PACIFIC GAS AND ELECTRIC - UTILITY AGREEMENT

Utility Agreement No. 788.7 IV. PAYMENT FOR WORK The OWNER shall pay its proportional share of the actual cost of the herein described work within 90 days after receipt of CITY's itemized bill in quintuplicate, signed by a responsible official of CITY's organization, compiled on the basis of the actual cost and expense incurred and charged. At the election of the CITY, progress bills for costs incurred may be submitted not to exceed CITY recorded costs as of a specific date less estimated credits applicable to completed work where the recorded costs are sufficient to warrant such billing. The final billing shall be in the form of statement of the total costs charged to the project, less the credits provided for in the agreement, and less any amounts covered by progress billings. Detailed records from which the billing is compiled shall be retained by the CITY for a period of four years from the date of final bill and will be available for verification by OWNER, State, and Federal auditors. V. GENERAL CONDITIONS All costs accrued by CITY as a result of OWNER's request to prospect, review, study, design, and/or prepare plans, specifications and estimates for the project associated with this Agreement may be billed pursuant to the terms and conditions of this Agreement. Upon payment to CITY, title to the telephone conduits shall vest in OWNER. CITY will pass to OWNER all warranties obtained from its contractors or suppliers for all work and materials furnished inder this Agreement. If CITY's project which precipitated this Agreement is canceled or modified so as to eliminate the feasibility work by CITY, CITY shall notify OWNER in writing and OWNER reserves the right to terminate this Agreement by Amendment. The Amendment shall provide mutually acceptable terms and conditions for terminating the Agreement. CITY shall submit a Notice of Completion to the OWNER upon completion of the work described herein.