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Ord No 2025- 05 CenterPoint Energy Gas Franchise OrdinanceCenterPoint Energy Gas Franchise Ordinance ORDINANCE NO. 2025-05 CITY OF CRYSTAL, HENNEPIN COUNTY, MINNESOTA AN ORDINANCE GRANTING CENTERPOINT ENERGY RESOURCES CORP., d/b/a CENTERPOINT ENERGY MINNESOTA GAS ("CENTERPOINT ENERGY"), ITS SUCCESSORS AND ASSIGNS, A NONEXCLUSIVE FRANCHISE TO CONSTRUCT, OPERATE, REPAIR AND MAINTAIN FACILITIES AND EQUIPMENT FOR THE TRANSPORTATION, DISTRIBUTION, MANUFACTURE AND SALE OF GAS ENERGY FOR PUBLIC AND PRIVATE USE AND TO USE THE PUBLIC WAYS AND GROUNDS OF THE CITY OF CRYSTAL, HENNEPIN COUNTY, MINNESOTA, FOR SUCH PURPOSE; AND, PRESCRIBING CERTAIN TERMS AND CONDITIONS THEREOF THE CITY COUNCIL OF THE CITY OF CRYSTAL, HENNEPIN COUNTY, MINNESOTA, ORDAINS: SECTION 1. DEFINITIONS. For purposes of this Ordinance, the following capitalized terms listed in alphabetical order shall have the following meanings: City. The City of Crystal, County of Hennepin, State of Minnesota. City Utility System. Facilities used for providing public utility service owned or operated by City or agency thereof, including sewer, storm sewer, water service, street lighting and traffic signals, but excluding facilities for providing heating, lighting, or other forms of energy. Commission. The Minnesota Public Utilities Commission, or any successor agency or agencies, including an agency of the federal government, which preempts all or part of the authority to regulate gas retail rates now vested in the Minnesota Public Utilities Commission. Company. CenterPoint Energy Resources Corp., d/b/a CenterPoint Energy Minnesota Gas ("CenterPoint Energy") its successors and assigns including all successors or assigns that own or operate any part or parts of the Gas Facilities subject to this Franchise. Gas Energy. Gas Energy includes both retail and wholesale natural, manufactured or mixed gas. Gas Facilities. Gas transmission and distribution pipes, lines, ducts, fixtures, and all necessary equipment and appurtenances owned or operated by the Company for the purpose of providing Gas Energy for retail or wholesale use. Notice. A writing served by any party or parties on any other party or parties. Notice to Company shall be mailed to CenterPoint Energy, Minnesota Division Vice President, 505 Nicollet Mall, Minneapolis, Minnesota 55402. Notice to the City shall be mailed to the City Manager, City of Crystal, 4141 Douglas Drive North, Crystal, MN 55422. Any party may change its respective address for the purpose of this Ordinance by written Notice to the other parties. Ordinance. This gas franchise ordinance, also referred to herein as the Franchise. Public Ground. Land owned or otherwise controlled by the City for park, trail, walkway, open space or other, similar public property which is held for use in common by the public or for public benefit. Public Way. Any highway, street, alley or other public right-of-way within the City. SECTION 2. ADOPTION OF FRANCHISE. 2.1 Grant of Franchise. City hereby grants Company, for a period of twenty (20) years from the date this Ordinance is passed and approved by the City, the non-exclusive right to import, manufacture, distribute and sell Gas Energy for public and private use within and through the limits of the City as its boundaries now exist or as they may be extended in the future and also the right to transport Gas Energy through the limits of the City for use outside of the City limits. For these purposes, Company may construct, operate, repair and maintain Gas Facilities in, on, over, under and across the Public Ways and Public Grounds, subject to the provisions of this Ordinance. Company may do all reasonable things necessary or customary to accomplish these purposes, subject, however, to such lawfiil regulations as may be adopted by the City pursuant to a public right-of-way ordinance consistent with state law. The City's right-of-way ordinance is currently codified as Section 802.01 et. seq. of the City Code. 2.2 Effective Date; Written Acceptance. This Franchise shall be in force and effect from and after the passage of this Ordinance and publication as required by law and its acceptance in writing by Company. The Company shall accept this Ordinance within ninety (90) days of Notice of the City's adoption hereof. 2.3. Service and Gas Rates. The terms and conditions of service and the rates to be charged by Company for Gas Energy in City are subject to the jurisdiction of the Commission. 2.4. Publication Expense. Company shall pay the expense of summary publication of this Ordinance. 2.5. Dispute Resolution. If either party asserts that the other party is in default in the performance of any obligation hereunder, the complaining party shall notify the other party of the default and the desired remedy. The notification shall be written. Representatives of the parties must promptly meet and attempt in good faith to negotiate a resolution of the dispute. If the dispute is not resolved within thirty (30) days of the written Notice, the parties may jointly select a mediator to facilitate ftirther discussion. The parties will equally share the fees and expenses of this mediator. If a mediator is not used or if the parties are unable to resolve the dispute within thirty (30) days after first meeting with the selected mediator, either party may commence an action in District Court to interpret and enforce this Franchise or for such other relief as may be permitted by law or equity. 2.6. Continuation of Franchise. If the City and the Company are unable to agree on the terms of a new franchise by the time this Franchise expires, this Franchise will remain in effect until a new franchise is agreed upon, or until ninety (90) days after the City or the Company serves written Notice to the other party of its intention to allow Franchise to expire. SECTION 3. LOCATION. OTHER REGULATIONS. 3.1. Location of Facilities. Gas Facilities shall be located, constructed, and maintained so as not to interfere with the safety and convenience of ordinary travel along and over Public Ways and so as not to disrupt normal operation of any City Utility System. Gas Facilities may be located on Public Grounds in a location to be mutually agreed by the City and the Company. The location and relocation of Gas Facilities shall be subject to lawful regulations of the City consistent with authority granted the City to manage its Public Ways and Public Grounds under state law. 3.2. Street Openings. Company shall not open or disturb the surface of any Public Way or Public Ground for any purpose without first having obtained a permit from the City, if required by the City's right-of-way ordinance, for which the City may impose a reasonable fee. Permit conditions imposed on Company shall not be more burdensome than those imposed on other public -right-of-way users for similar facilities or work. Company may, however, open and disturb the surface of any Public Way or Public Ground without a permit if (i) an emergency exists requiring the immediate repair of Gas Facilities and (ii) Company gives telephone, email or similar Notice to the City before commencement of the emergency repair, if reasonably possible. Within two (2) business days after commencing the repair, Company shall apply for any required permits and pay any required fees. 3.3. Restoration. After undertaking any work requiring the opening of any Public Way, the Company shall restore the Public Ways in accordance with Minnesota Rules, 7819.1100. Company shall restore Public Ground to as good a condition as formerly existed, and shall maintain the surface in good condition for one (1) year thereafter. All work shall be completed as promptly as weather permits, and if Company shall not promptly perform and complete the work, remove all dirt, rubbish, equipment and material, and put the Public Ways or Public Ground in the required condition, the City shall have, after demand to Company to cure and the passage of a reasonable period of time following the demand, but not to exceed five (5) days, the right to make the restoration of the Public Ways or Public Grounds at the expense of Company. Company shall pay to the City the cost of such work done for or performed by the City. 3.4. Avoid Damage to Gas Facilities. The Company must take reasonable measures to prevent the Gas Facilities from causing damage to persons or property. The Company must take reasonable measures to protect the Gas Facilities from damage that could be inflicted on the Gas Facilities by persons, property, or the elements. Per Minnesota Statute 216D.05, the City must take protective measures when it performs work near the Gas Facilities. 3.5. Notice of Improvements to Streets. The City will give Company reasonable written Notice of plans for improvements to Public Ways and Public Grounds where the City has reason to believe that Gas Facilities may affect or be affected by the improvement. The Notice will contain: (i) the nature and character of the improvements, (ii) the Public Ways or Public Grounds upon which the improvements are to be made, (iii) the extent of the improvements, (iv) the time when the City will start the work, and (v) if more than one Public Way or Public Grounds is involved, the order in which the work is to proceed. The Notice will be given to Company a sufficient length of time, considering seasonal working conditions, in advance of the actual commencement of the work to permit Company to make any additions, alterations or repairs to its Gas facilities the Company deems necessary. 3.6 Mapping Information. If requested by City, the Company must promptly provide complete and accurate mapping information for any of its Gas Facilities in accordance with the requirements of Minnesota Rules 7819.4000 and 7819.4100. 3.7. Emergency Response. As emergency first -responders, when a public safety concern exists both the City and Company shall respond to gas emergencies within the City without additional direct fee or expense to either City or Company except as authorized by law. SECTION 4. RELOCATIONS. 4.1. Relocation in Public Ways. The Company and City shall comply with the provisions of Minnesota Rules 7819.3100 with respect to requests for the Company to relocate Gas Facilities located in Public Ways. 4.2 Relocation in Public Grounds. City may require Company at Company's expense to relocate or remove its Gas Facilities from Public Grounds upon a finding by City that the Gas Facilities have become or will become a substantial impairment to the existing or proposed public use of the Public Grounds. Nothing in this Section 4.2 shall be construed so as to invalidate or impair any existing company easements in Public Grounds. 4.3. Projects with Federal Funding. Relocation, removal, or rearrangement of any Company Gas Facilities made necessary because of the extension into or through City of a federally aided highway project shall be governed by the provisions of Minnesota Statutes § § 161.45 and 161.46. SECTION 5. INDEMNIFICATION. 5.1. Indemnity of City. Company shall indemnify and hold the City harmless from any and all liability, on account of injury to persons or loss or damage to property occasioned by the construction, maintenance, repair, inspection, the issuance of permits, or the operation of the Gas Facilities located in the Public Ways and Public Grounds. The City shall not be indemnified for losses, claims or damages occasioned through its own negligence or otherwise wrongful act or omission except for those arising out of or alleging the City's negligence as to the issuance of permits for, or the inspection of, Company's plans, work or Gas Facilities. 5.2. Defense of City. In the event a suit is brought against the City under circumstances where this obligation to indemnify applies, Company at its sole cost and expense shall defend the City in such suit if written Notice thereof is promptly given to Company within a period wherein Company is not prejudiced by lack of such Notice. If Company is required to indemnify and defend, it will thereafter have control of such litigation, but Company may not settle such litigation without the consent of the City, which consent shall not be unreasonably withheld. This section is not, as to third parties, a waiver of any defense or immunity otherwise available to the City. The Company, in defending any action on behalf of the City, shall be entitled to assert in any action every defense or immunity that the City could assert in its own behalf. This Franchise shall not be interpreted to constitute a waiver by the City of any of its defenses of immunity or limitations on liability under Minnesota Statutes, Chapter 466. SECTION 6. VACATION OF PUBLIC WAYS AND PUBLIC GROUNDS. The City shall give Company at least two (2) weeks' prior written Notice of a proposed vacation of Public Ways or Public Grounds in which Company facilities are located. The City and the Company shall comply with Minnesota Rules 7819.3100 and 7819.3200 with respect to any request for vacation. SECTION 7. CHANGE IN FORM OF GOVERNMENT. Any change in the form of government of the City shall not affect the validity of this Ordinance. Any governmental unit succeeding the City shall, without the consent of Company, succeed to all of the rights and obligations of the City provided in this Ordinance. SECTION 8. FRANCHISE FEE. 8.1. Form. During the term of the franchise hereby granted, the City may charge the Company a franchise fee, and the City reserves all rights under Minn. Stat. § 21613.36 in that regard. The City will use a franchise fee fonnula that provides a stable and predictable amount of fees without placing the Company at a competitive disadvantage. Such fee shall not exceed any amount that the Company may legally charge to its customers prior to payment to the City and be consistent with the Minnesota Public Utility Commission's March 23, 2011 Order establishing franchise fee filing requirements in Docket No. E,G999/CI-09- 970. If the Company claims that the City required fee fonnula is discriminatory or otherwise places the Company at a competitive disadvantage, the Company will provide a formula that 5 will produce a substantially similar fee amount to the City. If the City and Company are unable to agree, the disagreement shall be subject to the Dispute Resolution provisions of this Ordinance. 8.2. Separate Ordinance. The franchise fee shall be imposed by separate ordinance duly adopted by the City Council. The effective date of the franchise fee ordinance shall be no less than ninety (90) days after written Notice enclosing a copy of the duly adopted and approved ordinance has been served upon the Company by Certified mail. The Company is not required to collect a franchise fee if the terms of the fee agreement are inconsistent with this franchise or state law, provided the Company notifies the City Council of the same within the ninety (90) day period. 8.3. Condition of Fee. The separate ordinance imposing the fee shall not be effective against the Company unless it lawfully imposes a fee of the same or substantially similar amount on the sale of energy within the City by any other energy supplier, provided that, as to such supplier, the City has the authority or contractual right to require a franchise fee or similar fee through an agreed -upon franchise. 8.4. Collection of Fee. The franchise fee shall be payable not less than quarterly during complete billing months of the period for which payment is to be made. The franchise fee formula may be changed from time to time, however, the change shall meet the same Notice and acceptance requirements and the fee may not be changed more often than annually. Such fee shall not exceed any amount that the Company may legally charge to its customers prior to payment to the City and be consistent with Minnesota Public Utility Commission's March 23, 2011 Order establishing franchise fee filing requirements in Docket No. E,G999/CI-09-970. Such fee is subject to subsequent reductions to account for uncollectibles and customer refunds incurred by the Company. The Company shall not be responsible to pay City fees that Company is unable to collect under Commission rules or order. The Company agrees to make available for inspection by the City at reasonable times all records necessary to audit the Company's determination of the franchise fee payments. 8.5. Continuation of Franchise Fee. If this franchise expires and the City and the Company are unable to agree upon terms of a new franchise, the franchise fee, if any being imposed by the City at the time this franchise expires, will remain in effect until a new franchise is agreed upon. If, for any reason, the franchise terminates, the franchise fee will terminate at the same time. SECTION 9. ABANDONED FACILITIES. The Company shall comply with Minnesota Rules, Part 7819.3300 as it may be amended from time to time with respect to abandoned facilities in Public Ways. The Company shall maintain records describing the exact location of all abandoned and retired Gas Facilities within the Public Ways and Public Grounds, produce such records at the City's request, and comply with the location requirements of Minnesota Statutes § 216D.04 with respect to all Gas Facilities located in Public Ways and Public Grounds. SECTION 10. PROVISIONS OF ORDINANCE. 10.1. Severability. Every section, provision, or part of this Ordinance is declared separate from every other section, provision, or part; and if any section, provision, or part shall be held invalid, it shall not affect any other section, provision, or part. Where a provision of any other City ordinance is inconsistent with the provisions of this Ordinance, the provisions of this Ordinance shall prevail. 10.2. Limitation on Applicability. This Ordinance constitutes a franchise agreement between the City and Company as the only parties. No provisions herein shall in any way inure to the benefit of any third person (including the public at large) so as to constitute any such person as a third -party beneficiary of this Ordinance or of any one or more of the terms hereof, or otherwise give rise to any cause of action in any person not a party hereto. SECTION 11. AMENDMENT -PROCEDURE. Either party may propose at any time that this Franchise Ordinance be amended. This Franchise Ordinance may be amended at any time by the City passing a subsequent ordinance declaring the provisions of the amendment, which amendatory ordinance shall become effective upon the filing of Company's written consent thereto with the City Clerk within ninety (90) days after the effective date of the amendatory ordinance. Adopted this 6th day of May 2025. BY -THE CITY COUNCIL er, Mayor ATTEST: Q , - Ir Christina Serres, City Clerk First Reading: April 15, 2025 Second Reading: May 6, 2025 Council Adoption: May 6, 2025 Publication: May 29, 2025 Effective Date: June 28, 2025 CITY OF CRYSTAL MINNESOTA RESOLUTION NO.2025 - 46 RESOLUTION APPROVING SUMMARY LANGUAGE FOR PUBLICATION OF ORDINANCE NO.2025-05 WHEREAS, the Crystal City Council adopted Ordinance No. 2025-05 "Ordinance Granting Centerpoint Energy Resources Corp., D/B/A Centerpoint Energy Minnesota Gas, its Successors and Assigns, a Nonexclusive Franchise to Construct, Operate, Repair and Maintain Facilities And Equipment for the Transportation, Distribution, Manufacture and Sale of Gas Energy for Public and Private Use and to use the Public Ways and Grounds of the City of Crystal (the "Ordinance") at its meeting held on May 6, 2025; and WHEREAS, Section 3.12 of the Crystal City Charter and Section 110.13 of the Crystal City Code indicate that ordinances approved by the City Council will be published in summary form and that the City Council is to approve the form of the summary. WHEREAS, Minnesota Statutes, section 412.191, subd. 4, allows publication by title and summary in the case of lengthy ordinances or those containing charts or maps; and NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Crystal, that the following summary language is hereby approved for publication of the Ordinance: CITY OF CRYSTAL ORDINANCE 92025-05 AN ORDINANCE GRANTING CENTERPOINT ENERGY RESOURCES CORP., D/B/A CENTERPOINT ENERGY MINNESOTA GAS ("CENTERPOINT ENERGY"), ITS SUCCESSORS AND ASSIGNS, A NONEXCLUSIVE FRANCHISE TO CONSTRUCT, OPERATE, REPAIR AND MAINTAIN FACILITIES AND EQUIPMENT FOR THE TRANSPORTATION, DISTRIBUTION, MANUFACTURE AND SALE OF GAS ENERGY FOR PUBLIC AND PRIVATE USE AND TO USE THE PUBLIC WAYS AND GROUNDS OF THE CITY OF CRYSTAL, HENNEPIN COUNTY, MINNESOTA, FOR SUCH PURPOSE; AND, PRESCRIBING CERTAIN TERMS AND CONDITIONS THEREOF SUMMARY OF ORDINANCE No. 2025-05 This ordinance grants CenterPoint Energy a nonexclusive 20-year franchise to use the City's public rights -of -way to operate, maintain, and repair its natural gas utility infrastructure. It requires compliance with City permitting and restoration rules, affirms that gas rates are regulated by the Minnesota Public Utilities Commission, and mandates indemnification of the City except in cases of City negligence. The ordinance fiirther outlines terms for dispute resolution, facility relocation, emergency response, and handling of abandoned infrastructure. The ordinance is to remain in effect beyond expiration until replaced or terminated with notice. While preserving the City's authority to adopt franchise fees in the future, this ordinance imposes none. Ordinance No. 2025-05 was approved by the city council on ILIay 6, 2025. A printed copy of the full text of the ordinance is available on the city's website and may be obtained by contacting the city clerk's office. Adopted by the Crystal City Council this 6`" day of May 2025. ATTEST: 'Christina Serres City Clerk 2 504225v2 CR225-30 AFFIDAVIT OF PUBLICATION CITY OF CRYSTAL ORDINANCE #2025-05 STATE OF MINNESOTA ) ss COUNTY OF HENNEPIN I do solemly swear that the notice, as per the proof, was published in the edition of the SP Robb/Crystal/NewHope/GoldV with the known office of issue being located in the county of: HENNEPIN with additional circulation in the counties of: HENNEPIN and has full knowledge of the facts stated below: (A) The newspaper has complied with all of the requirements constituting qualifica- tion as a qualified newspaper as provided by Minn. Stat. §331A.02. (B) This Public Notice was printed and pub- lished in said newspaper(s) once each week, for 1 successive week(s); the first insertion being on 05/29/2025 and the last insertion being on 05/29/2025. MORTGAGE FORECLOSURE NOTICES Pursuant to Minnesota Stat. §580.033 relating to the publication of mortgage foreclosure notices: The newspaper complies with the conditions described in §580.033, subd. 1, clause (1) or (2). If the newspaper's known office of issue is located in a county adjoining the county where the mortgaged premises or some part of the mortgaged premises described in the notice are located, a substantial portion of the newspaper's circulation is in the latter coup ,. By Designated A nt Subscribed and sworn to or affirmed before me on 05/29/2025 1 Notary Public Darlene Marie MacPherson + Notary Public Minnesota My Commission Expires Jan. 31, 2029 Rate Information: (1) Lowest classified rate paid by commercial users for comparable space: $999.99 per column inch AN ORDINANCE GRANTING CENTERPOINT ENERGY RESOURCES CORP., D/B/A CENTERPOINT ENERGY MINNESOTA GAS ("CENTERPOINT ENERGY"), ITS SUCCESSORS AND ASSIGNS, A NONEXCLUSIVE FRANCHISE TO CONSTRUCT, OPERATE, REPAIR AND MAINTAIN FACILITIES AND EQUIPMENT FOR THE TRANSPORTATION, DISTRIBUTION, MANUFACTURE AND SALE OF GAS ENERGY FOR PUBLIC AND PRIVATE USE AND TO USE THE PUBLIC WAYS AND GROUNDS OF THE CITY OF CRYSTAL, HENNEPIN COUNTY, MINNESOTA, FOR SUCH PURPOSE; AND, PRESCRIBING CERTAIN TERMS AND CONDITIONS THEREOF SUMMARY OF ORDINANCE No. 2025-05 This ordinance grants Center - Point Energy a nonexclusive 20- year franchise to use the City's public rights -of -way to operate, maintain, and repair its natural gas utility infrastructure. It requires compliance with City permitting and restoration rules, affirms that gas rates are regulated by the Minnesota Public Utilities Com- mission, and mandates indemnifi- cation of the City except in cases of City negligence. The ordinance further outlines terms for dispute resolution, facility relocation, emer- gency response, and handling of abandoned infrastructure. The or- dinance is to remain in effect be- yond expiration until replaced or terminated with notice. While pre- serving the City's authority to adopt franchise fees in the future, this or- dinance imposes none. Ordinance No. 2025-05 was ap- proved by the city council on May 6, 2025. A printed copy of the full text of the ordinance is available on the city's website and may be ob- tained by contacting the city clerk's office. /s/Julie Deshler Julie Deshler, Mayor ATTEST: /s/Christina Serres Christina Serres, City Clerk Published in the Sun Post May 29, 2025 1471810 Ad ID 1471810 CenterPoint W Energy August 7, 2025 Chee Yang Deputy City Clerk, City of Crystal 4141 Douglas Dr. N. Crystal, MN 55422 Dear Chee: 505 NICOLLET MALL MINNEAPOLIS, MN 55402 CenterPoint Energy would like to extend our appreciation to the City of Crystal for renewing its natural gas franchise agreement. CenterPoint Energy has had the privilege of providing gas service to the City of Crystal for many years, and we look forward to continuing our commitment to provide safe, reliable energy to the homes and businesses in your community. The final step in the franchise agreement process is for CenterPoint Energy to file an Acceptance of Ordinance document, two copies of which are enclosed. In addition to our signature, you will find a signature space at the end of the document acknowledging that the Acceptance has been duly filed with the City of Crystal in the Office of the City Clerk. After you have signed and dated the Acceptance we would appreciate it if you would return one copy for our file in the enclosed self-addressed envelope. Thank you again for your assistance in this matter. Please call me if you have any questions. Sincerely, /s/ Christina Benning Christina Benning CenterPoint Energy christina.benning@centerpointenergy.com 612-321-4405 Enc. CenterPoint Energy Acceptance of Ordinance RECITALS: 1. At a regular meeting of the City Council of the City of Crystal held on May 6, 2025, a franchise ordinance entitled Ordinance No. 2025-05 was duly passed by the City Council. 2. The franchise ordinance was duly approved by Julie Deshler, Mayor of the City of Crystal, on May 6, 2025, and was duly published in the Sun Post, the official newspaper of the City of Crystal, on May 29, 2025. 3. Section 2.2 of the franchise ordinance provides for written acceptance by CenterPoint Energy Resources Corp. d/b/a CenterPoint Energy Minnesota Gas ("CenterPoint Energy"), to be filed with the City Clerk within ninety (90) days after publication. 4. It is the purpose of this instrument to effect a due and sufficient acceptance of the franchise ordinance. ACCEPTANCE: CenterPoint Energy, for itself, its successors and assigns, accepts the franchise ordinance referred to in Recital 1 upon the terms and conditions contained therein. Executed this day of August, 2025. CenterPoint Energy By: YDze,& Brad Steber Vice President Minnesota Regional Operations STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of August, 2025. WHaNEY JO CAROUNE PMRSON lieNOTARY PUBLIC MINNESOTA Notary Publi MY comm"lon Eom Jan. 31, 2027 The above acceptance was duly filed with the City of Crysta't-'(n the office of the City Clerk on MTA21� 2025. 6 f Chee Yang, �Qepu City Clerk' City of Crystal CenterPoint Energy Gas Franchise Ordinance ORDINANCE NO. 2025-05 CITY OF CRYSTAL, HENNEPIN COUNTY, MINNESOTA AN ORDINANCE GRANTING CENTERPOINT ENERGY RESOURCES CORP., d/b/a CENTERPOINT ENERGY MINNESOTA GAS ("CENTERPOINT ENERGY"), ITS SUCCESSORS AND ASSIGNS, A NONEXCLUSIVE FRANCHISE TO CONSTRUCT, OPERATE, REPAIR AND MAINTAIN FACILITIES AND EQUIPMENT FOR THE TRANSPORTATION, DISTRIBUTION, MANUFACTURE AND SALE OF GAS ENERGY FOR PUBLIC AND PRIVATE USE AND TO USE THE PUBLIC WAYS AND GROUNDS OF THE CITY OF CRYSTAL, HENNEPIN COUNTY, MINNESOTA, FOR SUCH PURPOSE; AND, PRESCRIBING CERTAIN TERMS AND CONDITIONS THEREOF THE CITY COUNCIL OF THE CITY OF CRYSTAL, HENNEPIN COUNTY, MINNESOTA, ORDAINS: SECTION 1. DEFINITIONS. For purposes of this Ordinance, the following capitalized terms listed in alphabetical order shall have the following meanings: City. The City of Crystal, County of Hennepin, State of Minnesota. City Utility System. Facilities used for providing public utility service owned or operated by City or agency thereof, including sewer, storm sewer, water service, street lighting and traffic signals, but excluding facilities for providing heating, lighting, or other forms of energy. Commission. The Minnesota Public Utilities Commission, or any successor agency or agencies, including an agency of the federal government, which preempts all or part of the authority to regulate gas retail rates now vested in the Minnesota Public Utilities Commission. Company. CenterPoint Energy Resources Corp., d/b/a CenterPoint Energy Minnesota Gas ("CenterPoint Energy") its successors and assigns including all successors or assigns that own or operate any part or parts of the Gas Facilities subject to this Franchise. Gas Energy. Gas Energy includes both retail and wholesale natural, manufactured or mixed gas. Gas Facilities. Gas transmission and distribution pipes, lines, ducts, fixtures, and all necessary equipment and appurtenances owned or operated by the Company for the purpose of providing Gas Energy for retail or wholesale use. Notice. A writing served by any party or parties on any other party or parties. Notice to Company shall be mailed to CenterPoint Energy, Minnesota Division Vice President, 505 Nicollet Mall, Minneapolis, Minnesota 55402. Notice to the City shall be mailed to the City Manager, City of Crystal, 4141 Douglas Drive North, Crystal, MN 55422. Any party may change its respective address for the purpose of this Ordinance by written Notice to the other parties. Ordinance. This gas franchise ordinance, also referred to herein as the Franchise. Public Ground. Land owned or otherwise controlled by the City for park, trail, walkway, open space or other, similar public property which is held for use in common by the public or for public benefit. Public Way. Any highway, street, alley or other public right-of-way within the City. SECTION 2. ADOPTION OF FRANCHISE. 2.1 Grant of Franchise. City hereby grants Company, for a period of twenty (20) years from the date this Ordinance is passed and approved by the City, the non-exclusive right to import, manufacture, distribute and sell Gas Energy for public and private use within and through the limits of the City as its boundaries now exist or as they may be extended in the future and also the right to transport Gas Energy through the limits of the City for use outside of the City limits. For these purposes, Company may construct, operate, repair and maintain Gas Facilities in, on, over, under and across the Public Ways and Public Grounds, subject to the provisions of this Ordinance. Company may do all reasonable things necessary or customary to accomplish these purposes, subject, however, to such lawful regulations as may be adopted by the City pursuant to a public right-of-way ordinance consistent with state law. The City's right-of-way ordinance is currently codified as Section 802.01 et. seq. of the City Code. 2.2 Effective Date; Written Acceptance. This Franchise shall be in force and effect from and after the passage of this Ordinance and publication as required by law and its acceptance in writing by Company. The Company shall accept this Ordinance within ninety (90) days of Notice of the City's adoption hereof. 2.3. Service and Gas Rates. The terms and conditions of service and the rates to be charged by Company for Gas Energy in City are subject to the jurisdiction of the Commission. 2.4. Publication Expense. Company shall pay the expense of summary publication of this Ordinance. 2.5. Dispute Resolution. If either party asserts that the other party is in default in the performance of any obligation hereunder, the complaining party shall notify the other party of the default and the desired remedy. The notification shall be written. Representatives of the parties must promptly meet and attempt in good faith to negotiate a resolution of the dispute. If the dispute is not resolved within thirty (30) days of the written Notice, the parties may jointly select a mediator to facilitate further discussion. The parties will equally share the fees and expenses of this mediator. If a mediator is not used or if the parties are unable to resolve the dispute within thirty (30) days after first meeting with the selected mediator, either party may commence an action in District Court to interpret and enforce this Franchise or for such other relief as may be permitted by law or equity. 2.6. Continuation of Franchise. If the City and the Company are unable to agree on the terms of a new franchise by the time this Franchise expires, this Franchise will remain in effect until a new franchise is agreed upon, or until ninety (90) days after the City or the Company serves written Notice to the other party of its intention to allow Franchise to expire. SECTION 3. LOCATION. OTHER REGULATIONS. 3.1. Location of Facilities. Gas Facilities shall be located, constructed, and maintained so as not to interfere with the safety and convenience of ordinary travel along and over Public Ways and so as not to disrupt normal operation of any City Utility System. Gas Facilities may be located on Public Grounds in a location to be mutually agreed by the City and the Company. The location and relocation of Gas Facilities shall be subject to lawful regulations of the City consistent with authority granted the City to manage its Public Ways and Public Grounds under state law. 3.2. Street Openings. Company shall not open or disturb the surface of any Public Way or Public Ground for any purpose without first having obtained a permit from the City, if required by the City's right-of-way ordinance, for which the City may impose a reasonable fee. Permit conditions imposed on Company shall not be more burdensome than those imposed on other public -right-of-way users for similar facilities or work. Company may, however, open and disturb the surface of any Public Way or Public Ground without a permit if (i) an emergency exists requiring the immediate repair of Gas Facilities and (ii) Company gives telephone, email or similar Notice to the City before commencement of the emergency repair, if reasonably possible. Within two (2) business days after commencing the repair, Company shall apply for any required permits and pay any required fees. 3.3. Restoration. After undertaking any work requiring the opening of any Public Way, the Company shall restore the Public Ways in accordance with Minnesota Rules, 7819.1100. Company shall restore Public Ground to as good a condition as formerly existed, and shall maintain the surface in good condition for one (1) year thereafter. All work shall be completed as promptly as weather permits, and if Company shall not promptly perform and complete the work, remove all dirt, rubbish, equipment and material, and put the Public Ways or Public Ground in the required condition, the City shall have, after demand to Company to cure and the passage of a reasonable period of time following the demand, but not to exceed five (5) days, the right to make the restoration of the Public Ways or Public Grounds at the expense of Company. Company shall pay to the City the cost of such work done for or 3 performed by the City. 3.4. Avoid Damage to Gas Facilities. The Company must take reasonable measures to prevent the Gas Facilities from causing damage to persons or property. The Company must take reasonable measures to protect the Gas Facilities from damage that could be inflicted on the Gas Facilities by persons, property, or the elements. Per Minnesota Statute 216D.05, the City must take protective measures when it performs work near the Gas Facilities. 3.5. Notice of Improvements to Streets. The City will give Company reasonable written Notice of plans for improvements to Public Ways and Public Grounds where the City has reason to believe that Gas Facilities may affect or be affected by the improvement. The Notice will contain: (i) the nature and character of the improvements, (ii) the Public Ways or Public Grounds upon which the improvements are to be made, (iii) the extent of the improvements, (iv) the time when the City will start the work, and (v) if more than one Public Way or Public Grounds is involved, the order in which the work is to proceed. The Notice will be given to Company a sufficient length of time, considering seasonal working conditions, in advance of the actual commencement of the work to permit Company to make any additions, alterations or repairs to its Gas Facilities the Company deems necessary. 3.6 Mapping Information. If requested by City, the Company must promptly provide complete and accurate mapping information for any of its Gas Facilities in accordance with the requirements of Minnesota Rules 7819.4000 and 7819.4100. 3.7. Emergency Response. As emergency first -responders, when a public safety concern exists both the City and Company shall respond to gas emergencies within the City without additional direct fee or expense to either City or Company except as authorized by law. SECTION 4. RELOCATIONS. 4.1. Relocation in Public Ways. The Company and City shall comply with the provisions of Minnesota Rules 7819.3100 with respect to requests for the Company to relocate Gas Facilities located in Public Ways. 4.2 Relocation in Public Grounds. City may require Company at Company's expense to relocate or remove its Gas Facilities from Public Grounds upon a finding by City that the Gas Facilities have become or will become a substantial impairment to the existing or proposed public use of the Public Grounds. Nothing in this Section 4.2 shall be construed so as to invalidate or impair any existing company easements in Public Grounds. 4.3. Projects with Federal Funding. Relocation, removal, or rearrangement of any Company Gas Facilities made necessary because of the extension into or through City of a federally aided highway project shall be governed by the provisions of Minnesota Statutes §§ 161.45 and 161.46. SECTION 5. INDEMNIFICATION. 5.1. Indemnity of City. Company shall indemnify and hold the City harmless from any and all liability, on account of injury to persons or loss or damage to property occasioned by the construction, maintenance, repair, inspection, the issuance of permits, or the operation of the Gas Facilities located in the Public Ways and Public Grounds. The City shall not be indemnified for losses, claims or damages occasioned through its own negligence or otherwise wrongful act or omission except for those arising out of or alleging the City's negligence as to the issuance of permits for, or the inspection of, Company's plans, work or Gas Facilities. 5.2. Defense of City. In the event a suit is brought against the City under circumstances where this obligation to indemnify applies, Company at its sole cost and expense shall defend the City in such suit if written Notice thereof is promptly given to Company within a period wherein Company is not prejudiced by lack of such Notice. If Company is required to indemnify and defend, it will thereafter have control of such litigation, but Company may not settle such litigation without the consent of the City, which consent shall not be unreasonably withheld. This section is not, as to third parties, a waiver of any defense or immunity otherwise available to the City. The Company, in defending any action on behalf of the City, shall be entitled to assert in any action every defense or immunity that the City could assert in its own behalf. This Franchise shall not be interpreted to constitute a waiver by the City of any of its defenses of immunity or limitations on liability under Minnesota Statutes, Chapter 466. SECTION 6. VACATION OF PUBLIC WAYS AND PUBLIC GROUNDS. The City shall give Company at least two (2) weeks' prior written Notice of a proposed vacation of Public Ways or Public Grounds in which Company facilities are located. The City and the Company shall comply with Minnesota Rules 7819.3100 and 7819.3200 with respect to any request for vacation. SECTION 7. CHANGE IN FORM OF GOVERNMENT. Any change in the form of government of the City shall not affect the validity of this Ordinance. Any governmental unit succeeding the City shall, without the consent of Company, succeed to all of the rights and obligations of the City provided in this Ordinance. SECTION 8. FRANCHISE FEE. 8.1. Form. During the term of the franchise hereby granted, the City may charge the Company a franchise fee, and the City reserves all rights under Minn. Stat. § 21613.36 in that regard. The City will use a franchise fee formula that provides a stable and predictable amount of fees without placing the Company at a competitive disadvantage. Such fee shall not exceed any amount that the Company may legally charge to its customers prior to payment to the City and be consistent with the Minnesota Public Utility Commission's March 23, 2011 Order establishing franchise fee filing requirements in Docket No. E,G999/CI-09- 970. If the Company claims that the City required fee formula is discriminatory or otherwise places the Company at a competitive disadvantage, the Company will provide a formula that 5 will produce a substantially similar fee amount to the City. If the City and Company are unable to agree, the disagreement shall be subject to the Dispute Resolution provisions of this Ordinance. 8.2. Separate Ordinance. The franchise fee shall be imposed by separate ordinance duly adopted by the City Council. The effective date of the franchise fee ordinance shall be no less than ninety (90) days after written Notice enclosing a copy of the duly adopted and approved ordinance has been served upon the Company by Certified mail. The Company is not required to collect a franchise fee if the terms of the fee agreement are inconsistent with this franchise or state law, provided the Company notifies the City Council of the same within the ninety (90) day period. 8.3. Condition of Fee. The separate ordinance imposing the fee shall not be effective against the Company unless it lawfiilly imposes a fee of the same or substantially similar amount on the sale of energy within the City by any other energy supplier, provided that, as to such supplier, the City has the authority or contractual right to require a franchise fee or similar fee through an agreed -upon franchise. 8.4. Collection of Fee. The franchise fee shall be payable not less than quarterly during complete billing months of the period for which payment is to be made. The franchise fee formula may be changed from time to time, however, the change shall meet the same Notice and acceptance requirements and the fee may not be changed more often than annually. Such fee shall not exceed any amount that the Company may legally charge to its customers prior to payment to the City and be consistent with Minnesota Public Utility Commission's March 23, 2011 Order establishing franchise fee filing requirements in Docket No. E,G999/CI-09-970. Such fee is subject to subsequent reductions to account for uncollectibles and customer refunds incurred by the Company. The Company shall not be responsible to pay City fees that Company is unable to collect under Commission rules or order. The Company agrees to make available for inspection by the City at reasonable times all records necessary to audit the Company's determination of the franchise fee payments. 8.5. Continuation of Franchise Fee. If this franchise expires and the City and the Company are unable to agree upon terms of a new franchise, the franchise fee, if any being imposed by the City at the time this franchise expires, will remain in effect until a new franchise is agreed upon. If, for any reason, the franchise terminates, the franchise fee will terminate at the same time. SECTION 9. ABANDONED FACILITIES. The Company shall comply with Minnesota Rules, Part 7819.3300 as it may be amended from time to time with respect to abandoned facilities in Public Ways. The Company shall maintain records describing the exact location of all abandoned and retired Gas Facilities within the Public Ways and Public Grounds, produce such records at the City's request, and comply with the location requirements of Minnesota Statutes § 216D.04 with respect to all Gas Facilities located in Public Ways and Public Grounds. 6 SECTION 10. PROVISIONS OF ORDINANCE. 10.1. Severability. Every section, provision, or part of this Ordinance is declared separate from every other section, provision, or part; and if any section, provision, or part shall be held invalid, it shall not affect any other section, provision, or part. Where a provision of any other City ordinance is inconsistent with the provisions of this Ordinance, the provisions of this Ordinance shall prevail. 10.2. Limitation on Applicability. This Ordinance constitutes a franchise agreement between the City and Company as the only parties. No provisions herein shall in any way inure to the benefit of any third person (including the public at large) so as to constitute any such person as a third -party beneficiary of this Ordinance or of any one or more of the terms hereof, or otherwise give rise to any cause of action in any person not a party hereto. SECTION 11. AMENDMENT -PROCEDURE. Either party may propose at any time that this Franchise Ordinance be amended. This Franchise Ordinance may be amended at any time by the City passing a subsequent ordinance declaring the provisions of the amendment, which amendatory ordinance shall become effective upon the filing of Company's written consent thereto with the City Clerk within ninety (90) days after the effective date of the amendatory ordinance. Adopted this 6th day of May 2025. ATTEST: ristina Serres, City Clerk First Reading: April 15, 2025 Second Reading: May 6, 2025 Council Adoption: May 6, 2025 Publication: May 15, 2025 Effective Date: June 14, 2025 BY THE CITY COUNCIL ,fiil-A eshler, Mayor 5 CITY OF CRYSTAL MINNESOTA RESOLUTION NO.2025 - 46 RESOLUTION APPROVING SUMMARY LANGUAGE FOR PUBLICATION OF ORDINANCE NO.2025-05 WHEREAS, the Crystal City Council adopted Ordinance No. 2025-05 "Ordinance Granting Centerpoint Energy Resources Corp., D/B/A Centerpoint Energy Minnesota Gas, its Successors and Assigns, a Nonexclusive Franchise to Construct, Operate, Repair and Maintain Facilities And Equipment for the Transportation, Distribution, Manufacture and Sale of Gas Energy for Public and Private Use and to use the Public Ways and Grounds of the City of Crystal (the "Ordinance") at its meeting held on May 6, 2025; and WHEREAS, Section 3.12 of the Crystal City Charter and Section 110.13 of the Crystal City Code indicate that ordinances approved by the City Council will be published in summary form and that the City Council is to approve the form of the summary. WHEREAS, Minnesota Statutes, section 412.191, subd. 4, allows publication by title and summary in the case of lengthy ordinances or those containing charts or maps; and NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Crystal, that the following summary language is hereby approved for publication of the Ordinance: CITY OF CRYSTAL ORDINANCE 92025-05 AN ORDINANCE GRANTING CENTERPOINT ENERGY RESOURCES CORP., D/B/A CENTERPOINT ENERGY MINNESOTA GAS ("CENTERPOINT ENERGY"), ITS SUCCESSORS AND ASSIGNS, A NONEXCLUSIVE FRANCHISE TO CONSTRUCT, OPERATE, REPAIR AND MAINTAIN FACILITIES AND EQUIPMENT FOR THE TRANSPORTATION, DISTRIBUTION, MANUFACTURE AND SALE OF GAS ENERGY FOR PUBLIC AND PRIVATE USE AND TO USE THE PUBLIC WAYS AND GROUNDS OF THE CITY OF CRYSTAL, HENNEPIN COUNTY, MINNESOTA, FOR SUCH PURPOSE; AND, PRESCRIBING CERTAIN TERMS AND CONDITIONS THEREOF SUMMARY OF ORDINANCE No. 2025-05 This ordinance grants CenterPoint Energy a nonexclusive 20-year franchise to use the City's public rights -of -way to operate, maintain, and repair its natural gas utility infrastructure. It requires compliance with City permitting and restoration rules, affirms that gas rates are regulated by the Minnesota Public Utilities Commission, and mandates indemnification of the City except in cases of City negligence. The ordinance fiirther outlines terms for dispute resolution, facility relocation, emergency response, and handling of abandoned infrastructure. The ordinance is to remain in effect beyond expiration until replaced or terminated with notice. While preserving the City's authority to adopt franchise fees in the future, this ordinance imposes none. Ordinance No. 2025-05 was approved by the city council on ILIay 6, 2025. A printed copy of the full text of the ordinance is available on the city's website and may be obtained by contacting the city clerk's office. Adopted by the Crystal City Council this 6`" day of May 2025. ATTEST: 'Christina Serres City Clerk 2 504225v2 CR225-30