HomeMy WebLinkAboutTransfer of Gas Franchise Agreement 6-19-18 June 7, 2018
VIA ELECTRONIC TRANSMISSION
City Manager
City of Cape Canaveral, Florida
105 Polk Avenue
Cape Canaveral, Florida 32920
Re: Gas Franchise Agreement, dated as of February 18, 1997, by and between the City of
Cape Canaveral and Pivotal Utility Holdings, Inc. (f/k/a NUI Corporation) (the "Franchise
Agreement").
To whom it may concern:
Pursuant to that certain Stock Purchase Agreement (the "Purchase Agreement"), dated
as of May 20, 2018, by and among NUI Corporation ("Seller"), 700 Universe, LLC ("Purchaser"),
NextEra Energy, Inc. and Southern Company Gas, Seller has agreed to sell, and Purchaser has
agreed to purchase, all of the issued and outstanding shares of Pivotal Utility Holdings, Inc. (the
"Transaction").
Pivotal Utility Holdings, Inc. acknowledges that the closing of the Transaction may
constitute a Transfer (as defined in the Franchise Agreement) under Section 8.1 of the
Franchise Agreement. By executing this letter, you acknowledge and agree that (a) the person
executing this letter on your behalf has full power and authority to do so, (b) this letter will satisfy
any provision of the Franchise Agreement requiring notice or consent as a result of the
Transaction, and (c) the closing of the Transaction will not result in a termination or breach of
the Franchise Agreement.
Please acknowledge your receipt of this letter and confirm your agreement with the
matters set forth herein by signing below where indicated and emailing an executed copy to the
attention of Mr. Paul Shlanta, General Counsel at pshlanta@southernco.com and Carolyn
Bermudez, Vice President and General Manager at cbermude@southernco.com. Your earliest
consideration of the foregoing will be greatly appreciated.
[Signatures on the following page.]
Sincerely,
PIVOTAL UTILITY HOLDINGS, INC.
By. or
Name: Brya i:atson
Title: President, Florida City Gas
ACKNOWLEDGED AND AGREED:
CITY OF C',E AN a V RAL. FLORIDA
• " 06/19/2018
By:
Name: Robert E. Hool,
Title: Mayor,City of Cape Canaveral