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5043
PUGET SOUND ENERGY, INC
Schedule 74 Pro�ect Design Agreement - Pac�fic Avenue
6th to llth
Public Works
LEG 12-1
4/26/2011
10/31/2011
11/15/2011
Comments :
SCHEDULE 74 UNDERGROUND CONVERSION
Project Design Agreemer�t
Pro�ed Name Pacific Avenue lmorovemerrts. 6 Street to 11�' Street
Pro�ect Number 10216
THIS Agr�eme�, dat� as of this � day of ���t Z. , 2011, �s made by and
between City of Bremerton, a City (the °Govemment Entity'�, and PUGET SOUND ENERGY, Inc , a
Washington Corporation (the "Company").
RECITALS
A The Company �s a pubfic service oompany erigaged m the safe ar� d'�strihution of electnc
energy and, pursuant to its franchise or other rights from the Govemment Entity, currently locates ds
electnc distribution faGiRies within the �unsdict�onal boundaries of the Govemment Entdy
B The Govemmer�t Entity i� cons�denng conversion of the Companys ew�mg overhead
electnc d�stribuf�on system to a comparabte �nderground eledric dis6ibuUon, as more speafically
descnbed m the Scape of Work (as defined �n paragraph 2, beloHr) fum�shhe� to the Company by the
Govemmerit EritiEy (the "Conversion Pro�ec�
C The GovemmeM Errt�ty has requested that the Company perform certain engineenng design
services and othe�v�ns�e woEic Eoo�rattvely with the Govem�ne� Ent�ty to develop a mutusRy acceptable
Pro�ect Plan (as defined in paragraph 6, 6elow) for the Conversron Pro}ed, in acoondance with and
sub�ed to the terms and conditions of th�s Agreemertt (the "Des�yn Work").
D The Govemment Er�ty and the Company wish to execute th�s wntten contract in acco�dance
with Schedule 74 of the Company's Elecc�ric Tar�ff G{"Schedule 74"� to govem the Design Work for the
Conversion Project
AGREEMENT
The Govemmenf Entity and the Company therefore �ree as folt�rrs:
1 Unless specifically defined othervinse herein, alt terms defined in Schedule 7d shall have the same
meanings when used in th�s Ag�emerit
2 The Govemment Errt�ty shatl, wEthin ten (1 D} bus�ne� days after the date of this Agr+eement, provide
the Company w�th a written scope of waric for the Conversion Projed which indudes, among other
thmgs, (a) a reasonably detaded descnp#�on of the scope of the work required for the Conversion
Pro�ed, (b) a list of the key miles#one dates for the Conversion Project, (c) reasonably detaited
drawnngs showing any assoaat� piann� improvemerrts to the Pablic Thorvughfiane, and (d) a
statement as to whether the Govemmerit Errtity desires to install the ducts and vaults for the
Conversion Project (�e "Scope of Wotic'�. The Government Ent�ty sha{{ piov�de the Company two
(2) hard copies of the Scope of Work and a cxipy of the r�etevarrt etectron�c file(s) m a mutually
agreed electronic format.
3 Within ten (10) business days of its r�eceipt of the Scope of Work, the Company shall prepare and
submit to the Govemmerrt Errtdy (a) a reasonably detailed, good faith estimate of the cost to pertorm
the Design Woric (the "Design Cost Estimate'�, and {b) a proposed schedule for completion of the
Design AgreemeM, Attachment �A° fo Schedule 74, Page 1
[Pac�fic Avenue improvements. 6"' Street —11"' Street]
Des�gn Woric which, to the exterrt reasonably practicabte, refleds the appl�cable key milestone dates
spec�fied m the Scope of VI/ork and prvv�des for complet�on of the Des�gn Work wdhin n�nety (90)
business days from the date the Company rece�ves the Govemmerrt Er�tity's not�ce to proc�e�d under
paragraph 5, befow (the "Design Schedule'� The proposed Des�gn Cost Estimate and the proposed
Design Schedule shali be based upon the then-cuRent Scope of Work. Unless othervvise specified m
the Scope of Work, the Design Work shall not inciude negotiation or acqwsition of third party
property ngMs but shall tnct�e prehmmary ptanrnng between tl�e Com�rty and the Govemmerrt
Ent�ty regarclmg their respedrve obligations for negotiating and acqumng third party property nghts
4 Withm ten (10) busmes.s days after the GovemmeM Entdy's nece�pt of the proposed Des�gn Cost
Estimate and the proposed Design Schedule from the Company, the Govemment Entity and the
Company shaii meet in onier to {a) review the proposed Design Cost Estimate, (b) review the
proposed Des�gn Schedute; (c) rev�ew the Scope of Wor1c, and (d) make any changes necessary to
create a final Scope of Work, fmat Design Cost Estimate, and fina! Design Schedule that are
reasonably acceptabte to both pa�es. If the parties are unable to agnee upon a final version of the
Scope of Work, Design Cost Estimate, and/or Design Schedule, then either party may, by wntten
notice to the other party, submrt the matte� for resolut�on pursuant to the dispute resolution
procedures in paragraph 16, below. The finai Scope of Work, Des�gn Cost Estimate and Design
Scheduie, once determined in accordance wrth th�s paragraph 4, may thereafter be changed or
amended only m accordance w�th the char�ge proceduie.s set forth m paragraph 'F3, below
5 The Governmerrt Entity shall, wr�tm ten (10) twsmess days after determmat�on of the final of the
Scope of Woiic, Design Cost F_stimate, and Des�gn Schedule, issue (a) a written not�ce to proceed
wh�ch shall delmeate the final Scope of Work, Design Cost Estimate, and Design Schedule, or (b) a
wntten notice to terminate th�s Agreement v�nthout cost to the Govemment Errtdy If the Govemment
Entrty termmates thi� Agreemer�t, the costs mcurned by the Company in prepanng and submrttmg the
Design Cost Estimate and the E3esign Scftedute shali not be re�rr�bursabte to the Company, and the
nghts and obligat�ons of tt�e paKies under this Agrieemerrt shall be teRnmated m their entirety and
without hatnlity to either party.
6 Follov�nng the Company's receipt of the notice to proceed, and vinthm the applicable time period
spec�fied �n the Des�gn Schedule, the Company shaN, w�th the cooperation anc3 assistance of the
Govemmerrt EMity as outfined m this Agreement� prepare a projed plan for the Conversion Pro�ect
(the "Projed Plan"} which shall mdude, among other thmgs, the foilownng• (a) a detailed descnption
of the work that is requrred to be pertortned by each party and any third party in connection with the
Conversion Project (the "Const�udion Woric'�, (b) the appl�cable requir�mer�ts, drav+nngs, and
specifications for the Construc�on Work, (c) a descnption of any operating and other property nghts
that are required to be obtained by each party for the Convers�on Pro�ect (and the requiremerrts and
specifications with resped ttret�eto}, (d) a detaiFed est�mate of the c�ts to be incumed by each party
in �ts pertorrnance of the Construcbon Work, and (e) a detailed schedule for compieting the
Constn.idion Work (induding, wr�hout limitation, the dates for delivery of fhe duds and vaults and
other matenais for use at the s�te of the Con�nidion Wortc)
7 The Govemment Entity shall be responsible for coordinating the Design Work wdh all other design
work to be pertormed m caonnec�ion w�thh the Conversion Pc+oject and any sssoc�ated ptanned
improvemerrts to the Pu�ic Thoroughfare The part�es sf�aff arork togeMer rn an effort to md�gate the
costs of the Conversion Projec� to each party, including, wdhout limitation, rclerrtifying ways to
accommodate the facilities of the Company to be installed as part of the Conversion Pro�ect withm
the Pubiic Thornughfare
8 Withm the ap�rcaWe trme penod speafied �n the Des�gn Sc�edule, the Com�ny shall prepare and
submit to the Govemmerrt Errtity a proposed u�ifral draft of the Projed Ptan The parf�es understand
and acknowledge that the proposed Project Plan submitted by the Company shall be preliminary in
nature and shall not indude, without limitatron, information requ�red to be supplied by the
Design AgreemeM, Attachment "A' to Schedule 74, Page 2
[Pac�fic Avenue improvemertts: 6�` Street —11"' Street]
Governmerrt Ent�ty (e.g., scope and est�mate af the c�st of the ConsEruction Woric to be performed
by the Govemment Entrty)
9 Within the applicabte time period specified in the Design Schedule, the Govemmerrt Entdy shall
(a) r�eview the proposed Pro�ect Plan submitted by the Company, (b) complete any information
reqwred to be supptied by the Govemment Entrty, (c) make any changes required to conform the
proposed Project Pfan to the Scope of Work and th� AgreemeM, and (d} retum the amended Pro�ect
Plan to the Company
10 Withm the appiicable t�me penod specrfied in the Design Schedule, the Company shall rewew the
amended P%�ed Plan submdted by the Governmerrt EMity and not�fy the Govemmerrt Entity �n
writing of either the Company's acceptance of, or the Company's speafic ob�ections to, the amended
Pro�ed Ptan tf the Compan� makes any nb}ect�on to the amended Pro�ect Plan, and the parties are
unable to resolve the objechons a►td mutually agree upon the Project Plan pnor to the final design
date specified in the Design Schedule, then erther party may, by written notice to the other party,
submd the matter for resoluUon pursuaM to the dispute resolution procedures in paragraph 16,
below The Pro�ed Pian, as mutuafly agr�ed upon by the parties or established through the dispute
resolution process, shail be attached to and mcorporated in a Pro�ect Construction Agreemerrt
substantially in the forrn attached hereto as Exhibd A(the "Construction AgreemeM'� which is to be
signed by the part�es pnor ta commencemeM of the Constnidion Work
11 The parties iMend and agree that the Des�gn Work and the Project Pian in its finai form shall
conforrn to the follov+nng roequu�ements
(a) The Pro�ed Pian shail, if requested by the Govemment EntRy in its irntial Scope of Work, specify
that the GovemmeM Erfhty shal! �nstalt the ducts and vautts forthe Conver�on Projed; provided
that (� the parties mutuatty �ree u�n and set forth rn the Projed Ptan (A) the c�sts of such
mstallation work to be induded in the Cost of Conversion, and (B) the speaficat�ons and
standards applicable to such instatiaUon work, and (i� such mstallation worlc is accomplished by
the GovemmeM E�ity in accoMance with the appl�cable design and construc�on specifications
provided by the Company and set forth m tfie Pro�ect Plan
(b) Each estimate af tfte costs to be mcurr� by a party shatl, at a mmimum, be broken down by
(�) the design and er�g�neenr�g crosts, (i� property and retated costs, mcluding any costs of
obtammg operat�ng nghts, and (ui} construdion casts inctudmg and I�sUng separately inspedion,
labor, matenafs, and equipment.
(c) All fac�ldies of the Company instailed as part of the Conversion Pro�ect shall be located, and all
fe181@d pfOp6t11/ 8Cid O�1'8ti119 f19M5 Sh8li �@ Obt81R4d �n the manr�er set foAh m the applicable
pr�ov�sions of Schedute 74. The Projed Ptan shalt describe in detail the location of such
facildies, any related �operty and operat�ng rights required to be obtamed, and the relative
responsibdities of the pafties wrth respect thereto
(d) The schedule set forth �n the Pro�ed Plan for completing #he Constnid�on Work shall include, at
a mmimum, milestos�e time penods for completwn ai the Trenchi�g, �nstaitatwn of ducts and
vaults, the cor�truc�on ar� rer�val of any Temporary Service, arid ttre removal of overhead
fac�l�es.
(e) The Projed Plan may indude the spec�ficat�on of work and reqwremerrts for Governmerrt-
Requested Upgrades and Company-Indiated Upgrades; provided, however, that the costs
incurned by the Company with resped to the design and engineenng of Company-In�tiated
Upgrades shatl rrot be �ncluded in the costs r�e�mbursabte to the Company under this Agreement
or the Construdion Agreement. Far purpo�es of the foregomg, () fRe term "Government-
Requested Upgrade" shall mean any feature of the Urtderground D�stnbubon System which is
Design Agreement, Attachment "A° to Sc�edule 74, Page 3
[Pacific Avenue Improvements 6"' Street —19�' Street]
requested by the Governmer�t EM�ty and is not reasonabty requ�� to make the Underground
Distnbution System comparable to the overhead distnbut�on system �ing replaced, and (n) the
term "Company-In�ated Upgrade" shail mean any feature of the Underground Distribution
System which is r�uired by the Company and is not reasonabry required to make the
Underground Distnbution System comparabie to the overhead d�stnbution system being
replaced For purposes of subparagraph (i�, above, a"comparable" system shali include, unless
the part�es athennnse agree, the number of emply ducts (nat to exceec! two (2}, iypicaliy hav�ng a
diameter of 6" or less) af such d�ameter and number as may be speafied and agreed upon in the
final Scope of Work necessary to repiicate the losd-carrying capacdy (system amperage class)
of the overhead system bemg r+epiaced For purposes of subparagraph (�, above, any empty
ducts instailed at the �quest of the Govemment Er�tdy shail be a Govemme�rt-Requested
Upgrade
(� The Project Plan shati set fortE� alt speafications. des�gn standards and other requirements for
the Construdian Woric and the Conversion Projed, inc{udmg, but not limd� to, the following
(i) applicable federal and state safety and elec�nnc c�des and standaNs, (�? applicable
construdion and other standards of the Company, and �i) applicable st�et design and other
standards of the Govemmerit Ent�ty which are m effect as of the commencement of the
Conversion Project
12 Upon reque� of the Govemment Entdy, and m any ever�t at the t�mes s�fied m the Design
Schedule, the Company shafi provide penodic reporis wvhich campare fhe actual c�osts of the Design
Work incurred to that pamt in time to the D�sign Cost Est�mate, as changed or amended in
accordance with paragraph 13, below Further, if at any time the Company reasonably expects that
the actual cost of the Design Work witl exceed the Design Cost Estimate, as changed or amended in
accor�dance with paragraph 13, below, the Company shali notify the Governmerrt Entdy immediately
Upon rece�pt of the Company's nat�ce, the Govemmerrt EMdy may, at rts oplron,
(a) nofify the Company m writmg that th�s Agreemertt �s terminated, or
(b) request a neasonably detaded explanat�on supported by docume�ation (reasonably satisfactory
to the Govemmerrt Enfity) to establish that the aduai costs �n exoess of the Design Cost
Estimate are�
(i) reasonabte,
(i) cons�sterrt with the Scope of Wor1c, and
(ii� consistertt with sound engineenng pracuces.
If the Govemment E�ty requests an expianat�on, the Governmer�t Entity shail, within ten (10)
business days after �eceipt of the exptanation,
(a) change the Sc:ope of Work in accordance wdh paragraph 13, below, or
(b) direct the Company to corrtmue with the Des�gn Work wdhout a change �n the Scope of Work,
but reserving to the Govemment Entity the right to dispute the reasonableness of the costs to be
paid the Company under paragraph 14, below, in acxoniance with the dispute resolution
procedures in paragraph i6, beiow, or
(c) direct the Company ta disc.brrtmue performing the Des�gn Work pertdmg resoiut�on, pursuant to
paragraph 16, below, of any dispute r�ardmg the �easonableness of the cwsts, �n wh�ch event
the Design Schedule will be ad�usted to reflect the delay, or
(d) notify the Company in writing that this Agreement �s term�nated.
Design �qreement, Attachment "A° to Schedule 74, Page 4
[Pac�fic Avenue Improvemerns. 6�` Street —11"' Street]
In the event the Govemmerrt ErtUty term�nates tlt�s Agreement or d�scorrtmues the pe�fonnance of
the Design Work under subpar�raph (c). above, for mor1e than ninety (90) days, the Govemment
Entity shall pay the Company for all costs mcurred by the Company in its performance of the Design
Work prior to the date the Company receives the Govemment Entity's notice of termination, plus any
costs mcurt+ecf by the Company for matenals and other �tems ordered or procured by the Company
with the prio� authonzation of the Govemmerrt Errtity m order to meet the schedule for the
Conversion Projec�. Ttre foregomg paymer�t obl�gat�on shaN surnve arry terminatMOn of th�s
Agreement
13 (a) E�ther party may, at any t�me, by writ#en notice thereof to the other party, request changes to the
Scope of Wor1c {a "Request for Change'� No Request for Change shall be effective and bmding
upon the parties unfess signed by an authonzed represerrtative of each party If any approved
Request for Change woutd cause an �ncrease �n the cost of, or the Ume requ�ced for, the
performance of any part o� the Desrgn Work, an eq�dable adjustmer�t in the Design Cost
Estimate and the Design Schedule shall be made to reflect such mcrease The parties shall
negot�ate in good faith with the objec�ive of agreeing m wrrtmg on a mutuaily acceptabte
equitable adjustment If the parties ane unable to agree upon the terms of the equdable
ad�ustmerrt, either party may subm�t the matter for resolut�on pursuant to the d�spute resolution
procedures in paragraph 16, below Notwdhstanding any d�spute or delay in reaching agreement
or amving at a mutuatty aceeptable equ�tabie ad�ustmerrt, each party shall, if requested by the
other party, proceed wrth the Des�gn Woric m accor+dance with the Request for Change. Any
such �equest to proceed must be accompanied by a written statemerrt setting forth the requestmg
party's rEasons for re�eding the proposed equitabie adjustment of the other party
(b) The Design Cost Est�mate and/or the Design Schedule shall be equ�tabiy adjusted from time to
time to refled any change m the costs or t�me required to pertorm the Design Work to the extent
such change �s caused by () any Focce Majeure Everrt under paragraph 17, below, (i) the
discovery of any condition wwithhin the Convers�on Ar�ea which affeds the scope, cost, schedule or
other asped of the Desig� Work and was not known by or disGosed to the affeded party pnor to
the date of this Agreement, or (iu) any change o� inaccuracy m any assumptions regarding the
scope, cost, scheduie or other aspeci of the Design Woric which are expressly iderrtified by the
part�es in the �na! Scope of Work. Upon the [�equest of either party, the parties wil{ negotiate in
good faith with the objectrve of agreemg in waritmg on a mutually acceptabte equitable
ad�ustmeM. if, at any time thereafter, the part�es a� unable to agree upon the terms of the
eqwtable adjustmer�t, either party may submd the matter for resolution pursuarrt to the dispute
resolution prov�ons in paragraph 16, befow
14 Upon completion of the Des�gn Work (i e, the date on which the Pro�ect Pian �s final under
paragraph 10, abave, edher by m�tual agreemert of the parties or as esta�"ished through the dispute
resolution procedur+es), the GovemmeM Ent�ty shafl pay the Company ail actual, reasonable c�osts to
the Company for the Des�gn Work (which, rf disputed rn good faith by the Govemmerrt Errtity, may be
submitted by either party for resoiut�on pursuaM to the dispute resolution provisions in paragraph 16,
below), plus any c�sts incurred by the Company for matenals and other �tems order�ed by the
Company with the prior authonzation of the Govemment Entdy in order to meet the schedule for the
Convers�on Project if, theneafter, the Const�vcbon Agreement �s executed by the parties and the
Conversion Projed �s completed w�hhm five (5) years from the date of th�s AgreemeM, the full
amount of the costs incumed by the ComRany in rts �rtormance of the Design Work shall be
included m the "Shar+ed Company Costs" unde� the Construction Agneement and any payment of
such amounts under this Agreemer�t shatl be c.�edded to the Govemmem Errtity in calculating the
"Net Amount" payable under the Construction Agreement
15 Within sixty (60) bus�ness days after completwn of the Des�gn Work, the Company shall �ssue to the
Govemmer�t Entdy an �em¢ed invoice for ttre amounts payable under th�s Agreemerrt. Such mvoice
shall � m a foRn mutualiy agreed upon by the Company and the Government EMrty and shall, at a
Des�gn Agreement, AttachmeM °A° to Schedule 74, Page 5
(Pac�fic Avenue Improvemerrts 6"' Street —11"' Street]
mm�mum, dem�ze the des�gn and eng�neenng crosts, mduding artd t�sti� separately inspection,
labor, materials and equipment In the ever�t the GovemmeM Entity does not venfy such invoice
wdhm ten (10) bus�ness days af r�ec:eipt, the Govemmerrt Er�tity shalt provide a wntten r�equest to the
Company specifying the additionai information needed to verify the invoice The Company wnll
provide, within a reasonable penod after r+eceipt of any t�equest, such documer�tation and information
as the Govemment E�rtity may reasonabiy request to venfy such �nvoice The Govemment Ent�ty
shall pay the Company a�l amounts pgyable under tN�s AgreemeM v�nth�n ttt�rty (30} days after receipt
of the Company's invo�ce Payment as provrded rn th�s AgreemeM s�hatl be ful! c�mpensation for the
Company's performance of the Design Wortc, induding w�thout Iim�taUon all services rendered and
all matenals, supplies, equipmerrt, and maderrtals necessary to compiete the Design Wa�1c.
Des�gn Agr�eement, AttachmeM `A" to Schedute 74, Page 6
[Pacific Avenue Improvements: 6"' Street —11"' Street]
16 Dispute Resolution Procedur�es.
(a) Any dispute. d�sa,qreemeM or cla�m ansing out of or concemi� th�s Agreement must first be
preseMed to and conside�+ed Dy the parties A party who wishes dispute resolution shall notify
the other party in writing as to the natur�e of the dispute Each party shall appoint a
representative who shaii be nesponsibfe for representmg the party's iMerests The
representatrves shall exerase good fa�th efforts to resolve the d�spute Any d�spute that �s not
resolved within ten (10} busrn�ss days of the date the disag�+eemerit was fir� ra�sed by written
notice shall be referred by the parhes' representat�ves in wr�ting to the sernor management of
the parties for resolution. In the eve� the serno� manageme� ar+e unable to resolve the dispute
wrthin twerrty (20) business days (or suc� other period as the parties may agr!ee upon), each
party may pursue resolution of the dispute through other legal means consisterrt with the terms
of th�s AgreemenL Atl nego#�ai�ons pwsuant to these procedut�es for the resotution of disputes
shall be confidentiai and shall be treated as compromise and settfement negotiations for
purposes of the �ate and f�eraf rules af ev�dence.
(b) Any Gaim or d�spute ans�ng he�under wh�ch �lates to the Scope of Wor1c, Design Cost
Estimate, and Design Schedule under paragraph 4, above, the Pro�ect Plan under paragraph 10,
above, or any Request for Change (including, wrthout limdation, any assoc�ated equrtable
ad�ustment) under paragraph 13, above, and is nat resolved by senior management within the
time peRnitted under paragraph 16(a), above, shalf be resoivecf by arbrtration in Seattle,
Washington, under the Construct�on Indust�y Arh�tration Rules of the Amencan Arbdration
Association then in effect Trie decision(s) of the artiitrator(s) shall be final, conGusive and
bindmg upon the Parties. Ali other disputes shall be resolved by i�tigat�on m any court or
govemmental agency, as appiicabfe, having �unsd�dion over the Part�es and the d�spute
(c) In connec�on wFtti any arbitrratron under this paragraph 16, costs of the arbdrator(s), heanng
rooms and other common cwsts shall be d�vided equally among the pawes Each party shall
bear the cast snd expense of prepanng and prese�rting �ts own case (mdudir�g, but not hmded
to, ds ovm attomeys' fees), provided, that, in any arbitration, the arbirtrator(s) may reqwre, as
part of his or her decasion, r�eimbursement of ali or a portion of #he prevailing party's costs and
expenses by the othe� party.
(� Unless othe� agreed by the parties m wntrrtg, the parties shall c�onhnue to perform their
resped�ve ob{�gaUons under thrs Agreement dunng the pendency of any dispute.
17 In the eveM that either party is prevented or delayed in the performance of any of ds obl�gations
under th�s AgreemeM by reason beyond its reasonable cor�trol {a "Foroe Majeure Event'�, then that
party's pertormance shaii be excused dunng the Force Ma�eure Everrt Force Ma�eure Events shall
�nclude, wilhout Irm�fation, war, av�l d�sturbance, flood, earthquake or other Act of God, slorm,
earthquake or other cond�ion which neces�tates the mobihzation of the perso�nel of a party or �ts
contractors to restore utdrty service to customers, laws, regulations, niles or orders of any
governmerrtai agency; sabotage, strikes or similar labor disputes mvolrnng personnel of a party, ds
contradors or a third party; or any failure or delay m the perfonnance by the other party, or a th�rd
party who is not an empioyee, agent or coMractor of the party claiming a Fo�ce Ma�eure Everrt, in
connection with the Work or this A�gr�eemecrt. Upon removal or term�nation of the Force Majeure
Everrt, the party da�ming a Force Majeur+e Eve�t shall promptiy perfam the affeded obl�gations in
an orderly and expedded manner under th�s Agneemerrt or proc:ure a sut�tute for such obligation
The parties shall use all commeraally reasonable efforts to eliminate or mirnmize any delay caused
by a Foroe Majeune Eve�.
18 This Agreement is sub�ect to the General Rules and Prov�sions set forth in Tanff Schedule 80 of the
Company's efedric Tanff G and ta Schedute 74 of such Tarrtf as appmv� bX the Washington
UtiM�es and Transportation Commission and in effed as of the date of this Agreement
Design Agreement, Attachmer�t "A' to Scfieduie 74, Page 7
[Pac�fic Avenue improvemer�ts 6 S#reet —11 Street]
19 Any not�ce urtder th�s Agreement shall be in wr�Ung and shalt be faxed (�nrtth a copy foliowed by mad
or hand delivery), delivered in person, or maifed, properly addressed and stamped with the required
postage, to the intended rec�p�errt as follows
If to the Govemment Entitv
If to the Companv
Cdv of Br+eme�ton
3027 Olvmpus Dnve
Bremerton. WA 98310
Attn Eduardo Aban. PE
Fax 360-473-5398
Puget Sound Energy, Inc
6522 Kitsaa Way
Bremerton. WA 98312
Attn Thomas Brobst
Fax
Edher party may change ds addr�ss spe�ed in this paragraph by giving the other party notice of
such change in acxor�dance w�th this paragraph
20 This Agrseement shall in a11 respects be interpreted, constru� and enforced m acxoidance with the
laws of the State of Washmgton (wdhout reference to rules govemmg c�nflid of lawrs), except to the
extent such laws may he preempt� by the laws of the Unded States of Amenca
21 Th�s Agreement constitutes the ent�� agreement of the part�es �nnth respect to the sub�ect matter
he�of and all other agreements and understandings of the Parties, whethe� wrrtten or oral, with
resped to the sub�ect matter of this Agreemerrt are hereby superseded m their entireties
22 This Agreemer�t shali be b�nding upon and inure to the benefd of the resped�ve successors, assigns,
purchasers, and transferees of the parties, includmg but not limited to, any entity to which the nghts
or obligations of a party are assigned, delegated, or transfemed �n any corporate reorgamzation,
change of organ�zation, or purchase or transfer of assets by or to another corporation, partnership,
association, or ather business orgarnzat�on or division thereof
GovemmeM EMdy
�/� D�/rIF�?'D�
Company
PUGET SOUND ENERGY, INC
BY l'
iTS 112� �
Date Signed �'� z� � l �
� �. . -. •��
� ��
.-.. -
w
�� � i
ITS Municipal Liaison Manaaer
Date Signed `"7" " �� �C /
Design Agreemerrt, AttachmeM `A' to Schedule 74, Page 8
[Pac�fic Avenue Improvements. 6�' Street —11"' Street]