Chapter 4.42 PESHASTIN WATER FRANCHISE

“Across” means location of underground transmission and service lines and appurtenances crossing from one side of a right-of-way to another. If transmission lines, service lines, and/or appurtenances are located under a roadway, the angle of crossing should be as a near a right angle to the road centerline as practicable.

“Along” means abutting or adjacent to a road, usually parallel to or following the path of a roadway or right-of-way.

“Appurtenance(s)” means equipment and/or accessories which are a necessary part of an operating utility system or subsystem.

“Commission” refers to the Chelan County commission acting in its official capacity.

“Construction” or “construct” means constructing, digging, excavating, laying, testing, operating, maintaining, extending, renewing, removing, replacing, and repairing an irrigation water distribution system.

“County” means Chelan County, Washington, a municipal corporation under the laws of the state of Washington.

“County road right(s)-of-way” (or “county right(s)-of-way” or “right(s)-of-way”) means public land, property or interest therein, usually in a strip, acquired for or devoted to transportation or secondary purposes, including public highways, streets, roads, and alleys. As used herein, these terms refer only to those rights-of-way within the area described in Section 4.42.020 in which Chelan County has an actual interest.

“Director” refers to the director of public works for Chelan County, any successor office with responsibility for management of public properties within Chelan County, or the director’s successor or designee.

“Franchise” means an occupancy and use document granted by the county required for occupancy of road rights-of-way in accordance with Chapters 36.55 and 80.32 RCW, and the Chelan County Code.

“Grantee” or “district” refers to the Peshastin Water Users Association, its successors and those assigns approved pursuant to Section 4.42.300.

“In” refers to construction and maintenance activity within the right-of-way and to placement of transmission and service lines and appurtenances underground beneath the right-of-way.

“Maintenance,” “maintaining” or “maintain” shall mean constructing, relaying, repairing, replacing, examining, testing, inspecting, removing, digging and excavating, and restoring operations incidental thereto.

“Other governing body” refers to any public official or other public board or body as may have the power and jurisdiction to permit or regulate the installation and maintenance of utilities and other facilities in, under, over, across, and along any of the county property described in Section 4.42.020.

“Over” means an overhead installation conforming to all requirements of federal, state, and county laws, regulations, and ordinances and in compliance with all requirements mandated by the director, particularly requirements related to public health and safety, height and clearance restrictions and requirements, roadway characteristics and use, roadway design requirements, integrity of the right-of-way and abutting properties, aesthetics, and other pertinent factors as determined by the director.

“Permit” means a document issued under the authority of: (1) the county engineer or public works director, and/or (2) a franchise granted by the county’s legislative authority. The permit provides specific requirements and conditions for specific utility work at specific locations within the right-of-way.

“Pipe,” “pipeline,” “line(s),” “transmission line(s),” or “service line(s)” means a structural tubular product designed, tested and produced for the transmittance of specific liquids and gases under specific conditions. As used herein, the specific liquid to be transmitted is domestic water. These terms exclude irrigation ditches and grantee may not construct or operate irrigation ditches or any nonenclosed water system in, upon, under, across, along and over any county right-of-way.

“Relocation” means a planned change of location of an existing facility to a more advantageous place without changing the character or physical nature of the facility.

“Restoration” means all work necessary to replace, repair or otherwise restore the right-of-way and all features contained within to the same or equal condition as before any change or construction thereto.

“Road” or “roadway” means a street, road, or other public way, including shoulders, designated for the purpose of vehicular traffic. As used herein, these terms refer only to those roads or roadways in which Chelan County has an actual interest.

“Under” means underground installation conforming to all requirements of federal, state, and county laws, regulations, and ordinances and in compliance with all requirements mandated by the director, particularly requirements related to public health and safety, roadway characteristics and use, roadway design requirements, integrity of the right-of-way and abutting properties, aesthetics, and other pertinent factors as determined by the director.

“Upon” refers only to construction or maintenance activity and does not imply that transmission lines, service lines, or appurtenances may be installed on or at the surface of any roadway.

“Utility” refers either to the grantee or, depending on the context, to any other person, firm, or corporation, public or private, which may hold a franchise to maintain and operate similar facilities in, under, over, across, and along any of the county property described in Section 4.42.020. (Res. 2007-130 § 1, 8/20/07).

4.42.020 Description of franchise area.

The franchise area is described in Exhibit A, attached to the resolution codified in this chapter. (Res. 2007-130 § 2, 8/20/07).

4.42.030 Grant.

Chelan County hereby gives and grants unto the grantee, Peshastin Water Users Association, its successors and assigns, the right, privilege, authority, and franchise to construct, operate, and maintain a domestic water distribution pipeline system and all necessary appurtenances thereto in, upon, under, across, along and over those certain county road rights-of-way in Chelan County, Washington, described in Section 4.42.020. (Res. 2007-130 § 3.1, 8/20/07).

4.42.040 Term.

The rights, privileges, and franchise hereby granted to and conferred upon the grantee, unless this franchise becomes terminated as herein provided, extends for a term of twenty years from the effective date hereof. (Res. 2007-130 § 3.2, 8/20/07).

4.42.050 Limited purpose for grant.

This franchise authorizes the grantee to construct, operate, and maintain a domestic water distribution pipeline system for the transportation and disposition of domestic water in, upon, under, across, along and over those certain county rights-of-way in Chelan County, Washington. This franchise does not authorize the grantee to engage in any other activities regulated by the Chelan County Code or any other franchise. No facility shall be used for other than the purpose stated in the grant of franchise above, unless the grantee first obtains from Chelan County a separate franchise which conforms to the requirements of the Chelan County Code. (Res. 2007-130 § 3.3, 8/20/07).

4.42.060 Nonexclusive franchise.

This franchise is not exclusive. This franchise does not prohibit Chelan County from granting franchises for other public or private utilities, in, upon, under, over, across, and along any county property, including county road rights-of-way. Where existing utility facilities are in place, new facilities shall be compatible with the existing installations.

This franchise does not prevent or prohibit Chelan County from constructing, altering, relocating, maintaining, or using any county road rights-of-way covered by this franchise. County retains full power to make all changes, relocations, repair, maintenance, etc., as it may deem fit. Utility installations shall be located to minimize the need for later adjustment to accommodate future roadway improvements and to permit access to servicing such installations with minimum interference with roadway traffic.

The county shall have prior and superior right to the use of its roads, streets and alleys and public properties for installation and maintenance of its utilities and other governmental purposes, and should a conflict arise with the grantee’s lines, the grantee shall, at its own expense and cost, conform to the utilities and other government purposes of the county in the event that a reasonably feasible alternative is available. The owners of all utilities, public or private, installed in such public properties prior to the installation of the lines and facilities of the grantee, shall have preference as to the positioning and location of such utilities so installed with respect to the grantee. Such preference shall continue in the event of the necessity of relocating or changing the grade of any such public properties. Grantee shall pay all actual reasonable costs of and expense necessarily incurred by grantor in the examination, inspection and approval of all plans and specifications for, and all details of construction of, all facilities involved herein as necessary to ensure conformity with the integrity of the county roads, traffic flow and other franchisees within the county public property. (Res. 2007-130 § 3.4, 8/20/07).

4.42.070 County jurisdiction over rights-of-way.

All rights granted by this franchise to county road rights-of-way outside incorporated towns and cities apply to all existing county road rights-of-way acquired by Chelan County during the term of this franchise. This franchise is intended to convey limited rights and interest only as to those roads and rights-of-way in which Chelan County has an actual interest. It is not a warranty of title or of interest in county road rights-of-way.

Whenever any of the county road rights-of-way as designated in this franchise, by reason of the subsequent incorporation of any town or city, or extension of the limits of any town or city, shall fall within city or town limits, this franchise shall continue in force and effect until such time as the incorporation and/or annexation is complete according to applicable state law, after which time the county will no longer have any responsibility for maintenance of any county roads, rights-of-way or other county property within the area of annexation/incorporation.

None of the rights granted to the grantee shall affect the jurisdiction of Chelan County over county road rights-of-way or the county’s power to perform work upon its roadway, rights-of-way or appurtenant drainage facilities including by constructing, altering, renewing, paving, widening, grading, blasting, or excavating. (Res. 2007-130 § 3.5, 8/20/07).

4.42.080 Regulation of use and control of rights-of-way—Reservation of police powers.

In the granting of this franchise, Chelan County does not waive any rights which it now holds or may hereafter acquire, and this franchise shall not be construed so as to deprive Chelan County of any powers, rights, or privileges which it now has or may hereafter acquire, including the right of eminent domain, to regulate the use and control of the county roads covered by this franchise, or to go upon any and all county roads and highways for the purpose of constructing and improving the same in such manner as Chelan County, or its representatives may elect.

All the rights herein granted shall be subject to and governed by this chapter; provided, however, that the board of county commissioners expressly reserves unto itself all its police power to adopt resolutions necessary to protect the health, safety and welfare of the general public in relation to the rights granted by this chapter. (Res. 2007-130 § 3.6, 8/20/07).

4.42.090 Rates.

The grantee agrees that it shall be subject to all authority now or later possessed by the county or any other governing body having competent jurisdiction to fix just, reasonable, and compensatory rates for services under this franchise. (Res. 2007-130 § 3.7, 8/20/07).

4.42.100 Conformance with county code.

This franchise does not authorize the grantee to engage in any activities regulated by the Chelan County Code or any other franchise. If the grantee wants to engage in any such activities, it must first obtain from Chelan County a separate franchise which conforms to the requirements of said code. (Res. 2007-130 § 3.8, 8/20/07).

4.42.110 Eminent domain.

This franchise and the limited rights and interests for the operation, maintenance, repair, and construction of grantee’s domestic water delivery and related transmission and service lines and appurtenances are subject to the exercise of eminent domain. In the event of an exercise of eminent domain by Chelan County within its existing right-of-way, the value to be attributed to all the rights and interests granted under this franchise shall not exceed the actual amount the grantee paid to Chelan County in obtaining this franchise. (Res. 2007-130 § 4, 8/20/07).

4.42.120 Indemnity and hold harmless.

The grantee agrees to indemnify and hold harmless Chelan County as provided herein to the maximum extent possible under law. Accordingly, the grantee agrees for itself, its successors, and assigns to defend, indemnify and hold harmless Chelan County, its appointed and elected officials, and employees from and against liability for all claims, demands, suits, and judgments, including costs of defense thereof, for injury to persons, death, or property damage which is caused by, arises out of, or is incidental to grantee’s exercise of rights and privileges granted by this franchise. The grantee’s obligations under this section shall include:

(1) Indemnification for such claims which arise from the sole negligence of the grantee, the concurrent negligence of both parties, or the negligence of one or more third parties.

(2) The duty to promptly accept tender of defense and provide defense to the county at the grantee’s own expense.

(3) Indemnification of claims made by the grantee’s own employees or agents.

(4) Waiver of the grantee’s immunity under the industrial insurance provisions of RCW Title 51, which waiver has been mutually negotiated by the parties.

In the event it is necessary for the county to incur attorneys’ fees, legal expenses, or other costs to enforce the provisions of this section, all such fees, expenses and costs shall be recoverable from the grantee.

In the event it is determined that RCW 4.24.115 applies to this franchise agreement, the grantee agrees to defend, hold harmless and indemnify Chelan County to the maximum extent permitted thereunder, and specifically for its negligence concurrent with that of Chelan County to the full extent of grantee’s negligence. Grantee agrees to defend, indemnify, and hold harmless the county for claims by grantee’s employees and insofar as claims from the county for indemnity only agrees to waiver of its immunity under RCW Title 51, which waiver has been mutually negotiated by the parties. (Res. 2007-130 § 5, 8/20/07).

4.42.130 Insurance.

Grantee shall obtain and maintain general comprehensive liability insurance on a per occurrence basis naming Chelan County as an additional insured with limits no less than three million dollars for each occurrence of bodily injury liability or property damage liability and shall provide grantor with certificates of said insurance. The amounts listed in this section shall not constitute any limitation of liability. (Res. 2007-130 § 6, 8/20/07).

4.42.140 Vacation of rights-of-way.

If at any time Chelan County vacates any rights-of-way covered by this franchise, Chelan County will not be held liable for any damages or loss to the grantee by reasons of such vacation. Chelan County may, after giving thirty days’ written notice to the grantee, terminate this franchise with respect to any county road rights-of-way vacated. (Res. 2007-130 § 7, 8/20/07).

4.42.150 Installation, repair, removal or relocation.

The grantee hereby covenants, at its own expense, to install, repair, remove, or relocate existing facilities including all appurtenant facilities, transmission lines and service lines connecting its services to users within county road rights-of-way if such installation, repair, removal, or relocation is required by the county for any purpose. (Res. 2007-130 § 8, 8/20/07).

4.42.160 Construction permit requirement.

The grantee, its successors or assigns, has the right, privilege, and authority to enter the county rights-of-way for the purpose of operating, maintaining, repairing, or constructing its transmission and service lines and appurtenances, on the condition that grantee obtains appropriate permits approved by the director prior to commencing construction or maintenance work.

Applications for work permits shall be presented to the public works department, which may require copies of plans, blueprints, cross-sections, or further detailing of work to be done. Grantee shall comply with all terms, conditions, standards and insurance coverages which may be required under the terms of the permit(s).

Any work done, whether by grantee, its contractors, or third parties will include necessary paving, patching, grading, and any other reasonable necessary repair or restoration to the county road rights-of-way. All work shall be done to the reasonable satisfaction of the director and at grantee’s expense.

All equipment, lines, and appurtenances which are used in the operation, maintenance, repair, or construction of the grantee’s service and which are located within the county road rights-of-way shall be considered to be part of the grantee’s system and shall be the grantee’s responsibility. All permits for the operation, maintenance, repair or construction of said system shall be applied for and given in the name of the grantee, who will be responsible for all work done under the permit. The grantee remains responsible whether the work is done by the grantee, its contractors, or by third parties.

Grantee shall abide by all terms and conditions of any permits issued by grantor, shall perform all work consistent with all permit provisions, and shall be responsible for traffic management during the performance of any work undertaken in the right-of-way. (Res. 2007-130 § 9.1, 8/20/07).

4.42.170 Construction bond requirement.

In conformity with the Chelan County Code now in effect or as hereafter amended, before any permit is issued to allow the grantee to disturb any public road, the grantee shall post a cashier’s check or a bond in the estimated amount of repairs for disturbing any county road for which the permit is sought. (Res. 2007-130 § 9.2, 8/20/07).

4.42.180 Record of location of facilities.

The grantee shall keep full, current and complete records showing the exact location and size of all transmission and service lines and appurtenances in the county. These records shall be subject to inspection at reasonable times by the proper officials and agents of the county, and a copy of these records shall be furnished to the county upon request. (Res. 2007-130 § 10.1, 8/20/07).

4.42.190 Emergency management plan.

Grantee shall prepare and file with the county an emergency management plan for responding to any spill, breaks or other emergency condition. The plan shall designate responsible officials and emergency twenty-four-hour on-call personnel and the procedures to be followed when responding to an emergency. After being notified of an emergency, grantee shall cooperate with the county and make every effort to respond as fast as practical with action to minimize damage and to protect the health and safety of the public. (Res. 2007-130 § 10.2, 8/20/07).

4.42.200 Restoration of rights-of way.

After work in, on, upon, over, under, across, along, or adjacent to county road rights-of-way, the grantee is responsible for and will leave all county road rights-of-way in at least as good a condition as the rights-of-way were before any work was done. In the event of any excavation through a paved public property, grantee shall restore the paved area to a standard and condition acceptable to the director as specified in the permit to be issued for the work. Patching methods approved by the director to repair the excavation and the surface of the paving to as near the standard of the original pavement as is possible may include the use of a thermal in-place asphalt patch or approved equal and/or the full overlay of the paved area for asphalt-paved roads, and the replacement of the affected portion of the panel to the nearest existing expansion joints for concrete-paved roads. Restoration under these circumstances shall be at grantee’s sole expense. Completion of the county road restoration in a manner consistent with the approved plans shall satisfy the grantee’s restoration obligations under this section. (Res. 2007-130 § 11.1, 8/20/07).

4.42.210 Failure to restore rights-of way.

In the event that the grantee, its contractors, or third parties should fail to restore any county road rights-of-way to the reasonable satisfaction of the director, Chelan County may, after twenty days’ written notice make such repairs or restorations as are necessary to return the county road rights-of-way to their pre-work condition, except if in the opinion of the director, the grantee’s deficient restoration causes an emergency situation resulting in an immediate hazard to public safety, health, or property, the county may repair the deficiency without prior notice to the district. The district shall be responsible for reimbursing the county for any and all costs and expenses incurred by the county to correct any deficiency in the district’s restoration of the right-of-way, whether with notice as set out above or on an emergency basis. Upon presentation of an itemized bill for repairs or restorations, including the costs of labor and equipment, the grantee shall pay the bill within thirty days. (Res. 2007-130 § 11.2, 8/20/07).

4.42.220 Recovery of costs of suit for enforcement.

If suit is brought upon the grantee’s failure to pay for repair and restoration, and if judgment in such a suit is entered in favor of Chelan County, then the grantee shall pay all of the actual costs, including interest from the date the bill was presented, disbursements, and attorneys’ fees and litigation-related costs incurred. (Res. 2007-130 § 11.3, 8/20/07).

4.42.230 Performance of work.

The grantee covenants that in consideration for the rights and privileges granted by this franchise, all work performed by the grantee on county road rights-of-way shall conform to all county requirements including, but not limited to, the requirements of the current edition of the county road standards in force when the work is performed and all traffic control shall also conform to the current edition of the manual of Uniform Traffic Control Devices in force when the work is performed. (Res. 2007-130 § 12, 8/20/07).

4.42.240 County’s right to do road work.

The right to operate, maintain, repair and construct grantee’s transmission and service lines and appurtenances granted by this franchise, does not preclude Chelan County, its agents or contractors from blasting, grading, or doing other road work contiguous to, in the vicinity of or likely to affect, the grantee’s lines, and appurtenances in, upon, under, across, along and over those certain county rights-of-way in Chelan County, Washington, described in Section 4.42.020.

The grantor will, during the predesign phase of construction projects involving relocation of water facilities, consult with the grantee to coordinate the design. (Res. 2007-130 § 13.1, 8/20/07).

4.42.250 Notice of blasting/excavating work.

When practical, the grantor will give grantee forty-eight hours’ notice of any blasting or excavating as described in Section 4.42.240 so that the grantee may protect its lines and appurtenances. (Res. 2007-130 § 13.2, 8/20/07).

4.42.260 Reference points.

Before any work is performed under this franchise, the grantee shall establish two or more reference marks to all monuments and markers of every nature relating to subdivisions, plats, rights-of-way, and all other surveys. The reference points shall be located so that they will not be disturbed during any of grantee’s operations under this franchise. The method of referencing monuments or other markers or points shall be approved by the director before placement. (Res. 2007-130 § 14.1, 8/20/07).

4.42.270 Replacement of markers or monuments.

The replacement of all markers or monuments disturbed during any construction of the grantee shall be made as promptly as conditions permit and as ordered by the director. (Res. 2007-130 § 14.2, 8/20/07).

4.42.280 Cost of replacement.

The cost of monuments or markers lost, destroyed, or disturbed and the expense of replacement with approved markers or monuments shall be borne by the grantee. (Res. 2007-130 § 14.3, 8/20/07).

4.42.290 Binding effect.

All of the provisions, conditions, regulations and requirements herein contained shall be binding upon the grantee, its successors and assigns, and all privileges as well as all obligations and liabilities of the grantee shall inure to its successors and assigns equally as if they were specifically mentioned in this franchise wherever the grantee is so mentioned. (Res. 2007-130 § 15.1, 8/20/07).

4.42.300 Assignment.

The grantee may not assign this franchise without consent of the Chelan County board of commissioners. Such consent to assign shall not be unreasonably withheld.

No assignment shall be effective unless an acceptance by the assignee of all rights, conditions, terms, provisions, and responsibilities contained within the franchise, as well as surety bonds which either the director or the commission deems necessary to be posted are received. Commission approval of the assignment may be made subject to the assignee’s acceptance of new or modified terms of the franchise. If the commission’s consent is given and the franchise is assigned, a copy of the assignment shall be filed with the county auditor. (Res. 2007-130 § 15.2, 8/20/07).

4.42.310 Failure to comply with franchise terms—Notice of intent to modify.

If the grantee, its successors or assigns shall violate or fail to comply with any of the terms, conditions or stipulations or any modifications of this franchise through neglect or failure to obey or comply with any notice given the grantee under the provisions of this franchise, either the director or the commission may notify the grantee of the county’s intent to revoke, amend, alter, change or supplement this franchise. Chelan County shall give the grantee thirty days’ written notice of its intention to amend, alter, change or supplement this franchise, during which period the grantee shall have the opportunity to remedy the failure to comply. (Res. 2007-130 § 16.1, 8/20/07).

4.42.320 Revocation—Notice.

If Chelan County intends to revoke the franchise, the grantee will be given written notification. A public hearing shall be scheduled within ninety days following the notification. The decision to revoke this franchise will become effective ninety days following the public hearing if the commission finds the revocation to be in the public interest. (Res. 2007-130 § 16.2, 8/20/07).

4.42.330 Reservation of right to impose taxes, costs, and fees.

Chelan County specifically reserves for itself the right to impose taxes, use fees, costs, service requirements, or other fees on the grantee for the privilege of conducting this business in Chelan County, for the use of the county’s property, to pay for the cost of regulating this activity, or for any other public purpose so long as those taxes, use fees, costs, service requirements or other fees are imposed by ordinance, or resolution, and after one hundred eighty days’ written notice to the grantee. (Res. 2007-130 § 16.3, 8/20/07).

4.42.340 Extension of franchise pending renewal.

If the grantee has initiated a renewal of this franchise before it expires, the county may, at its sole discretion, extend the term of the franchise on a month-to-month basis for up to one year. Should the county elect to extend the franchise, written notice shall be provided to the grantee before the franchise expiration date. (Res. 2007-130 § 17.1, 8/20/07).

4.42.350 Abandonment of facilities—Render safe or remove lines.

In the event that grantee decides to discontinue using and abandons any of its facilities, or the county reasonably determines that grantee has discontinued using and abandoned any of its facilities, grantee shall, at its sole cost and as directed by the county, render them safe and/or remove them. If the grantee fails to comply with the county’s direction, Chelan County has the right to render safe or remove any lines and appurtenances of the grantee as is reasonably necessary for the public’s health, welfare, safety, or convenience including, but not limited to, the safe operation of county roads, the safe operation of facilities of other franchise holders, or for the construction, renewing, altering, or improving of any county road rights-of-way, or for the installation of lines and/or facilities of other franchise holders. (Res. 2007-130 § 17.2, 8/20/07).

4.42.360 Expiration—County’s right to remove/relocate lines.

If the grantee has not applied for a renewal of this franchise before it expires, grantee shall, at its sole cost and as directed by the county, render its lines and appurtenances safe, remove, or relocate any lines and appurtenances of the grantee as is reasonably necessary for the public’s health, welfare, safety, or convenience including, but not limited to, the safe operation of county roads, the safe operation of facilities of other franchise holders, or for the construction, renewing, altering, or improving of any county road rights-of-way, or for the installation of lines and/or facilities of other franchise holders. If the grantee fails to render the lines and appurtenances safe, or remove or relocate them, as directed by the county, the county shall have the right to render the lines and appurtenances safe, or remove or relocate them. (Res. 2007-130 § 17.3, 8/20/07).

4.42.370 Costs of removal/relocation of lines.

Grantee shall be liable for the costs incurred under this section in any removal or relocation of its lines and appurtenances or costs incurred rendering the lines and appurtenances safe. Costs include the expense of labor and equipment; provided, that any removal is effected within two years from the expiration date of this franchise. (Res. 2007-130 § 17.4, 8/20/07).

4.42.380 Grantee’s obligations after expiration.

Upon expiration of this franchise, the grantee shall continue to be responsible for the operation and maintenance of existing facilities in the county road rights-of-way but shall not have the right to provide additional services. (Res. 2007-130 § 17.5, 8/20/07).

4.42.390 Compliance with laws.

Grantee shall conform to all applicable federal, state, and local laws and regulations, as now may be in force or as may be further enacted or amended, including, but not limited to, the State Environmental Policy Act and the Chelan County Code. (Res. 2007-130 § 18, 8/20/07).

4.42.400 Nondiscrimination.

In all hiring or employment made possible or resulting from this franchise agreement, there shall be no discrimination against any employee or applicant for employment because of sex, sexual orientation, age, race, color, religion, ancestry, national origin, marital status or the presence of any sensory, mental, or physical handicap, unless based upon a bona fide occupational qualification, and this requirement shall apply to but not be limited to the following: employment, advertising, lay-off or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship.

No person shall be denied, or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this agreement on the grounds of sex, sexual orientation, race, color, religion, ancestry, national origin, age, except minimum age and retirement provisions, marital status, or the presence of any sensory, mental, or physical handicap.

Any violation of this provision shall be considered a violation of a material provision of this agreement and shall be grounds for cancellation, termination, or suspension in whole or in part, of the agreement by the county and may result in ineligibility for further county agreements.

The grantee shall make the best efforts to make opportunities for employment and/or contracting services available to women and minority persons. (Res. 2007-130 § 19, 8/20/07).

4.42.410 Penalty for violation of conditions.

If the grantee shall violate or fail to comply with any of the terms, conditions or responsibilities of this franchise through neglect or failure to obey or comply with any notice given the grantee under the provisions of this franchise, the commission may revoke, amend, alter, change or supplement this franchise as provided under Section 4.42.390. The commission shall give thirty days’ written notice to the grantee of its intention to do so, during which period the grantee shall have the opportunity to remedy the failure to comply. (Res. 2007-130 § 20, 8/20/07).

4.42.420 Enforcement.

Failure of Chelan County to enforce any provision of this agreement does not constitute a waiver of its right to enforce that provision or any other provisions of this agreement. (Res. 2007-130 § 21, 8/20/07).

4.42.430 Dispute resolution and remedies.

In the event of the occurrence of any dispute between the county and grantee arising by reason of this chapter, or any obligation of either party under this chapter, the parties agree to make good faith efforts to resolve any dispute as provided herein. (Res. 2007-130 § 22, 8/20/07).

4.42.440 Dispute resolution.

Upon request of either party, such dispute shall be referred to the county public works director or his designee and the grantee’s general manager to have oversight over the administration of this franchise. Such officers shall meet within thirty days and make a good faith attempt to negotiate a resolution of the dispute. If the parties cannot reach a negotiated agreement, the Chelan County public works director shall make a written decision and serve such decision upon the grantee by first class mail. (Res. 2007-130 § 22.1, 8/20/07).

4.42.450 Other remedies.

The parties shall not be barred from seeking any other remedy to which they may be entitled at law or in equity. (Res. 2007-130 § 22.2, 8/20/07).

4.42.460 Right of appeal and review.

Decisions, requirements, or approvals of the director are binding on the parties to this document. Appeals from the director’s determinations will be made by filing a complaint with the Chelan County superior court. (Res. 2007-130 § 23.1, 8/20/07).

4.42.470 Venue.

Venue for any action or suit related to this franchise shall be in Chelan County superior court. (Res. 2007-130 § 23.2, 8/20/07).

4.42.480 Grantee’s acceptance.

Full acceptance of this franchise is a condition precedent to its taking effect, and unless this franchise is accepted within the time specified, this grant will be null and void and have no force or effect.

The grantee shall indicate its full acceptance of this franchise by the attested signature(s) of its authorized representative(s) below and by the grantee filing a signed original of the accepted franchise with the clerk of the commission within thirty days of August 20, 2007. (Res. 2007-130 § 24.1, 8/20/07).

4.42.490 Filing with Chelan County auditor.

Grantee shall file this franchise resolution for recording in the office of the Chelan County auditor. (Res. 2007-130 § 24.2, 8/20/07).

4.42.500 Costs of publication.

Grantee shall pay all costs of publication in connection with this chapter. (Res. 2007-130 § 24.3, 8/20/07).

4.42.510 Entire franchise.

This franchise contains all terms and conditions permitting and authorizing grantee’s use and occupancy of county rights-of-way for an irrigation water distribution system, except as may be modified by subsequent board of county commissioners’ resolution. (Res. 2007-130 § 25, 8/20/07).

4.42.520 Severability.

This agreement gives effect to purposes and uses which are consistent with economical and efficient services rendered in the public interest. If any section, subsection, paragraph, sentence, clause, phrase, or provision of this franchise or its application is determined to be invalid by a court of law, then the remaining provisions of this franchise shall continue and remain valid unless the dominant purpose of the franchise would be prevented or the public interest is no longer served. (Res. 2007-130 § 26, 8/20/07).

4.42.530 Effective date.

This chapter shall be in full force and effect from and after its passage, approval, and legal publication as provided by law and provided that it has been duly accepted by grantee as provided in Section 4.42.480 and recorded in the office of the Chelan County auditor. (Res. 2007-130 § 27, 8/20/07).