LIGHTING CONTRACT AND FRANCHISE AGREEMENT BETWEEN THE CITY OF PROVIDENCE AND THE NARRAGANSETT r , ELECTRIC LIGHTING v - COMPANY Cousp Eraf fHanufarturing (Hu. City Printers, 257 West Exclianj^e Street, Providence, R. I. 1912 . THE CITY OF PROVIDENCE. Joint Resolution of the City Council. No. 304. (Approved August 10, 1912.) Resolved^ That the Mayor is hereby authorized and directed in the name and behalf of the City of Providence to execute and deliver an agreement with the Narragansett Electric Lighting Company, in accordance with the accompanying draft agreement, to secure im¬ proved lighting of the streets and parks of the city and at a reduced cost to the city, during the period of ten years from July I, 1912, and to provide for the conducting of the business of said company under an exclusive franchise for the term of five years from July i, 1912 in streets of the city, upon certain terms and conditions to protect and further the interests of the city and its citizens, including the payment of a franchise tax to the city, all as set forth in said draft agreement. A true copy. Witness : V c -A r \ ■' . •,1 ♦» ✓ ^ 3 "kp r c^2 ®l|ta Agmmpnt made and entered into this day of A. D. 1912 , by and between the City of Providence, a municipal corpora¬ tion in the County of Providence, State of Rhode Island, hereinafter referred to as the city, and the Narragansett Electric Lighting Com- < pany, a corporation created by act of the General Assembly of said State, hereinafter referred to as said company. That the parties hereto, pursuant to Chapter 91 of the General Laws and any and all other powers and authority them hereunto enabling, hereby respectively enter into and assume the agreements and undertakings hereinafter set forth according to the nature k thereof and their respective interests and obligations therein, and agree to execute, perform and observe the same accordingly, and subject to all the terms, conditions, limitations, reservations and provisions hereinafter set forth respecting the same. CONTRACT FOR ELECTRIC LIGHTS FOR THE CITY. Section 1 . Said company shall sell and furnish to and for 2 the city, and the city shall purchase and take from said company 3 all the electric lights used by the city and ordered by the city 4 council or the duly authorized officers or representatives of the 5 city for lighting the streets, squares, lanes, alleys and other 1 P 37566 6 public places in the city, and lands therein dedicated by the 7 owners thereof for public streets or ways by and on plats duly 8 recorded in the office of the recorder of deeds in the city, and 9 the public parks of the city, and all the electric lights ordered 10 as aforesaid for lighting public playgrounds and other public 11 estates and public buildings thereon of the city, for the following 12 prices, and upon the following terms, conditions, specifications 13 and provisions. 14 (2) Types. —Said lights shall include both arc and incan- 15 descent lights, and if so ordered any other types of electric 16 lights now or hereafter invented or used, which are reasonably 17 applicable to said company’s systems as now or hereafter exist- 18 ing and used for furnishing electric lights, and for generating, 19 distributing and delivering currents of electricity therefor. 20 (3) Term. —The term of this contract shall be for the 21 period of ten years from the first day of July, 1912, commencing 22 with the day of said date and ending with the morning of the 23 first day of July, 1922. 24 (4) Work. —Said company shall furnish at its expense all 25 the work and labor and all the materials, fixtures and appurten- 26 ances, and of such kinds and quality as are required to furnish 27 and maintain first class electrical systems for lighting said 28 public and dedicated streets and ways, and parks, playgrounds, 29 places and buildings, and to supply first class electric lights 30 therefor of the kinds and standards required and ordered as 31 aforesaid, but this contract to furnish said lights shall not 32 include furnishing, installing or maintaining any wires, fixtures, 33 lamps or appurtenances on or within any lands, buildings or 34 structures of the city for multiple lighting,- except such as are 35 required to bring the electric currents thereto, and are furnished 36 generally without charge to the owners or occupants of private 2 37 estates, buildings and structures, and except such of the same 38 as are required for multiple lighting on, over or under bridges 39 of the city, and under railroad bridges for lighting streets 40 thereunder. All lights for lighting such public and dedicated 41 streets and ways and public parks shall be supplied, and the 42 lamps, globes and other appurtenances thereof shall be kept in 43 proper condition, and shall be cleaned as often as reasonably 44 required to yield the maximum amount of clear and unob- 45 structed light according to the standard capacity thereof, to the 46 reasonable satisfaction of the joint standing committee of the 47 city council on lights and the electrical and gas engineer of the 48 department of public works. All other lights furnished said 49 city shall be supplied to the reasonable satisfaction of said 50 engineer and the city department, for which such lights are 51 furnished. 52 (5) Construction and Maintenance Standard. —All poles, 53 wires, cables, conduits, subways, manholes, pipes and other 54 fixtures and appurtenances, now or hereafter installed and used 55 by said company for lighting such public and dedicated streets 56 and ways and public parks shall be erected, made, constructed 57 and maintained in good and workmanlike manner and in first 58 class condition, and to the reasonable satisfaction of said com- 59 mittee and said engineer. 60 (6) Locations. —Said engineer shall see that any and all 61 lights, ordered to be placed in any such public or dedicated 62 streets or ways, or in any such parks for outdoor lighting there 63 of, are located at the definite places therein designated by the 64 city council, or, if for any reason any location designated for 65 any light should be found to be impracticable, at such location 66 approximate thereto as is approved by said committee and said 67 engineer. 3 68 (7) Height of Lights. —The standard height of the new 69 type of arc lamps herein provided for shall be about fourteen 70 feet six inches from the ground where the same respectively are 71 located to the center of the arc; and the standard height of all 72 incandescent lamps suspended on brackets shall be not less than 73 twelve feet nor more than fourteen feet above the ground where 74 the same respectively are located. But in special cases to secure 75 better lighting results any of the same may be installed or 76 changed so as to be of such greater or less height as is approved 77 by said committee and said engineer. 78 (8) Number of Lamps on Circuit. —The number of lamps 79 on any one or more circuits shall not exceed the number which 80 the generator or generators supplying current for such circuit 81 or circuits are rated to run. 82 (9) Changes. —To secure better or more equal illumination 83 of any such public or dedicated streets or ways or public parks 84 or any part or parts of any of the same, upon order of said city 85 council or of said committee and said engineer at any time 86 during said term, said company shall change the location of 87 any pole or poles and the light fixtures and appurtenances 88 pertaining thereto now or hereafter placed therein, to such new 89 location or locations therein as may be designated in such order. 90 Said company shall pay the cost of any such changes, which 91 changes do not cost in excess of one thousand dollars in any 92 year, and the city shall pay the actual cost of any such additional 93 changes, but said company shall pay the cost of all changes 94 pursuant to Section 2 hereof. Upon like order for said purpose, 95 said company shall substitute arc or incandescent lamps for any 96 incandescent or arc lamps now or hereafter placed therein and 97 make the incidental changes at its own expense. Said company 98 shall also pay the cost of all such changes in location necessi- 4 99 tated by any building, rebuilding or widening of any such 100 streets or ways, also the cost of all changes required by said 101 committee and said engineer for the purpose of preventing 102 interference with the use of private estates. 103 (10) Extensions. —Said company at any time during said 104 term shall at its expense extend its lighting systems to any 105 extent necessary to furnish any electric lights required by the 106 city as and when ordered by the city council or the duly author- 107 ized officers or representatives of the city, and as soon as 108 practicable thereafter, but this provision shall not be construed 109 to authorize the installation of any poles, wires or other fixtures 110 or appurtenances in any such public street or way except in 111 conformity with Chapter 54 of the Revised Ordinances of 1899 112 entitled “Wires” and any ordinances in amendment thereof or 113 in addition thereto; provided, however, that said company as 114 heretofore may place conduits in any street or highway where 115 it shall have been granted permission to locate poles and wires, 116 but in conformity with said chapter as amended. 117 (11) Light Time. —All lights in all public or dedicated streets 118 and ways shall burn or be kept lighted every night and all night, 119 according to the accompanying copy of the all night time card 120 for the lighting and extinguishing of electric lamps now on file 121 in the office of the commissioner of public works. Said com- 122 mittee may order any lights under any railroad bridges for 123 lighting streets thereunder to be kept lighted during such 124 further hours of any day as said committee may determine. 125 Said card copy shall be kept on file in the office of the city clerk 126 (12) Outages. —To prevent and remedy outages, said compa. 127 ny shall establish and maintain an efficient system of patrol for 128 inspecting all arc lamps in such streets and ways, and any lamp 5 129 which fails to burn properly shall be promptly reported and put 130 in order, or immediately replaced. For such inspection a suffi- 131 cient number of men shall be employed to make an examination 132 of each such lamp as often as reasonably required by said com- 133 mittee and said engineer, and said company shall use all due ef" 134 fort to secure such inspection. Any broken globes or reflectors 135 shall be replaced by sound ones as soon as possible after the same 136 are broken, and while any globes or reflectors remain broken and 137 not replaced, the lights there shall be considered as out, and such 138 outage shall be deducted from the price of such lights. The police 139 department shall report daily to said engineer all outages and the 140 duration thereof so far as observed or known by the members 141 of said department, and said engineer shall, in books of the city 142 to be kept in the office of the city engineer, make and preserve a 143 record of all light outages. If the current is ordered stopped in 144 case of fire or other danger by any official of the city in the per- 145 formance of his duty, no deduction for outage shall be made for 146 the time stopped pursuant to such order, nor shall deduction be 147 made for lamps out through malicious breakage for such time 148 as is necessary to replace or repair the same. 149 (13) Current. —Proper current shall be furnished for all 150 lamps and to maintain the lights according to the standard 151 requirements. It is agreed that said engineer is authorized to 152 make such reasonable examinations and tests to determine the 153 electrical current supplied under this contract as he may deem 154 necessary, and to that end he and any assistant authorized by 155 him shall have access at all reasonable times to all buildings, 156 manholes, conduits, subways, poles, lamps, wires, apparatus 157 and machinery used by said company for furnishing lights for 158 the city, and said company shall furnish space at their stations 159 for such recording meters as the city may provide. He may 6 160 attach to any circuit in service for supplying the city with lights 161 in any such streets, ways or parks, at such point or points as he 162 may select, one or more ammeters, voltmeters or other measur- 163 ing instruments properly standardized, and maintain the same 164 during his pleasure. In case any two tests made by said 165 engineer in any one month show a smaller amount of electrical 166 energy in any circuit in service for supplying lights in any such 167 streets, ways or parks than is called for by this contract, such 168 tests shall be deemed to be representative of the month for that 169 circuit and the city may deduct from the price of such lights 170 for such month such proportional part thereof as the deficiency 171 found by such tests shall bear to the required standard of 1 72 electrical energy; provided that said company shall be notified 173 a sufficient time in advance of the time and place from which 174 said engineer is to start to make any examination or test of or 175 in any such building, manhole, conduit or subway, so that a 176 representative of said company may accompany him and observe 177 the making of such examination or test. 178 (14) Lamps. —Said engineer fnay at any time remove any 179 lamps or electrodes to test the same, but before doing so shall 180 notify said company of such intention, and said company shall 181 immediately place other lamps or electrodes in their places. He 182 may make any tests of the light-giving power of any lamps 183 when burning in service. Said engineer shall notify said com- 184 pany of the place and time of any such test, so that a represen- 185 tative of said company may be present and observe the making 186 of such a test. In case the light'giving power of any lamps 187 shall be found to be less than called for herein, the city may 188 deduct from the price of the lights furnished by means of such 189 lamps such proportional part thereof, as such deficiency in 190 power thereof bears to the light-giving power thereof herein 7 191 required. The provisions for deduction for failure to furnish 192 or maintain proper current or lamps shall not imply any right 193 on the part of said company to continue to use such defective 194 lamps or to operate lights under reduced power. Said company 195 shall permit such engineer to sample and test any or all lots of 196 electrodes purchased by it. 197 (15) Discontinuance of Lights. —In case at any time or 198 times during said term any light or lights shall be found by the 199 city council or said committee and said engineer to be unneces- 200 sary by reason of the substitution for any lamp or lamps or 201 appurtenances thereof then existing in any such street, way or 202 park of any lamp or lamps or appurtenances of greater candle 203 or light diffusing power, or by reason of any changes in or 204 rearrangement of the location or locations of any lamp or lamps, 205 the same on order of the city council or said committe and said 206 engineer shall be discontinued, and the fixtures and appur 207 tenances solely used therefor shall be removed by said company 208 at its expense. At any time or times after July 1, 1913, during 209 said term, the city council for any reason may discontinue any 210 number of lights being furnished the city by said company in 211 any such streets, ways or parks, but not to such extent as would 212 decrease at any time the total number of lights to be furnished 213 the city by said company in such streets, ways and parks to less 214 than ninety-five per cent. (95%) of the definite number of lights 215 provided for hereunder and any additions thereto hereafter 216 ordered and installed, ^and on order of the city council the 217 fixtures and appurtenances solely used therefor shall be removed 218 by said company at its expense. LIGHTING IMPROVEMENTS. Sec. 2. Said company shall make all the following changes 2 and improvements in its street lighting systems, as soon as 8 3 practicable after the delivery of this agreement, and shall 4 furnish all work, labor, materials, fixtures and appurtenances 5 required therefor wholly at its own expense. All the present 6 open arc and incandescent lights furnished the city in the public 7 and dedicated streets and ways in the city shall be discontinued, 8 as soon as other lights are installed in lieu thereof as hereinafter 9 provided. New arc and incandescent lights shall be installed in 10 such of the public and dedicated streets and ways in the city, 11 and in such locations therein and of such classes and numbers, 12 but not less than the total number of seven thousand (7000) 13 single and cluster lights, as are from time to time ordered 14 by said committee and are shown on plans approved from 15 time to time by said committee, but said committee may 16 change the particular but not general locations of any 17 of the same at any time prior to the installation there- 18 of, and may order any such arc or incandescent lamps 19 to be substituted for any such incandescent or arc 20 lamps. 21 (2) Arcs. —All said new arc lights shall be of the type 22 known as 6.6 amperes inverted type magnetite arc series 23 lamps, and each lamp when burning shall be under an 24 electro-motive force of from 75 to 80 volts, and take not 25 less than 6.5 amperes and not less than 487.5 watts at 26 the terminals of the lamp and shall be sufficient to give 27 light in amount according to said voltage, and shall be 28 kept up to at least said standard. Any such lamp or part 29 thereof condemned as defective by said engineer shall be 30 repaired or replaced by said company as soon as practi- 31 cable. Said lamps shall have opalescent globes. All sin- 32 gle lamps of the same supplied with such force by means of 33 and in connection with underground conduits shall be supported 9 34 upon ornamental iron poles of substantially the design shown 35 in the accompanying drawing thereof, and all cluster lamps of 36 the same shall be supported upon ornamental iron poles of 37 substantially the design shown in the accompanying drawing 38 thereof, except that in special cases where poles cannot be con- 39 veniently used or would be inappropriate, said committee and 40 said engineer may direct that any such single or cluster lamps 41 shall be supported in some other definite manner. All of the 42 same supplied with such force by overhead or aerial connections 43 shall be supported on wooden poles by iron brackets of substan- 44 tially the design shown in the accompanying drawing thereof. 45 (3) Incandescents. —^All said new incandescent lights 46 shall be of the type known as 60 candle power each, heavy 47 filament street series tungsten lamps; except that instead of 48 series they shall be multiple, and instead of tungsten they may 49 be carbon filament if the tungsten filament is found to be imprac- 50 ticable in use, when used on, over or under any bridges of the 51 city or under railroad bridges for lighting streets thereunder; 52 and the current for such lamps when burning shall be sufficient 53 to give such lights of 60 candle power each according to the 54 unit of light prescribed and maintained by the United States 55 Bureau of Standards and known as the International Candle. 56 All the same shall be kept up to said standard. Every such lamp 57 shall be renewed when its candle power has decreased to ninety 58 per centum of its initial rated candle power. All lamps of the 59 same having overhead or aerial connections shall be supported 60 on wooden poles by iron brackets of substantially the desigu 61 shown in the accompanying drawing thereof, except that said* 62 company may continue to use the present brackets now in 63 service not exceeding 2500 in number, for supporting incan- 64 descent lights. All single lamps of the same having under- 10 65 ground connections shall be supported on iron poles of sub- 66 stantially the design shown in the accompanying drawing there- 67 of, and all five cluster lamps of the same so supplied shall be 68 supported upon ornamental iron poles of substantially the design 69 shown in the accompanying drawing thereof, and all three and 70 two cluster lamps of the same so supplied shall be supported 71 upon ornamental iron poles of substantially the design shown in 72 the accompanying drawing thereof, except that in special cases 73 as aforesaid said committee and said engineer may direct that 74 any such single or cluster lamps shall be supported in some other 75 definite manner. All single incandescent street lamps shall have 76 radial wave reflectors of substantially the design shown in the 77 accompanying drawing thereof, except that on the present 78 brackets now in service the present type of reflectors may be 79 used, but there shall be no mingling of said two types on any 80 street after sufficient time to make the necessary changes. Said 81 brackets and reflectors of said present types shall be located 82 in such streets as designated by said committee. All cluster 83 incandescent street lamps shall have opalescent globes. Upon 84 the delivery of this agreement, all the accompanying drawings 85 shall he kept on file in the office of the city clerk. 86 (4) Installation Time. —Within fourteen days from the 87 date of the order of sakl committee, all the present incandes- 88 cent lamps, which are to be replaced with said new incandes- 89 cent lamps, and which are located on poles now situated at the 90 definite locations shown on such plans and on poles of the kinds 91 herein specified therefor, shall be removed, and said new lamps 92 installed in place thereof. Within four months from the date 93 of the delivery of this agreement, a sufficient number of said 94 new incandescent lights shall be installed to make with any 95 present incandescents remaining the total number of five thou' 11 96 sand (5000) single incandescents in service in such public or 97 dedicated streets and ways, and any remainder of said new 98 incandescent lights and all the new arc lights shown on such 99 plans shall be installed within one year from the date of the 100 delivery of this agreement, unless said company is delayed in 101 the work by any delay in the orders of said committee or by any 102 change in the locations thereof, in which case any further 103 necessary time shall be allowed for installing any lights 104 affected thereby, but not more than the time of the delay 105 caused thereby. In case any delay in any such installation 106 work shall be caused by any strikes, act of God or other 107 casualties not within the control of said company, any further 108 necessary time, not exceeding the time of such delay, shall be 109 allow'ed for any such installation work aff'ected thereby. 110 (5) Gas Lights Discontinued. —Said new incandescent lights 111 shall be substituted for the present Welsbach street lights at 112 the expiration of the present contract with the Welsbach Street 113 Lighting Company of America which extends to the morning of 114 January 1, 1913, and the same shall be installed in the locations 115 shown on such plans and in ample time to put in service on ^ 116 January 1, 1913. 117 (6) Provisions Apply to Further Lights. —All the afore- 118 going provisions so far as applicable shall apply to the installa- 119 tion, maintenance and service of or relative to all further arc 120 or incandescent lights according to the aforesaid classes thereof, 121 hereafter ordered by the city to be installed in any such public 122 or dedicated streets or ways, except the installation thereof 123 shall be as soon as is practicable after the order or orders 124 therefor. 125 (7) Parks. —Said new arc and incandescent lights shall be 126 installed in all the public parks of the city in substitution for 12 127 the ])rcsent arcs and incandescents therein for outdoor lighting. 128 Said new arc and incandescent lights in substitution for or in 129 addition to the present number of lights therein shall be in- 130 stalled and located in such locations therein and of such classes 131 and numbers as are ordered by said committee and shown on 132 plans approved by it, but said committee may change the par- 133 ticular but not the general locations of any of the same at any 134 time prior to the installations thereof, and may order any such 135 arc or incandescent lamps 'to be substituted for any such incan- 136 descent or arc lamps. All said new single and cluster arcs 137 and single and cluster incandescents supplied by underground 138 service shall be supported on said ornamental iron poles for the 139 same respectively, and shall have opalescent globes. All said 140 new arc and incandescent lights in Roger Williams, Hayward 141 and Tockwotton parks shall be supplied by underground service 142 therein, and said company at its expense shall install therein all 143 neessary underground conduits, ducts and appurtenances neces- 144 sary therefor and maintain the same during the term of this 145 contract. Any new underground conduits or ducts required 146 therefor shall be located in such particular places therein, as 147 are approved by said committee, said engineer and the board 148 of park commissioners. All said new installations shall be 149 made as soon as practicable, but not later than one year from 150 the date of the delivery of this agreement, unless said company 151 is delayed in the work by any failure of the city to specify the 152 locations of any such additional underground conduits or ducts, 153 or by any delay in the orders of said committee or by any 154 change in the locations of any such new lights, in which case 155 any further necessary time shall be allowed for installing any 156 lights affected thereby, but not more than the time of the delay 157 caused thereby. In case any delay in any such installation work 158 shall be caused by any strikes, act of God or other casualties 13 159 not within the control of said company, any further necessary 160 time, not exceeding the time of such delay, shall be allowed for 161 any such installation work affected thereby. All said park 162 lights shall be extinguished from October 15 to May 1 each 163 year at midnight and from May 1 to October 15 each year at 164 2 o’clock A. M., except that the lights on or to light the road— 165 way in Roger Williams Park leading from the Anne Mann 166 gates at Elmwood avenue to Broad street and the lights in 167 Hayward and Tockwotton parks shall burn all night. All the 168 foregoing installation and maintenance provisions relative to 169 street lighting, which are consistent herewith, shall apply to 170 the installation and maintenance of said new park lights, and the 171 service to be given thereby. All the provisions hereof so far 172 as applicable shall apply to the installation, maintenance and 173 service of or relative to all further arc or incandescent lights 174 according to the aforesaid classes thereof, hereafter ordered by 175 the city to be installed in any such parks, except that the li76 installation thereof shall be as soon as practicable after the 177 order or orders therefor. PRICE OF LIGHTS. Sec 3.—For and during the period from and after the morn- 2 ing of July 1, 1912, to the morning of July 1, 1916, inclusive, 3 the price of all series arc and incandescent lights of said types 4 and classes, and of any such incandescent lights used for 5 multiple lighting, in such public or dedicated streets and ways 6 in the city and in the public parks of the city ordered by the 7 city for outdoor lighting of the same shall be as follows. 8 (2) Arc Prices. —For each of said new single arc lights 9 supported upon the ornamental pole therefor and supplied by 10 underground service, to burn all night and every night, eighty- \ 14 11 live dollars ($85) per year. For each of the same supported 12 upon a wooden pole and the ornamental bracket therefor and 13 supplied by overhead or aerial service, to burn all night and 14 every night, seventy-five dollars ($75) per year. For each set 15 of triple cluster arc lights supported upon the ornamental pole 16 therefor, and supplied by underground service, to burn all night 17 and every night, two hundred and thirty-five dollars ($235) 18 per year. For each single arc light or set of triple cluster arc 19 lights in special cases as aforesaid not supported upon any pole, 20 the price therefor shall be diminished or increased according to 21 the difference between the cost to the company of the pole and 22 service connections therefor and the cost of the special support 23 and the service connections thereof, and as agreed upon by said 24 committee and said company. For each arc light of the type 25 now in use to burn all night and every night luitil discontinued, 26 one hundred dollars ($100) per year, but subject to change in 27 price as hereinafter provided. For each single arc light and 28 each set of cluster arc lights ordered to be extinguished at 29 midnight the prices shall be at the rate of fifty-five (55) per 30 centum of the said prices fo^ the same respectively for all night 31 lighting, and for each of the same ordered to be extinguished 32 after midnight and before morning the price for the additional 33 hours burned shall be proportionate to the price for all night 34 lighting. 35 (3) Incandescent Prices. —For each of said new single 36 incandescent lights supported upon a wooden pole and the 37 ornamental bracket therefor and supplied by overhead or 38 aerial service, to burn all night and every night, seventeen 39 dollars ($17) per year. For each of the same supported upon 40 the ornamental iron pole therefor and supplied by underground t 41 service, to burn all night and every night, twenty-two dollars 15 42 ($22) per year. For each set of five cluster incandescent lights 43 supported upon the ornamental iron pole therefor and supplied 44 by underground service, to burn all night and every night, 45 ninety-five dollars ($95) per year. For each set of three or two 46 cluster incandescent lights supported upon the ornamental iron 47 pole therefor, and supplied by underground service, to burn all 48 night and every night sixty-one dollars ($61) per year for the 49 three cluster,- and forty-four dollars ($44) per year for the two 50 cluster lights. For each single incandescent light or set of 51 cluster incandescent lights in special cases not supported upon 52 any pole, the price therefor shall be diminished or increased 53 according to the difference between the cost to the company of 54 the pole and service connections therefor and the cost 55 of the special support and the service connections thereof, and 56 as agreed upon by said committee and said company. For each 57 incandescent light of the type now in use to burn all night and 58 every night until discontinued, at the rate of twenty-four dol- 59 lars ($24) per year, but subject to change in price as hereinafter 60 provided. For each single incandescent light and each set of 61 cluster incandescent lights ordered to be extinguished at mid" 62 night,the prices shall be at the rate of fifty-five (55) per 63 centum of the said prices for the same respectively for all night 64 lighting, and for each of the same ordered to be extinguished 65 after midnight and before morning the price for the additional 66 hours burned shall be proportionate to the price for all night 67 lighting. 68 (4) Times N eiv Prices Begin. —When each new single arc or 69 set of cluster arcs, whether with overhead or underground con- 70 nections, is installed in condition for lighting service in any such 71 public or dedicated street or way or public park, the price for 72 said new light or new set of lights shall immediately apply. At 16 73 the expiration of one year from the date of the delivery of this 74 agreement the new prices for all single arc lights shall immed- 75 lately apply to any present arc lights therein, which have not 76 then been discontinued and replaced by the new arcs, unless the 77 delay in the work was caused l)y any failure of the city to 78 specify the locations of any such additional conduits or ducts in 79 any such parks or by any delay in the orders of said committee 80 or by any change in the locations of any such new lights, in 81 which case the new prices shall apply to any such present arc 82 lights afifected thereby at the expiration of such further time 83 as is necessary to replace the same, but not exceeding tlie time 84 of the delay caused thereby. At the expiration of fourteen 85 days from the date of the order of said committee first men-" 86 tioned in Section 2 paragraph 4 thereof, the price of all the 87 present incandescent lights supplied by overhead c-r aerial ser- 88 vice, which have not then been removed, furnished the city to 89 burn all night and every night in such streets, ways and parks, 90 shall be reduced to the rate of twenty-one dollars ($21) per 91 light per year, and all the same supplied by underground service 92 shall be reduced to the rate of twenty-two dollars ($22) per 93 light per year. The price of said new single incandescent lights, 94 installed within or after said fourteen days whether with over- 95 head or underground connections, and whether in substitution 96 for the present incandescents or in addition thereto, to burn all 97 night and every night, shall be as supplied by overhead or aerial 98 service at the rate of twenty-one dollars ($21) per light per 99 year, and as supplied by underground service at the rate of 100 twentytwo dollars ($22) per light per year, until there shall he 101 installed a sufficient number of said new single incandescents to 102 make with any present incandescents remaining the total number 103 of five thousand (5000) single incandescents in service in such 104 streets, ways and parks, whereupon said prices for said new \ 17 105 single incandescent lights according to the several classes 106 thereof, as specified in paragraph 3 of this section, shall apply, 107 and shall also then apply to all present incandescent lights 108 according to such classes then remaining until removed as 109 aforesaid, but if said total number of such lights in service in 110 said streets, ways and parks shall not be five thousand at the 111 end of four months from the date of the delivery jf this agree- 112 ment, said prices for said new single incandescent lights shall 113 immediately apply and also to all present incandescent lights 114 then remaining as aforesaid, unless the delay in the work was 115 caused as aforesaid, in which case said prices shall apply at the 116 expiration of such further time as is necessary to install such 117 number of said lights as said company was delayed in installing 118 by reason of any such cause, to reach said total number of five 119 thousand lights, but not exceeding the time of the delay caused 120 thereby. When said prices for single incandescents specified 121 in said paragraph take effect as aforesaid, the same shall apply 122 to all the new single incandescent lights thereafter installed. 123 The price for each set of cluster incandescent lights shall apply, 124 when the same is installed in condition for service. Upon the 125 application of said prices respectively, the pro rata prices for 126 any such lights as are extinguished at midnight or later shall 127 apply. In case any delay in any such installation work shall 128 be caused by any strikes, act of God or other casualties not 129 within the control of said company, any further necessary time, 130 not exceeding the time of such delay, shall be allowed for any 131 such installation work affected thereby, before said prices shall 132 apply to any lights affected thereby or in consequence of any 133 such time limitations. 134 (5) Outages. —^If any such arc or incandescent light or 135 lights for any reason shall not be lighted at the time fixed, or 18 136 shall go out or be extinguished before the time fixed theretor, 137 such deduction shall be made from the price of each light or 138 set of cluster lights for the time not lighted or burning as shall 139 be proportionate to the ratio that such time bears to the required 140 light time, except as hereinbefore otherwise specially provided. 141 (6) Special Miultiple Lighting Price .—The price of any 142 special multiple lighting furnished the city on, over or under 143 any bridges of the city or under railroad bridges, ordered to be 144 continued for longer time than hereinbefore provided, shall be \ 145 for such additionel time proportionate to the all night lighting 146 price. PRICE OF LIGHTS FOR SUBSEQUENT PERIODS. Sec. 4. For and during the period of three years from and 2 after the morning of July 1, 1916, to the morning of July 1, 3 1919, inclusive, and for and during the period of three years 4 from and after the morning of July 1, 1919, to the morning of 5 July 1, 1922, inclusive, the price of all arc and incandescent 6 lights of all types and classes and of all other types and classes 7 of electric lights, if any, ordered by the city to be placed or 8 used in such public or dedicated streets and ways in the city 9 and in the public parks of the city for outdoor lighting of the 10 same, shall be such for each of said periods as may be 11 determined by mutual agreement, or in default thereof by arbi- 12 tration as hereinafter provided. 13 (2) Determination of Prices .—During the time beginning nine 14 calendar months next before and ending four calendar months 15 next before the commencement of each of said periods, the 16 city council of the city and said company shall agree, if possi- 17 ble, upon the prices for such lights for such next ensuing period, 18 and if they shall not agree upon the same within said time and 19 19 prior to four calendar months next before the beginning of 20 such next ensuing period, said city council for the city and said 21 company, or its successors in interest, shall each select an 22 arbitrator, and give the other party written notice thereof, 23 accompanied by a copy of the written acceptance of the appoint- 24 ment by the arbitrator, not later than three calendar months 25 next before the beginning of such next ensuing period, and if 26 either of the parties shall fail so to do, the arbitrator appointed 27 by the other party in conformity herewith shall be the sole 28 arbitrator. The two arbitrators so appointed shall select a 29 third arbitrator, but if they fail to agree upon such third 30 arbitrator within fifteen days after such appointment and notice, 31 the third arbitrator shall be appointed by the Chief Justice of 32 the Supreme Court of the State of Rhode Island. The arbi- 33 trators shall give the parties and their counsel opportunity to 34 be heard and to present their evidence, and shall make their 35 determination of the prices to be paid for said lights for and 36 during such next ensuing period in writing, and deliver a signed 37 copy thereof to each of the parties, which determination by a 38 majority of the arbitrators or by the arbitrator, if but one, shall 39 be final and conclusive. If any arbitrator for any reason shall 40 not serve or continue to serve, such vacancy, within thirty days 41 after notice of its occurrance, shall be filled in like manner as 42 the original appointment of such arbitrator, and notice of the 43 new appointment accompanied by a copy of the written accept 44 ance of such new arbitrator shall, within said period of thirty 45 days, be given to the party concerned not making the appoint- 46 ment and to the remaining arbitrators. If such vacancy or 47 notice be not so filled or given, the same shall be filled by said 48 Chief Justice. All fees and expenses of the arbitrators shall 49 be paid by both parties equally, and every such arbitrator shall 20 50 be deemed to be employed by both parties. Every witness 51 before testifying shall be duly sworn before an officer qualified 52 to take oaths. 53 (3) Provisions Relative to Subsequent Periods. —During 54 each of said subsequent periods the aforegoing provisions 55 relative to said first period shall apply, so far as applicable, to 56 all lights installed tlieretofore or during the period and fur' 57 nished the city during the same for outdoor lighting of such 58 streets and ways and parks, and to the location, installation and 59 maintenance of the fixtures and appurtenances therefor, except 60 the prices therefor, unless any of the same shall be changed by 61 mutual agreement. FURTHER GENERAL PROVISIONS. Sec. 5. All lights furnished the city under this contract shall 2 be subject to the relevant provisions of Chapter 54 of the 3 Revised Ordinances of 1899 entitled “Wires” and any and all 4 ordinances in amendment thereof and in addition thereto, which 5 do not deprive said company of any rights secured to it by law, 6 including all provisions respecting the location, installation and 7 maintenance of all fixtures and appurtenances, except that the 8 provisions of said ordinances requiring application to the city 9 council to locate, place, construct, use and maintain the fixtures 10 and appurtenances therefor, and limiting the time for the exer— 11 cise of th.e privilege shall not apply to locating, relocating and 12 installing the lights and in the locations called for by this con- 13 tract, as shown on such .plans, but the new installations called 14 for by this contract shall be made within the times specified 15 herein for the same respectively, and any future installations 16 ordered at any time or times during the entire period of this 17 contract shall be made within any definite time or times reason— 18 ably specified by the city council therefor. 21 19 (2) Grant for Neiv and Relocated Lights. —There is 20 hereby granted to said company the right 'to locate, place, 21 construct, use and maintain all poles, wires, cables and other 22 fixtures and appurtenances required for locating or relocating 23 and installing and furnishing the lights and in the locations 24 shown on such plans, for and during the period of this 25 contract, and upon the expiration thereof, unless this contract 26 shall be continued in force, or a new contract shall be 27 made by the city with said company, or its successors 28 in interest, for lighting such streets, ways and parks, upon 29 order of said city council all overhead or aerial and under- 30 ground poles, wires, cables, fixtures and appurtenances in such , 31 streets and ways pertaining solely to furnishing to or for the 32 city lights in such streets and ways (but not including any main 33 conduits or wires or cables in such conduits therein), and all 34 poles, wires and other overhead fixtures and appurtenances in 35 such parks pertaining to furnishing outdoor ligliting therein, 36 except, in case the option of purchase under Section 10 hereof 37 is exercised, such of the same in such streets, ways and parks, 38 as are included within said option as exercised, shall be promptly 39 removed by said company or its successors in interest at its or 40 their expense; and all the present underground conduits and 41 ducts in any and all such parks shall be left therein as the prop- 42 erty of the city and in good condition for use for the purpose or 43 purposes installed; and all wires and cables in such present con- 44 duits and ducts in such parks and all underground conduits and 45 ducts and wires and cables therein hereafter installed pursuant 46 to this contract or otherwise in any and all such parks shall be 47 left therein in good condition for use for the purpose or pur- 48 poses installed, but the city shall purchase from said co'mpany, 49 its successors or assigns, all wires and cables then left in such 50 present conduits and ducts in such parks and all such under- 22 51 ground conduits and ducts and wires and cables therein, which 52 are hereafter installed and then left in any and all such parks, 53 for such fair cash price as may be agreed upon by said city 54 council and said company, or in case they should not agree upon 55 the same within three months from July 1, 1922, such prices 56 shall be determined by arbitration in the same manner in all 57 respects as hereinbefore provided, except that said city council 58 for the city and said company shall each appoint an arbitrator 59 and give the required notice thereof and a copy of the accept- 60 ance of the arbitrator within four months from said date. 61 The price basis of such purchase shall be the fair cash value 62 only of the physical property as so installed, and in its then 63 condition at the time of such purchase. 64 (3) Price- for Further New Types of Lights .—If at any 65 time during any of the several periods of this contract any other 66 type of electric light shall be adopted under the provisions 67 hereof, and shall be ordered by said city council to be furnished 68 by said company for lighting such streets, ways or parks or any 69 parts thereof, the price therefor shall be such as may be mutual- 70 ly agreed upon by said city council and said company, or in case 71 they should not agree upon the price within three months 72 after the adoption of the same, the price therefor shall be 73 determined by arbitration in the same manner in all respects 74 as hereinbefore provided, except that said city council for the 75 city and said company shall each appoint an arbitrator and give 76 the required notice thereof and a copy of the acceptance of the 77 arbitrator within four months after the adoption of the same, 78 but in fixing the price for such other new type of light, any loss 79 suftered by said company by the discontinuance of any type of 80 light in service or the substitution therefor of such new type, 81 shall be considered in fixing the price for such new type of 82 light. 23 LIGHTS FOR PUBLIC BUILDINGS. Sec. 6. All lights for lighting public buildings or incident 2 thereto, and all other multiple lights except on, over or under 3 bridges of the city or under railroad bridges, furnished the city, 4 shall be furnished during said period of ten years at the same 5 and no greater rates or prices than charged during said period 6 by said company for lights in private buildings or places under 7 similar conditions. TIME FOR PAYMENT FOR LIGHTS. Sec. 7. The city shall pay to said company all sums of 2 money due for all lights furnished the city during each calendar 3 month included in the term of this contract, .on or before the 4 twentieth day of each next succeeding month, provided the 5 bills therefor are presented within the first five days of such 6 next month, or if any such bill is later presented, payment of 7 the amount due thereon shall be made on or before the fifteenth 8 day next following the presentation of the same, unless payment 9 of any of the same shall be delayed pending the adjustment of 10 any question arising as to the bill or the amount thereof. POWER. Sec. 8. All currents of electricity for power or heat, ordered 2 by the city council or the duly authorized officers or representa- 3 tives of the city to be furnished to or for the city by said 4 company during said period of ten years shall be furnished at 5 the same and no greater rates or prices than said company dur- 6 ing said period shall charge generally for delivery under the 7 same conditions and for the same amount taken. Bills therefor 8 shall be presented and paid as provided for lights. 24 FUTURE INVENTIONS OR IMPROVEMENTS AFFECTING COSTS. Sec. 9. In case at any time during said period of ten years 2 any discovery, invention or improvement in electricity, or in 3 electrical machinery, appliances, fixtures or appurtenances for 4 furnishing electricity for lights, shall be made, which if adopted 5 and used by said company would be of such greater practical 6 and commercial value than the means then used or employed by 7 said company for furnishing lights as to reasonably warrant 8 said company to adopt and use the same, and which would cause 9 a material reduction in the cost of furnishing lights or any class 10 or classes of lights for streets, buildings or other places in the 11 city, said company upon order of said city council shall either 12 adopt and use the same in the city as soon as practicable there- 13 after, and upon the same being so put in use, or in case of any 14 failure of said company so to do as soon as practicable there- 15 after, the price for lights furnished the city from the time of 16 such use or such failure shall be reduced by said company 17 reasonably with reference to such reduced cost of furnishing 18 lights or such class or classes of lights, or regards any lights 19 or class or classes of lights continued to be furnished as there- 20 tofore reasonably with reference to the reduced cost securable 21 if the same were used, and as may be agreed upon by said city 22 council and said company. If said company should object to 23 any such order and give notice thereof to said city council 24 within sixty days from the passage thereof, the question of the 25 propriety of such order hereunder shall be determined by 26 arbitration, and if such order is sustained by the arliitrators 27 or a majority thereof, the proper amount of any such price 28 reduction shall also be determined by the same arbitrators or a • 29 majority thereof, if said city council and said company shall 30 not have agreed upon the same prior to the appointment of such 25 31 arbitrators. In case of disagreement only as to- the proper 32 amount of such reduction, if said city council and said company 33 shall not agree upon the same within sixty days from the date 34 of such order, the same shall be determined by arbitration. 35 The arbitration shall be in the same manner in all respects as 36 hereinbefore provided, except that said city council for the 37 city and said company shall each appoint an arbitrator and give 38 the required notice thereof and a copy of the acceptance of the 39 arbitrator within thirty days after such notice of such objection, 40 or in case of failure to agree only upon the amount of such 41 reduction within the time hereinbefore specified therefor, then 42 within three months after the date of such order. If said 43 company voluntarily and without any such order shall adopt 44 and use any such discovery, invention or improvement, it shall 45 properly reduce the price of all lights or class or classes of lights 46 furnished the city and affected thereby the same as aforesaid, 47 and if said company and the city should not agree upon the 48 amount of such reduction, the same shall be determined by 49 arbitration in the same manner in all respects as hereinbefore 50 provided, except that said city council for the city and said 51 company shall each appoint an arbitrator and give the required 52 notice thereof and a copy of the acceptance of the arbitrator 53 within thirty days after the city shall give said company notice 54 in writing, that it requires the amount of such reduction to be 55 determined by arbitration. Any such reduction shall continue 56 to be made for and throughout the remainder of the current 57 price period, and until changed by mutual agreement, or 58 until such prices shall be further reduced by said company. 59 Pending any such agreement or determination, the city 60 shall pay for all lights furnished it by said company the same as 61 theretofore, but upon any such agreement or determination, by 62 which any such price reduction shall be made, the amounts of 26 63 the reduction shall be rebated and paid by said company to the 64 city on all bills paid, or credited on any unpaid bills, for lights 65 furnished the city from the time such discovery, invention or 66 improvement was put in use as aforesaid, or from the time it 67 could have been so put in use after such order. OPTION TO PURCHASE LIGHTING FIXTURES. Sec. 10. Upon the termination of this contract, the city 2 shall have the right to purchase all poles, lamps, wires, cables, 3 service lateral ducts and all overhead or aerial and under- 4 ground fixtures and appurtenances, used by said company, or 5 its successors in interest, solely in furnishing the city lights in 6 such streets and ways, and all overhead or aerial poles, wires, 7 fixtures and appurtenances in such parks, used by said company 8 for outdoor lighting thereof, or any part or parts of any of the 9 same, but not including in the same any main conduits or wires 10 or cables in such conduits in any such streets or ways, upon 11 the terms and conditions hereinafter specified; provided it shall 12 notify said company, its successors or assigns, in writing of its 13 acceptance of this option and therein shall generally describe 14 or designate the property or the part or parts thereof to be 15 purchased at least four months prior to July 1, 1922. Upon 16 such notice said fixtures and appurtenances to be purchased 17 shall not be removed pursuant to any requirement in paragra])h 18 2 of Section 5 hereof, and at the end of said term shall be left 19 in their locations in good condition for use. The city sliall 20 have the right on and after July 1, 1922, to use immediately 21 said fixtures and appurtenances to be purchased without any 22 charge for such use except interest on the price as hereinafter 23 provided. The price basis shall be the fair cash value only of 24 the physical property to be purchased as so installed and in its 25 then condition at the time of such purchase, and the said 27 26 provision for removing any of the same shall not affect the 27 value of the physical property installed, and the option accept- 28 ance and use of the property shall not imply or confer any 29 franchise value upon or relative to any of the same, and no 30 franchise value whatever relative to any of the same shall be 31 included in such value or price. Said company, its successors 32 or assigns, and the city shall agree, if possible, upon the price 33 for the same, but if they shall not agree upon the price within 34 three months from the date such notice is given, the fair cash 35 value of the same and the corresponding price of the same shall 36 be determined by arbitration in the same manner in all respects 37 as hereinbefore provided, except that said company, its succes- 38 sors or assigns, and the city council for the city shall each 39 appoint an arbitrator, and give the required notice thereof and 40 copy of the acceptance of the arbitrator, within four months 41 from the date such notice is given. The price as determined 42 by agreement or arbitration shall be paid in cash within ninety 43 days from the date when determined, and also interest thereon 44 at the rate of six per centum per annum from-the end of said 45 term until the time of such payment, and if not paid within the 46 time required, any and all rights under said option to use or 47 purchase the same may be immediately terminated by said 48 company, its successors or assigns, or if it should not so elect, 49 said company, its successors or assigns, may recover such price 50 and interest from the city. Upon the termination of this con- 51 tract, if the city shall decide to produce its own currents of 52 electricity for lighting its streets it shall have the further option 53 to lease from said company, its successors or assigns, for the 54 period of ten years, such space, cables and wires in any or all 55 its main conduits then existing or thereafter during said period 56 constructed in such streets and ways, and the right to jointly 57 use such poles and pole appurtenances of said company, its 28 58 successors or assigns, in any such streets and ways, not 59 purchased by the city under its option hereinbefore set forth, ()0 as are reasonably required by the city to convey and distribute ()1 currents of electricity for the sole purpose of lighting such 62 streets, ways and parks during said period upon the terms and 63 conditions hereinafter specified; provided it shall notify said 64 company, its successors or assigns, of the acceptance of this 65 option and therein shall generally describe or designate the 66 property and property rights to be leased at least four months 67 prior to July 1, 1922. Such lease shall provide that said com- 68 pany, its successors and assigns, shall furnish, maintain, repair, 69 renew and keep in proper condition for such use such leased 70 space, cables and wires in such conduits and such poles and pole 71 appurtenances wholly at its or their expense. The city shall 72 have the right on and after July 1, 1922, to use and exercise 73 immediately said property and property rights without any 74 charge therefor, except as included in the rent hereinafter 75 provided. The annual rent shall run from July 1, 1922, and 76 shall be payable in equal installments quarterly, and shall be .77 based only upon the fair value of the property rights and 78 physical property as installed or part thereof to be used included 79 in the lease, and upon the cost of such repairs, renewals and 80 maintenance, and no franchise value whatever pertaining to 81 any such property or property rights subject to the lease shall 82 be included in such rental. Said company, its successors or 83 assigns, and the city shall agree, if possible, upon the particular 84 property and property rights to be subject to such lease as 85 aforesaid and the amount of such annual rental and all other 86 matters incidental to such lease, but if they shall not agree upon 87 the same or any part or parts thereof, prior to April 1, 1922, 88 the same or the part or parts thereof not agreed upon shall be 89 determined by arbitration in the same manner in all respects as 29 90 hereinbefore provided, except that said company, its successors 91 or assigns, and the city council for the city shall each appoint 92 an arbitrator and give the required notice thereof and a copy of 93 the acceptance of the arbitrator within thirty days from April 94 1, 1922. FRANCHISE GRANT. Sec. 11. The city hereby grants to said company the exclu- 2 sive right for the term of five years, from the first day of July 3 A. D., 1912, and ending with the thirtieth day of June A. D., 4 1917, to erect, lay, construct, place, maintain, use and operate 5 poles, wires, cables, pipes and conduits, with necessary and 6 convenient appurtenances as may be required for the conduct 7 of the business of said company, for the purpose of conveying, 8 distributing, furnishing and selling currents of electricity to be 9 used for light, heat or motive power, in, over and under the 10 streets and highways of the city, said poles, wires, cables, pipes, 11 conduits and appurtenances to be erected, laid, constructed, 12 placed, maintained, used and operated in, over and under the 13 same streets and highways of the city, in which said company 14 now maintains such poles, wires, cables, pipes, conduits and 15 appurtenances, and also in any other streets and highways, 16 in which it shall hereafter during said period pursuant to lawful 17 right or authority erect, lay, constuct, place and maintain such 18 poles, wires, cables, pipes, conduits and appurtenances: pro- 19 vided, however, that unless during said term either party 20 hereto, or its successors in interest, shall give notice in writing 21 to the other party, or its successors in interest, that it will not 22 permit the continuance of said exclusive franchise beyond said 23 term, or unless at the end of said term some other electric light, 24 heat or power company is in fact ready to sell and distribute 25 electricity by means of lany fixtures installed in any streets or 26 highways of the city by permission of said city council, said 30 27 exclusive frcinchise shall continue in full force and effect to 28 all intents and purposes, and upon the same terms and condi- 29 tions herein prescribed, for such further period of time not 30 exceeding five years as shall elapse, until either party hereto, 31 or its successors in interest, shall have given to the other party, 32 or its successors in interest, at least six months previous notice 33 in writing of its termination of the same, or in case of such 34 continuance until some other electric light, heat or power 35 company is in fact ready to sell and distribute electricity by 36 means of any fixtures installed in any streets or highways oi 37 the city by permission of said city council; and further pro- 38 vided, however, and this grant is made upon the express con- 39 dition, and said Narragansett Electric Lighting Company does 40 hereby covenant and agree, that at any time and from time to 41 time during said initial term of five years whenever the city 42 council of the city shall so order, said company, its successors 43 or assigns, shall and will immediately grant and lease to any 44 other electric light, heat or power company designated by said 45 city council the right under said exclusive franchise, and in 46 accordance with any grant or permission of said city council 47 to such other company, to erect, lay, construct, place and 48 maintain poles, wires, cables, pipes, conduits and appurtenances 49 in, on, over, under and across such of said streets and high- 50 ways as said city council may direct, and said poles, pipes and 51 conduits to be placed and maintained in such locations in said 52 streets and highways as may be from time to time designated by 53 the city council or any duly authorized official of said city, but 54 upon the condition that such other company shall not engage in 55 the business of selling or distributing currents of electricity in 56 the city by means of any such poles, wires, conduits or other 57 fixtures until the expiration of said initial term of five years, 58 but this condition shall not be construed to prevent such other 31 59 company from making any contracts during said term to 60 deliver electricity in the city by said means after the expiration 61 of said term, and said lease or leases to continue during the 62 remainder of said initial term of five years and until the ter- 63 mination of said exclusive franchise; said lease or leases to re- 64 serve to said Narragansett Electric Lighting Company as ‘com- 65 pensation for the privileges granted rent at the rate of one 66 hundred and seventy-five ($175) dollars per annum during the 67 term or terms thereof, to be computed as part of the gross earn- 68 ings of said company, and in case more than one such lease shall 69 be made such rent shall remain fixed at one hundred and sev- 70 enty-five ($175) dollars per annum in full compensation for all 71 the privileges granted by all said leases; and said lease or leases 72 to be in the form of lease attached to this agreement and 73 marked “Exhibit A” ; and provided further, however, that 74 nothing in this contract shall be construed to prevent the city 75 or city council thereof at any time and from time to time dur- 76 ing said initial term of five years from granting the right or 77 giving its consent to any other electric light, heat or power 78 company to maintain, use and operate from and after the expi- 79 ration of said initial term of five years, poles, wires, cables, 80 pipes, conduits and appurtenances in, on, over, under and across 81 any of the streets and highways of the city for the purpose of 82 conveying, distributing, furnishing and selling currents of elec- 83 tricity to be used for light, heat or motive power. 84 (2) Reservation Relative to Certain Classes of Pnblic Ser- 85 vice Companies. —And further provided however, that noth- 86 ing in this agreement shall in any way be construed or held to 87 prevent in said city at any time any street railroad company, 88 telephone company, telegraph company,signal company or party 89 authorized or who may hereafter be authorized bv the city of 32 90 Providence, to do a street railroad, telephone, telegraph or 91 signal business therein, from having and exercising the right 92 to keep, maintain in good order and repair, use and operate in 93 any manner in which such company or party may lawfully do 94 at said date, or thereafter be authorized to do during said period, 95 the poles, wires, cables, pipes, conduits and other structures, 96 systems, methods, appliances and appurtenances of such com- 97 pany or party, for use in producing and distributing currents of 98 electricity to be used for light, heat, power, signal and other 99 purposes, in carrying on the street railroad, telephone, telegraph 100 or signal business of such company or party in any manner in 101 which they may be authorized, in any streets or highways, 102 whether such streets or. highways shall be occupied by said 103 Narragansett Electric Lighting Company or not. 104 (3) Reservation Relative to City's Fire Alarm and Police 105 Signal Systems, etc. —And further provided, however, that 106 nothing in this agreement shall in any manner be construed or 107 held to preclude, prevent or hinder the city from erecting, 108 laying, constructing, placing, maintaining, using or operating 109 any poles, wires, cables, pipes, conduits, appliances or appur- 110 tenances in any street, highway or other place in the city, or 111 from producing, conveying or distributing currents of electricity 112 for light, heat, motive power, signal or any other purpose under 113 any systems or methods and in a^ny manner, way or direction 114 whatsoever, for its police signal, fire alarm or other similar 115 public uses or services, or for its own use or upon its own 116 premises'wherever situated, except as hereinbefore otherwise 117 expressly provided. 118 (4) Grant Subject to Certain Statutory Provisions. —And 119 further provided, however, that the use and enjoyment of all 120 such granted rights shall be subject to such reasonable rules, 33 121 regulations and orders controlling the extent and quality of 122 construction and service to be maintained by said company, 123 and prescribing the location and arrangement of its poles, wires, 124 cables, pipes, conduits and other appliances and appurtenances 125 as are or may be from time to time hereafter enacted by the city 126 council of the city, subject to the provisions of Section 5 of 127 Chapter 91 of the General Laws. 128 (5) Grant Subject to City Council Regulations. —And 129 further provided, however, that the city council of the city may, 130 in addition to the provisions of Chapter 54 of the Revised 131 Ordinances of 1899 entitled “Wires” as heretofore amended, 132 from time to time impose such reasonable rules and regulations 133 as to the erection, construction, location, 'relocation, removal, 134 use and operation of said company’s poles, wires, cables, pipes, 135 conduits, subways, manholes, and other structures, system.s or 136 methods, appliances and appurtenances in any street, highway, 137 conduit, subway or other systems within the city, as -the public 138 good may require, provided such ordinances, rules or regula- 139 tions do not deprive said company of any rights secured to it by 140 law, and that at any time when the public good requires that 141 any such poles, wires, cables, pipes, conduits, subways, man- 142 holes and other structures, systems or methods, appliances or 143 appurtenances, or any part or parts of any of the same, shall 144 be removed from any street or highway in the city, said city 145 council may order and require said company, or any party 146 claiming title under it, to remove the same at its expense from 147 such street or highway within ninety (90) days after said city 148 council gives said company notice in writing of such require" 149 ment; and in any such order said city council shall grant to 150 said company, or such party, a right, as nearly similar in public 151 convenience as possible in the same street or highway or in 34 152 some other street or highway of the city, to erect, construct, 153 maintain, use, and operate any poles, wires, cables, pipes, con- 154 duits, subways, manholes and other structures, systems or 155 methods, appliances and appurtenances or part or parts thereof, 156 which for carrying on the business of said company are reason- 157 ably necessary and are required by reason of such removal in 158 substitution for any of the same ordered removed as aforesaid, 159 but no such further grant shall be required, if in such street or 160 highway there are left remaining reasonably adequate facilities 161 for carrying on said business in or by means of such street or 162 highway, or if said company has in any adjoining or neighbor- 163 ing streets or highways been theretofore granted the right to 164 install and use facilities reasonably adequate for carrying on 165 said business by means thereof instead of any such facilities 166 ordered removed. 167 (6) A'ezu System Rendering Poles Unnecessary. —And 168 further provided, however, that if at any time any improved 169 system for distributing electricity shall be invented and per' 170 fected, so as to be of such greater practical and commercial 171 value than the system now in use in the city as to reasonably 172 warrant said company to adopt siich improved system, said 173 company, or any party claiming title under it, as soon as may be 174 after the commercial and practical utility of such system has 175 been demonstrated shall, when so authorized by the city council 176 adopt, apply and use such system in the city, and thereupon 177 remove from the public streets and highways of the city all 178 poles, wires and other structures and appurtenances rendered 179 unnecessary by the introduction of such new system; and if 180 said company, or such party, shall refuse or neglect to adopt, 181 apply and use such new system for one year after receiving 35 182 notice in writing from the city council so to do, the exclusive 183 rights granted by this agreement shall thereupon cease and end. 184 but subject to the provisions of Section 27 hereof. 185 (7) Service Extensions and Additions. —And further pro- 186 vided, however, that whenever in the opinion of the city council 187 of the city, the public good requires that electric lights, or poles, 188 wires, cables and other structures, systems or methods, appli- 189 ances and appurtenances for the transmission of electricity for 190 use in the business of producing, selling and distributing elec- 191 , tricity to be used for light, heat, power and other purposes shall 192 be furnished or constructed in the city in addition to those then 193 furnished or operated by said company, or any party claiming 194 title under it, said city council may, at any time and from time 195 to time during the existence of said granted franchise, order 196 said company, or any party claiming title under it, to construct, 197 maintain and operate such lights, poles, wires, cables and other 198 structures, systems or methods, appliances and appurtenances 199 within the city, within six months after the passage of said 200 order, and upon failure on the part of said company, or any 201 party claiming title under it, to comply with such order within 202 said time, the exclusive rights herein granted shall cease 203 and end, but subject to the provisions of Section 27 here- 204 of. Nothing in this proviso shall require said company to 205 install any underground conduits for carrying its wires to any 206 greater extent than hereinafter provided. 207 (8) Conduits. —And further provided, however, that said 208 company shall remove from fifteen miles of the streets of the 209 city, in which it has now overhead or aerial service, all poles, 210 wires and other overhead or aerial fixtures and appurtenances, 211 which are used only for supporting or carrying its wires and 212 cables or either, and shall build any and all underground con- 36 213 duits and appurtenances in the streets of the city, necessary for 214 carrying its wires and cables to be removed as aforesaid, and 215 so that overhead or aerial service in such fifteen miles of streets 216 shall be entirely discontinued and underground service substi- 217 tilted therefor, within five years from the first day of July, 218 A. D. 1912, not less than one-fifth part thereof to be done each 219 year during said period until the same is wholly completed, and 220 such removal and conduit installation shall be from and in such 221 particular streets or parts thereof as may be agreed upon by 222 said company and the commissioner of public works, or in case 223 they shall fail to agree as shall be determined by said committee 224 after giving said company and said commissioner an opportunity 225 to be heard, and that, except as herein otherwise provided, said 226 company shall maintain and use its system of underground 227 conduits in the streets of the city, and from all streets of the 228 city, where underground conduits are now or hereafter shall be 229 installed, said company shall as soon as practicable remove all 230 poles and other overhead or aerial fixtures or appurtenances, 231 which are used only for supporting or carrying its wires or 232 cables. 233 (9) Special Tax. —And further provided, however, that said 234 company, and any party claiming title under it, in consideration 235 of and in full payment for the exclusive rights and privileges 236 in and to the streets and highways of the city hereinbefore 237 granted, shall pay to the city treasurer of the city a special tax 238 equal to three per centum (3%) of the gross earnings of said 239 company within the city for and during said period of five (5) 240 years from July 1, A. D. 1912, to July 1, A. D. 1917, and for 241 such further period as said exclusive rights and privileges shall 242 continue. Said company or such party shall make and render 243 to said city treasurer on or before the thirtieth dav of January, 37 244 April, July and October in every year until the payments herein 245 required are fully made, returns verified by the oath of its presi- 246 dent or treasurer of the gross earnings of said company, or such 247 party, within the city for the period of three months next 248 preceding the first day of January, April, July and October in 249 the same year, and shall at the same time pay to said city 250 treasurer said tax on said earnings for and during such quarter 251 year next preceding, and in case said company, or such party 252 shall neglect to make payment of such quarterly tax as afore- 253 said, said city treasurer may collect and recover of said com- 254 pany or party, as other taxes are collectible, double the amount 255 of the special tax shown to be due by the last preceding quar- 256 terly return of said company or party. OTHER OBLIGATIONS TO CITY. Sec. 12. Nothing in this agreement contained shall be con- 2 strued or held in any way to relieve said company, or any party 3 claiming title under it, from any obligation, or from paying any 4 tax or money which it may now or hereafter be under legal 5 obligation to the city to perform or pay. SERVICE CHARGES LIMITED. Sec. 13. Said company shall not, nor shall any party claiming 2 title under it, at any time during the continuance of the exclu- 3 sive right granted hereunder, charge for its services within the 4 city any greater rates than the rates actually charged by said 5 company at the date of this agreement for such or equivalent 6 service, both rates being reckoned in the United States gold 7 coin of the standard and weight and fineness in force at the 8 time of the date of this agreement, or in the equivalent thereof 9 in actual value in other lawful money of the United States, 10 except pursuant to provision hereinafter provided. 38 11 (2) Certain Rates Decreased. —Said company shall not, nor 12 shall any party claiming, title under it, at any time during the 13 continuance of said exclusive right, charge for its services 14 within the city in furnishing electricity for motive power any 15 greater rates than provided in the accompanying schedule of 16 power rates marked “Schedule A of Power Rates” or in the 17 accompanying schedule of power rates marked “Schedule B 18 of Power Rates,” which schedules are based on different prin- 19 ciples of charging for the service, except pursuant to provision 20 hereinafter provided. Every power customer shall have the 21 right at any time to select either of said schedules as the rates, 22 under which electricity for power shall be furnished him, and 23 the rig'ht at any time to change his choice, but not more often 24 than once each year, and in case of such change the rates 25 selected shall begin to apply on the first day of the month next 26 following the date of such change. Upon delivery of this agree- 27 ment, such schedules shall be kept on file in the office of the 28 city clerk. FINANCIAL RESTRICTIONS. Sec. 14. From the first day of July, A D. 1912, until the 2 expiration of the exclusive rights and privileges granted hereby. 3 said company shall not pay a greater average rate of dividend 4 than eight per centum (8%) per annum based upon the amount 5 of its capital stock now issued and outstanding, and such addi- 6 tional capital stock as shall hereafter be actually issued and 7 paid for in cash at not less than the par value of the stock, or 8 issued at par in even exchange for convertible debentures paid 9 for in cash at not less than par, and any and all net earnings 10 over and above said dividend of eight per centum (8%) per 11 annum and a cash surplus not exceeding ten per centum (10%) 12 of its then issued and outstanding capital stock, and of the 39 13 amounts paid to said company in cash on its then issued and 14 outstanding convertible debentures and bonds shall be applied 15 to the reduction of the cost of its services, and so that the city 16 and its citizens shall receive proper reduction in the cost of the / 17 services rendered them by said company. All extensions of its 18 plant shall be paid for out of capital actually paid in on its 19 stock or debentures, or out of money borrowed on its bonds, 20 and not out of earnings. During the same period no party 21 claiming title under said company shall pay any greater average 22 rate of dividend, nor on any larger amount of stock, nor accu- 23 mulate any larger cash surplus, than herein specified, and such 24 party shall observe the other requirements hereof. STREET REQUIREMENTS. Sec. 15. During the existence of said exclusive right, all 2 roadways and sidewalks in any streets, squares, lanes, alleys or 3 otlier travelled ways in the city, or any part or parts thereof, 4 which shall be opened or dug up by said company in the prose- 5 cution of any of its work, including inspection work, shall be 6 restored by said company at its expense to at least as good 7 repair and condition as the same were in when so opened or 8 dug up, and in every case to sound and safe condition, and to 9 the satisfaction of said engineer and said commissioner; and 10 every such restoration intended to be permanent shall be done 11 as soon as it can be properly done, and in any case as soon as 12 practicable after direction of said engineer or said commis- 13 sioner to permanently restore the same; and every place so 14 opened or dug up, where the ground shall settle or the surface 15 or pavement shall become broken or disintegrated, shall be 16 further repaired and restored and maintained in sound and 17 safe condition for the period of five years from the time such 40 18 ground was opened or dug up, to the satisfaction of said 19 engineer and said commissioner; and if in any case said com- 20 pany shall not so do, said commissioner, after giving said com- 21 pany five days notice in writing so to do, may cause any such 22 work not then done to his satisfaction to be done, and shall 23 charge the expense thereof to said company, and said company 24 shall pay the same to the city within thirty days after written 25 notice of the amount of such expense shall be given said com- 26 pany by said commissioner. Said commissioner may cause any 27 such work of opening or restoring the ground to be supervised 28 or inspected by any servants or agents of the city, and said 29 company shall pay the city the cost of any such supervision or 30 inspection within thirty days after written notice of the amount 31 of such cost shall be given said company by said commissioner. 32 (2) Conduit Work. —Relative to the installation of any line 33 of underground conduits during the existence of said exclusive 34 right in any street gr other traveled way in the city, no greater 35 length of such street or way shall be opened and left dug up in 36 the prosecution of the work than is approved in each case by 37 said commissioner; and said company in prosecuting said work 38 shall not use or encumber any greater width of any such street 39 or way to the detriment of public travel therein than is neces- 40 sary, nor greater than is approved by said commissioner in each 41 case; and said company shall take all necessary precautions and 42 install all necessary barriers and safeguards, and such as may 43 be ordered by said commissioner to be taken or installed, to 44 guard against accidents and protect the public in using any 45 parts of such street or way not included in the place of the work. 46 All conduits and other underground work in any such street or 47 way shall not be for any reason located in any other places therein 48 than designated by said commissioner, and if in the prosecution 41 49 of the work any obstruction shall be met or practical difficulty 50 shall arise as to so locating the same, notice thereof shall be at 51 once given hy said company to said commissioner, and his 52 further direction as to the location thereof shall be observed. 53 All service connections with underground conduits and distribu- 54 tion ducts shall be made from underground. 55 (3) Street Signs. —The city shall have the right to affix 56 street signs to any poles of said company in any street or 57 traveled way in the city in such pro’per manner as shall be 58 approved by said company, and said company shall reimburse 59 the city for any damage thereto caused by any wilful or negli" 60 gent acts of said company’s employees. AGREEMENT TO SAVE CITY FROM LOSS OR DAMAGE. Sec. 16. Said company, for itself and its successors and 2 assigns, agrees with the city that it and they shall and will hold 3 and keep the city harmless, saved and indemnified from and 4 against all loss, cost, damage, payment and expense on account 5 of any and all mechanics’ liens and other liens, and also on 6 account of any and all other lawful claims and demands against 7 the city for work done under the aforesaid contract for furnish- 8 ing the city with lights and electricity, or for materials furnished 9 for doing the work to be done under said contract, and also on 10 account of any injury to persons or damage to property for 11 which the city shall be or become liable on account of the con- 12 struction, ill-construction, maintenance, use or repair, or 13 neglect to properly maintain, use or repair, such poles, wires, 14 lamps, conduits, manholes, ducts, hand-holes and other appli- 15 ances and appurtenances as used or attempted or intended to be 16 used in the performance of this contract, or by the digging up, 17 opening or keeping open of any street, highway, square, lane, 42 18 alley, traveled way, public place or part thereof, which shall be 19 or has been opened for the purpose of installing, constructing or 20 repairing any underground conduit, duct, structure, appliance, 21 or appurtenances by or for said company, or by any failure of 22 said company to restore and keep in sound and safe condition 23 for the required time any ground opened or dug up in the 24 prosecution of any of its work in any such street, way or place, 25 or to observe any requirement in the next preceding section or 26 any other section hereof, unless such injury or damage shall be 27 caused by the wrongful act or negligence of the city, its officers 28 or employees; and also further that it and they shall and will 29 hold and keep said city harmless, saved and indemnified from 30 and against all loss, cost, damage and expense arising from any 31 and all claims, demands and proceedings, whether at law or in 32 equity, against the city, for any alleged infringement of patent 33 rights or patents, or for the use of said lights or any appliances 34 or appurtenances used in furnishing the same without right 35 by or for the city, or by reason of the construction, maintenance 36 or use of said poles, wires, lamps, conduits, ducts and other 37 structures, appliances and appurtenances used or attempted or 38 intended to be used in furnishing said lights or electricity, and 39 also from any and all decrees, judgments and orders of any 40 court or courts on account of any such claim, demand or pro- 41 ceeding against the city mentioned as aforesaid, the city, how- 42 ever, to give said company reasonable notice in writing of any 43 and all such claims, demands or proceedings as soon as possible 44 after the same or any of the same shall be made or commenced; 45 and, upon such notice, said company shall and will, at its own 46 expense and without expense to the city, attend to all such 47 claims and demands and defend any and all such proceedings. 48 Said company shall have the right at its expense to defend any 49 suit or suits, proceeding or proceedings brought against the city 50 for infringement of patent rights or patents, or for any other 51 cause against which said company has hereinbefore agreed to 52 hold the city harmless; and the city shall furnish to said com- 53 pany, or its counsel, all information, assistance or authority 54 necessary or proper to the defence thereof, and shall in all other 55 respects cooperate in good faith with said company in such 56 defence, but without any expense to the city. 57 (2) Payments Pending Claims or Suits. —But it is hereby 58 expressly agreed by and between the parties hereto that the 59 pendency of any lien, claim, demand, suit, action or proceeding, 60 whether at law or in equity, for infringement of patent rights 61 or patents or for any other cause or thing against which said 62 company has hereinbefore agreed to hold the city harmless, 63 shall not excuse or exempt the city from its liability to pay for 64 said lights and electricity in the manner and at the times here- 65 inabove set forth; provided that said company shall give to the 66 city a good and sufficient bond or bonds of indemnity -in such 67 form and with such surety or sureties as shall be satisfactory 68 to the mayor and city solicitor of the city. JOINT USE OF POLES. Sec. 17. Said company, as from time to time during the ex- 2 istence of the exclusive right herein granted, may be directed 3 by the city council to avoid multiplicity of poles in the streets 4 so far as is safe and practicable and not in conflict with any, 5 restrictions of the City Ordinances, shall permit joint use of 6 all or any of its poles in any streets or highways bv the city and 7 other public utility corporations not engaged in the business 8 of selling or distributing electricity for light, heat or power in 9 the city, or by any of the same, for the purpose of carrying any 44 10 wire or wires of the city and such other public utility corpora- 11 tions, or of any of the same, and, if 90 directed shall jointly 12 use for carrying its wire or wires any poles of the city and such 13 other public utility corporations, or of any of the same, and if 14 so directed shall install, maintain and grant to the city and such 15 other public utility corporations, or any of the same, the joint 16 use of any new additional poles or any poles in substitution for 17 or in renewal of any existing poles. Further without any such 18 direction, the company in any new or renewal work during the 19 existence of said exclusive right, shall, so far as is safe and 20 practicable and not in conflict with any restrictions of the City 21 Ordinances, jointly use any existing poles in the streets or high- 22 ways belonging to the city and such other public utility corpo- 23 rations, or to any of the same, and thereby avoid encumbering 24 any street or highway with any unnecessary or additional poles. 25 If the parties concerned shall not promptly agree as to the kind 26 of such pole or poles, or the method or manner of installing the 27 same and their appurtenances, or the wires to be carried thereon, 28 or the maintenance thereof, or as to the compensation to any 29 party owning or maintaining any pole or poles to be jointly 30 used by any other party, the city council shall have the right to 31 prescribe the same. Any unused or unnecessary pole or poles 32 shall be promptly removed from the streets.. If any such joint 33 use of any pole or poles shall wdth the approval of the city 34 council be discontinued, the city council shall grant to the party 35 or parties affected theret>y the right to set and use their or its 36 own pole or poles in reasonably equivalent location or locations. 37 The city shall not be required to pay any compensation for 38 using any pole or poles of any other party in any street, but 39 shall maintain its wdres and fixtures on any such pole or poles 40 wholly at its own exense. When in consequence of any wire 41 being attached to any building, any pole in any street is rendered 45 42 unnecessary, the same shall be removed, but when the right or 43 license to maintain any such wire so attached is terminated, a 44 pole may be relocated in such reasonably equivalent location as 45 is approved by the electrical and gas engineer of the department 46 of public works. ELECTROLYSIS. Sec. 18. Reasonable provision shall be made and maintained 2 by said company to protect the pipes, conduits and other 3 property in the streets belonging to the city from any damage 4 by electrolysis caused by the current or currents of electricity 5 of said company. Said company shall pay to the city the 6 amounts of all damage suffered by it from electrolysis caused 7 as aforesaid, but this provision for payment shall not prejudice 8 any legal or equitable rights or defenses of the city or said 9 company. PUBLIC WORK. Sec. 19. During the existence of said exclusive right, no 2 right of said company to maintain, use or operate any poles', 3 wires, cables, conduits, ducts, pipes, manholes, hand-holes or 4 other appliances or appurtenances in any street or other traveled 5 way in the city, shall be in preference or hindrance of public 6 work in the city,and should any of the same in any way interfere 7 with the construction, alteration or,reparation of public work in 8 any such street or way, whether done by the city directly or by 9 any contractor for the city, the company shall at its own expense 10 protect, alter or move any of the same so interfering to some 11 other location in such street or way, or discontinue the use and 12 operation thereof for the time being, as directed by the com- 13 missioner of public works, without the city being liable for any 46 14 damages suffered by said company thereby. The city shall 15 notify the company a reasonable time in advance of any public 16 work, which will interfere with any of the same or the use or 17 operation thereof. In case said company should fail to comply 18 with any such direction of said commissioner, the city may 19 protect, alter or move the same, and recover the cost thereof 20 from said company. FUTURE REQUIREMENTS TO UNDERGROUND SYSTEM AFFECTING COSTS AND PRICES. Sec. 20. In case of the passage or adoption hereafter during 2 the existence of said exclusive right, of any law, ordinance, 3 resolution, rule or regulation by any lawful body, board or 4 officers acting within their lawful powers, whereby or by reason 5 whereof said company shall be required or obliged before the 6 expiration of said exclusive right to place its wires and cables 7 underground in any other portion of said city or to any greater 8 extent than provided for in this agreement, so that the cost to 9 said company of furnishing lights or electricity for light, heat or 10 power in the city, including interest on investment, shall 11 necessarily be materially increased over the cost of the same 12 including interest on investment, at the date of the passage or 13 adoption of the same, and to such extent as would make the 14 then prices for said lights and .said maximum prices in the 15 opinion of said company unfair and inequitable, the prices for 16 said lights to be thereafter furnished the city, and the maximum 17 prices for furnishing thereafter electricity for light, heat and 18 power generally in the city shall be subject to such readjust- 19 ment by said company and the city council of the city, as may 20 be agreed upon reasonably with reference to any such increased 21 cost and the time or times such increased cost or any part or 47 22 parts thereof would apply to furnishing said lights and services. 23 If said company and said city council should not agree upon 24 increasing such prices or the proper amounts of such new prices 25 for the same within sixty days after the passage or adoption of 26 such law, ordinance, resolution, rule or regulation, the question 27 of increasing said prices and the proper amounts of any new 28 prices for said lights thereafter furnished the city and the maxi- 29 mum prices for furnishing electricity for said purposes, or any 30 part or parts of said subject matters, which shall not be so agreed 31 upon, shall be determined by arbitration in the same manner in 32 all respects as hereinbefore provided, except that said company 33 and said city council for the city shall each appoint an arbi’ 34 trator and give the required notice thereof and a copy of the 35 acceptance of the arbitrator within ninety days from the pas- 36 sage or adoption of such law, ordinance, resolution, rule or 37 regulation. Pending such determination of any such new 38 prices, said company shall continue to furnish said lights and 39 its service generally in the city, and the city and other customers 40 of the company shall continue to pay for said lights and services 41 the prices therefor as theretofore, and as soon as such new 42 prices or any thereof shall be determined by such agreement 43 or arbitration, they shall promptly pay to said company the 44 amounts of any increase in prices in conformity therewith. « FURTHER GENERAL PROVISIONS. Sec. 21. During said period of five years and so long there- 2 after as said exclusive right shall continue, said company shall 3 keep within the city of Providence, any and all necessary and 4 proper books, accounts and papers showing correctly and in 5 sufficient detail all data needful for the preparation by competent 6 accountants of the returns and statements required to be made 7 to said city treasurer hereunder, and the city auditor and any \ 48 8 other person duly authorized by the city council of the city 9 shall have the right at all reasonable times to examine any and 10 all such books, accounts, records and papers. Sec. 22. In case the limits of the city of Providence at any 2 time or times shall be extended to include additional territory, 3 all the terms, conditions, reservations, regulations and provi- 4 sions hereof shall apply,to such additional territory and to all 5 poles, wires, cables, conduits, subways, manholes, pipes, appli- 6 ances, appurtenances and other property of said company 1 therein, and to the location, installation, construction, main- 8 tenance, use and operation thereof, and to lights and electricity 9 furnished and to be furnished the city therein, and to all other 10 matters within the purview of the within contra:! and agree- 11 ment, the same as if included within the city at the time of the 12 delivery of this agreement. Sec. 23. All extensions of the system, plant, fixtures, appli- 2 ances and appurtenances of said company and the use and 3 operation thereof in the city of Providence shall be subject to 4 all the terms, conditions, reservations, regulations and pro- 5 visions hereof, and in the same manner and to the same extent 6 as herein provided with reference to the existing system, plant, 7 fixtures, appliances and appurtenances of the same. Sec. 24. If at any time the powers of the city council or any 2 officer or officers of the city of Providence specified herein 3 should be transferred by law to any other body, officer or 4 officers, then in such case such other body, officer or officers 5 shall have all the powers, rights and duties herein reserved to 6 or prescribed for the city council or officer or officers specified 7 herein. 49 Sec. 25. Said company shall not assign the within contract 2 for furnishing the city lights, nor sublet any of the lighting to 3 be furnished the city hereunder without the consent of the city 4 council of the city, and no right vested in said company under. 5 or pursuant to this agreement in any streets or highways in the 6 city of Providence, shall be assigned without the consent of the 7 city council of said city, except for the purpose of securing any 8 bonds issued to refund any indebtedness affecting the properties 9 of said company, or to provide funds for additions, extensions 10 and improvements of said properties. Sec. 26. From any order or determination of the city council 2 of the city, made under the provisions of Section 17 hereof, said 3 company may, within thirty days from the date of such order or 4 determination, complain to the Public Utilities Commission 5 setting forth that such order or determination is not reasonable 6 in the premises, or is not reasonably required in the public in- 7 terest, or is not equitable or its observance would be unduly 8 oppressive -upon the company; and thereupon said commission 9 shall hear and determine the matter in accordance with the 10 provisions of the Public Utilities Act, subject however to the 11 right of appeal to the Supreme Court therein contained. Sec. 27. If said company, its successors or assigns, shall 2 fail to make any payment of the special tax herein required, or 3 shall neglect or fail to keep, observe, or perform any of the 4 other terms, conditions or provisions herein required to be kept, 5 observed and performed by it and them, the city shall be entitled 6 to have said company, its successors or assigns, declared to be 7 in default and to have a forfeiture of all its and their rights 8 under or by virtue of this agreement: Provided that any action 9 for the collection of any payment required to be made under 50 10 the provisions of this agreement, and any proceedings for for- 11 feitnre for any such other neglect or failure shall be brought 12 within four years from the time fixed for the making of such 13 payment, or from the time of the commencement of such other 14 neglect or failure, as the case may be, and not after; and pro- 15 vided further that said company, its successors or assigns, shall 16 not be deemed or held to be in default or to have incurred any 17 forfeiture for failure to make any such payment, until the 18 amount due thereon has been determined by final judgment of 19 court and such judgment has remained unsatisfied for sixty 20 days; and that said company, its successors or assigns, shall not 21 be deemed or held to be in default or to have incurred any for- 22 feiture for failure to keep, observe and perform any such other 23 terms, conditions or provisions, until a reasonable time within 24 which to observe and perform the same has elapsed, after the 25 obligation of the company, its successors or assigns, in the 26 premises has been finally determined by the judgment of the 27 court. Sec. 28. Nothing in this agreement contained shall be con- 2 strued or held to take away or diminish any of the street regula- 3 tory powers or police powers of, or the exercise thereof in the 4 future by the city of Providence, or the city council of said city, 5 now or hereafter conferred by law upon the same. Sec. 29. At any time or from time to time by mutual agree- 2 ment of said city of Providence and said company, its succes- 3 sors or assigns, any provision herein relative to the within con- 4 tract for furnishing the city with lights and electricity may be 5 modified or changed. Sec. 30. The consideration for any and all rights and bene- 2 fits of said company hereunder shall be deemed and held to be 3 its agreements and undertakings set forth herein, and -the per- 51 4 formance thereof as herein provided, and the terms, conditions, 5 reservations, regulations and provisions hereof hy said company 6 to be kept, observed and performed shall bind its successors and 7 assigns and any company succeeding to or accepting the benefits 8 hereof, precisely as if in every case they respectively had been 9 named herein with said company. In Testimony Whereof, the City of Providence has caused these presents to be executed in its name and behalf and its corporate seal to be hereunto affixed by Henry Fletcher, its Mayor, hereunto duly authorized by Joint Resolution of its City Council, and said Narragansett Electric Lighting Company has caused these presents to be executed in its name and behalf and its corporate seal to be hereunto affixed by Arthur L. Kelley, its President, hereunto duly authorized by vote of its Board of Directors, the day and year first above written. Executed in presence of 52 iExljtbtt A. This INDENTURE made this day of A. D. 19 , by and between the Narragansett Electric Lighting Company, a corporation created and existing under the laws of the State of Rhode Island and located in the City of Providence in said State, party of the first part, and the a corporation created and existing under the laws of said state, party of the second part. That the party of the first part does hereby grant, demise and lease unto the party of the second part, its successors and assigns, the right, under the exclusive franchise heretofore granted to the party of the first part by the City of Providence, to erect, lay, con¬ struct, place and maintain poles, wires, cables, pipes, conduits and apurtenances in, on, over, under and across the following named streets and highways in said city: Said poles, pipes, and conduits to be placed and maintained in such locations in said streets and highways as from time to time designated by the city council or any duly authorized official of said city; but upon the condition that the party of the second part, its 53 successors or assigns, shall not engage in the business of selling or distributing currents of electricity in said city by means of any of said poles, wires, cables, pipes, conduits or other fixtures until the first day of July, A. D. 1917, but this condition shall not be con¬ strued to prevent the party of the second part from making any contracts prior to said date to deliver electricity in the city by said means on or after said date. TO HAVE AND TO HOLD said right from the date hereof until the first day of July A. D. 1917 and until the termination of said exclusive franchise. YIELDING AND PAYING therefor during said term the annual rent of One Hundred Seventy-five Dollars for each and every year during the continuance of this lease in equal annual payments of One Hundred Seventy-five Dollars each in advance on the first day of July in each yeao the first of said payments how¬ ever to be made upon the date hereof for the proper proportionate amount of rent for the period from the date of this lease to the first day of July next; Provided however that, in case any other grant or lease similar to this one in respect to any streets or high¬ ways in said city shall be made by the party of the first part to the party of the second part at any time prior to July 1st, 1917, the total annual rent to be paid by the party of the second part under all of said grants or leases shall be the sum of One Hundred Seventy-five Dollars per year; and provided further, however, that in case of any failure on the part of the party of the second part, its successors or assigns, to pay said rent at the times and in the manner aforesaid and such failure shall continue for fifteen days after written demand shall be made therefor, or in case said party of the second part, its successors or assigns, shall engage in the business of selling or distributing currents of electricity in said city 54 by means of any of said poles, wires, cables, pipes, conduits or other fixtures prior to the first day of July, A. D. 1917, the party of the first part, its successors or assigns, shall be at liberty to declare this lease at an end, and thereupon said lease shall end, and all rights of the party of the second part, its successors and assigns, hereunder shall cease and determine, but nothing herein shall be construed to prevent the party of the second part from making any contracts prior to said date to deliver electricity in the city by said means on or after said date. In Witness Whereof the parties hereto have caused these presents to be signed and their corporate seals to be hereto affixed by their respective officers thereunto duly authorized, the day and year first above written. Signed and sealed in presence of: State of Rhode Island County of Providence. In Providence* this day of A. D. 19 , before me personally appeared , of the Narragansett Electric Lighting Company, to me known and known by me to be the person executing the foregoing instrument, and he acknowledged said instrument, by him executed, to be his free act and deed indi" vidually and as said , and the free act and deed of said Narragansett Electric Lighting Company. 55 State of Rhode Island County- of Providence. In Providence, this day of A. D. 19 , before me personally appeared , of the to me known and known by me to be the person executing the fore¬ going instrument, and he acknowledged said instrument, by him ex¬ ecuted, to be his free act and deed individually and as said » and the free act and deed of said 56 \ . I « ■ ♦r*’ *t , ^n ' i / 2 Jl ;, 4 B:‘ ■ • ■■'".■•■. -• - l??j^ ■ ' , > ^K''.* '.>• ‘ P-V-' > V j* ’ • * s -I* ^.. ,•" ' -T'F* J ^ .»P* ;' ■.' V.' ' 1 -'t" - ■ V r- HB*^' "V- .. . ■ ■■*■ ■S\.- : •-■ " /■ 4 . -* >' ■ . /, ..