Resolution No. 6329
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RESOLUTION NO. 6329
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A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING THE PROJECT AGREEMENTS FOR THE
SANTA CLARA DEMONSTRATION PROJECT
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WHEREAS, the City Council for the City of Vernon by
Resolution No. 6154 on September 22, 1992 approved the Participation
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Agreement for the Santa Clara Demonstration Project, which Agreement
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was amended as approved by Resolution No. 6281 on June 30, 1993; and
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WHEREAS, section 2.5 of said Participation Agreement
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provided as follows:
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"2.5 The financial and other obligations of the
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Participants described in this Agreement are
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contingent upon full funding of the Project, and
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the unanimous approval by and the execution on
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and
behalf of all Participants of the Supply
Agreement, the License Agreement, the Security
Agreement(s) and the EPRI Funding Agreement. The
Supply
Agreement
shall
contain
adequate
provisions concerning Project Costs; Project
schedules;
Project
Permits;
performance
assurances; ownership of the Power Plant and the
Data and Intellectual Property; the right of the
Participants to receive royalties; reasonable
access to the Power Plant Site; and training
program for Participant employees; operation and
maintenance manuals; and shall contain other
provisions satisfactory to the Participants.";
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WHEREAS, the City Council resolutions which approved the
Participation Agreement and its Amendment contained the proviso that
approval of the Project was "subject to conditions set forth in
Section 2.5 of said Participation Agreement; and if said conditions
are not fulfilled, then said Participation Agreement shall have no
further force and affect and shall become null and void."; and
WHEREAS, the City Attorney for the City of Vernon has
reported that, effective September 16, 1993, the City of Santa Clara
as the Project Director for the Santa Clara Demonstration Project
entered into the necessary contracts for the implementation of the
Project, including the Supply Agreement, the License Agreement, the
Security Agreement(s) and the EPRI Funding Agreement; and
WHEREAS, the City Attorney has received confirmation that
the necessary agreements and governing body resolutions have been
adopted in order to assure full funding of the Project, including
contracts by all of the Participants to each pay a share of the
Project in the amount of $3,150,000, authorization by the City
Council of the City of Santa Clara to pay an additional such share
if additional sponsors are not located, an agreement by the
contractor Fuel Cell Engineering Corporation to pay a primary
license fee of $3,000,000, an agreement by the Electric Power
Research Institute, Inc. to provide funding not to exceed
$5,400,000, constituting a total Project funding in the amount of
$30,450,000; and
WHEREAS, the united States Department of Energy has entered
into a cooperative agreement with the contractor to provide funding
in the amount of $16,348,606 for the purpose of constructing the
necessary molten carbonate fuel cells which will be used as an
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adjunct to the Project; and
WHEREAS, the Supply Agreement contains adequate provisions
for meeting the Project costs, requires the development of Project
schedules and the obtaining of Project permits, gives performance
assurances, provides for Participant ownership of the Data and
Intellectual Property and of the proj ect' s portion of the Power
Plant, gives the Participants the right to receive royalties, to
have reasonable access to the Power Plants site, and for training
Participants employees, authorizes the issuance of operation and
maintenance manuals, and contains numerous other provisions for the
benefit of the Participants.
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 steps which have been taken to fulfill the
contingencies contained in section 2.5 of the Participation
Agreement for the Santa Clara Demonstration Project, including the
Project Agreements and the funding provisions.
SECTION 3: The City Council of the city of Vernon hereby
authorizes continued expenditures for meeting Project costs as they
are invoiced by the Project Manager up to a cumulative total amount
of $3,150,000.
SECTION 4: The City Clerk of the City of Vernon shall
certify to the passage of this resolution, and thereupon and
thereafter the same shall be in full force and effect.
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SECTION 5: The City Clerk is directed to send a certified
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copy of this resolution to the Project Director of the Santa Clara
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Demonstration Project, C/O City of Santa Clara, Electric Department,
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1500 Warburton Avenue, Santa Clara Avenue, Santa Clara, California
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95050.
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APPROVED AND ADOPTED this 5th day of October, 1993.
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II BRUCE V. MALKENHORST, City Clerk
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STATE OF CALIFORNIA }
}ss
COUNTY OF LOS ANGELES }
I, BRUCE V. MALKENHORST, ci ty Clerk of the City of
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4 Vernon, do hereby certify that the foregoing Resolution, being
5 Resolution No. 6329, was duly adopted by the City Council of the
6 City of Vernon at a regular meeting of the City Council duly held on
7 Tuesday, October 5, 1993, and thereafter was duly signed by the
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Mayor Pro Tern of the City of Vernon.
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MALKENHORST, City Clerk
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BRUCE V.
II
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CITY COUNCIL
LEON IS C. MALBURG
Mayor
THOMAS A. YBARRA
Mayor Pro-Tem
Wm. "BILL" DA VIS
Councilman
H. "LARRY" GONZALES
Councilman
W. MICHAEL McCORMICK
Councilman
BRUCE V. MALKENHORST
City Administrator/City Clerk
FAX (213) 581-7924
CITY HALL
DAVID B. BREARLEY
City Attorney
FAX: (818) 330-5818
VICTOR H. V A ITS
Director of Community Services & Water
FAX: (213) 588-2761
KENNETH J. DeDARIO
Director of Light & Power
FAX: (213) 583-1983
LARRY SPADT
Fire Chief
FAX: (2\3) 581-1385
LOUIS ROSENKRANTZ
Police Chief
FAX: (213) 581-1178
In Reply Refer co:
4305 SANTA FE A VENUE, VERNON, CALIFORNIA 90058
TELEPHONE (213) 583-8811
October 18, 1993
Project Director
Santa Clara Project Demonstration Project
Project Office
1680 Civic Center Drive, Suite 200A
Santa Clara, California 95050
Re: City of Vernon Resolution No. 6329
Gentlemen:
Enclosed herewith for your records is a Certified Copy of the
above referenced resolution approving the project agreements for
the Santa Clara Demonstration Project. The resolution was approved
by the City Council at their regularly scheduled meeting held
October 5, 1993.
If you should have any questions, please contact Mr. Kenneth
DeDario.
Very truly yours,
CITY.;O..,.FVE. RN.ON[.... ..'J
//P,iA' , i !
,/Y-' t/; i)' ]..]z; .) th
. V<'uL 'I,'
L.-r"~ria vJ. Or;osco
Chief Deputy City Clerk
GJOjhr
Enclosure
cc: Kenneth J. DeDario (w/enc.)
Director of Light and Power
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CERTIFICATE
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES) ss
CITY OF VERNON }
I, Gloria. J. Orosco, Chief Deputy city Clerk of the City of
Vernon, County of Los Angeles, State of California, do hereby
certify that the attached is a true and correct copy of:
Resolution No. 6329 of the city Council of
the City of Vernon Approving the Project
Agreements for the Santa Clara Demonstration
Project
The original of same is retained in the office of the City Clerk of
the City of Vernon, County of Los Angeles, State of California.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed
the Official Seal of the City of Vernon, County of Los Angeles,
State of California, this 18th day of October, 1993.
Clerk
SEAL:
WP:Misc/Crtficat