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<br />2. Said person, firm or corporation so desiring to purchase and..take over the
<br />said property of the party of the second part, shall have first arocured a franchise,
<br />in all things duly and legally executed and approve, authorizing such person, firm or
<br />corporation to do a heating business in said City of South Bend, and binding it or them
<br />to serve any or all persons entitled by law to such .service within the following des-
<br />cribed territory in said City or any larger district including the same,viz::
<br />That part of said City bounded on the east by the alley east of Michigan.
<br />Street and running parallel thereto; on the wrest by the alley west of LafeVette Street
<br />and running parallel thereto; on the north by Colfax Avenue; on the south by Mayne
<br />Street; Ninety days immediately preceding the passage of said franchise, written _notice
<br />shall be given second party that such franchise will be granted by first party, unless
<br />satisfactory evidence be shown the Common Council that the second party will cover above
<br />described territory wthin a reasonably definite time.
<br />3. That the grantee of such frnnchise shall, at the time the same is executed
<br />file with the Board of Public Works a bond in the sum of Five Thousand ($5,000.00)
<br />with a su rety to the approval of said Board, conditioned for the faithful performance
<br />of all the terms and conditions of its said franchise. -
<br />4.Said: person, firm or corporation ,s hall then serve upon the party of the
<br />second Bart, its successors or assigns, a written notice stating that it desires to.and
<br />will pu rchase .said property of the second party under the terns and conditions of this
<br />contract, and they shall first endeavor to agree .upon t e value of the property to be
<br />purchased, and the purchase price, terms and conditions of sale; and if theyshould
<br />fail to agree upon the same for a period of thirty days from t.-Le time of the service of
<br />said ntice, then said purchaser and said second party shall, each choose and sheet a
<br />competent person familiar with public utility property, which to persons shall select a
<br />third person, who shall not be a resident of Indiana, and who shell be a competent,
<br />reputable and disinterested engineer, who must be a full nenber of either the American
<br />Society of Civil Engineers, American Society o? Mechanical Engineers, or the American
<br />Institute of Electr cial Engineert s, and familiar with the heating busines and having
<br />knowledge of the value of such property, and who at the time df his selection shall not
<br />be in the employ of eiher of the parties nor interested in any way in any of the businesz
<br />enterprises of either of said parties or of the City, said three persons shall at once
<br />proceed t make an inventory, valuation and appraisement of all property of t e party of
<br />the second art used and useful inthe conduct of its business. Said persons so selected
<br />shall have free and complete access to all the papers, records, books, contracts, offi c9
<br />add property of the second party, which they may demand for the purpose of making such
<br />valuation; and said persons shall deter mine the fair present value of saidproperUr,
<br />and in arriving at and determining the same they shall allow to the party of the second
<br />part, its successors or assigns all those elements of value recognized and claimed by a
<br />going convern including therein *going value* or cost of halving brought thebusiness to
<br />its then state of perfection, and said*going value" shall not be determined to beless
<br />than the deficiency of net earnings below a fair return on the actual investment or
<br />expenditure made necessary and proper for the deveiopment of the business and property to
<br />bri ng it to its then state of devc-lopement, after allowing for reasonable deptreciation
<br />together w1th interest on the yearly deficiencies, if any exist, and said going value sh&
<br />shall not be included in the physical value bug shall be added thereto in determining
<br />the present value. Said party of the second part shall keep its books and accounts,
<br />in such a manner that going value as above defined amy be readily ealuulated. Upon the
<br />completion of said inventory and valuation said persons shall promptly furnish a copy
<br />thereof, to said purchaser and the second party, and shall state the amount of purchase pit
<br />price to be paid to said second party, which determinations shall be final and con-
<br />clusive upon s id parties, and said purchaser shall be bound to pay said amount in
<br />cash to the second party vdthin sixty days from the time of furnishing said reports
<br />by the apprA,isers, and upon the psyment of said purchase price, said purchaser shall
<br />Immediately take possession of all the property covered by said inventory, and said
<br />purchaser shall also proceed to furnish service to all persons desiring the same in such
<br />manner that the service formerly rendered by the second party shall not. be interrupted
<br />or interf'er ed with. if there is a failure to purchase or to pay then the first party
<br />shall pay second party all the costs and expenses occasioned it by said transaction.
<br />5. If any boilers or other equipment have been added to the property of the
<br />Indiana &- Michigan Electric Company by said last named company for furnishing steam
<br />and heat to the second peaty and to enable it to perform t is contract and its contract
<br />with customers, the said Tndiana Wchigan Electric Company may, elect to include any such
<br />additions in said sale by serving a notice upon said purchaser tonthat effect.
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