Resolution No. 6281
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RESOLUTION NO. 6281
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A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
A FIRST AMENDED AND RESTATED PARTICIPATION
AGREEMENT FOR THE SANTA CLARA DEMONSTRATION
PROJECT AMONG THE DEPARTMENT OF WATER AND POWER
OF THE CITY OF LOS ANGELES, THE CITY OF SANTA
CLARA, THE CITY OF VERNON, THE NATIONAL RURAL
ELECTRICAL COOPERATIVE ASSOCIATION, THE
SACRAMENTO MUNICIPAL UTILITY DISTRICT AND
SOUTHERN CALIFORNIA EDISON COMPANY
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WHEREAS, the City of Vernon by Resolution No. 6154 on
September 22, 1992 approved the Participation Agreement for the Fuel
Cell
Commercialization
design,
Project
undertake
the
to
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construction, testing and demonstration of a two megawatt carbonate
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fuel cell power plant; and
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WHEREAS, the Participants include the City of Vernon, the
Department of Water and Power of the City of Los Angeles, the City
of Santa Clara, the Sacramento Municipal Utility District, the
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Southern California Edison Company, and the National Rural Electric
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Cooperative Association; and
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WHEREAS, the Project has the potential for developing an
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economical power source which can be used in urban areas; the
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Participants in the Project will own the data and intellectual
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property used to develop the power plant (not including the fuel
cells which will be owned by the U.S. Department of Energy); and if
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the project is successful and leads to the commercialization of the
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two megawatt carbonate fuel cell power plant, the Participants will
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receive royalties and license fees from the sale thereof and will
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have the option to retain ownership of the Project's portion of the
power plant; and
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WHEREAS, the City Council of the City of Vernon by minute
order on March 17, 1992 approved a budget in the amount of Three
Million One Hundred and Fifty Thousand Dollars ($3,150,000) for the
Project which is the maximum funding for the Project under the
Participation Agreement; and
WHEREAS, negotiations with the city of Santa Clara for the
power plant site, with Electric Power Research Institute for
funding, and with Fuel Cell Engineering Corporation for engineering
and construction management services have resulted in the need to
amend the Participation Agreement; and
WHEREAS, the approval of the First Amended and Restated
Participation Agreement is contingent upon the conditions subsequent
set forth in Section 2.5 thereof which include full funding of the
Project and the unanimous approval of the operative agreements, and
if such conditions are not met, the Participation Agreement will
have no further force and effect.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VERNON AS FOLLOWS:
SECTION 1: The City Council of the city of Vernon hereby
finds and determines that the recitals contained hereinabove are
true and correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the "First Amended and Restated Participation Agreement for
24 the Santa Clara Demonstration proj ect," a copy of which has been
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27 Participation Agreement; and if said conditions are not fulfilled,
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1 then said Participation Agreement shall have no further force and
The City Council hereby
2 effect and shall become null and void.
3 orders said Participation Agreement to be received and filed by the
4 City Clerk.
5 SECTION 3: The City Council of the City of Vernon hereby
6 authorizes the Mayor and the City Clerk to execute said Agreement
7 for, and on behalf of, the City of Vernon.
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SECTION 4:
The City Clerk of the city of Vernon shall
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thereafter the same shall be in full force and effect.
APPROVED AND ADOPTED this 30th day of June, 1993.
~~. '.A~~ ~
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''::ONIS C. MAL(lrnG, May r
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BRUCE V. MALKENHORST, City Clerk
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STATE OF CALIFORNIA )
)ss
COUNTY OF LOS ANGELES )
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I, BRUCE V. MALKENHORST, City Clerk of the city of Vernon,
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do hereby certify that the foregoing Resolution, being Resolution
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No. 6281, was duly adopted by the City Council of the City of Vernon
at an adjourned regular meeting of the City Council duly held on
Wednesday, June 30, 1993,and thereafter was duly signed by the Mayor
of the City of Vernon.
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BRUCE V.
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( SEAL)
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