There is hereby granted to MidAmerican Energy Company, a State corporation, hereinafter called “Company,” and to its successors and assigns, the right and non-exclusive franchise to acquire, construct, reconstruct, replace, erect, maintain, and operate in the City of Altoona, Iowa, hereinafter called the “City,” a system for the transmission and distribution of natural gas along, under, over, and upon the streets, avenues, rights-of-way, alleys, public places, or public grounds (excluding parks) to serve customers within the City, and to furnish and sell natural gas to the City and its inhabitants. The Council reserves to itself the right to extend this franchise to parks at the request of the Company. The Company is granted the right to exercise of powers of eminent domain. This franchise shall be effective for a 22-year period from and after the effective date of the ordinance codified in this chapter. † 6

   The Company shall have the right to lay, re-lay, operate, repair, construct, reconstruct, replace, and extend natural gas pipes, mains, conduit, fixtures, valves, support brackets, line markers, and other accessories as well as to excavate for the distribution of natural gas in and through the City, provided the same shall be placed in accord with this franchise and this Code of Ordinances and regulations of the City, regarding the placement of structures, facilities, accessories, or other objects in the right-of-way by utilities and other users of the right-of-way, including ordinances which assign corridors or other placements to users of the right-of-way and requirements which may be adopted regarding separations of structures, facilities, accessories, or other objects.

   The Company shall, excluding facilities located in private easements (whether titled in Company exclusively or in Company and other entities), in accordance with State law including Company's Tariff on file with and made effective by the Iowa Utilities Board as may subsequently be amended (“Tariff”), at its cost and expense, locate and relocate its existing pipes, mains, conduits, and facilities in, on, over, or under any public street, avenue, right-of-way, or alley in the City in such a manner as the City may reasonably require for the purposes of facilitating the construction, reconstruction, maintenance, or repair of the street, avenue, right-of-way, or alley. If the City has a reasonable alternative route for the street, avenue, right-of-way, or alley or an alternative construction method, which would not cause the relocation of the Company installations or would minimize the cost or expense of relocation of Company installations, the City and Company shall work together to consider said alternative route, or construction method. The City shall, in the extension or modification of streets and roads, make provision for the placement of Company service lines and facilities on City-owned right-of-way without charge to Company. In planning for the extension or modification of streets, the City shall, to the extent practicable, design such changes to limit the need for the relocation of Company facilities. The City shall be responsible for surveying and staking the right-of-way for City projects that require the Company to relocate Company facilities. If requested, the City shall provide, at no cost to the Company, copies of the relocation plan and profile and cross-section drawings. If tree or vegetation removals must be completed by the City as part of the City’s project and are necessary whether or not utility facilities must be relocated, the City, at its own cost, shall be responsible for said removals. If the timing of said removals does not coincide with Company’s facilities relocation schedule and the Company must remove those materials that are included in the City’s portion of the project, the City shall either remove the trees or vegetation or reimburse the Company for the expenses incurred to remove them. If project funds from a source other than the City are available to pay for the relocation of utility facilities, the City shall attempt to secure said funds and provide them to the Company to compensate the Company for the costs of relocation.

   In making excavations in any streets, avenues, alleys, and public places for the installation, maintenance, or repair of gas pipes, mains, conduit, fixtures, accessories, or other appliances, the Company shall not unreasonably obstruct the use of the streets. The Company in making such excavations shall, if required by ordinance, obtain a City permit therefore and shall not unnecessarily obstruct the use of streets, avenues, or alleys, shall provide the City with 24 hours’ notice prior to the actual commencement of the work, and shall comply with all provisions and requirements of the City in its regulation of the use of City right-of-way in performing such work. In emergencies which require immediate excavation, the Company may proceed with the work without first applying for or obtaining the permit, provided, however, that the Company shall apply for and obtain the excavation permit as soon as possible after commencing such emergency work. The Company shall comply with all provisions and requirements of the City in its regulation of the use of City right-of-way in performing such work. To the extent not inconsistent with this franchise, the Company shall comply with all City ordinances regarding paving cuts, placement of facilities, and restoration of pavement and other public infrastructure. The Company shall replace the surface, restoring the condition as existed prior to the Company’s excavation, but shall not be required to improve or modify the public right-of-way. The Company shall complete all repairs in a timely and prompt manner. Company agrees any replacement of road surface shall conform to current City ordinances regarding its depth and composition.

   Vacating a street, avenue, alley, public ground, or public right-of-way shall not deprive the Company of its right to operate and maintain existing facilities and their replacements on, below, above, or beneath the vacated property. Prior to the City abandoning or vacating any street, avenue, alley, right-of-way, or public ground where the Company has installed gas lines, mains, or facilities, the City shall grant the Company a utility easement for said facilities.

   The Company shall not be required to relocate, at its cost and expense, Company facilities in the public right-of-way that have been relocated at Company expense at the direction of the City in the previous five years.

   Pursuant to relocation of Company facilities as may be required by Sections 100.04, 100.05, and 100.06, if the City orders or requests the Company to relocate its existing facilities or equipment in order to directly facilitate the project of a commercial or private developer or other non-public entity, the City shall require the developer or non-public entity to reimburse the Company for the cost of such relocation as a precondition to relocation of its existing facilities or equipment. The Company shall not be required to relocate in order to facilitate such private project at its expense.

   Upon reasonable request, the Company shall provide the City, on a project specific basis, information indicating the horizontal location, relative to boundaries of the right-of-way, of all equipment which it owns or over which it has control that is located in City right-of-way, including documents, maps, and other information in paper or electronic or other forms (“Information”). The Company and City recognize the Information may, in whole or part, be considered a confidential record under State or federal law or both. Therefore, the City shall not release any information without prior consent of the Company and shall return the Information to Company upon request. City recognizes that Company claims the Information may constitute a trade secret or is otherwise protected from public disclosure by State or federal law on other grounds and agrees to retain the Information in its non-public files. Furthermore, the City agrees that no documents, maps, or information provided to the City by the Company shall be made available to the public or other entities if such documents or information are exempt from disclosure under the provisions of the Freedom of Information Act, the Federal Energy Regulatory Commission Critical Energy Infrastructure requirements pursuant to 18 CPR 388.112 and 388.113, or Chapter 22 of the Code of Iowa, as such statutes and regulations may be amended from time to time. In the event any action at law, in equity or administrative is brought against the City regarding disclosure of any document which the Company has designated as a trade secret or as otherwise protected from disclosure, the City shall promptly notify the Company. The Company shall have the right to assume, upon request of the City, the defense of said action. The Company shall reimburse the City any and all cost, including attorney fees and penalties to the extent allowed by law, which may result from any said action.

   The Company is granted the right to remove brush and trees from the right-of-way or other locations where gas pipe or mains are located consistent with the requirements of State or federal regulations.

   The Company shall indemnify, save, and hold harmless the City from any and all claims, suits, losses, damages, costs, or expenses, including attorneys’ fees, on account of injury or damage to any person or property, to the extent caused or occasioned, in whole or part, by the Company’s negligence in construction, reconstruction, excavation, operation, or maintenance of the natural gas distribution system authorized by this franchise; provided, however, that the Company shall not be obligated to defend, indemnify, and save harmless the City for any costs or damages to the extent arising, in whole or part, from the negligence of the City, its officers, employees, or agents.

   There is hereby imposed a franchise fee of five percent upon the gross revenue generated from sales of natural and mixed gas by the Company within the corporate limits of the City. The franchise fee shall be remitted by the Company to the City on or before the last business day of the calendar quarter following the close of the calendar quarter in which the franchise fee is charged.

   The Company shall not, under any circumstances, be required to return or refund any franchise fees that have been collected from customers and remitted to the City. In the event the Company is required to provide data or information in defense of the City’s imposition of franchise fees or the Company is required to assist the City in identifying customers or calculating any franchise fee refunds for groups of or individual customers, the City shall reimburse the Company for the expenses incurred by the Company to provide such data or information.

   This franchise shall apply to and bind the City and the Company and their successors and assigns.

   Either City or Company (“party”) may terminate this franchise if the other party shall be materially in breach of its provisions. Upon the occurrence of a material breach, the non-breaching party shall provide the breaching party with notification by certified mail specifying the alleged breach. The breaching party shall have 60 days to cure the breach, unless it notifies the non-breaching party, and the parties agree upon a longer period for cure. If the breach is not cured within the cure period, the non-breaching party may terminate this franchise. A party shall not be considered to be in breach of this franchise if it has operated in compliance with State or federal law. A party shall not be considered to have breached this franchise if the alleged breach is the result of the actions of a third party or the other party.

   If any of the provisions of this franchise chapter are for any reason declared to be illegal or void, the lawful provisions of this franchise chapter, which are severable from said unlawful provisions, shall be and remain in full force and effect, the same as if the franchise chapter contained no illegal or void provisions.

   This chapter and the rights and privileges herein granted shall become effective and binding upon its approval and passage in accordance with State law and the written acceptance by the Company. The City shall provide Company with an original signed and sealed copy of this chapter within 10 days of its final passage. The Company shall, within 30 days after the Council approval of this chapter, file in the office of the Clerk, its acceptance in writing of all the terms and provisions of this chapter. Following Council approval, this chapter shall be published in accordance with the Code of Iowa. The effective date of this chapter shall be the date of publication. In the event Company does not file its written acceptance of this chapter within 30 days after its approval by the Council, this chapter shall be void and of no effect.