Additions to Council March 5/07
ADDITIONS TO COUNCIL. MONDAY. MARCH 5. 2007
COUNCIL
1. Bio on Eclipse Singing Group
PLANNING MATTERS
1. Re: PD-2007-13 (9268 Lundy's Lane) - Request from applicant for deferral.
CLEAN YARD BY-LAW
1. Comment and deputation request from the Terriaca's.
COMMUNICA TIONS
1. Downtown Board of Management - Candlelight Stroll - Street Closure
BY-LAWS
1. 2007 -54 - A by-law to authorize the execution of an Agreement with the Canadian National
Railway Company and The Regional Municipality of Niagara respecting an Agreement with
the Canadian National Railway Company to construct a sidewalk at grade across the right-of-
way and track of the Canadian National Railway Company.
2. 2007 -55 -A by-law to authorize the execution of an Agreement with Cogeco Cable Canada
Inc. respecting the usage of the recordings created by Cogeco Cable Canada Inc. for the
purposes of webcasting Council Meeting coverage.
3. 2007-56 -A by-law to amend By-law No. 2000-97, being a by-law to transfer the employees,
assets, liabilities, rights and obligations of the Niagara Falls Hydro Electric Commission and
of the Corporation of the City of Niagara Falls in respect of the generation, transmission,
distribution and retailing of electricity to a corporation and its subsidiary corporations to be
incorporated under the Business Corporations Act (Ontario.) pursuant to Section 142 of the
Electricity Act, 1998 (Ontario), and to authorize the execution of the City of Niagara Falls
Shareholder Declaration concerning Niagara Falls Hydro Holding Corporation.
Mayor's Comments
Council Meeting - March 5, 2007
Singing of the National Anthem
Westlane Secondary School Ensemble - "Eclipse"
Eclipse is a small auditioned female vocal ensemble from Westlane Secondary
School. They have performed previously at the Mayor's inauguration, the Volunteer
Recognition Evening, and for the Liberal Party and the Premier. They rehearse twice
per week and compete yearly in the Port Colborne Festival of the Arts - winning 1st
place every year.
The group, under the direction of Linda Bover, consists of
Brittany Porter - 14
Sarah Hardy - 16
Samantha Olson - 17
Angela Crane - 16
Michelle Breski - 17
Allison Crane -17
Alexis Radojcic - 16
Stephanie Farmer - 15 Jennifer Farmer - 18
The singing of the National Anthem at Council is co-ordinated by the Arts &
Culture Committee.
From:
To:
Date:
Subject:
Andrew Bryce
Dean lorfida
3/1/2007 4:04:32 PM
Fwd: cottage dwelling rezoning 9268 Lundy's Lane
Dean, attached is a request from Mr. Ken Moore to defer the public meeting on his item (File AM-
43/2006), which was scheduled to be heard on March 5. Please let me know if you need anything further
on this.
Sincerely, Andrew Bryce
>>> KenDebAdam Moore <algarlibbymoore@yahoo.com> 3/1/2007 3:53 PM >>>
Attn: Andrew Bryce City of Niagara Falls
Please cancel the rezoning meeting for March 5,2007 ...1 am away and out of the country and my return
has been delayed until after March 5, 2007. I will call you after March 24, 2007 to reschedule. Please
notify Dean lorfida to have him change Monday's agenda. I have notified Brian Sinclair and he is aware of
the change. If you need need a letter from him please call his office at 905 3567755 or Toni Golfi at 905
3585846 or 905 3284096
Thank-you in advance for your assistance.
Respectfully submitted
Ken Moore
p.s. My e-mail isalgarlibbymoore@yahoo.com
Get your own web address.
Have a HUGE year through Yahoo! Small Business.
cc:
Darbyson, Doug; Mech, Ken
From:
To:
Date:
Subject:
"drino terriaca" <drino@sympatico.ca>
<diorfida@niagarafalls.ca>
3/1/2007 4:34:35 PM
Proposed Maintaining Land/Clean and Clear Condition By-law
Hello Mr. lorfida, My Name is Alesandrino Terriaca. I reside at 2945 St.
Patrick Ave. Niagara Falls ON. I have read a copy of the proposed draft
by-law, which is to replace the current one, No. 96-32. I am in favor of
the new by-law to maintain land in a clean and clear condition.
Thank you, Alesandrino Terriaca
From:
To:
Date:
Subject:
Laura Maccarl <LauraMaccarl@niagarafallshydro.on.ca>
<DIORFI DA@NIAGARAFALLS.CA>
3/1/2007 12:23:14 PM
RE: LAW CLEAN & CLEAR CONDITION BY-LAW
ATTENTION: DEAN IORFIDA - CITY CLERK
I would like to appear as a deputation before city council regarding the "clean & clear condition by-Iaw"
March 5, 2007. I would like to touch upon the fact that this amendment will help clear up an ongoing
problem in ours, and many r neighborhoods.
Sincerely
Syliva & Tony T erriaca
6639 Stamford Green Dr
Niagara Falls ON
L2J 1 T9
From:
To:
Date:
Subject:
"Downtown Board of Management" <bia@niagarafallsdowntown.com>
"Dean lorfida" <diorfida@city.niagarafalls.on.ca>
2/28/2007 2:28: 16 PM
Candlelight Stroll--street closure
Hi Dean:
Some background to the Board's January 23-07 letter.
In October of 2005 Sue Forcier announced that the City of Niagara Falls was entering in the Communities
in Bloom WinterLights Competition and that the City was partnering with the WFOL (administrative) and
asking for BIA support (copy of email below). In 2005 the City of Niagara Fails received the silver award in
this national competition.
In late August 2006, the WFOL approached the Downtown BIA (myself at a meeting) to include a
Candlelight Stroll to the WinterLights Competition--the Board (at a regular meeting) agreed that they
really liked the concept (costs were unknown, however expected to be small--the WFOL indicated that
they would take care of closing Queen Street). The WFOL paid for the street closure (arranged through
Sue Wheeler, I think) $491.12 and then asked that the Downtown BIA re-imburse them for the cost (as I
now understand through the WFOL and yourself that they cannot "freely" close a street), however the
Board felt (and still feels )that community-involvement events such as the Candlelight Stroll with all
proceeds to Project Share that the City's involvement should include any street closure fees. In 2006 the
City of Niagara Falls placed 1 st in the Over 50,000 category with special recognition for Dynamic
Collaboration of all Sectors of the Community and it is my understanding that the City has granted
permission to enter the Winners Circle Competition.
I trust this sheds some light as to the waive/re-imbursement of the WFOL for the December 9-06 street
closure expense and why the Board feels that the City should waive street closure fees for such events
(City initiated and we won!!)
Thank you
Dorothy Duncan, Administrator
Downtown Board of Management
4400 Queen Street, Unit #6
905-354-0606
email from Sue Forcier--sent October 5,2005
Good Morning Dorothy & Sue:
The City of Niagara Falls is entering in the Communities in Bloom National Winterlights Competition. We
are partnering with the Winterfestival of Lights for this endeavour as they will be taking part in the
administrative aspect; however, the City of Niagara Falls will be taking the lead role on this venture. We
are asking that other Community Partners come on board. The BIA's playa major role in in this
Community along with their long standing community support of the Winter Festival of Lights, thus, your
presence on this Committee would be beneficial.
Other partners included are Cogeco, Winter Festival of Lights, Chamber of Commerce, Niagara Falls
Hydro, City of Niagara Falls, Lundy's Lane BIA, Niagara Parks Commission and The Park in the City.
Our first meeting will be Wednesday, October 5, 2005 at 2:30 pm at the MacBain Community Centre and
our hope is that the BIA will join our Committee as our City embarks on this National Competition.
WinterLights Celebrations is a national competition encouraging municipalities, large and small throughout
Canada, to celebrate light with decorative, cultural and spiritual programs, with the objective of creating
attractions for tourism from within Canada and abroad.
Star Rating grading system is similar to the Bloom Rating used in the Communities in Bloom program
which the City of Niagara Falls will be entering in 2007.
Thank you for your consideration with this request and I look forward to working with you on this
opportunity to showcase Niagara nationally.
Kind Regards,
Sue Forcier
Community Development Coordinator
City of Niagara Falls
Tel: 905-356-7521 ext.3336
Fax: 905-356-7404
E-mail: sforcier@niagarafalls.ca
CITY OF NIAGARA FALLS
By-law No. 2007 -
A by-law to authorize the execution of an Agreement with the Canadian National Railway Company
and The Regional Municipality of Niagara respecting an Agreement with the Canadian National
Railway Company to construct a sidewalk at grade across the right-of-way and track of the Canadian
National Railway Company.
THE COUNCIL OF THE CORPORATION OF THE CITY OF NIAGARA FALLS ENACTS
AS FOLLOWS:
1. An Agreement dated the 5th day of March, 2007, and made between the Canadian National
Railway Company as Railway, The Regional Municipality of Niagara as Road Authority, and
The Corporation of the City of Niagara Falls as City, respecting an agreement with the
Canadian National Railway Company to construct a sidewalk at grade across the right-of-
way and track of the Canadian National Railway Company, as attached hereto, is hereby
approved and authorized.
2. The Mayor and Clerk are hereby authorized to execute the said Agreement.
3. The Clerk is hereby authorized to affix the corporate seal thereto and to deliver the said
Agreement.
Passed this 5th day of March, 2007.
DEAN IORFIDA, CITY CLERK
R. T. (TED) SALCI, MAYOR
First Reading:
Second Reading:
Third Reading:
March 5, 2007
March 5, 2007
March 5, 2007
STANDARD CROSSING RECONSTRUCTION AGREEMENT
THIS AGREEMENT effective as of the
SEVEN.
day of
, TWO THOUSAND AND
BETWEEN:
CANADIAN NATIONAL RAILWAY COMPANY
(hereinafter called the "Railway")
- and -
THE REGIONAL MUNICIPALTIY OF NIAGARA
in the Province of Ontario
(hereinafter called the "Road Authority")
and-
THE CORPORATION OF THE CITY OF NIAGARA FALLS
in the Region of Niagara
and Province of Ontario
(hereinafter called the" City")
WHEREAS Order No. 101547 of the Board of Transport Commissioners for Canada, dated the 20th day
of June, 1960, ordered the Township of Stamford to widen Highway No.8 (hereinafter the "highway"),
which included the construction of a sidewalk to the north of Highway No.8, where it crosses at grade
the right-of-way and track of the Railway at mileage 1.21 on the Welland Subdivision, (hereinafter the
"crossing") in the Township of Stamford, in the Province of Ontario;
AND WHEREAS the jurisdiction for Highway No.8, now known as Regional Road 57 (Thorold Stone
Road), has been transferred to The Regional Municipality of Niagara;
AND WHEREAS the Railway reference of the crossing has been changed from mileage 1.21 on the
WeIland Subdivision, to mileage 30.41 on the Stamford Subdivision;
AND WHEREAS it is the City's intent to reconstruct the crossing, by constructing a sidewalk at grade
across the right-of-way and track of the Railway at mileage 30.41 on the Stamford Subdivision, and to
the south of the highway, in the City of Niagara Falls, in the Province of Ontario, as shown on Plan No.
CC-4450, Rev. 3, dated 08/10/01, or any subsequent version approved by the Railway (hereinafter the
Plan), attached hereto as Appendix I and forming part hereof;
AND WHEREAS the Road Authority is the senior party at this location;
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W:!J.A\'<\WI1'<'V'ORD,Git,vanna'Appr<"'ol.. 10 Fcnnl.10AI Stamford..Regional R;.>ad S7 _Recnn.tructinn.d,lC
NOW THEREFORE TIllS AGREEMENT WITNESSES THAT, in consideration of the mutual covenants
and agreements herein and subject to the terms and conditions set out in this Agreement, the parties
agree as follows:
1. The City will ensure that the plans for the crossing and any subsequent revisions are submitted to
and approved by the Railway prior to the commencement of construction.
2. The City will carry out the work as shown on the Plan, and in accordance with Railway
requirements respecting safe railway operations. Prior to the commencement of construction, the
City will sign the Railway's Right of Entry Form, on its behalf and on behalf of its agents, as it
pertains to the construction (attached hereto as Appendix II and forming part hereof).
3. The parties are required to fulfill their respective obligations under the Railway Safety Act. For the
purposes of the Railway Safety Act, the City is considered to be the proposing party (hereinafter the
/I proponent").
4. The physical work associated with the construction and maintenance of the approaches to the
south sidewalk of the crossing (hereinafter the ({south sidewalk") shall be the responsibility of the
City at its sole cost.
5. The physical work associated with the maintenance of the approaches to the north sidewalk of the
crossing (hereinafter the "north sidewalk") shall be the responsibility of the City at its sole cost.
6. The physical work associated with the mamtenance of the approaches to the crossing, not including
the north sidewalk and the south sidewalk, shall be the responsibility of the Road Authority at its
sole cost.
7. The physical work associated with the construction and maintenance of the south sidewalk crossing
surface, as defined in Appendix ITI, shall be the responsibility of the Railway. All costs associated
with the construction and maintenance of the south sidewalk crossing surface shall be paid by the
City. All costs associated with the installation/reconstruction and maintenance of a premium south
sidewalk crossing surface, consisting of Zehratrack panels, will be paid by the City.
8. The physical work associated with the maintenance of the north sidewalk crossing surface, as
defined in Appendix ITI, shall be the responsibility of the Railway. All costs associated with the
maintenance of the north sidewalk crossing surface shall be paid by the City. All costs associated
with the reconstruction and maintenance of a premium north sidewalk crossing surface, consisting
of Hi-rail rubber panels, will be paid by the City.
9. The physical work associated with the maintenance of the crossing surface, not including the north
sidewalk and the south sidewalk, as defined in Appendix III, shall be the responsibility of the
Railway. The cost of maintenance will remain as is currently in effect, that is, 50% paid by the
Railway and 50% paid by the Road Authority. All costs associated with the reconstruction and
maintenance of a premium crossing surface, consisting of Hi-rail rubber panels, will be paid by the
Road Authority.
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Page 2 of 5
W:\L"'\"'\WINWORlJ\CJov~n",,\^pprov.1 a. 1(\ Fornl\311.41 St'Ul1iord _ Regi<",.I Road "i _Rec,mstwc!i<ln.d<>c
10. The cost of relocating or modifying the existing crossing warning system, made necessary by
construction of the south sidewalk, shall be paid by the City. The cost of maintenance of the
existing crossing warning system will remain as is currently in effect, that is, 50% paid by the
Railway and 50% paid by the Road Authority.
11. All initial and on-going sight line clearing is to be in accordance with Transport Canada Crossing
Regulations and RID 10 (or any subsequent amendment thereof). Each party will be responsible
for the physical work associated with the sight line clearing of their own property. The physical
work associated with the sight line clearing of private property shall be the responsibility of the
Road Authority. Costs associated with the sight line clearing of railway property shall be paid by
the Railway. Costs associated with the sight line clearing of Road Authority property shall be paid
by the Road Authority. Costs associated with the sight line clearing of private property shall be
paid by the Road Authority.
12. The Railway shall prepare all accounts for work performed by the Railway using rates as stipulated
in the latest Guide to Railway Charges for Crossing Maintenance and Construction as issued by the
Canadian Transportation Agency. In the event that the Canadian Transportation Agency should
discontinue publishing same, the accounts shall be based the Railway's costs including overheads.
13. Should there be a requirement for a new or improved crossing warning system beyond what is
currently in place, at any time during the continuance of this Agreement, the terms associated with
its installation and future maintenance will be agreed to by all parties in a separate agreement.
14. If at any time during the continuance of this Agreement any party wishes to widen, relocate, make
more narrow, or otherwise upgrade the crossing (the lIreconstructionn), the terms associated with
the reconstruction will be agreed to by all parties in a separate agreement.
15. This Agreement shall be governed by and construed in accordance with the laws of the Province of
Ontario and all applicable federal laws and regulations.
16. This Agreement is not assignable without the prior written consent of all parties which consent will
not be unreasonably withheld. Notwithstanding the above, in the event of the transfer of its line
for continued operations, the Railway will have the right to assign this Agreement to any
subsequent owner. The Road Authority will also have the right to assign responsibility for the
highway to another road authority on condition that the highway maintains its public status. The
City will also have the right to assign responsibility for the north sidewalk and the south sidewalk
to another party on condition that the north sidewalk and the south sidewalk maintain their public
status.
17. This Agreement shall become effective on the date appearing on page 1 of this Agreement and shall
continue until either the Railway discontinues its operations, or the Road Authority closes the
highway, and the City closes the north sidewalk and the south sidewalk, at this location, or upon
the written consent of all parties.
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W:\LA \",\W1NWOR!),GKwann.\Arpr<l\'.I.~ 10 /'orm\.10.41 SWll(ord_Il..j\i<lMI R<",d 57 _Reconsl,uction.dl'lC
18. Upon termination of this Agreement, the City shall be responsible for all future costs associated
with the existence of the north sidewalk and the south sidewalk, including the cost of maintaining
the north sidewalk and the south sidewalk, or dismantling the north sidewalk and the south
sidewalk and restoring the Railway and Road Authority property to its original or mutually agreed
upon condition.
19. With the exception of clause 18, upon termination of this Agreement, the Road Authority shall be
responsible for all future costs associated with the existence of the crossing, including the cost of
maintaining the crossing or dismantling the crossing and restoring the Railway and Road Authority
property to its original or mutually agreed upon condition.
20. Notwithstanding the termination of this Agreement, the obligations of the City and the Road
Authority as to clauses 18 and 19 set forth in this Agreement shall survive any such termination and
shall remain in force until discharged.
21. Upon execution, the Railway may file this Agreement with the Canadian Transportation Agency.
22. Subject to clause 21, this Agreement is confidential and the Agreement or any of its terms and
conditions shall not be disclosed to any other party, person or association except and to the extent
as may be required by law or upon the prior written consent of all parties hereto.
23. If any party fails, at any time, to fulfill its obligations provided in the present Agreement, the other
parties, at their option, may upon reasonable notice, undertake the necessary measures to ensure
safety, at the risk and expense of the responsible party as defined in clauses 4,5,6, 7, 8,9,10, and 11.
24. Any dispute relating to the wording and interpretation of the clauses in this Agreement will be
resolved in accordance with the arbitration act of the province in which the crossing is located.
25. The preamble to this Agreement forms an integral part of the Agreement.
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L.~ WITNESS WHEREOF, the parties have caused the Agreement to be executed by their respective
representatives hereunto duly authorized, as they declare, as of the date first above written.
CANADIAN NATIONAL RAILWAY COMPANY
APPROVED
AS TO FORM
17 .~
1 I f.
b U ~
(Signature)
(Title)
(Witness)
(Da te)
THE REGIONAL MUNICIPALITY OF NIAGARA
(Signature)
(Title)
(Witness)
(Date)
THE CORPORATION OF THE CITY OF NIAGARA FALLS
(Signature)
(Title)
(Witness)
(Date)
Page 5 of 5
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MIlE 30.41 STAMFORD SUBOMSION
Appendix II
RIGHT OF ENTRY FORM FOR CONTRAGORS
General Conditions
1. "Railroad" refers to Canadian National Railway Company or
such of its affiliates or associates (within the meaning ascribed to
those terms under the Canada Business Corporations Act) to
whose property this Authorization and Consent relates.
2. This Agreement is entered into as of this [date]
between Railroad, having its registered
office at 935 de la Gauchetiere West, Montreal, Quebec, H3B
2M9, and the Corporation of the City of Niagara Falls
("Company't), having a place of business at 4310 Queen Street,
P.O. Box 1023, Niagara Falls, ON, l2E 6X5.
3. The Railroad, solely to the extent af its right, title and interest,
without any warranty, expressed or implied, at law, under
contract or otherwise, hereby grants to Company and its
authorized employees, servants, agents or contractors,
Authorization and Consent to enter upon the property
described under Exhibit "A" hereto (the "Railroad property") for
the sole purpose described under Exhibit itA" hereto.
4. This Authorization and Consent shall terminate forthwith upon
expiration of the term noted in Exhibit "A" hereto, it being
understood that Railroad shall have entire discretion to revoke
this Authorization and Consent at any time prior to the
expiration of the term, upon notice to that effect to the
Company, which notice shall be effective forthwith upon receipt
by the Company or at such later date indicated by Railroad in
the aforesaid notice.
5. The Railroad grants this consent subject to the understanding
that Company and its authorized employees, servants, agents or
contractors who enter upon Railroad property will:
5.1. See that any activities conducted on said Railroad property
are done in a good workmanlike manner, in compliance
with applicable laws, statutes, regulations, policies,
directives, orders, approvals and other legal requirements
and in such manner and at such time as not to obstruct
or interfere with Railroad's operation, trains or the
functioning of its signal and communications systems or
any fiber optic cable system or unduly delay the safe
passage of Railroad's trains;
5.2. Observe, abide by and comply with any and all guidelines,
directives and policies adopted from time to time by
Railroad including, without limitation (i) Railroad's drug
and alcohol policy; and (ii) Safety and Related
Requirements and Instructions for Work on Railway Right-
of-Way ("CN Right-af-Way") by Non-CN Personnel; and
5.3. Return said Railroad property to the same condition,
reasonable wear and tear excepted, as existed prior to
such work. failing which Railroad, after providing written
notice to Company, and allowing Company a reasonable
amount of time to return the Railroad property to the
same condition, may do so at Company's sole cost and
expense.
5.4. Take due precautions against injury and damage to
persons or property located upon said Railroad property.
6. Railroad shall have the right to restrict Company's activity on
Railroad's property in any way that Railroad may deem
necessary from time to time to assure normal railroad
operations or for safety reasons and, after consultation with
Company, shall also have the right to require Company, its
authorized em ployees, servants, agents or contractors to
comply with Railroad's instructions and take any safety
precautions that Railroad may reasonably deem necessary from
time to time. No work shall be performed or equipment
located within thirty (30) feet of the centerline of the nearest
railroad track without flagging protection being provided by
Railroad, at the Company's expense. (exemptions may apply as
authorized by system safety dept). Said work must be arranged
no less than thirty (30) business days in advance of starting
work.
Indemnity
7. Company agrees to indemnify and save harmless Railroad, its
affiliates and associates (within the meaning ascribed to those
terms under the Canada business Corporations Act)and their
employees, servants, and agents (collectively the "Indemnitee")
from and against claims, demands, suits, judgments, actions,
liens and other encumbrances, settlements, liability, costs and
expenses (including, without limitation, court costs, experts' fees
and attorneys' fees) when the injury, death, damage, loss or
destruction is caused by the breach of contract or warranty,
violation of statute, intentional misconduct or negligent act or
omission of the Company, its employees, agents, contractors or
subcontractors or when such act or omission is the kind for
which one is made strictly liable, whether such claim arises in
equity, at common law, or by statute, or under the law of
contracts, torts (including without limitationt negligence and
strict liability without regard to fault) or property of every kind
or character (including Railroad property) (ItClaims") and
including, without limitation, Claims for personal injury or
bodily injury to or death of any person, emotional distress, real
and personal property damage and including derivative,
consequential, indirect damages and economic 10SSt and also
including, without limitation, Claims arising in favor of or
brought by any of Company's employees. agents, contractors or
representatives, or by any governmental agency or any other
third party. Company shall not, however, be responsible for any
such Claims to the extent it is solely caused by the gross
negligence or wilful misconduct of the Indemnitee.
Insurance
(Required when Company accesses the property with equipment,
including vehicles)
8. Company, its contractors or any subcontractors, shall each
provide and keep in force and effect throughout the term of
this Authorization and Consent:
8.1. Commercial General Liability insurance in an amount of
no less than ten million dollars ($10,000,000), or such
other amounts as Railroad may reasonably require from
time to time, combined single limit for bodily/personal
injury including death and/or damage to or destruction of
property (including loss of use) caused by an accident or
an occurrence and also including contingent employers
liability, products and completed operations coverage,
non-owned automobile liability and contractual liability
endorsement specifically granting coverage for all liability
assumed under this agreement. This insurance shall name
Railroad as additional insured and shall contain cross
liability clause and shall specifically include liability for
operations within or around railroads and railway tracks;
8.2. Automobile Liability insurance on all licensed vehicles
owned by, hired, leased to or on behalf of the Company
in an amount no less than five million dollars
($5,000,000) per occurrence; and
8.3. If available in the jurisdiction covered by this Agreement
Worker's Compensation insurance in amounts not less
than the statutory limits and Employer's Liability in an
amount no less than five million dollars ($5,000,000).
8.4. Company, it's contractors or sub-contractors will not
enter Railroad property without having obtained a
certificate certifying that it has obtained all of the
insurance coverage required hereunder. The Railroad may
at any time require the Company to furnish said certificate
and failure to so may result in removal from Railroad
property, cancellation of agreement and other
consequences including without limiting damages or
consequential losses resulting from the non-completion of
the work, as Railroad may determine. Said insurance shall
state that no material changes will be made to the
policies unless Railroad is given a prior written notice of
thirty (30) days before such change or cancellation. Any
insurance coverage required under the terms and
conditions of this contract shall in no manner restrict or
limit the liabilities assumed by Company nor shall they
release Company from any of its obligations under this
contract.
9. Company shall not have the right to transfer and/or assign this
Authorization and Consent or any of its rights hereunder
without Railroad's prior written consent, which consent
Railroad shall have entire discretion to withhold or delay.
10. This Authorization and Consent shall be governed by the laws
of the jurisdiction where Railroad property accessed under the
authority hereof is located, as noted under Exhibit "A" hereto.
The parties have executed this Agreement this
, 2007.
day of _
RAI LROAD
{Signature)
Print Name:
Title:
COMPANY
(Signature)
Print Name:
Title:
Exhibit A
Right of Entry Form For Contractors
Railroad
pro perty:
Umited Access
Purpose:
Mile 30.41 Stamford Subdivision
for the limited purpose of constructing a
sidewalk on the south side of Thorold Stone
Road.
Equipment Yes f2J Note: If access to the property
Involved involves equipment, including
(including vehicles, Company must provide
vehicles): and keep in force and effect
throughout the term of this
Authorization and Consent, the
insurance set forth under Section
8 hereof.
No 0
Term:
Railroad
Representative:
[name &
address]
Company
Representative:
[name &
address]
A term of [number of
dayS/months/years], ~eginning on
[commencement date]
and terminating on [termination date]
, unless sooner
terminated as provided hereunder.
Appendix III
Crossing Surface
Not to be 'less than. 8m wide
- l
."~' ~
'" n 1
.~ l } ~ ;
,
i !!:t.'~ f">! In
~ ',~
,'. ~j ~~. "
:- ;8 ~
<~
'"
1~ ,~
it .~ ~ '
~. ~: ~,
~ m It
'f ;: ';' :~
I , ". ~
;~ .~
~~ .\f
~ 1
;~~ 'i
~ :i.~ 5 (~ 1
~, :~, 1 ,~ l U
'IU ~ ~ ~
...s T".
I I Travelled Wldlh of HIghway
---I J r No Shoulders
O.5m ./
: ~ ]..
.~ '~
~~,
Ie O.5m
Crossing Surface
Not to be less thM am wide:
Travelled Width of Highway
VVtth Shoulders
'j I
~r .' Shoulder
--+1 ..'
"'~
, ~ O.Sm
"crossing" means any railway crossing of a highway at grade or any highway crossing of a railway at grade,
but does not include highway or railway approaches to a crossing surface;
"crossing surfacefl means the planking, pavement or other suitable material placed between the rails and to
the ends of the ties for the full width as illustrated above and specified below:
Crossing surface requirements:
When a crossing other than a pedestrian crossing is constructedr the crossing surface shall be in accordance
with the diagrams set out in Schedule 1 and shall have a width of
(a) 8 m. or
(b) the width of the highway and shoulders plus .5 m on each side of the highway and shoulders as
measured at the approaches to the crossing, whichever is the greater.
Note: These distances shall be measured at right angles to the centre line of the highway.
CITY OF NIAGARA FALLS
By-law No. 2007 -
A by-law to authorize the execution of an Agreement with Cogeco Cable Canada Inc. respecting the
usage of the recordings created by Cogeco Cable Canada Inc. for the purposes of webcasting Council
Meeting coverage.
THE COUNCIL OF THE CORPORATION OF THE CITY OF NIAGARA FALLS ENACTS
AS FOLLOWS:
1. An Agreement dated the 5th day of March, 2007, and made between Cogeco Cable Canada
Inc. as Cogeco and The Corporation of the City of Niagara Falls as City, respecting the usage
of the recordings created by Cogeco Cable Canada Inc. for the purposes of web casting
Council Meeting coverage, as attached hereto, is hereby approved and authorized.
2. The Mayor and Clerk are hereby authorized to execute the said Agreement.
3. The Clerk is hereby authorized to affix the corporate seal thereto and to deliver the said
Agreement.
Passed this 5th day of March, 2007.
DEAN IORFIDA, CITY CLERK
R. T. (TED) SALCI, MAYOR
First Reading:
Second Reading:
Third Reading:
March 5, 2007
March 5, 2007
March 5, 2007
1~[\"r"r..l:rr-\
\~ IJI\".;V,-, _ \".;V
COG E C 0 CAB LEI N C.
AGREEMENT REGARDING ACCESS TO TVCOGECO PROGRAMMING MATERIAL
An agreement between the City of Niagara Falls and Cogeco Cable Canada Inc.
(referred to as Cogeco).
Purpose: The Corporation of the City of Niagara Falls (the "City")has requested the
usage of the recordings created by Cogeco Cable Inc. to record the meetings of the
Council of the City of Niagara Falls; (the "recordings");
Requests by Companies, organizations, or governments for access to/and use of
programming material produced and televised by Cogeco for secondary purposes of the
requesting party could result in a heightened liability for Cogeco.
Cogeco and the City therefore agree as follows:
The City requests usage of recordings for the purpose of webcasting council meeting
coverage for a term of one year.
Cogeco grants the City the right to use the recordings for the purpose of webcasting
subject to the terms of this agreement.
The City will not make the Council meeting available for webcast until the next regular
council meeting takes place.
The City agrees that the use of the recordings will be at its sole risk and cost.
The City agrees that it will require posting of notices at each and every council meeting
indicating that the proceedings are being broadcast and will be available on the internet
through YourNiagara.ca Portal.
The City undertakes that the recordings provided by Cogeco will not be altered, deleted,
edited, etc.; Furthermore, the recordings will not be redistributed for any other purpose
and controls will be in place to ensure that it is not copied by internet viewers. If, for
unspecified reasons, Cogeco edits the recording, Cogeco will notify to the City of
Niagara Falls prior to the rebroadcast the following morning. The City will then recapture
the recording for YourNiagara.ca Portal use. The City agrees that it will post the edited
version of the subject recording and no other version of the subject recording.
The City undertakes that the material will not be used for any commercial purposes, for
financial gain and will not be sold or distributed to any other party.
The City acknowledges that Cogeco Cable Canada Inc. will not be liable for any direct,
indirect, special, etc. damages resulting from the City of Niagara Falls' use of the
recordings.
The City undertakes to protect Cogeco against any claims, losses, recourses, from any
third parties, and from any claims that are solely attributable to the use of the recordings
by the City;
It is represented by the City and COGECO that the following persons are
authorized to enter into the execution of this Agreement.
This agreement is authorized by City of Niagara Falls By-law No.
FOR:
THE CORPORATION OF
THE CITY OF NIAGARA FALLS
Signed:
Name:
Title: Mavor
Date:
Signed:
Name:
Title: Clerk
Date:
CITY OF NIAGARA FALLS
By-law No. 2007-
A by-law to amend By-law No. 2000-97, being a by-law to transfer the employees, assets, liabilities,
rights and obligations of the Niagara Falls Hydro Electric Commission and of the Corporation of the
City of Niagara Falls in respect of the generation, transmission, distribution and retailing of
electricity to a corporation and its subsidiary corporations to be incorporated under the Business
Corporations Act (Ontario.) pursuant to Section 142 of the Electricity Act, 1998(Ontario), and to
authorize the execution of the City of Niagara Falls Shareholder Declaration concerning Niagara
Falls Hydro Holding Corporation.
WHEREAS on January 22,2007 Niagara Falls City Council approved a governance structure for
Niagara Falls Hydro Holding Corporation; and
WHEREAS an amended Shareholder Declaration is necessary to reflect the recent decisions of
Niagara Falls City Council.
THE COUNCIL OF THE CORPORATION OF THE CITY OF NIAGARA FALLS ENACTS
AS FOLLOWS:
1. By-law No. 2000-97 is amended by deleting Appendix "A" and Appendix "A" attached
hereto shall be inserted in lieu thereof.
2. The Shareholder Declaration dated the 5th day of March, 2007 as attached hereto, is hereby
approved and authorized.
3. The Mayor and Clerk are hereby authorized to execute the said Shareholder Declaration.
4. The Clerk is hereby authorized to affix the corporate seal thereto and to deliver the said
Shareholder Declaration.
Passed this 5th day of March, 2007.
DEAN IORFIDA, CITY CLERK
R. T. (TED) SALCI, MAYOR
First Reading:
Second Reading:
Third Reading:
March 5, 2007
March 5, 2007
March 5, 2007
APPENDIX II A"
CITY OF NIAGARA FALLS
SHAREHOLDER DECLARATION CONCERNING
. NIAGARA FALLS HYDRO HOLDING CORPORATION
2
THE CORPORATION OF THE
CITY OF NIAGARA FALLS
SHAREHOLDER DECLARATION CONCERNING
NIAGARA FALLS HYDRO HOLDING CORPORATION
Definitions and Interpretation:
/lAct" means the Energy Competition Act, 1998 (Ontario);
/lBoard" means the board of directors of the Corporation;
"Capital Expenditures" means forecast expenditures on a day to day basis and
expenditures used in the normal course of business for WiresCo;
IIChair" means the chair of the Board;
/lCity Council" means the City Council of the Shareholder;
IICorporation" means Niagara Falls Hydro Holding Corporation incorporated on April 1 ,
2000 pursuant to Section 142 of the Electricity Act, 1998 (Ontario);
IIIMO" means the Independent Electricity Market Operator;
IIlnterim Term" means the term of the first serving Board of Directors for the
Corporation;
3
"Mayor" means the Mayor of the Shareholder;
"Niagara Falls Hydro" means the Niagara Falls Hydro-Electric Commission";
"Nominating Committee" means a committee of the Board established by the Board
for the purpose set out in Subsection 4(2};
"OBCA" means the Business Corporation Act (Ontario);
"OEB" means the Ontario Energy Board;
/lOEB Act" means the Ontario Energy Board Act, 1998 (Ontario);
/lReserves" means funds used in the normal course of operations for day to day
expenditures and funds required to refurbish or replace equipment, buildings, or
infrastructure requirements. It does not mean the development of a reserve fund for
the purpose of acquiring or making investments in other utilities or businesses;
/lRetailCo" means Niagara Falls Hydro Services Inc. which may be engaged in retail
service businesses and other activities as permitted by law and authorized by the
Board from time to time;
"Reserves" means cash reserves kept on hand for day to day operations;
"Shareholder" means the Corporation of the City of Niagara Falls;
"Shareholder Declaration" means this shareholder declaration;
4
IIShareholder Representative" shall have the meaning set out in Section 6;
IISubsidiaries" means the subsidiary corporations (as defined in the OBCA) of the
Corporation including WiresCo and RetailCo;
"Vice-Chair" means the vice-chair of the Board; and
"WiresCo" means Niagara Falls Hydro Inc. engaged in the business of transmitting and
distributing electricity and related permitted activities.
1. Purpose
This Shareholder Declaration outlines the expectations of the Shareholder relating to
the principles of governance and other fundamental principles and policies of the
Corporation and in some cases, the Subsidiaries. Except as provided in Sections 7 and
10, this Shareholder Declaration is not intended to constitute a unanimous shareholder
declaration under the OBCA or to formally restrict the exercise of the powers of the
Board of the board of directors of any Subsidiary. This Declaration amends the
Shareholder Declaration dated the 8th of May, 2000.
2. Permitted Business Activities
(1 ) Subject to the restrictions in Section 10, the Corporation and its
Subsidiaries may engage in the business activities which are permitted by
any law applicable to the Corporation and the Subsidiaries from time to
time, including the Act and as the Board may authorize including, without
limitation, the business activities referred to in Subsection 2(2). In so
doing, the Corporation and its Subsidiaries shall conform to all
requirements of the OEB, the IMO and all other applicable regulatory or
5
governmental authorities.
(2) As at the date hereof, the Corporation or one or more Subsidiaries may
engage in anyone or more of the following business activities and such
other business activities as may be permitted by law and authorized by
the Board from time to time:
(a) transmitting or distributing electricity;
(b) owning and/or operating an electricity generation facility;
(c) retailing electricity;
(d) distributing or retailing gas or any other energy product which is
carried through pipes or wires to the user;
(e) business activities that enhance or develop the ability of the
Corporation or its Subsidiaries to carryon any of the activities
described in paragraphs (a), (c) or (d) above;
(f) business activities the principal purpose of which is to use more
effectively the assets of the Corporation and the Subsidiaries
including providing meter installation and reading services,
providing billing services and business activities in the
telecommunications area;
(g) renting, selling or maintaining equipment and appliances, including
without limitation, hot water heaters;
6
(h) managing or operating, on behalf of a Shareholder, the provision
of a public utility as defined in Section 1 of the Public Utilities Act
or sewage services; and
(i) providing services related to improving energy efficiency.
3. Standards of Governance
As required by the DBCA, the Board and the board of directors of any Subsidiary shall
supervise the management of the business and affairs of the Corporation and any
Subsidiary respectively and, in so doing, shall act honestly and in good faith with a
view to the best interests of the Corporation or the Subsidiary respectively and shall
exercise the same degree of care, diligence and skill that a reasonably prudent person
would exercise in comparable circumstances. In addition, the Shareholder expects the
Board and the board of directors of any Subsidiary to observe substantially the same
standards of corporate governance as may be established from time to time by the
Toronto Stock Exchange an excerpt of which is attached to this Shareholder
Declaration as Schedule /I A", or any other applicable regulatory or governmental
authority in Canada for publicly traded corporations with such modifications as may
be necessary to reflect the fact that the Corporation and any Subsidiary themselves
are not publicly traded corporations.
4. Board of Directors
(1 ) Number of Directors - The Corporation shall be managed by the Board
which shall consist of nine (9) directors to be selected by the Share-
holder. The Shareholder shall, by special resolution, designate the
number of Directors to hold office from time to time.
7
(2) The Board shall consist of those persons elected as Councillors of the
Shareholder, together with the Mayor of the Shareholder.
(3) Each of the directors will serve as a member of the Board as long as such
person remains in office during the term of each City Council. Board
members shall be reappointed during their term in office to continue as
a director if necessary to comply with the Business Corporations Act of
Ontario.
(4) Board Committees - The Board may establish committees of the Board in
the Board's discretion. It is anticipated that the Board will establish the
following committees:
(a) Governance Committee to develop the Corporation's approach to
governance issues and proposed changes to the Board necessary
to respond to the governance guidelines;
(b) Audit and Finance Committee to review financial results;
(c) Human Resources and Compensation Committee to recommend
senior management and directors' compensation to the Board; and
(d) Nominating Committee to identify, evaluate and recommend
potential Board candidates to the Shareholder as set out in
Subsection 4(2).
(5) Comoensation - The Board may establish compensation for senior
management, and for directors of the Corporation.
8
(6) Directors of Subsidiaries - The directors of the Subsidiaries shall be
chosen by the Board of the Corporation.
5. Financial Policies, Risk Management and Strategic Plan
The Shareholder expects that the Board will establish policies to:
(1 ) Caoital Structure - develop and maintain a prudent financial and
capitalization structure for the Corporation and its Subsidiaries consistent
with industry norms and sound financial principles and established on the
basis that the Corporation and its Subsidiaries are intended to be self-
financing entities;
(2) Distribution Rates - establish just and reasonable rates for the regulated
distribution business of the Corporation, or any of its Subsidiaries, which
are:
(a) consistent with similar utilities in comparable growth areas and as
may be permitted under the OEB Act;
(b) intended to enhance the value of the Corporation and its
Subsidiaries; and
(c) consistent with the encouragement of economic development and
activity for the Shareholder;
(3) Returns - provide the Shareholder with a reasonable return:
(a) comparable to the returns on the regulated distribution businesses
9
received by other comparable municipalities as permitted by the
DEB to the DEB Act;
(b) through the payment of dividends, interest or otherwise; and
(c) consistent with a prudent financial and capitalization structure and
maintaining just and reasonable rates;
(4) Dividends - the establishment of a dividend policy, consistent with
prudent financial practices, for each of the Corporation and its
Subsidiaries, all with the intention of providing the Shareholder with a
reasonable rate of return on its investment while maintaining reasonable
rates for customers. The dividend policy shall contain a provision(s)
stating that WiresCo shall declare and pay to the Corporation a
mandatory dividend annually, after retaining funds for Reserves (the
I'WiresCo Dividend") . Thereafter, the Corporation shall declare and pay
to the Shareholder, forthwith, an annual dividend in the amount of at
least 50% of the said WiresCo Dividend;
(5) Risk Manaaement - manage all risks related to the business conducted by
the Corporation and its Subsidiaries, through the adoption of appropriate
risk management strategies and internal controls consistent with industry
norms; and
(6) Strateaic Plan - develop a long range strategic plan for the Corporation
and its Subsidiaries which is consistent with the maintenance of a viable,
competitive business and preserves the value of the business.
10
6 . Shareholder Representative
The Shareholder hereby designates the Mayor as the legal representative of the
Shareholder (the "Shareholder Representative") for the purposes of communicating to
the Board pursuant to Section 7, any consent or approval required by this Shareholder
Declaration or by the OBCA.
7 . Decisions of the Shareholder
Approvals of decisions of the Shareholder required pursuant to this Shareholder
Declaration or the OBCA shall require a resolution or by-law of City Council passed at
a meeting of City Council and shall be communicated in writing signed by the
Shareholder Representative.
8. City Council Meetings and Annual Resolution
Within 6 months after the end of each fiscal year of the Corporation,
(1 ) Annual Reoort to Meetina of City Council - the ,Board shall report to a
meeting of City Council and provide such information concerning the
Corporation and its Subsidiaries as is appropriate pursuant to this
Shareholder Declaration.
(2) Annual Resolutions:
(a) the Shareholder shall, at an in camera meeting of City Council,
appoint the auditors of the Corporation and receive the audited
financial statements of the Corporation for the last fiscal year; and
11
(b) the Shareholder, by resolution in writing signed by the Shareholder
Representative in accordance with Section 7, shall appoint the
auditors for the Corporation, elect members of the Board if
necessary, and complete such other business as would normally
be completed at an annual meeting of shareholders under the.
OBCA.
9. Reporting on Major Developments
The Board may from time to time report to City Council on major business
developments or materially adverse results of the Corporation or its Subsidiaries as the
Board, in its discretion, considers appropriate and such reports may be received and
considered by the Shareholder at an in camera meeting of City Council.
1 O. Matters Requiring Shareholder Approval
Without Shareholder approval given in accordance with Section 7 of this Shareholder
Declaration, the Corporation or any Subsidiary, shall not:
Statutorv Aooroval Riahts
(1) change the name of the Corporation or a Subsidiary; add, change or
remove any restriction on the business of the Corporation or a Subsidiary;
create new classes of shares; or in any other manner amend its articles
of incorporation or make, amend or repeal any by-law;
(2) amalgamate with any other corporation(s) other than amalgamations
which may, under the DBCA, be approved by a resolution of directors;
12
(3) take or institute proceedings for any winding up, arrangement, or
dissolution of the Corporation or a Subsidiary;
(4) apply to continue as a corporation under the laws of another jurisdiction;
Additional Aooroval Riahts
(5) issue, or enter into any agreement to issue, any shares of any class, or
any securities convertible into any shares of any class, of the Corporation
or a Subsidiary;
(6) redeem or purchase any of its outstanding shares;
(7) in anyone fiscal year of WiresCo, acquire one or more electricity
distribution businesses outside of the municipal boundaries of the
Shareholder which cumulatively would have a financial impact equal to
or greater than 100/0 of the net book value of the assets of WiresCo (as
shown on its last annual audited financial statement); and
(8) in anyone fiscal year of WiresCo, enter into one or more joint ventures,
partnerships, strategic alliances or other ventures, including ventures in
respect of the generation or co-generation of electricity, which would
require an investment, or which would cumulatively have a financial
impact greater than 10% of the net book value of the assets of WiresCo
(as shown on its last annual audited financial statement);
13
11 . Revisions to this Declaration
The Shareholder acknowledges that this Shareholder Declaration may be revised from
time to time as circumstances may require and that the Shareholder will consult with
the Board prior to completing any revisions and will promptly provide the Board with
copies of such revisions.
DATED at Niagara Falls, Ontario this
day of
2006
THE CORPORATION OF THE CITY OF NIAGARA FALLS
By:
Ted Salci, Mayor
By:
Dean lorfida, Clerk