Common use of Term of Termination Clause in Contracts

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it desires to pass or amend an ordinance or regulation which could have the effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty ten ( 10) years from and with the first billing cycle on or after the effective date expiration of this Agreementthe existing franchise agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3SRectEionC3, the City tEhe IVED could 9/29/2017City agrees that to the extent it desires to pass or amend an ordinance or regulation which could PUBLIC SERVICE COMMISSION OF KEN2TUCKY have the effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.;

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth fmth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty thitty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 I 0 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without TWARiItFhFouBtRANCH diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRtheEexCtenEt itIVED desires to pass or amend an ordinance or regulation which could have the effect of substantially Revised 8/15/2013 OF KEN2TUCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.. roadsT,ARalIFleFyBs,RANCH RECEIVED 5/7/2014 PUBLIC SERVICE COMMISSION OF KEN3TUCKY

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years (20) from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees theRCiEty aCgreEes IVED that to the extent it desires to pass or amend an ordinance or regulation which could have the hav6e/8th/2e 016 Revised 8/15/2013 COMM2ISSION OF KENTUCKY effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty ten (10) years from with bills rendered October 23, 2017 and after upon expiration of the effective date of this Agreementexisting franchise agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the thisRSecEtioCn 3,EtheIVED City agrees that to the extent it desires to pass or amend an ordinance or regulation which could which6/c1o2u/l2d017 COMMIS2 SION OF KENTUCKY have the effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.;

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty (20) years with bills rendered from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it desires to pass or amend an ordinance or regulation which could have the effect of substantially substantiaRlly (iEi) altering, aClterEing,IVED amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to ab8il/i3ty0/t2o017 PUBLIC S2ERVICE COMMISSION perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.or

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years (20) from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through tlU'ough to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service PublicTASReIrFvFicBeRANCH Commission. Without diminishing the Company's rights under this Section 3, the City agrees thRe CEityCagrEeesIVED that to the extent it desires to pass or amend an ordinance or regulation which could have the ha2v/e19th/2e016 PUBLIC SERVICE COMMISSION Revised 8/15/20 I 3 OF KEN2TUCKY effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth f01ih in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (aif(a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (bbreach;(b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iiior(iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without TWARiItFhFoBuRt ANCH diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRtheEexCtenEt itIVED desires to pass or amend an ordinance or regulation which could have the effect of substantially substa5nt/i8a/l2ly014 PUBLIC SERVICE COMMISSION Revised 8/15/2013 OF KENTUCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date elate of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it tRhe eExteCnt Eit IVED desires to pass or amend an ordinance or regulation which could have the effect of substantially substanti6a/l1ly/2015 Revised 8/15/2013 COMM2 ISSION OF KENTUCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty thitiy (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without TAWRIiFtFhoBuRtANCH diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRthEe eCxteEnt iItVED desires to pass or amend an ordinance or regulation which could have the effect of substantially subst7a/n2ti8a/l2ly014 Revised 8/15/2013 COMMISSION OF KENT2UCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years (20) from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (aif(a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30thirty(30) days of the Company's notice to the City of such breach; (bbreach;(b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (cor(c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (iof(i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's CToAmRpIFaFnByR'sANCH rights under this Section 3, the City agrees that to the extent it desires to pass or amend an ordinance amenRd aEn orCdinEancIeVED PUBLIC SERVICE COMMIS2SION OF KENTUCKY or regulation which could have the effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty (20) years from with bills rendered July10, 2017 and after upon expiration of the effective date of this Agreementexisting franchise agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the thisRSeEctioCn 3,EtheIVED City agrees that to the extent it desires to pass or amend an ordinance or regulation which could which6/c2o8u/l2d017 have the effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.;

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without TWARiItFhFoBuRt ANCH diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRtheEexCtenEt itIVED desires to pass or amend an ordinance or regulation which could have the effect of substantially Revised 3/20/2012 OF KENT2 UCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth f011h in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules mles or orders issued by the Kentucky Public Service Commission. Without TAWRiIFthFoBuRt ANCH diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRthEe eCxtenEt iIt VED desires to pass or amend an ordinance or regulation which could have the effect of substantially Revised 8/15/2013 OF KENT2UCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties patties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue xxxxxxxx for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 I 0 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or TARIFF BRANCH regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRtheEexCtenEt itIVED desires to pass or amend an ordinance or regulation which could have the effect of substantially substa2n/t1ia0ll/y2014 Revised 3/20/2012 COMMI2SSION OF KENTUCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth fotih in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (bbreach;(b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iiior(iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without TWARitIFhFouBtRANCH diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRtheEexCtenEt itIVED desires to pass or amend an ordinance or regulation which could Revised 8/15/20 13 4/7/2015 have the effect of substantially PUBLIC SERVICE COMMISSION OF KENT2 UCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5S) days' written notice if (aif(a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (bbreach;(b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (iof(i) substantially altering, amending or adding to the terms of this Agreement, (iiAgreement,(ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iiior(iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without TWARitIhFoFuBtRANCH diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRtheEexCtenEt itIVED desires to pass or amend an ordinance or regulation which could have the effect of substantially Revised 8/15/20I 3 OF KEN2TUCKY (i) altering, amending, or adding to the terms of this Agreement; (iiAgreement;(ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty (20) years from with bills rendered May 12, 2017 and after upon expiration of the effective date of this Agreementexisting franchise agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3RSecEtionC3, the EtheIVED City agrees that to the extent it desires to pass or amend an ordinance or regulation which could which3c/1o4u/l2d017 COMMI2SSION OF KENTUCKY have the effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.;

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years (20) from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through tlu·ough to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service PublicTASReIFrvFicBeRANCH Commission. Without diminishing the Company's rights under this Section 3, the City agrees thRe CEityCagrEeesIVED that to the extent it desires to pass or amend an ordinance or regulation which could have the Revised 3/14/16 OF KENT2UCKY effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its ·obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the .the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the ·terms of this Agreement, (ii) substantially impairing the Company's ability to perform perf01m its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without TWARiItFhFoButRANCH diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRtheEexCtenEt itIVED desires to pass or amend an ordinance or regulation which could have the effect of substantially substa9n/t1ia9l/l2y014 PUBLIC SERVICE COMMISSION Revised 8/15/2013 OF KENTUCKY the Company's (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform perfom1 its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30thirty(30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRthEe eCxtenEt itIVED desires to pass or amend an ordinance or regulation which could have the effect of substantially subst1a0n/t1ia6ll/y2015 Revised 8/15/2013 COMMIS2 SION OF KENTUCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable feesTApRayIFaFbBleRANCH by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or RordEinaCnceEorIVED regulation which, in the Company's sole discretion, would have the effect of (i) substantially Revised 8/15/2013 OF KENT2 UCKY altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it desires to pass or amend an ordinance or regulation which could have the effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice noti�e if (a6i) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it desires to pass or amend an ordinance or regulation which could have the effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's tRhe CEomCpaEny'Is VED ability to perform its obligations under the Franchise in an efficient, unencumbered and unencumber8ed/11a/n2d015 profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or Rthe EextCentEit IVED substan1ti/a3l1ly/2014 PUBLIC SERVICE COMM2ISSION OF KENTUCKY regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it desires to pass or amend an ordinance or regulation which could have the effect of substantially Revised 3/20/2012 (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty thilty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through tln·ough to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without TWARitIFhFouBBtRANCH diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRtheEexCtenEt itIVED desires to pass or amend an ordinance or regulation which could have the effect of substantially substan55t//i99al//l22y014 Revised 8/15/2013 COMMISSION OF KEN2TUCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty oftwenty years (20) from and after the effective date elate of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty thi1ty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise tfranchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service CommissionPublicTASReIrFvFicBeRANCH Conunission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it desires to pass or amend an ordinance or regulation which could thRe CEityCagrEeesIVED have the PUBLIC SERVICE COMMISSION Revised 8/15/2013 OF KEN2TUCKY effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service CommissionConunission, that it will first discuss such proposed ordinance or regulation with the Company and the parties pmiies shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty ten years (I 0) from and after the effective date of this ofthis Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it toRthEe eCxtenEt itIVED desires to pass or amend an ordinance or regulation which could have the effect of substantially substa2n/1ti9al/l2y016 Revised 8/15/20 13 COMMIS2SION OF KENTUCKY (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service CommissionConu11ission, that it will first discuss such proposed ordinance or regulation with the Company and the parties patties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty years from and after the effective date of this Agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement TARIFF BRANCH tRhe EexteCnt Eit IVED substant5ia/l7ly/2014 PUBLIC SERVICE COMM2 ISSION upon five (5) days' written notice if (a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iiior(iii) preventing the Company from fi·om complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it desires to pass or amend an ordinance or regulation which could have the effect of substantially Revised 3/20/2012 (i) altering, amending, or adding to the terms of this Agreement; (ii) impairing the Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.

Term of Termination. The Franchise shall be non-exclusive and shall continue for a period of twenty ten (10) years from and with the first billing cycle on or after the effective date expiration of this Agreementthe existing franchise agreement, as set forth in Section 5. The Company may, at its option, terminate the Franchise and this Agreement upon five (5) days' written notice if (aif(a) the City breaches any PUBLIC SERVICE COMMISSION OF KENTUCKY of its obligations hereunder and such breach is not cured within thirty (30) days of the Company's notice to the City of such breach; (b) the Company is not permitted to pass through to affected customers all fees payable by it under Sections 9 and 10 herein; or (cor(c) the City creates or amends any ordinance or regulation which, in the Company's sole discretion, would have the effect of (iof(i) substantially altering, amending or adding to the terms of this Agreement, (ii) substantially impairing the Company's ability to perform perfonn its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with RECEIVED applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission. Without diminishing the Company's rights under this Section 3, the City agrees that to the extent it desires to pass or amend an ordinance or regulation which could have the effect of substantially (i) altering, amending, or adding to the terms of this Agreement; (iiAgreement;(ii) impairing the PUBLIC SERVICE COMM2 ISSION OF KENTUCKY Company's ability to perform its obligations under the Franchise in an efficient, unencumbered and profitable way; or (iii) preventing the Company from complying with applicable statutes or regulations, rules or orders issued by the Kentucky Public Service Commission, that it will first discuss such proposed ordinance or regulation with the Company and the parties shall negotiate in good faith regarding the same.