorize the use of the Franchise Area for
any facilities or services other than Franchisee Facilities and Franchisee Services,
and it extends no rights or privilege relative to any facilities or services of any type,
including Franchisee Facilities and Franchisee Services, on public or private
property elsewhere within the City.
D. This Franchise is non-exclusive and does not prohibit the City from
entering into other agreements, including other franchise agreements, impacting
the Franchise Area, for any purpose that does not interfere with Franchisee’s rights
under this Franchise.
E. Except as explicitly set forth in this Franchise, this Franchise does
not waive any rights the City has or may acquire with respect to the Franchise Area
or any other City roads, public ways, or property. This Franchise will be subject to
the power of eminent domain, and in any proceeding under eminent domain, the
Franchisee acknowledges its use of the Franchise Area shall have no value.
F. The City reserves the right to change, regrade, relocate, abandon, or
vacate any public way within the Franchise Area. If, at any time during the term of
this Franchise, the City vacates any portion of the Franchise Area containing
Franchisee Facilities, the City may reserve an easement for public utilities within
that vacated portion, pursuant to Chapter 35.79.030 RCW, within which the
Franchisee may continue to operate any existing Franchisee Facilities under the
terms of this Franchise for the remaining period set forth under Section 4.
G. The Franchisee agrees that its use of Franchise Area shall , at all
times, be subordinated to, and subject to the City and the public’s need for
municipal infrastructure, travel, and access to the Franchise Area, except as may
be otherwise required by law.
Section 3. Notice
A. Written notices to the parties shall be sent by a nationally recognized
overnight courier or by certified mail to the following addresses unless a different
address is designated in writing and delivered to the other party. Any such notice
shall become effective upon receipt by certified mail, confirmed delivery by
overnight courier, or the date stamped received by the City. Any communication
made by e-mail or similar method will not constitute notice pursuant to this
Franchise, except in case of emergency notification.
City: Right-of-Way Specialist
Public Works Department - Transportation
City of Auburn
25 West Main Street
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 4 of 19
Auburn, WA 98001-4998
Telephone: (253) 931-3010
Rowusepermit@auburnwa.gov
with a copy to: City Clerk
City of Auburn
25 West Main Street
Auburn, WA 98001-4998
Franchisee: Soos Creek Water and Sewer District
Attn: General Manager
14616 SE 192nd Street
Renton, WA 98058
Telephone:253-630-9900
Customer_Service@sooscreek.com
B. Any changes to the above-stated Franchisee information shall be
sent to the City’s Right-of-Way Specialist, Public Works Department –
Transportation Division, with copies to the City Clerk, referencing the title of this
Franchise.
C. The above-stated Franchisee voice telephone numbers shall be
staffed at least during normal business hours, Pacific time zone. The City may
contact Franchisee at the following number for emergency or other needs outside
of normal business hours of the Franchisee: (253) 630-9900.
Section 4. Term of Franchise
A. This Franchise shall run for a period of twenty (20) years, from the
date of Franchise Acceptance as described in Section 5 of this Franchise.
B. Automatic Extension. If the Franchisee fails to formally apply for a
new franchise agreement prior to the expiration of this Franchise’s term or any
extension thereof, this Franchise automatically continues month to month until a
new franchise agreement is applied for and approved under the then current
process or until either party gives written notice at least one hundred and eighty
(180) calendar days in advance of intent to cancel this Franchise. Franchisee shall
be responsible for paying applicable fees for month-to-month Franchise status per
the City of Auburn fee schedule in effect at the time the Agreement goes into
month-to-month status.
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 5 of 19
Section 5. Acceptance of Franchise
A. This Franchise will not become effective until Franchisee files with
the City Clerk (1) the Statement of Acceptance (Exhibit “A”), (2) all verifications of
insurance coverage specified under Section 15, and (3) payment of any
outstanding application fees required in the City Fee Schedule. These three items
will collectively be the “Franchise Acceptance”. The date that such Franchise
Acceptance is filed with the City Clerk will be the effective date of this Franchise.
B. If the Franchisee fails to file the Franchise Acceptance with the City
Clerk within thirty (30) calendar days after the effective date of the ordinance
approving the Franchise as described in Section 26 of this Franchise, the City’s
grant of the Franchise will be null and void.
Section 6. Construction and Maintenance
A. The Franchisee shall apply for, obtain, and comply with the terms of
all permits required under applicable law for any work done within the City.
Franchisee will comply with all applicable City, State, and Federal codes, rules,
regulations, and orders in undertaking such work.
B. Franchisee agrees to coordinate its activities with the City and all
other utilities located within the public way within which Franchisee is undertaking
its activity.
C. The City expressly reserves the right to prescribe how and where
Franchisee’s Facilities will be installed within the public way and may require the
removal, relocation and/or replacement thereof in the public interest and safety at
the expense of the Franchisee.
D. Franchisee’s Facilities shall be constructed, installed, maintained,
and repaired within the Franchise Area so as to provide safety of persons and
property, and not interfere with the free passage of traffic, all in accordance with
the laws of the State of Washington, and the ordinances, resolutions, rules and
regulations of the City.
E. Before beginning any underground work within the public way, the
Franchisee will comply with the One Number Locator provisions of Chapter 19.122
RCW to identify existing utility infrastructure.
F. Tree Trimming. Upon prior written approval of the City the
Franchisee shall have the authority to trim trees upon and overhanging streets,
public ways and places in the Franchise Area so as to prevent the branches of
such trees from coming in physical contact with the Franchisee’s Facilities.
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 6 of 19
Franchisee shall be responsible for debris removal from such activities. If such
debris is not removed within twenty-four (24) hours, the City may, at its sole
discretion, remove such debris and charge the Franchisee for the cost thereof.
This Section does not, in any instance, grant automatic authority to clear
vegetation for purposes of providing a clear path for radio signals. Any such
general vegetation clearing will require other permits as necessary from the City.
Section 7. Repair and Restorations
A. If the City Engineer determines that Franchisee’s Facilities or
Franchisee’s construction, maintenance, repair, relocation, or replacement of
facilities within the Franchise Area is the cause of damage, degradation, failure, or
substandard condition of a Street, during the term of this Franchise, the City will
notify Franchisee in writing and Franchisee will repair or replace the subject Street
to like condition and in accordance with City Engineering Design Standards and
subject to applicable permits, within ninety (90) calendar days of the City’s
notification, unless granted additional time by the City Engineer. If the City
determines the subject Street condition poses an immediate threat to health,
safety, vital traffic operations, property, or critical areas, Section 8 shall apply.
B. For purposes of this Section, “street” shall mean all City owned
improvements within a public way, including, but not limited to, the following:
pavement, sidewalks, curbing, above and below-ground utility facilities, traffic
control devices, landscape areas, and vegetation in unopened rights-of-way.
Section 8. Emergency Repair Work
A. In the event of an emergency, the Franchisee may commence repair
and emergency response work as required under the circumstances. The
Franchisee will notify the City telephonically during normal business hours (at 253 -
931-3010) and during non-business hours (at 253-876-1985) as promptly as
possible, before such repair or emergency work commences, and in writing as
soon thereafter as possible. Such notification shall include the Franchisee’s
emergency contact phone number for corresponding response activity.
B. The City may commence emergency response work at any time,
without prior notice to the Franchisee, but will notify the Franchisee telephonically
as promptly as possible under the circumstances and in writing soon thereafter.
Franchisee will reimburse the City for the City’s actual cost of performing
emergency response work.
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 7 of 19
Section 9. Damages to City and Third-Party Property
Franchisee agrees that if any of its actions, or the actions of any person,
agent, or contractor acting on behalf of the Franchisee under this Franchise
impairs or damages any City property, survey monument, or property owned by a
third-party, Franchisee will restore, at its own cost and expense, the property to a
safe condition. Upon returning the property to a safe condition, the property shall
then be returned to the condition it was in, or better, immediately prior to being
damaged (if the safe condition of the property is not the same as that which existed
prior to damage). All repair work shall be performed and completed to the
satisfaction of the City Engineer.
Section 10. Location Preference
A. Any structure, equipment, appurtenance, or tangible property of a
utility or other franchisee, other than the Franchisee’s, which was installed,
constructed, completed or in place prior in time to Franchisee’s application for a
permit to construct or repair Franchisee’s Facilities under this Franchise shall have
preference as to positioning and location with respect to the Franchisee’s Facilities.
However, to the extent that the Franchisee’s Facilities are completed and installed
before another utility or other franchisee’s submittal of a permit for new or
additional structures, equipment, appurtenances, or tangible property, then the
Franchisee’s Facilities will have priority. These rules governing preference shall
continue when relocating or changing the grade of any City road or public way. A
relocating utility or franchisee will not cause the relocation of another utility or
franchisee that otherwise would not require relocation. This Section will not apply
to any City facilities or utilities that may in the future require the relocation of
Franchisee’s Facilities. Such relocations will be governed by Section 11.
B. When constructing new Franchisee Facilities, or replacing or
reconstructing Franchisee Facilities, Franchisee shall maintain minimum
underground separation requirements from all City water, sanitary sewer, and
storm water facilities in accordance with the City Engineering Design and
Construction Standards; provided, that for development of new areas, the City, in
consultation with Franchisee and other utility purveyors or authorized users of the
Franchise Area, will develop and follow the City’s determination of guidelines and
procedures for determining specific utility locations, subject additionally to this
agreement.
Section 11. Relocation of Franchisee Facilities
A. Whenever the City causes a Public Improvement to be constructed
within the Franchise Area, and such Public Improvement requires the relocation of
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 8 of 19
Franchisee Facilities within the Franchise Area (for purposes other than those
described in Section 11.B below):
1. The City shall provide Franchisee with written notice
requesting such relocation, along with review plans and/or other detailed
document(s) for the Public Improvement that are sufficiently complete as
determined by the City Engineer to allow for Franchisee’s initial evaluation
and coordination of the relocation. The City shall provide the Franchisee
with the City’s anticipated construction schedule and the date, either before
or during the construction of the Public Improvement, the City requires the
Franchisee to complete the relocation. If the Franchisee desires
clarification, alternatives to relocation, or a relocation schedule that varies
from that provided by the City, the Franchisee will provide written request
to the City within fourteen (14) calendar days of receiving the relocation
notice from the City and then Section 11.A.2 shall apply to the relocation,
otherwise, the Franchisee agrees to conduct the relocation as required by
the City and Section 11.A.2 shall not apply to the relocation.
2. Subject to the notice requirement of Section 11.A.1, the City
and Franchisee shall discuss relocation requirements and schedule, and
jointly identify and define the project requirements, schedule, and timeframe
of relocation that the Parties agree shall govern the relocation. The Parties
will document the mutual agreement of these terms in writing. Except as
approved otherwise in writing by the City, in no case shall the Franchisee’s
relocation be completed more than 180 calendar days after initial
notification by the City.
3. Franchisee shall relocate such Franchisee Facilities within the
Franchise Area, at no charge to the City and in accordance with the
relocation schedule required by the City or otherwise mutually agreed upon
by the Parties per Section 11.A.2.
B. Whenever (i) any public or private development within the Franchise
Area, other than a Public Improvement, requires the relocation of Franchisee
Facilities within the Franchise Area to accommodate such development: or (ii) the
City requires the relocation of Franchisee Facilities within the Franchise Area for
the benefit of any person or entity other than the City (including, without limitation,
any conditions or requirement imposed by the City on such person or entity
pursuant to any contract or in conjunction with approvals or permits for zoning,
land use, construction or development), then in such event, Franchisee shall have
the right as a condition of such relocation, to require such developer, person or
entity to make payment to Franchisee, at a time a nd upon terms acceptable to
Franchisee, for any and all costs and expenses incurred by Franchisee in
connection with such relocation of Franchisee Facilities.
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 9 of 19
C. Subject to the terms of this Section 11 and consistent with Section
14 and to the maximum extent provided by applicable law, Franchisee shall
reimburse the City for any costs, expenses, and/or damages incurred as a result
of: 1) The Franchisee not providing the City accurate or sufficient location or other
information regarding Franchise Facilities during design or construction of the
Public Improvement, or 2) Franchisee’s delay in meeting the mutually-established
schedule for the relocation work required to accommodate a Public Improvement
to the extent the delay is directly caused by Franchisee's breach of its obligations
under this Section 11 with respect to the relocation of Franchisee Facilities in
accordance with the mutually established schedule for the relocation work.
D. Nothing in this Section 11 shall require Franchisee to bear any cost
or expense in connection with the location or relocation of any Franchisee Facilities
then existing pursuant to easement or such other rights not derived from this
Franchise.
E. In the event that a conflict with Franchise Facilities is discovered
during construction of a Public Improvement, Section 11.A.2 shall apply except
that in no case shall the Franchisee’s relocation be completed more than 7
calendar days after the conflict discovery and notification by the City, except as
agreed upon otherwise by the City. Additionally, any and all costs associated with
the conflict shall be subject to Section 11.C.
Section 12. Abandonment and or Removal of Franchisee Facilities
A. Within one hundred and eighty (180) calendar days of Franchisee’s
permanent cessation of use of any portion of the Franchisee Facilities, the
Franchisee will, at the City’s discretion, either abandon in place or remove the
affected facilities.
B. Franchisee may ask the City in writing to abandon, in whole or in
part, all or any part of the Franchisee Facilities. Any plan for abandonment of
Franchisee Facilities must be approved in writing by the City.
C. The parties expressly agree that this Section will survive the
expiration, revocation or termination of this Franchise.
Section 13. Franchisee Information
A. Franchisee agrees to supply, at no cost to the City, any information
requested by the City that the City determines is necessary to coordinate municipal
functions with Franchisee’s activities and fulfill any municipal obligations under
state law. Said information will include, at a minimum, as -built drawings of
Franchisee’s Facilities, installation inventory, and maps and plans sho wing the
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 10 of 19
location of existing or planned facilities within the City. Said information may be
requested either in hard copy or electronic format, compatible with the City’s
database system, including the City’s Geographic Information System (GIS)
database. Franchisee and the City will meet upon request from either Party,
generally at 1-year intervals for the purpose of sharing known plans each Party
may have that could affect the other Party’s use and management of the Franchise
Area.
B. The parties understand that Chapter 42.56 RCW and other
applicable law may require public disclosure of information given to the City.
Section 14. Indemnification and Hold Harmless
A. Franchisee shall defend, indemnify, and hold harmless the City, its
officers, officials, employees and volunteers from and against any and all claims,
suits, actions, or liabilities for injury or death of any person, or for loss or damage
to property, which arises out of Franchisee’s acts, errors or omissions, or from the
conduct of Franchisee’s business, or from any activity, work or thing done,
permitted, or suffered by Franchisee arising from or in connection with this
Franchise, except only such injury or damage as shall have been occasioned by
the sole negligence of the City.
However, should a court of competent jurisdiction determine that this Franchise is
subject to RCW 4.24.115, then, in the event of liability for damages arising out of
bodily injury to persons or damages to property caused by or resulting from the
concurrent negligence of the Franchisee and the City, its officers, officials,
employees, and volunteers, the Franchisee’s liability hereunder shall be only to the
extent of the Franchisee’s negligence. It is further specifically and expressly
understood that the indemnification provided herein constitutes the Franchisee’s
waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the
purposes of this indemnification. This waiver has been mutually negotiated by the
parties. The provisions of this Section shall survive the expiration or termination
of this Franchise.
B. The Franchisee will hold the City harmless from any liability arising
out of or in connection with any damage or loss to the Franchisee’s Facilities
caused by maintenance and/or construction work performed by, or on behalf of,
the City within the Franchise Area or any other City road, public way, or other
property, except to the extent any such damage or loss is directly caused by the
negligence of the City, or its agent performing such work.
C. The Franchisee acknowledges that neither the City nor any other
public agency with responsibility for firefighting, emergency rescue, public safety
or similar duties within the City has the capability to provide trench, close trench or
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 11 of 19
confined space rescue. The Franchisee, and its agents, assigns, successors, or
contractors, will make such arrangements as Franchisee deems fit for the provision
of such services. The Franchisee will hold the City harmless from any liability
arising out of or in connection with any damage or loss to the Franchisee for the
City’s failure or inability to provide such services, and, pursuant to the terms of
Section 14.A., the Franchisee will indemnify the City against any and all third-party
costs, claims, injuries, damages, losses, suits, or liabilities based on the City’s
failure or inability to provide such services.
D. The Franchisee shall be solely and completely responsible to
perform all work related to this Franchise in compliance with all applicable law.
The Franchisee’s attention is directed to the requirements of the Washington
Industrial Safety and Health Act, Chapter 49.17 RCW. The Franchisee shall be
solely and completely responsible for safety and safety conditions on its job sites
and for its work within the Franchise Area, including the safety of all persons and
property during performance of any works therein. The services of the City or
City’s consultant personnel in conducting construction review of the Franchisee’s
work relating to the Franchise is not intended to include review of the adequacy of
the Franchisee’s work methods, equipment, scaffolding, or trenching, or safety
measures in, on or near such job site within the public way. The Franchisee shall
provide safe access for the City and its inspectors to adequately inspect the work
and its conformance with applicable law and the Franchise.
E. Indemnification for Relocation. Franchisee will defend, indemnify,
and hold the City harmless for any damages, claims, additional costs or reasonable
expenses and attorneys’ fees, including contractor construction delay damages,
assessed against or payable by the City and arising out of or resulting from
Franchisee’s negligence or willful misconduct contributing to Franchisee’s failure
to remove, adjust, or relocate any of its facilities in the public way in accordance
with any relocation required by the City, provided that Franchisee will not be liable
under this Section if Franchisee’s failure to remove, adjust, or relocate any of its
facilities is the result of a Force Majeure Event.
Section 15. Insurance
A. The Franchisee shall procure and maintain for the duration of this
Franchise and as long as Franchisee has Facilities in the public way, insurance
against claims for injuries to persons or damage to property which may arise from
or in connection with this franchise and use of the public way.
B. No Limitation. The Franchisee’s maintenance of insurance as
required by this Franchise shall not be construed to limit the liability of the
Franchisee to the coverage provided by such insurance, or otherwise limit the
City’s recourse to any remedy available at law or in equity.
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 12 of 19
C. Minimum Scope of Insurance. The Franchisee shall obtain
insurance of the types and coverage described below:
1. Commercial General Liability insurance shall be at least as
broad as Insurance Services Office (ISO) occurrence form CG 00 01 and
shall cover liability arising from premises, operations, stop gap liability,
independent contractors, products-completed operations, personal injury
and advertising injury, pollution liability, and liability assumed under an
insured contract. There shall be no exclusion for liability arising from
explosion, collapse or underground property damage. The City shall be
named as an additional insured under the Franchisee’s Commercial
General Liability insurance policy with respect this Franchise.
2. Automobile Liability insurance covering all owned, non -
owned, hired and leased vehicles. Coverage shall be at least as broad as
ISO form CA 00 01.
3. Contractors Pollution Liability insurance shall be in effect
throughout the entire Franchise covering losses caused by pollution
conditions that arise from the operations of the Franchisee. Contractors
Pollution Liability shall cover bodily injury, property damage, cleanup costs
and defense, including costs and expenses incurred in the investigation,
defense, or settlement of claims.
4. Workers’ Compensation coverage as required by the
Industrial Insurance laws of the State of Washington.
5. Excess or Umbrella Liability insurance shall be excess over
and at least as broad in coverage as the Franchisee’s Commercial General
Liability and Automobile Liability insurance. The City shall be named as an
additional insured on the Franchisee’s Excess or Umbrella Liability
insurance policy.
D. Minimum Amounts of Insurance. The Franchisee shall maintain
insurance that meets or exceeds the following limits:
1. Commercial General Liability insurance shall be written with
limits no less than $5,000,000 each occurrence, $5,000,000 general
aggregate.
2. Automobile Liability insurance with a minimum combined
single limit for bodily injury and property damage of $5,000,000 per
accident.
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 13 of 19
3. Contractors Pollution Liability insurance shall be written in an
amount of at least $2,000,000 per loss, with an annual aggregate of at least
$2,000,000.
4. Workers’ Compensation coverage as required by the
Industrial Insurance laws of the State of Washington and employer’s liability
insurance with limits of not less than $1,000,000.
5. Excess or Umbrella Liability insurance shall be written with
limits of not less than $5,000,000 per occurrence and annual aggregate.
The Excess or Umbrella Liability requirement and limits may be satisfied
instead through Franchisee’s Commercial General Liability and Automobile
Liability insurance, or any combination thereof that achieves the overall
required limits.
E. Other Insurance Provisions. Franchisee’s Commercial General
Liability, Automobile Liability, Excess or Umbrella Liability, Contractors Pollution
Liability insurance policy or policies are to contain, or be endorsed to contain, that
they shall be primary insurance as respect to the City. Any insurance, self-
insurance, or self-insured pool coverage maintained by the City shall be excess of
the Franchisee’s insurance and shall not contribute with it.
F. Acceptability of Insurers. Insurance is to be placed with insurers with
a current A.M. Best rating of not less than A: VII. This requirement may be fulfilled
by the Franchisee’s membership and coverage in Enduris, a self -insured municipal
risk pool.
G. Contractors and Subcontractors. The Franchisee shall cause each
and every contractor and subcontractor to provide insurance coverage that
complies with all applicable requirements of the Franchisee -provided insurance as
set forth herein, except that the Franchisee shall have sole responsibility for
determining the limits of coverage required to be obtained by contractors and
subcontractors. The Franchisee shall ensure that the City is an additional insured
on each and every contractor’s and subcontractor’s Commercial General liability
insurance policy using an endorsement as least as broad as ISO CG 20 26.
H. Verification of Coverage. The Franchisee shall furnish the City with
original certificates and a copy of the amendatory endorsements, including but not
necessarily limited to the additional insured endorsement, evidencing the
insurance requirements of this Franchise. Upon request by the City, the
Franchisee shall furnish certified copies of all required insurance policies, including
endorsements required in this Franchise and evidence of all contractors and
subcontractors’ coverage. In the alternative, either party to this agreement may
fulfill the insurance obligations contained herein by maintaining membership in a
Page 77 of 102
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 14 of 19
joint self-insurance program authorized by RCW 48.62. In this regard, the parties
understand that the party to this agreement who is a member of such a program
is not able to name the other party as an “additional insured” under the liability
coverage provided by the joint self-insurance program.
I. Notice of Cancellation. Franchisee shall provide the City with written
notice of any policy cancellation within five (5) calendar days of their receipt of
such notice.
J. Failure to Maintain Insurance. Failure on the part of the Franchisee
to maintain the insurance as required shall constitute a material breach of this
Franchise, upon which the City may, after giving five (5) calendar days’ written
notice to the Franchisee to correct the breach, terminate the Franchise.
K. City Full Availability of Franchisee Limits. If the Franchisee maintains
higher insurance limits than the minimums shown above, the City shall be insured
for the full available limits of Commercial General and Excess or Umbrella liability
maintained by the Franchisee, irrespective of whether such limits maintained by
the Franchisee are greater than those required by this Franchise or whether any
certificate of insurance furnished to the City evidences limits of liability lower than
those maintained by the Franchisee.
L. Franchisee – Self-Insurance. Franchisee will have the right to self-
insure any or all of the above-required insurance. Any such self-insurance is
subject to approval by the City. If the Franchisee is self-insured or becomes self-
insured during the term of the Franchise, Franchisee or its affiliated parent entity
shall comply with the following: (1) Franchisee shall submit a letter to the City
stating which of the above required insurance provisions in this Section 15
Franchisee proposes to self-insure; (2) provide the City, upon request, a copy of
Franchisee’s or its parent company’s most recent audited financial statements, if
such financial statements are not otherwise publicly available; (3) Franchisee or
its parent company is responsible for all payments within the self-insured retention;
and (4) Franchisee assumes all defense and indemnity obligations as outlined in
Section 14.
Section 16. Financial Security
Pursuant to the authority in ACC 20.02.280.A, the City’s Public Works
Director has determined that the Franchisee shall not be required to provide the
City with financial security for this Franchise.
Page 78 of 102
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 15 of 19
Section 17. Successors and Assignees
A. All the provisions, conditions, regulations, and requirements
contained in this Franchise are binding upon the successors, assigns of, and
independent contractors of the Franchisee, and all rights and privileges, as well as
all obligations and liabilities of the Franchisee will inure to its successo rs,
assignees and contractors equally as if they were specifically mentioned herein
wherever the Franchisee is mentioned.
B. This Franchise will not be leased, assigned or otherwise alienated
without the express prior consent of the City by ordinance.
C. Franchisee and any proposed assignee or transferee will provide
and certify the following to the City not less than ninety (90) calendar days prior to
the proposed date of transfer: (1) Complete information setting forth the nature,
term and conditions of the proposed assignment or transfer; (2) All information
required by the City of an applicant for a Franchise with respect to the propose d
assignee or transferee; and, (3) An application fee in the amount established by
the City’s fee schedule, plus any other costs actually and reasonably incurred by
the City in processing, and investigating the proposed assignment or transfer.
D. Before the City’s consideration of a request by Franchisee to consent
to a Franchise assignment or transfer, the proposed Assignee or Transferee will
file with the City a written promise to unconditionally accept all terms of the
Franchise, effective upon such transfer or assignment of the Franchise. The City
is under no obligation to undertake any investigation of the transferor’s state of
compliance and failure of the City to insist on full compliance before transfer does
not waive any right to insist on full compliance thereafter.
Section 18. Dispute Resolution
A. In the event of a dispute between the City and the Franchisee arising
by reason of this Franchise, the dispute will first be referred to the operational
officers or representatives designated by City and Franchisee to have oversight
over the administration of this Franchise. The officers or representatives will meet
within thirty (30) calendar days of either party's request for a meeting, whichever
request is first, and the parties will make a good faith effort to achieve a resolution
of the dispute.
B. If the parties fail to achieve a resolution of the dispute in this manner,
either party may then pursue any available judicial remedies. This Franchise will
be governed by and construed in accordance with the laws of the State of
Washington. If any suit, arbitration, or other proceeding is instituted to enforce any
term of this Franchise, the parties specifically understand and agree that venue
Page 79 of 102
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 16 of 19
will be exclusively in King County, Washington. The prevailing party in any such
action will be entitled to its attorneys’ fees and costs.
Section 19. Enforcement and Remedies
A. If the Franchisee willfully violates or fails to comply with any of the
provisions of this Franchise through willful or unreasonable negligence, or fails to
comply with any notice given to Franchisee under the provisions of this Franchise,
the City may, at its discretion, provide Franchisee with written notice to cure the
breach within thirty (30) calendar days of notification. If the City determines the
breach cannot be cured within thirty (30) calendar days, the City may specify a
longer cure period, and condition the extension of time on Fra nchisee’s submittal
of a plan to cure the breach within the specified period, commencement of work
within the original thirty (30) calendar day cure period, and diligent prosecution of
the work to completion. If the breach is not cured within the specified time, or the
Franchisee does not comply with the specified conditions, the City may, at its
discretion, either (1) revoke the Franchise with no further notification, or (2) impose
liquidated damages of Two Hundred Fifty Dollars ($250.00) per day for every day
after the expiration of the cure period that the breach is not cured. The parties
agree that the actual damages to the City from Franchisee failing to cure are not
easily calculated and agree that the liquidated damages amount are a reasonable
forecast of just compensation.
B. If the City determines that Franchisee is acting beyond the scope of
permission granted in this Franchise for Franchisee Facilities and Franchisee
Services, the City reserves the right to cancel this Franchise and require the
Franchisee to apply for, obtain, and comply with all applicable City permits,
franchises, or other City permissions for such actions, and if the Franchisee’s
actions are not allowed under applicable federal and state or City laws, to compel
Franchisee to cease those actions.
C. If Franchisee fails to substantially comply with any one or more of the
provisions of this Franchise, Franchisee agrees to be responsible for any damages
the City suffers as a result of Franchisee’s failure (including, but not limited to: City
staff time, material and equipment costs; compensation or indemnification of third
parties; and the cost of removal or abandonment of facilities). Franchisee also
specifically agrees that its failure to comply with the terms of this Section 19 will
constitute damage to the City in the monetary amount set forth in subsection A of
this Section.
Section 20. Compliance with Laws and Regulations
A. This Franchise is subject to, and the Franchisee will comply with all
applicable federal, state, and City laws, regulations, and policies (including all
Page 80 of 102
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 17 of 19
applicable elements of the City's comprehensive plan), in conformance with federal
laws and regulations, affecting performance under this Franchise. The Franchisee
will be subject to the police power of the City to adopt and enforce general
ordinances necessary to protect the safety and welfare of the general public in
relation to the rights granted in the Franchise Area.
B. The City reserves the right at any time to amend this Franchise to
conform to any federal or state statute or regulation relating to the public health,
safety, and welfare, or relating to roadway regulation, or a City Ordinance enacted
pursuant to such federal or state statute or regulation enacted, amended, or
adopted after the effective date of this Franchise if it provides Franchisee with thirty
(30) calendar days written notice of its action setting forth the full text of the
amendment and identifying the statute, regulation, or ordinance requiring the
amendment. The amendment will become automatically effective on expiration of
the notice period unless, before expiration of that period, the Franchisee makes a
written call for negotiations over the terms of the amendment. If the parties do not
reach agreement as to the terms of the amendment within thirty (30) calendar days
of the call for negotiations, the City may enact the proposed amendment, by
incorporating the Franchisee’s concerns to the maximum extent the City deems
possible.
C. The City may terminate this Franchise upon thirty (30) calendar days
written notice to the Franchisee if the Franchisee fails to comply with such
amendment or modification.
Section 21. License, Tax and Other Charges
A. The City reserves the right to impose, to the extent authorized by
law, a utility tax on the Franchisee and/or to charge the Franchisee a reasonable
fee for services provided or rights granted under this Franchise.
B. The Franchisee agrees that it shall be subject to all authority now or
later possessed by the City or any other governing body having competent
jurisdiction to fix just, reasonable, and compensatory rates for services under this
Franchise.
C. This Franchise will not exempt the Franchisee from any future
license, tax, or charge which the City may adopt if authority is granted to it under
state or federal law for revenue or as reimbursement for use and occupancy of the
Franchise Area.
Page 81 of 102
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 18 of 19
Section 22. Consequential Damages Limitation
Notwithstanding any other provision of this Franchise, in no event will either
party be liable for any special, incidental, indirect, punitive, reliance, consequential
or similar damages.
Section 23. Severability
If any portion of this Franchise is deemed invalid, the remainder portions
will remain in effect, unless doing so will deny a party valuable consideration.
Section 24. Titles
The Section titles are for reference only and should not be used for the
purpose of interpreting this Franchise.
Section 25. Implementation
The Mayor is authorized to implement those administrative procedures
necessary to carry out the directions of this legislation.
Section 26. Effective Date
This Ordinance will take effect and be in force five (5) calendar days from
and after its passage, approval and publication as provided by law.
INTRODUCED: ___________________
PASSED: ________________________
APPROVED: _____________________
________________________________
NANCY BACKUS, MAYOR
ATTEST: APPROVED AS TO FORM:
___________________________ ________________________________
Shawn Campbell, MMC, City Clerk Jason Whalen, Acting City Attorney
Published: _______________________________________________________
Page 82 of 102
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Ordinance No. 7005
Franchise Agreement No. FRN25-0004
September 19, 2025
Page 19 of 19
EXHIBIT “A”
STATEMENT OF ACCEPTANCE
________________________________, for itself, its successors and assigns,
hereby accepts and agrees to be bound by all lawful terms, conditions and
provisions of the Franchise attached hereto and incorporated herein by this
reference.
Franchisee Name _______________________
Address ____________________________
City, State, Zip _______________________
By: Date:
Name:
Title:
STATE OF _______________)
)ss.
COUNTY OF _____________ )
On this ____ day of _______________, 20__, before me the undersigned, a
Notary Public in and for the State of __________, duly commissioned and sworn,
personally appeared, __________________ of _________, the company that
executed the within and foregoing instrument, and acknowledged the said
instrument to be the free and voluntary act and deed of said company, for the uses
and purposes therein mentioned, and on oath stated that they are authorized to
execute said instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal
on the date hereinabove set forth.
Signature
NOTARY PUBLIC in and for the State of
___________, residing at
MY COMMISSION EXPIRES:
Page 83 of 102
Soos Creek Water and Sewer District - Sewer Service Area Printed On: 10/21/2025
Map created by City of Auburn eGIS
Information shown is for general reference
purposes only and does not necessarily
represent exact geographic or cartographic
data as mapped. The City of Auburn makes no
warranty as to its accuracy.
1:18056015003000
ft
WGS84 Web Mercator (Auxiliary Sphere)
Page 84 of 102
AGENDA BILL APPROVAL FORM
Agenda Subject: Meeting Date:
Ordinance No. 7007 (Gaub) (10 Minutes)
An Ordinance granting to Hyperfiber of Washington, LLC dba Ripple Fiber,
a Delaware Limited Liability Company, a Franchise for Wireline
Telecommunications
October 27, 2025
Department: Attachments: Budget Impact:
Public Works Draft Ordinance No. 7007
Administrative Recommendation:
For discussion only.
Background for Motion:
Background Summary:
Section 20.02.040 of the Auburn City Code requires a franchise for any utility or telecommunications
carrier or operator to use public ways of the City and to provide services to persons or areas inside or
outside of the City.
Hyperfiber of Washington, LLC dba Ripple Fiber has applied for a Franchise Agreement to install fiber
optic cable and electronic infrastructure in the public ways within the City limits. Hyperfiber intends to
provide business and residential data and telecommunications services to customers located inside
the City Limits. The proposed agreement is consistent with the City’s standard Franchise Agreement
language.
A Public Hearing to consider this application and take public comment is scheduled before the City
Council on November 3, 2025, in accordance with Auburn City Code 20.04.040.
Councilmember: Tracy Taylor Staff: Ingrid Gaub
Page 85 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 1 of 17
ORDINANCE NO. 7007
AN ORDINANCE OF THE CITY COUNCIL OF THE
CITY OF AUBURN, WASHINGTON, GRANTING TO
HYPERFIBER OF WASHINGTON, LLC DBA RIPPLE
FIBER, A DELAWARE LIMITED LIABILITY
COMPANY, A FRANCHISE FOR WIRELINE
TELECOMMUNICATIONS.
WHEREAS, Hyperfiber of Washington, LLC dba Ripple Fiber, a Delaware
limited liability company (“Franchisee”) has applied for a non-exclusive Franchise
for the right of entry, use, and occupation of certain public ways within the City of
Auburn (“City”), expressly to install, construct, erect, operate, maintain, repair,
relocate and remove its facilities in, on, over, under, along and/or across those
public ways; and
WHEREAS, following proper notice, the City Council held a public hearing
on Franchisee’s request for a Franchise; and
WHEREAS, based on the information presented at such public hearing, and
from facts and circumstances developed or discovered through independent study
and investigation, the City Council now deems it appropriate and in the best
interest of the City to grant the Franchise to Franchisee.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN
WASHINGTON, DO ORDAIN as follows:
Section 1. Definitions
For the purpose of this Franchise and the interpretation and enforcement thereof,
definitions of words and phrases shall be in accordance with the definitions set
forth in this Franchise and in Auburn City Code 20.02.020. If there is a conflict
between any of the definitions set forth in this Franchise and the definitions set
forth in Auburn City Code 20.02.020, the definitions in this Franchise shall govern
to the extent of such conflict.
A. “ACC” means the Auburn City Code.
B. “Franchise” means this agreement approved by Ordinance No.
7007 of the City which authorizes Franchisee Facilities to provide Franchisee
Services in the Franchise Area.
C. “Franchisee’s Facilities” means fiber optic and broad band
communications services constructed and operated within the public ways
Page 86 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 2 of 17
including all cables, wires, conduits, ducts, pedestals, and any associated
converter equipment or other items necessary for Telecommunications Services
as defined in RCW 35.99.010(7), that are located in the Franchise Area.
Franchisee’s Facilities do not include facilities used to provide wireless services,
including antennas or other equipment, appliances, attachments and
appurtenances associated with wireless telecommunications facilities.
Franchisee’s facilities do not include small wireless facilities, microcell, minor
facility, or small cell facilities, as defined in RCW 80.36.375. Franchisee’s facilities
do not include any facilities that are not located within the Franchise Area or that
are covered under a separate franchise agreement or agreement.
D. “Franchisee’s Services” means any telecommunications service,
telecommunications capacity, or dark fiber, provided by the Franchisee using its
Facilities, including, but not limited to, the transmission of voice, data or other
electronic information, or other subsequently developed technology that carries a
signal over fiber optic cable. Franchisee’s Services will also include non-switched,
dedicated and private line, high capacity fiber optic transmission services to firms,
businesses or institutions within the City and other lawful services not prohibited
by this Ordinance However, Franchisee’s Services will not include the provision
of “cable services”, as defined by 47 U.S.C. §522, as amended, for which a
separate franchise would be required.
Section 2. Grant of Right to Use Franchise Area
A. Subject to the terms and conditions stated in this Franchise, the City
grants to the Franchisee general permission to enter, use, and occupy the
Franchise Area, located within the incorporated area of the City. Franchisee may
locate the Franchisee’s Facilities within the Franchise Area subject to all applicable
laws, regulations, and permit conditions.
B. The Franchisee is authorized to install, remove, construct, erect,
operate, maintain, relocate, upgrade, replace, restore, and repair Franchisee’s
Facilities to provide Franchisee’s Services in the Franchise Area.
C. This Franchise does not authorize the use of the Franchise Area for
any facilities or services other than Franchisee Facilities and Franchisee Services,
and it extends no rights or privilege relative to any facilities or services of any type,
including Franchisee Facilities and Franchisee Services, on public or private
property elsewhere within the City.
D. This Franchise is non-exclusive and does not prohibit the City from
entering into other agreements, including franchise agreements, impacting the
Page 87 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 3 of 17
Franchise Area, for any purpose that does not interfere with Franchisee’s rights
under this Franchise.
E. Except as explicitly set forth in this Franchise, this Franchise does
not waive any rights that the City has or may acquire with respect to the Franchise
Area or any other City roads, public ways, or property. This Franchise will be
subject to the power of eminent domain, and in any proceeding under eminent
domain, the Franchisee acknowledges its use of the Franchise Area shall have no
value.
F. The City reserves the right to change, regrade, relocate, abandon, or
vacate any public way within the Franchise Area. If, at any time during the term of
this Franchise, the City vacates any portion of the Franchise Area containing
Franchisee Facilities, the City may reserve an easement for public utilities within
that vacated portion, pursuant to Chapter 35.79.030 RCW, within which the
Franchisee may continue to operate any existing Franchisee Facilities under the
terms of this Franchise for the remaining period set forth under Section 4.
G. The Franchisee agrees that its use of Franchise Area shall at all
times be subordinated to and subject to the City and the public’s need for municipal
infrastructure, travel, and access to the Franchise Area, except as may be
otherwise required by law.
H. The Franchisee agrees to provide the City with complete contact
information for any client, lessee, sub-lessee, customer, or other entity that
Franchisee allows to utilize, control, access, or otherwise provides services to, who
will also use the Franchisee Facilities to provide services to their clients and
customers either inside or outside the City limits. Such contact information shall
be provided to the City a minimum of sixty (60) days prior to the start of such
anticipated use so that the City may determine if Franchisee’s client, lessee, sub-
lessee, customer, or other entity is required to obtain a franchise agreement with
the City prior to such use. If the client, lessee, sub-lessee, customer, or other entity
is required to obtain a franchise agreement with the City, then the Franchisee shall
not allow use, control, access, or otherwise provide services to such entity until the
required franchise agreement has been obtained.
Section 3. Notice
A. Written notices to the parties shall be sent by a nationally recognized
overnight courier or by certified mail to the following addresses, unless a different
address is designated in writing and delivered to the other party. Any such notice
shall become effective upon receipt by certified mail, confirmed delivery by
overnight courier, or the date stamped received by the City. Any communication
Page 88 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 4 of 17
made by e-mail or similar method will not constitute notice pursuant to this
Franchise, except in case of emergency notification.
City: Right-of-Way Specialist,
Public Works Department - Transportation
City of Auburn
25 West Main Street
Auburn, WA 98001-4998
Telephone: (253) 931-3010
with a copy to: City Clerk
City of Auburn
25 West Main Street
Auburn, WA 98001-4998
Franchisee: Hyperfiber of Washington, LLC dba Ripple Fiber
Attn: Lance van der Spuy
6000 Fairview Rd., Suite 300
Charlotte, NC 28210
Telephone: (470) 807-0922
Email Address: Lance@ripplefiber.com
with a copy to: Ripple Fiber
Attn: Joshua Runyan, Esq.
Address: 6000 Fairview Rd., Suite 300
Charlotte, NC 28210
Telephone: 704-989-3217
Email Address: josh@ripplefiber.com
B. Any changes to the above-stated Franchisee information shall be
sent to the City’s Right-of-Way Specialist, Public Works Department –
Transportation Division, with copies to the City Clerk, referencing the title of this
Franchise.
C. The above-stated Franchisee voice telephone numbers shall be
staffed at least during normal business hours, Pacific time zone. The City may
contact Franchisee at the following number for emergency or other needs outside
of normal business hours of the Franchisee: 800-359-5767.
Section 4. Term of Franchise
A. This Franchise shall run for a period of fifteen (15) years, from the
date of Franchise Acceptance as described in Section 5 of this Franchise.
Page 89 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 5 of 17
B. Automatic Extension. If the Franchisee fails to formally apply for a
new franchise agreement prior to the expiration of this Franchise’s term or any
extension thereof, this Franchise automatically continues month to month until a
new franchise agreement is applied for and approved under the then current
process or until either party gives written notice at least one hundred and eighty
(180) days in advance of intent to cancel this Franchise.
Section 5. Acceptance of Franchise
A. This Franchise will not become effective until Franchisee files with
the City Clerk (1) the Statement of Acceptance (Exhibit “A”), (2) all verifications of
insurance coverage specified under Section 16, (3) the financial security specified
in Section 17, and (4) payment of any outstanding application fees required in the
City Fee Schedule. These four items will collectively be the “Franchise
Acceptance”. The date that such Franchise Acceptance is filed with the City Clerk
will be the effective date of this Franchise.
B. If the Franchisee fails to file the Franchise Acceptance with the City
Clerk within thirty (30) days after the effective date of the ordinance approving the
Franchise as described in Section 28 of this Franchise, the City’s grant of the
Franchise will be null and void.
Section 6. Construction and Maintenance
A. The Franchisee shall apply for, obtain, and comply with the terms of
all permits required under applicable law for any work done within the City.
Franchisee will comply with all applicable City, State, and Federal codes, rules,
regulations, and orders in undertaking such work.
B. Franchisee agrees to coordinate its activities with the City and all
other utilities located within the public way within which Franchisee is undertaking
its activity.
C. The City expressly reserves the right to prescribe how and where
Franchisee’s Facilities will be installed within the public way and may require the
removal, relocation and/or replacement thereof in the public interest and safety at
the expense of the Franchisee as provided for in Chapter 35.99 RCW.
D. Before beginning any work within the public way, the Franchisee will
comply with the One Number Locator provisions of Chapter 19.122 RCW to identify
existing utility infrastructure.
E. Tree Trimming. Upon prior written approval of the city the
Franchisee shall have the authority to trim trees upon and overhanging streets,
Page 90 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 6 of 17
public ways and places in the Franchise Area so as to prevent the branches of
such trees from coming in physical contact with the Franchisee’s Facilities.
Franchisee shall be responsible for debris removal from such activities. If such
debris is not removed within 24 hours, the City may, at its sole discretion, remove
such debris and charge the Franchisee for the cost thereof. This section does not,
in any instance, grant automatic authority to clear vegetation for purposes of
providing a clear path for radio signals. Any such general vegetation clearing wil l
require other permits as necessary from the City.
Section 7. Trench Repair for Street Restorations
A. At any time during the term of this Franchise, if a Franchisee Facility
or trench within the Franchise Area causes a street to crack, settle, or otherwise
fail, the City will notify Franchisee of the deficiency and Franchisee agrees to
restore the deficiency and repair the damage within thirty (30) days of written notice
by the City.
B. For purposes of the Section, “street” shall mean all City owned
improvements within a public way, including, but not limited to, the following:
pavement, sidewalks, curbing, above and below-ground utility facilities, and traffic
control devices.
Section 8. Repair and Emergency Work
In the event of an emergency, the Franchisee may commence repair and
emergency response work as required under the circumstances . The Franchisee
will notify the City telephonically during normal business hours (at 253 -931-3010)
and during non-business hours (at 253-876-1985) as promptly as possible, before
such repair or emergency work commences, and in writing as soon thereafter as
possible. Such notification shall include the Franchisee’s emergency contact
phone number for corresponding response activity. The City may commence
emergency response work, at any time, without prior written notice to the
Franchisee, but will notify the Franchisee in writing as promptly as possible under
the circumstances. Franchisee will reimburse the City for the City’s actual cost of
performing emergency response work.
Section 9. Damages to City and Third-Party Property
Franchisee agrees that if any of its actions, or the actions of any person,
agent, or contractor acting on behalf of the Franchisee under this Franchise
impairs or damages any City property, survey monument, or property owned by a
third-party, Franchisee will restore, at its own cost and expense, the property to a
safe condition. Upon returning the property to a safe condition, the property shall
then be returned to the condition it was in immediately prior to being damaged (if
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 7 of 17
the safe condition of the property is not the same as that which existed prior to
damage). All repair work shall be performed and completed to the satisfaction of
the City Engineer.
Section 10. Location Preference
A. Any structure, equipment, appurtenance or tangible property of a
utility or other franchisee, other than the Franchisee’s, which was installed,
constructed, completed or in place prior in time to Franchisee’s application for a
permit to construct or repair Franchisee’s Facilities under this Franchise shall have
preference as to positioning and location with respect to the Franchisee’s Facilities.
However, to the extent that the Franchisee’s Facilities are completed and installed
before another utility or other franchisee’s submittal of a permit for new or
additional structures, equipment, appurtenances, or tangible property, then the
Franchisee’s Facilities will have priority. These rules governing preference shall
continue when relocating or changing the grade of any City road or public way. A
relocating utility or franchisee will not cause the relocation of another utility or
franchisee that otherwise would not require relocation. This Section will not apply
to any City facilities or utilities that may in the future require the relocation of
Franchisee’s Facilities. Such relocations will be governed by Section 11 and
Chapter 35.99 RCW.
B. Franchisee will maintain a minimum underground horizontal
separation of five (5) feet from City water, sanitary sewer and storm sewer facilities
and ten (10) feet from above-ground City water facilities; provided, that for
development of new areas, the City, in consultation with Franchisee and other
utility purveyors or authorized users of the public way, will develop guidelines and
procedures for determining specific utility locations.
Section 11. Relocation of Franchisee Facilities
A. Except as otherwise so required by law, Franchisee agrees to
relocate, remove, or reroute its facilities as ordered by the City Engineer at no
expense or liability to the City, except as may be required by Chapter 35.99 RCW.
Pursuant to the provisions of Section 15, Franchisee agrees to protect and save
harmless the City from any customer or third -party claims for service interruption
or other losses in connection with any such change, relocation, abandonment, or
vacation of the public way.
B. If a readjustment or relocation of the Franchisee Facilities is
necessitated by a request from a party other than the City, that party shall pay the
Franchisee the actual costs associated with such relocation.
Page 92 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 8 of 17
Section 12. Abandonment and or Removal of Franchisee Facilities
A. Within one hundred and eighty days (180) of Franchisee’s
permanent cessation of use of the Franchisee’s Facilities, the Franchisee will, at
the City’s discretion, either abandon in place or remove the affected facilities.
B. Franchisee may ask the City in writing to abandon, in whole or in
part, all or any part of the Franchisee’s Facilities. Any plan for abandonment of
Franchisee Facilities must be approved in writing by the City.
C. The parties expressly agree that this Section will survive the
expiration, revocation or termination of this Franchise.
Section 13. Undergrounding
A. The parties agree that this Franchise does not limit the City’s
authority under federal law, state law, or local ordinance, to require the
undergrounding of utilities.
B. Whenever the City requires the undergrounding of aerial utilities in
the Franchise Area, the Franchisee will underground the Franchisee’s Facilities in
the manner specified by the City Engineer at no expense or liability to the City,
except as may be required by Chapter 35.99 RCW. Where other utilities are
present and involved in the undergrounding project, Franchisee will only be
required to pay its fair share of common costs borne by all utilities, in addition to
the costs specifically attributable to the undergrounding of Franchisee’s Facilities.
Common costs will include necessary costs for common trenching and utility
vaults. Fair share will be determined in comparison to the total number and size
of all other utility facilities being undergrounded.
Section 14. Franchisee Information
A. Franchisee agrees to supply, at no cost to the City, any information
reasonably requested by the City to coordinate municipal functions with
Franchisee’s activities and fulfill any municipal obligations under state law. Said
information will include, at a minimum, as-built drawings of Franchisee’s Facilities,
installation inventory, and maps and plans showing the location of existing or
planned facilities within the City. Said information may be requested either in hard
copy or electronic format, compatible with the City’s database system, including
the City’s Geographic Information System (GIS) database. Franchisee will keep
the City informed of its long-range plans for coordination with the City’s long-range
plans.
B. The parties understand that Chapter 42.56 RCW and other
applicable law may require public disclosure of information given to the City.
Page 93 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 9 of 17
Section 15. Indemnification and Hold Harmless
A. Franchisee shall defend, indemnify, and hold harmless the City, its
officers, officials, employees and volunteers from and against any and all claims,
suits, actions, or liabilities for injury or death of any person, or for loss or damage
to property, which arises out of Franchisee’s acts, errors or omissions, or from the
conduct of Franchisee’s business, or from any activity, work or thing done,
permitted, or suffered by Franchisee arising from or in connection with this
Franchise, except only such injury or damage as shall have been occasioned by
the sole negligence of the City.
However, should a court of competent jurisdiction determine that this Franchise is
subject to RCW 4.24.115, then, in the event of liability for damages arising out of
bodily injury to persons or damages to property caused by or resulting from the
concurrent negligence of the Franchisee and the City, its officers, officials,
employees, and volunteers, the Franchisee’s liability hereunder shall be only to the
extent of the Franchisee’s negligence. It is further specifically and expressly
understood that the indemnification provided herein constitutes the Franchisee’s
waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the
purposes of this indemnification. This waiver has been mutually negotiated by the
parties. The provisions of this section shall survive the expiration or termination of
this Franchise.
B. The Franchisee will hold the City harmless from any liability arising
out of or in connection with any damage or loss to the Franchisee’s Facilities
caused by maintenance and/or construction work performed by, or on behalf of,
the City within the Franchise Area or any other City road, public way, or other
property, except to the extent any such damage or loss is directly caused by the
negligence of the City, or its agent performing such work.
C. The Franchisee acknowledges that neither the City nor any other
public agency with responsibility for firefighting, emergency rescue, public safety
or similar duties within the City has the capability to provide trench, close trench or
confined space rescue. The Franchisee, and its agents, assigns, successors, or
contractors, will make such arrangements as Franchisee deems fit for the provision
of such services. The Franchisee will hold the City harmless from any liability
arising out of or in connection with any damage or loss to the Franchisee for the
City’s failure or inability to provide such services, and, pursuant to the terms of
Section 15(A), the Franchisee will indemnify the City against any and all third-party
costs, claims, injuries, damages, losses, suits, or liabilities based on the City’s
failure or inability to provide such services.
Page 94 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 10 of 17
Section 16. Insurance
A. The Franchisee shall procure and maintain for the duration of this
Franchise and as long as Franchisee has Facilities in the public way, insurance
against claims for injuries to persons or damage to property which may arise from
or in connection with the Franchise and use of the public way.
B. No Limitation. The Franchisee’s maintenance of insurance as
required by this Franchise shall not be construed to limit the liability of the
Franchisee to the coverage provided by such insurance, or otherwise limit the
City’s recourse to any remedy available at law or in equity.
C. Minimum Scope of Insurance. The Franchisee shall obtain
insurance of the types and coverage described below:
1. Commercial General Liability insurance shall be at least as
broad as Insurance Services Office (ISO) occurrence form CG 00 01 and
shall cover liability arising from premises, operations, stop gap liability,
independent contractors, products-completed operations, personal injury
and advertising injury, and liability assumed under an insured contract.
There shall be no exclusion for liability arising from explosion, collapse or
underground property damage. The City shall be named as an additional
insured under the Franchisee’s Commercial General Liability insurance
policy with respect this Franchise using ISO endorsement CG 20 12 05 09
if the Franchise is considered a master permit as defined by RCW
35.99.010, or CG 20 26 07 04 if it is not, or substitute endorsement providing
at least as broad coverage.
2. Automobile Liability insurance covering all owned, non -
owned, hired and leased vehicles. Coverage shall be at least as broad as
ISO form CA 00 01.
3. Contractors Pollution Liability insurance shall be in effect
throughout the entire Franchise covering losses caused by pollution
conditions that arise from the operations of the Franchisee. Contractors
Pollution Liability shall cover bodily injury, property damage, cleanup costs
and defense, including costs and expenses incurred in the investigation,
defense, or settlement of claims.
4. Workers’ Compensation coverage as required by the
Industrial Insurance laws of the State of Washington.
5. Excess or Umbrella Liability insurance shall be excess over
and at least as broad in coverage as the Franchisee’s Commercial General
Page 95 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 11 of 17
Liability and Automobile Liability insurance. The City shall be named as an
additional insured on the Franchisee’s Excess or Umbrella Liability
insurance policy.
D. Minimum Amounts of Insurance. The Franchisee shall maintain
insurance that meets or exceeds the following limits:
1. Commercial General Liability insurance shall be written with
limits no less than $5,000,000 each occurrence, $5,000,000 general
aggregate.
2. Automobile Liability insurance with a minimum combined
single limit for bodily injury and property damage of $5,000,000 per
accident.
3. Contractors Pollution Liability insurance shall be written in an
amount of at least $2,000,000 per loss, with an annual aggregate of at least
$2,000,000.
4. Workers’ Compensation coverage as required by the
Industrial Insurance laws of the State of Washington and employer’s liability
insurance with limits of not less than $1,000,000.
5. Excess or Umbrella Liability insurance shall be written with
limits of not less than $5,000,000 per occurrence and annual aggregate.
The Excess or Umbrella Liability requirement and limits may be satisfied
instead through Franchisee’s Commercial General Liability and Automobile
Liability insurance, or any combination thereof that achieves the overall
required limits.
E. Other Insurance Provisions. Franchisee’s Commercial General
Liability, Automobile Liability, Excess or Umbrella Liability, Contractors Pollution
Liability insurance policy or policies are to contain, or be endorsed to contain, that
they shall be primary insurance as respect to the City. Any insurance, self-
insurance, or self-insured pool coverage maintained by the City shall be excess of
the Franchisee’s insurance and shall not contribute with it.
F. Acceptability of Insurers. Insurance is to be placed with insurers with
a current A.M. Best rating of not less than A: VII.
G. Subcontractors. The Franchisee shall cause each and every
Subcontractor to provide insurance coverage that complies with all applicable
requirements of the Franchisee-provided insurance as set forth herein, including
limits no less than what is required of Franchisee under this Franchise. The
Page 96 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 12 of 17
Franchisee shall ensure that the City is an additional insured on each and every
Subcontractor’s Commercial General liability insurance policy using an
endorsement as least as broad as ISO CG 20 26.
H. Verification of Coverage. The Franchisee shall furnish the City with
original certificates and a copy of the amendatory endorsements, including but not
necessarily limited to the additional insured endorsement, evidencing the
insurance requirements of this Franchise. Upon request by the City, the
Franchisee shall furnish certified copies of all required insurance policies, including
endorsements, required in this Franchise and evidence of all subcontractors’
coverage.
I. Notice of Cancellation. Franchisee shall provide the City with written
notice of any policy cancellation within two business days of their receipt of such
notice.
J. Failure to Maintain Insurance. Failure on the part of the Franchisee
to maintain the insurance as required shall constitute a material breach of the
Franchise, upon which the City may, after giving five business days’ notice to the
Franchisee to correct the breach, terminate the Franchise.
K. City Full Availability of Franchisee Limits. If the Franchisee maintains
higher insurance limits than the minimums shown above, the City shall be insured
for the full available limits of Commercial General and Excess or Umbrella liability
maintained by the Franchisee, irrespective of whether such limits maintained by
the Franchisee are greater than those required by this Franchise or whether any
certificate of insurance furnished to the City evidences limits of liability lower than
those maintained by the Franchisee.
L. Franchisee – Self-Insurance. Franchisee will have the right to self-
insure any or all of the above-required insurance. Any such self-insurance is
subject to approval by the City. If the Franchisee is self-insured or becomes self-
insured during the term of the Franchise, Franchisee or its affiliated parent entity
shall comply with the following: (i) Franchisee shall submit a letter to the City stating
which of the above required insurance provisions in this Section 15 Franchisee
proposes to self-insure; (ii) provide the City, upon request, a copy of Franchisee’s
or its parent company’s most recent audited financial statements, if such financial
statements are not otherwise publicly available; (iii) Franchisee or its parent
company is responsible for all payments within the self -insured retention; and (iv)
Franchisee assumes all defense and indemnity obligations as outlined in Section
15.
Page 97 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 13 of 17
Section 17. Financial Security
The Franchisee will provide the City with a financial security in the amount
of Fifty Thousand Dollars ($50,000.00) running for, or renewable for, the term of
this Franchise, in a form and substance acceptable to the City. If Franchisee fails
to substantially comply with any one or more of the provisions of this Franchise,
the City may recover jointly and severally from the principal and any surety of that
financial security any damages suffered by the City as a result Franchisee’s failure
to comply, including but not limited to staff time, material and equipment cost s,
compensation or indemnification of third parties, and the cost of removal or
abandonment of facilities. Franchisee specifically agrees that its failure to comply
with the terms of Section 20 will constitute damage to the City in the monetary
amount set forth in that section. Any financial security will not be construed to limit
the Franchisee’s liability to the security amount, or otherwise limit the City’s
recourse to any remedy to which the City is otherwise entitled at law or in equity.
Section 18. Successors and Assignees
A. All the provisions, conditions, regulations and requirements
contained in this Franchise are binding upon the successors, assigns of, and
independent contractors of the Franchisee, and all rights and privileges, as well as
all obligations and liabilities of the Franchisee will inure to its successors,
assignees and contractors equally as if they were specifically mentioned herein
wherever the Franchisee is mentioned.
B. This Franchise will not be leased, assigned or otherwise alienated
without the express prior consent of the City by ordinance.
C. Franchisee and any proposed assignee or transferee will provide
and certify the following to the City not less than ninety (90) days prior to the
proposed date of transfer: (1) Complete information setting forth the nature, term
and conditions of the proposed assignment or transfer; (2) All information required
by the City of an applicant for a Franchise with respect to the proposed assignee
or transferee; and, (3) An application fee in the amount established by the City’s
fee schedule, plus any other costs actually and reasonably incurred by the City in
processing, and investigating the proposed assignment or transfer.
D. Before the City’s consideration of a request by Franchisee to consent
to a Franchise assignment or transfer, the proposed Assignee or Transferee will
file with the City a written promise to unconditionally accept all terms of the
Franchise, effective upon such transfer or assignment of the Franchise. The City
is under no obligation to undertake any investigation of the transferor’s state of
compliance and failure of the City to insist on full compliance before transfer does
not waive any right to insist on full compliance thereafter.
Page 98 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 14 of 17
Section 19. Dispute Resolution
A. In the event of a dispute between the City and the Franchisee arising
by reason of this Franchise, the dispute will first be referred to the operational
officers or representatives designated by City and Franchisee to have oversight
over the administration of this Franchise. The officers or representatives will meet
within thirty (30) calendar days of either party's request for a meeting, whichever
request is first, and the parties will make a good faith effort to achieve a resolution
of the dispute.
B. If the parties fail to achieve a resolution of the dispute in this manner,
either party may then pursue any available judicial remedies. This Franchise will
be governed by and construed in accordance with the laws of the State of
Washington. If any suit, arbitration, or other proceeding is instituted to enforce any
term of this Franchise, the parties specifically understand and agree that venue
will be exclusively in King County, Washington. The prevailing party in any such
action will be entitled to its attorneys’ fees and costs.
Section 20. Enforcement and Remedies
A. If the Franchisee willfully violates, or fails to comply with any of the
provisions of this Franchise through willful or unreasonable negligence, or fails to
comply with any notice given to Franchisee under the provisions of this Franchise,
the City may, at its discretion, provide Franchisee with written notice to cure the
breach within thirty (30) days of notification. If the City determines the breach
cannot be cured within thirty days, the City may specify a longer cure period, and
condition the extension of time on Franchisee’s submittal of a plan to cure the
breach within the specified period, commencement of work within the original thirty
day cure period, and diligent prosecution of the work to completion. If the breach
is not cured within the specified time, or the Franchisee does not comply with the
specified conditions, the City may, at its discretion, either (1) revoke the Franchise
with no further notification, or (2) claim damages of Two Hundred Fifty Dollars
($250.00) per day against the financial guarantee set forth in Section 17 for every
day after the expiration of the cure period that the breach is not cured .
B. If the City determines that Franchisee is acting beyond the scope of
permission granted in this Franchise for Franchisee Facilities and Franchisee
Services, the City reserves the right to cancel this Franchise and require the
Franchisee to apply for, obtain, and comply with all applicable City permits,
franchises, or other City permissions for such actions, and if the Franchisee’s
actions are not allowed under applicable federal and state or City laws, to compel
Franchisee to cease those actions.
Page 99 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 15 of 17
Section 21. Compliance with Laws and Regulations
A. This Franchise is subject to, and the Franchisee will comply with all
applicable federal and state or City laws, regulations and policies (including all
applicable elements of the City's comprehensive plan), in conformance with federal
laws and regulations, affecting performance under this Franchise. The Franchisee
will be subject to the police power of the City to adopt and enforce general
ordinances necessary to protect the safety and welfare of the general public in
relation to the rights granted in the Franchise Area.
B. The City reserves the right at any time to amend this Franchise to
conform to any federal or state statute or regulation relating to the public health,
safety, and welfare, or relating to roadway regulation, or a City Ordinance enacted
pursuant to such federal or state statute or regulation enacted, amended, or
adopted after the effective date of this Franchise if it provides Franchisee with thirty
(30) days written notice of its action setting forth the full text of the amendment and
identifying the statute, regulation, or ordinance requiring the amendment. The
amendment will become automatically effective on expiration of the notice period
unless, before expiration of that period, the Franchisee makes a written call for
negotiations over the terms of the amendment. If the parties do not reach
agreement as to the terms of the amendment within thirty (30) days of the call for
negotiations, the City may enact the proposed amendment, by incorporating the
Franchisee’s concerns to the maximum extent the City deems possible.
C. The City may terminate this Franchise upon thirty (30) days written
notice to the Franchisee, if the Franchisee fails to comply with such amendment or
modification.
Section 22. License, Tax and Other Charges
This Franchise will not exempt the Franchisee from any future license, tax,
or charge which the City may adopt under authority granted to it under state or
federal law for revenue or as reimbursement for use and occupancy of the
Franchise Area.
Section 23. Consequential Damages Limitation
Notwithstanding any other provision of this Franchise, in no event will either
party be liable for any special, incidental, indirect, punitive, reliance, consequential
or similar damages.
Section 24. Severability
Page 100 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 16 of 17
If any portion of this Franchise is deemed invalid, the remainder portions
will remain in effect.
Section 25. Titles
The section titles used are for reference only and should not be used for the
purpose of interpreting this Franchise.
Section 26. Implementation
The Mayor is authorized to implement those administrative procedures
necessary to carry out the directions of this legislation.
Section 27. Entire Franchise
This Franchise, as subject to the appropriate city, state, and federal laws,
codes, and regulations, and the attachments hereto represent the entire
understanding and agreement between the parties with respect to the subject
matter and it supersedes all prior oral negotiations between the parties. All
previous franchises between the parties pertaining to Franchisee's operation of its
Facilities are hereby superseded.
Section 28. Effective Date.
This Ordinance will take effect and be in force five days from and after its
passage, approval and publication as provided by law.
INTRODUCED: ___________________
PASSED: ________________________
APPROVED: _____________________
________________________________
NANCY BACKUS, MAYOR
ATTEST: APPROVED AS TO FORM:
___________________________ ________________________________
Shawn Campbell, MMC, City Clerk Jason Whalen, City Attorney
PUBLISHED: _____________________________________________________
Page 101 of 102
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Ordinance No. 7007
Franchise Agreement No. FRN25-0005
October 3, 2025
Page 17 of 17
EXHIBIT “A”
STATEMENT OF ACCEPTANCE
Hyperfiber of Washington, LLC dba Ripple Fiber, for itself, its successors and
assigns, hereby accepts and agrees to be bound by all lawful terms, conditions
and provisions of the Franchise attached hereto and incorporated herein by this
reference.
Franchisee Name: Hyperfiber of Washington, LLC dba Ripple Fiber
Address: ________________________________
City, State, Zip: ___________________________
By: Date:
Signature
Name: ___________________________
Title: ____________________________
STATE OF _______________)
)ss.
COUNTY OF _____________ )
On this ____ day of _______________, 20__, before me the undersigned, a
Notary Public in and for the State of __________, duly commissioned and sworn,
personally appeared, __________________ of _________, the company that
executed the within and foregoing instrument, and acknowledged the said
instrument to be the free and voluntary act and deed of said company, for the uses
and purposes therein mentioned, and on oath stated that they are authorized to
execute said instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal
on the date hereinabove set forth.
Signature
NOTARY PUBLIC in and for the State of
___________, residing at
MY COMMISSION EXPIRES:
Page 102 of 102