Resolution No. 78501 RESOLUTION NO. 7850
2
3 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A
4 LEASE BY AND BETWEEN THE CITY OF VERNON AND IONICS
5 ULTRAPURE WATER CORPORATION PROVIDING FOR PURIFIED
WATER FOR THE OPERATION AND MAINTENANCE OF THE
6 TURBINE GENERATORS
7 WHEREAS, on September 19, 2000, the City Council of the City
8 of Vernon adopted Resolution No. 7630 approving a one year lease with
9 Ionics Ultrapure Water Corporation to provide and maintain a Reverse
10 Osmosis/Deionization System (the "System") to purify water for the
11 operation of the turbine generators which expired on October 4, 2001;
12 and
13 WHEREAS, the City of Vernon has a continuing need for the
14 System to purify water for the operation of the turbine generators;
15 and
16 WHEREAS, by letter dated October 11, 2001, Bruce V.
17 Malkenhorst, the City Clerk recommended that a 12-month lease be
18 approved with Ionics Ultrapure Water Corporation at an approximate
19 monthly cost of One Thousand Dollars and No Cents ($1,000.00), not
20 including chemical fees.
21 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
22 CITY OF VERNON AS FOLLOWS:
23 SECTION 1: The City Council of the City of Vernon hereby
24 finds and determines that the recitals contained hereinabove are true
25 and correct.
26 SECTION 2: The City Council of the City of Vernon hereby
27 approves the Lease with Ionics Ultrapure Water Corporation, a copy of
28 which is attached hereto as Exhibit "A" and made a part hereof.
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SECTION 3: The City Council of the City of Vernon hereby
authorizes the Mayor and the City Clerk to execute said Lease for, and
on behalf of, the City of Vernon.
SECTION 4: The City Council of the City of Vernon hereby
directs the City Clerk, or his designee, to send one fully executed
Lease to:
Ionics Ultrapure Water Corporation
Attn. Joe Gruemmer, General Manager
7777 Industry Avenue
Pico Rivera, CA 90660
SECTION 5: 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.
APPROVED AND ADOPTED this 17th day of October, 2001.
ATTEST:
BRUCE V. MALKENHORST, City Clerk
LEONIS C. MALATRG, Ma or
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STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, BRUCE V. MALKENHORST, City Clerk of the City of Vernon, do
hereby certify that the foregoing Resolution, being Resolution No.
7850, was duly adopted by the City Council of the City of Vernon at a
regular meeting of the City Council duly held on Wednesday, October 17,
2001, and thereafter was duly signed by the Mayor of the City of
Vernon.
BRUCE V. MALKENHORST, City Clerk
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EXHIBIT
0
WATER QUALITY AND MAINTENANCE WARRANTY
7. Lessor agrees to the following conditions as regards to operation and maintenance of the System:
a) The System will be serviced on a weekly basis by a trained technician. A status report will be
supplied to the Lessee after each service.
b) An operating log will be maintained at the System site for review by the Lessee.
c) Lessor will operate the System at a quality level that will exceed the Lessee requirement for which
the complete System was designed. Quality levels of the System product water will be determined by tests that
determine "percent rejection" and total dissolved mineral content of the product water. Water quality will be
maintained at a level of 90% or better rejection level at all times.
d) Design parameters for product flow (gallons per minute) will be maintained at all times during the
term of the contract.
e) Lessor agrees to provide emergency service on a seven day, twenty-four hour basis upon four-hour
notification by the Lessee to Lessor, to the attention of Mike Espinosa, Service Manager.
f) In the event of System failure or any downtime for System maintenance or repair, Lessor agrees to
provide an alternate system of adequate size and capacity to the Lessee at no extra charge, including but not
limited to the supply of purified water by truck.
TAXES
8. Lessor hereby shall pay any personal property taxes levied against the System covered hereby.
Any other taxes levied or based on this agreement or the use of the System covered hereby, except taxes based
on Lessor's net income, shall be paid by Lessee.
WARRANTY AND BREAKDOWN
9. It is understood that Lessee has guarantees or warranties regarding the leased System as to
material, workmanship, or the capacity of the System for the full term of the Lease (one year). Lessor shall not be
responsible for any loss of time or any other loss resulting from any System breakdown or other failures. Lessor
will replace any defective parts within a reasonable time of being notified. It is also understood that there shall be
no abatement of rental during any period of breakdown or nonuse of the leased System.
ACCIDENTS AND INSURANCE
10. Lessee shall insure all of the personal property involved in this Lease or any amendments thereto
against any loss or damage by fire or other hazard or perils, ordinarily included under the standard extended
coverage endorsement. Lessee also agrees to insure said property against loss by theft or any other hazard which
is not covered by said standard coverage.
If the property involved herein is damaged or destroyed by means which are not covered by said
insurance, then Lessee shall pay the cost of repairs to restore the same. If the damage is beyond repair, then
Lessee shall pay Lessor the reasonable market value of the property before such damage or destruction and said
sum shall become immediately due and payable to Lessor.
TERMINATION
11. This Lease may be terminated by Lessor prior to the expiration date set forth in paragraph 1. hereof
on ten (10) days written notice delivered or mailed to Lessee at its address as set forth above, in the event that
lessee (1) fails to pay rental charges within the time specified herein; or (II) makes any breach or default under this
agreement; or (III) become bankrupt, insolvent, or makes assignments for benefit of creditors; or (IV) discontinues
operation, abandons, or permits the System to be subjected to unreasonable hazards or risks. Such termination of
the Lease by Lessor or taking or recovery of the leased System shall not deprive Lessor of any of its rights,
remedies, or actions against Lessee for rents or damages or affect Lessee's obligation to make payments provided
hereunder. On termination of this Lease for whatever reason, Lessee agrees that Lessor may immediately take
possession of the System covered hereby and remove the same from Lessee's premises without the necessity of
resorting to any legal process.
This Lease may be terminated by Lessee prior to the expiration date set forth in paragraph 1. hereof on ten
(10) days written notice delivered or mailed to Lessor at its address as set forth above. In the event of such
termination, Lessee shall only be responsible for Lease payments up to the effective date of Lease termination.
Page 2 1 3 Initials 0'v
RATE SCHEDULE
12. The following rate schedule applies to this agreement:
Lessee agrees to pay Lessor 0 cents per gallon of Treated Water for the first 174,000 gallons
of Treated Water per month and 0.11 cents per gallon above 174,000 gallons. The minimum rental shall be
$1,000.00 per month.
GENERAL
13. (a) This agreement contains the full and entire agreement between the parties hereto, and no
oral or written understanding with any representative of Lessor is of any force or effect whatsoever.
(b) This agreement is binding on and shall inure to the benefit of the heirs, executors,
administrators, successors, or assigns, of the respective parties thereto.
(c) This agreement shall not be amended or altered in any manner unless such amendment or
alternation is in writing.
(d) This Agreement shall be construed and enforced in Los Angeles County, California, in
accordance with the laws of the State of California.
EXECUTED ON 0 CT
2001 at f ` S` H ` JET"), , CA
"LESSOR"
IONICS ULTRAPURE WATER CORPORATION
By:
By: 0 e
L (�--
Huber Bongolan, SaIV Engineer
"LESSEE"
CITY OF VERNON
By:
Leonis C. Malburg, Mayor
ATTEST:
Bruce V. Malkenhorst, City Clerk
APPROVED AS TO FORM:
Eduardo Olivo,AaeieMeirNt City Attorney
VAI�r i
n CERTIFICATE OF LIABILITY 114SURANCE
09/27/0
PRODUCER
Sheppard Riley Coughlin
99 High Street
Boston, MA 02110-2320
617 3 4 8 -19 0 0
IS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATI ii
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLD.OR
ALTER�THE (COVERAGE AFFORDED 13Y THE POLICIECERTIFICATE DOES NOT AMEND,ESSTEND BELOW.
INSURERS AFFORDING COVERAGE
INSURED
Ionics Incorporated
Apollo Ultrapure Water Systems
65 Grove Street
Watertown, MA 02472
INSURERA:American Home Assurance Company
wsURERB:National Union Fire Insurance Co
INSURER C: Illinois National Insurance Compa
INSURERD:Insurance Company of the State of
INSURER E:
rnucnnr_CQ
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR. CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
TYPEOFINSURANCE
POLICYNUMBER
POLICYEFFECTIVE
DATE MM DD
POLICYEXPIRAT11
DATE MM DD
LIMITS
A
GENERAL LIABILITY
X COMMERCIAL GENE;ALLIABILITY
CLAIMS MADE OCCUR
X STOP —GAP
6123128
$150, 000
SIR
10/01/01
10/01/02
EACH OCCURRENCE
$850 OOO
FIRE DAMAGE (Any one fire)
$1.00 , 000
-MED ExP (Anyone person)
$10 000
PERSONAL & ADV INJURY
s8 5O O O O
GENERAL AGGREGATE
$1 85O 000
GEN'LAGGREGATELIMIT APPLIES PER:
POLICY PRO-
JECT X LOC
PRODUCTS-COMP/OPAGG
$1 85O 000
A
A
AUTOMOBILE
LIABILITY
ANYAUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON -OWNED AUTOS
Self —Insured
534748BAOS
5347489TEXASONLY
10/01/01
10/01/01
10/01/02
10/01/02
(E M13I EDSINGLELIMIT
$1,000,000
X
BODILYINJURY
(Per person)
$
X
BODILYINJURY
(Peraccident)
$
X
X
PROPERTY DAMAGE
(Peraccidenl)
$
Physical Dama e
GARAG E LIABILITY
ANYAUTO
AUTO ONLY - EA ACCIDENT
$ -
OTHERTHAN EA ACC
AUTOONLY: AGG
$ _
$
B
EXCESS LIABILITY
-XI OCCUR CLAIMS MADE
HDEDUCTIBLE
x RETENTION $25 000
BE8710362
10/01/01
10/01/02
EACH OCCURRENCE
s5,000,000
AGGREGATE
s5,000,000
$
$
A
C
D
A
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
3475259CA
4551789ILNYWI
347525BAOS
455179000FLMDOKPA
10/01/01
10/01/01
10/01/01
10/01/01
10/01/02
10/01/02
10/01/02
10/01/02
X T`oRYLIMITS I ER
E L. EACH ACCIDENT
$1,000,000
EL.DISEASE-EAEMPLOYEE$1
000,000
EL. DISEASE -POLICY LIMIT
d 000000
OTHER
DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS
ADDITIONAL INSUR
City of Vernon Utilities Dent
Attn: Don Quiroz
4305 Santa Fey Avenue
Los Angeles, CA 90058
ER LETTER:
SHOO LDANYOF TH EBBOVE DESCRIBED POLICIES B ECANCELLED BEFORETH E EXPIRATION
DATETHEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL] n DAYS WRITTEN
NOTICETOTHE CERTIFICATE HDLDERNAM EDTOTHE LEFT, BUT FAILURE TODOSOSHALL
IMPOSE NO OBLIGATION OR LIABILITYOF ANYKIND UPON THEINSURER,ITS AGENTS OR
REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
ACORD 25-S (7/97)1. of 2 # S 3 4 0 3 9 /M3 3 9 7 7 JMM G ACURO cURPURA l EUN T SBO
SAUIt y 1tl lUl IWIPIM J11t1'rAHU HILt7 UUUUMLIN rAUt Y
V y
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it
affirmatively or negatively amend, a)dend or alter the coverage afforded by the policies listed thereon.
ACORD25-S(7/97)2 of 2 #S34039/M33977
dry ■■-sn■n�
IONICS ULTRAPURE WATER
CORPORATION
7777 Industry Avenue• Pico Rivera, CA 90660
(562) 942-2200 • Fax (562) 948-4640
LEASE
IONICS ULTRAPURE WATER CORPORATION, hereinafter called "Lessor," and CITY OF VERNON, whose
address is 4305 Santa Fe Avenue, Vernon, CA 90058 (Equipment location: Project Site, 2715 East 50th
Street, Vernon); hereinafter called "Lessee," in consideration of the promises made herein and intending to be
legally bound, agree as follows:
PROPERTY AND TERMS
1. Lessor hereby leases to Lessee one (1) Reverse Osmosis/Deionization System (hereinafter
referred to as "System"). This Lease shall become effective on or about October 5, 2001, and shall continue for a
full term of one (1) year.
RENTALS
2. Lessor shall maintain said System at the address set forth above. Lessee shall pay a monthly
rental for the use of said System at the rate set forth in paragraph 12, hereof. The rent due and payable ten (10)
days following delivery of each monthly invoice and continuing for the term of this Lease and any renewal thereof.
The first rental payment shall include the rental charge for the first month and a prepayment of an amount equal to
the rental charges for the last "0" month of this Lease, as a security deposit, by Lessee for the performance of the
covenants, conditions, and agreements of this Lease, and also for any damage which Lessor may sustain by
reason of an act of Lessee. Such deposit may be applied by and at the option of Lessor to the payment or
performance of any obligation of Lessee hereunder, and such application shall not constitute a waiver of payment
of such obligation except at the option of Lessor, and shall not excuse the performance at the time and in the
manner prescribed herein of any obligation of Lessee or prevent default thereof, and any such deposit not so
applied will be returned to Lessee after termination of the Lease.
USE OF SYSTEM
3. The system covered hereby may be used by Lessee only at the PROJECT SITE above and shall
not be removed therefrom or sublet, or otherwise disposed of, nor this Lease assigned without the previous written
consent of Lessor.
OWNERSHIP
4. It is expressly understood that this is an agreement of Lease only, and that Lessee acquires no
right, title, or interest in or to the System described herein, other than the right to the possession and use of the
same in accordance with the terms of this Lease. Any identification labels attached to System shall not be
removed.
COST OF USE
5. Lessee shall bear the entire cost of using the leased System during the term of this agreement,
except as provided hereunder.
GUARANTEED MAINTENANCE SERVICE
6. During the term of this agreement, Lessor will render guaranteed maintenance service during
ordinary business hours, at the Lessee's above -listed address, consisting of the replacement, without any charge,
of all worn parts with new parts unless made necessary by fire, flood, accident, carelessness, or abuse; and
regular oiling, greasing, adjusting. Also no additional charge will be made for extra service calls required between
regular inspections, except when made necessary by fire, flood, accident, carelessness, or abuse.
Page 4 3 Initials