Resolution No. 8097S
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RESOLUTION NO. 8097
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
AN AMENDMENT NO. ONE TO THE EDISON-VERNON 1997
SUPPLEMENTAL RESTRUCTURING AGREEMENT BY AND BETWEEN
THE CITY OF VERNON AND SOUTHERN CALIFORNIA EDISON
COMPANY
WHEREAS, on September 16, 1997, the City Council of the City
of Vernon adopted Resolution No. 7017 approving and authorizing the
execution of the Edison -Vernon 1997 Restructuring Agreement (the
"Agreement") and Edison -Vernon 1997 Supplemental Restructuring
Agreement (the "Supplemental Agreement") as well as other various
agreements with Southern California Edison Company ("Edison") to
implement a new set of arrangements that facilitated both Edison's and
Vernon's operating arrangements under the restructured electric
industry; and
WHEREAS, among other things, the Supplemental Agreement
provided for the issuance of a revised franchise agreement with Edison
and for the granting of certain Edison property to the City of Vernon
for the extension of 26th Street in connection with the I-710 Bandini
Interchange Project (the "Project"); and
WHEREAS, after the Supplemental Agreement was executed, the
plans for the Project were amended; and
WHEREAS, the Supplemental Agreement needs to be amended in
order to accommodate the transfer of property that the City now needs
because of the change in the Project design; and
WHEREAS, in order to maintain funding for the Project, the
City needs to secure the necessary right-of-way for the Project, which
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includes the property that is needed from Edison; and
WHEREAS, by letter dated October 17, 2002, Bruce V.
Malkenhorst, City Administrator/City Clerk, recommended that an
amendment to the Agreement be approved and executed.
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 Amendment No. One to the Edison -Vernon 1997 Supplemental
Restructuring Agreement with Edison, in substantially the same form
attached hereto as Exhibit "A" and made a part hereof.
SECTION 3: The City Council of the City of Vernon hereby
authorizes the Mayor and the City Clerk to execute said Amendment 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
Amendment to:
Southern California Edison Company
Attn. Brent Gokbudak, Manager Program Contracts
2244 Walnut Grove Avenue
Rosemead, CA 91770
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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 23rd day of October, 2002.
ATTEST:
1�
BRUCE V. MALKENHORST, City Clerk
EONIS C. MALBU G, Mayor
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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.
8097, 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,
October 23, 2002, and thereafter was duly signed by the Mayor of the
City of Vernon.
(SEAL)
BRUCE V. MALKENHORST, City Clerk
4 -
EXHIBIT
0
AMENDMENT NO. 1 TO THE
EDISON-VERNON 1997
SUPPLEMENTAL RESTRUCTURING
AGREEMENT
S 1
DRAFT DATED 10121102 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1 1. Parties
P1
3 The Parties to this Amendment No. 1 ("Amendment No. 1 ") to the Edison -Vernon
4 1997 Supplemental Restructuring Agreement are the City of Vernon, California
5 ("Vernon"), a municipal corporation, and Southern California Edison Company
6 ("Edison"), a California corporation, hereinafter sometimes referred to collectively
7 as the "Parties," and individually as a "Party."
8
9 2. Recitals
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11 Amendment No. 1 is made with reference to the following facts, among others:
12
13 2.1 To accommodate street rearrangments needed as part of the I-710 Atlantic-Bandini
14 Interchange Project a freeway onramp project (the "Interchange Project"), Section
15 6.4 of the Edison -Vernon 1997 Supplemental Restructuring Agreement (" 1997
16 Supplemental Restructuring Agreement"), a copy of which is attached hereto and
17 made a part hereof, provided that Edison transfer title to a certain parcel of
18 property identified as the Bandini Substation Adjacent Land.
19
20 2.2 Following execution of the 1997 Supplemental Restructuring Agreement, Vernon
21 modified its original street rearrangement plans in connection with the Interchange
22 Project.
23
24 2.3 To accommodate Vernon's modified Interchange Project street rearrangement
25 plans, Vernon requested that Edison: (i) transfer to Vernon title to an alternative
26 parcel of land that is now needed for the Interchange Project and as described in
27 attached Exhibit 1 to this Amendment No. 1, entitled "APPENDIX A: LEGAL
28 DESCRIPTION OF NEW BANDINI SUBSTATION ADJACENT LAND,"
29 and, (ii) provide to Vernon a right of entry to this parcel as necessary to allow
Fa
DRAFT DATED 10121102 AMENDMENT NO. 1 .
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
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Vernon to establish that it has secured the necessary interest in this parcel in order
to qualify for governmental funding.
2.4 In order to facilitate the substitution of the parcel of property originally identified
as the Bandini Substation Adjacent Land, with the alternative parcel identified in
Appendix "A" to this Amendment No. 1, as well as access to Edison's Bandini
Substation, Vernon proposes to transfer to Edison, subject to Edison's approval,
title to the parcel of land described in attached Exhibit 2 to this Amendment No. 1,
entitled "APPENDIX "D": LEGAL DESCRIPTION OF PARCEL TO BE
TRANSFERRED FROM VERNON TO EDISON."
3. Agreement
In consideration of the covenants and conditions herein, and other good and
valuable consideration, the Parties agree as follows:
4. Definitions
Whenever used in this Amendment No. 1, the following terms, when initially
capitalized, shall have the meanings set forth in this Section. The singular of any
definition shall include the plural and the plural shall include the singular.
4.1 1997 Supplemental Restructuring Ajzreement
The Edison -Vernon 1997 Supplemental Restructuring Agreement entered into
between the Parties and executed on September 16, 1997.
4.2 Bandini Substation Adjacent Land: The parcel of Edison -owned land adjacent to
Edison's Bandini Substation in the City of Vernon, California and that is definded
as the Bandini Substation Adjacent Land in the 1997 Supplemental Restructuring
Agreement.
3
DRAFT DATED 10121102 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1
2 4.3 New Bandini Substation Adjacent Land: The parcel of Edison -owned land
3 adjacent to Edison's Bandini Substation in the City of Vernon, California. A legal
4 description of the property and map of the parcel are provided in attached Exhibit
5 1 to this Amendment No. 1, entitled APPENDIX "A" NEW BANDINI
6 SUBSTATION ADJACENT LAND.
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8 5. Effective Date of Amendment No. 1
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10 This Amendment No. 1 shall take effect upon execution by the Parties.
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12 6. Terms of Amendment No. 1
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14 6.1 Appendix A to the 1997 Supplemental Restructuring Agreement, entitled
15 "APPENDIX "A": LEGAL DESCRIPTION OF BANDINI SUBSTATION
16 ADJACENT LAND", is replaced, in its entirety, with new Appendix A entitled
17 "APPENDIX A LEGAL DESCRIPTION OF NEW BANDINI SUBSTATION
18 ADJACENT LAND", including the legal description dated July 30, 2002, and
19 map of the parcel dated July 7, 2002, attached hereto as Exhibit 1.
20
21 6.2 Section 6.4.2 of the- 1997 Supplemental Restructuring Agreement is deleted in its
22 entirety and replaced with the following:
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24 "6.4.2 Edison shall promptly arrange for the relocation of the equipment and
25 facilities located on the New Bandini Substation Adjacent Land upon receipt from
26 Vernon of: (i) Final plans for the street rearrangements referred to in Section 6.4.1;
27 (ii) Written acknowledgement of Edison's plan and cost estimate for relocation of
28 the distribution and telecommunications facilities that need to be relocated from the
29 New Bandini Substation Adjacent Land; (iii) Payment of Edison's estimated costs
30 for relocation of the distribution and and telecommunications facilities from the
4
DRAFT DATED 10121102 AMENDMENT NO. 1 }
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1 New Bandini Substation Adjacent Land, including the costs for relocation of
2 facilities and equipment owned by any third party tenants on the property; (iv)
3 Payment of the costs incurred in the inspection and investigation of the parcels
4 described in Appendix A and Appendix D of this Agreement; and (v) Title to the
5 land parcel described in Section 6.4.5 and Appendix D of the Agreement.
6
7 If the relocation activities are not complete at the time Edison transfers title of the
8 New Bandini Substation Adjacent Land to Vernon as described in Sections 6.4.1
9 and 6.4.3, Vernon shall provide Edison with reasonable access to the land to allow
10 the completion of the relocation activities.
11
12 6.3 Section 6.4.3 of the 1997 Supplemental Restructuring Agreement is deleted in its
13 entirety and replaced with the following:
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15 "6.4.3 Following the Effective Date, Vernon shall provide Edison with a certified
16 copy of a resolution of necessity and intent to condemn the New Bandini
17 Substation Adjacent Land adopted by Vernon's City Council. Upon adoption of
18 the resolution, the Parties acknowledge that Vernon shall have the legal right to the
19 transfer of the New Bandini Substation Land from Edison, subject to the
20 satisfaction of the requirments set forth in this Amendment No. 1. Within ninety
21 (90) days of receipt of the resolution, Edison shall transfer title of the New Bandini
22 Substation Adjacent Land to Vernon and record the transfer in the County
23 Department of Records."
24
25 6.4 Section 6.4.1 of the 1997 Supplemental Restructuring Agreement is deleted in its
26 entirety and replaced with the following:
27
28 "6.4.1 To accommodate street rearrangementsneeded as part of a freeway
29 onramp project, Edison will transfer title to the New Bandini Substation Adjacent
30 Land to Vernon as follows."
5
DRAFT DATED 10121102 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1
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4 6.5 The first sentence of Section 6.4.4 of the 1997 Supplemental Restructuring
5 Agreement is deleted, and replaced with the following sentence:
31
7 "6.4.4 Vernon shall promptly reimburse Edison for the costs of the relocation
8 activities described in Section 6.4.2, including, but not limited to all costs incurred
9 by Edison related to engineering, surveying, and construction; provided however,
10 that (i) if requested by Vernon, all physical construction work, except final
11 electrical connections and testing which shall be done by Edison personnel, will be
12 done by competitve bid; and (ii) Edison's costs of relocation will not include any
13 profit or rate of return for the utility. Brent we should keep the rest of the section
14 in tact.
15
16 6.6 A new Section 6.4.5 is added to the 1997 Supplemental Restructuring Agreement
17 to read as follows:
18
19 "6.4.5
20 To accommodate access to Edison's Bandini Substation and prior to the
21 commencement of relocation activities described in Sections 6.4.2 and 6.4.4,
22 Vernon will transfer title to the parcel described in APPENDIX D LEGAL
23 DESCRIPTION OF THE PARCEL TO BE TRANSFERRED FROM
24 VERNON TO EDISON, attached hereto and incorporated into this Agreement by
25 this reference." This transfer shall be subject to Edison's inspection of the
26 condition of this parcel, and written approval thereof, which approval shall be
27 the sole discretion of Edison.
28
29 6.7 A new Section 6.4.6 is added to the 1997 Supplemental Restructuring Agreement
30 to read as follows:
6
DRAFT DATED 10121102 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1
2 "6.4.6 To the extent necessary in order to allow Vernon to make certain right of
3 way certifications so that it can timely qualify for governmental funding for
4 property acquisition, street rearrangement, and other activities, Edison agrees to
5 issue toVernon a right of entry to the New Bandini Substation Adjacent Land. It
6 is understood by the Parties that Vernon's exercise of such right of entry is
7 conditioned upon Edison's completion of the relocation activities for said
8 parcel as contemplated by this Agreement. (????)
9
10 6.8 Appendix D to the 1997 Supplemental Restructuring Agreement entitled
11 "APPENDIX D LEGAL DESCRIPTION OF THE PARCEL TO BE
12 TRANSFERRED FROM VERNON TO EDISON", including legal description
13 dated July 30, 2002 and parcel map dated July 7, 2002, attached hereto as Exhibit
14 2 is added to the 1997 Supplemental Restructuring Agreement.
15
16 7. Full Force and Effect:
17 Except as expressly provided herein, all other terms and conditions of the 1997
18 Supplemental Restructuring Agreement shall remain in full force and effect.
7
DRAFT DATED 10121102 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
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8. Signature Clause
IN WITNESS WHEREOF, the Parties execute this Amendment No. i to the 1997
Supplemental Restructuring Agreement as of the day of October
, 2002.
ATTEST:
By
Bruce V. Malkenhorst
City Clerk
APPROVED AS TO FORM:
By
Eduardo Olivo
City Attorney
SOUTHERN CALIFORNIA EDISON COMPANY
By
Richard M. Rosenblum
Senior Vice President
CITY OF VERNON
By
Leonis C. Malburg
Mayor
8
EXHIBIT 1
APPENDIX A
LEGAL DESCRIPTION OF NEW BANDINI
SUBSTATION ADJACENT LAND
4 ` I s
P " R
EXHIBIT 2
Y ! % • ! 0 1 i
APPENDIX D
LEGAL DESCRIPTION OF PARCEL
TO BE TRANSFERRED
FROM VERNON TO EDISON
SUPPORTING
DOCUMENTS
CITY COUNCIL
LEONIS C. MALBURG
Mayor
THOMAS A. YBARRA
Mayor Pro —Tern
WM. 'BILL" DAVIS
Councilman
H. "LARRY" GONZALES
Councilman
W. MICHAEL MCCORMICK
Councilman
BRUCE V. MALKENHORST
City Administrator/City Clerk
FAX (323) 826-1438
CITY HALL
4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058
TELEPHONE (323) 583-8811
October 17, 2002
Mr. Bruce V. Malkenhorst
City Administrator/City Clerk
4305 Santa Fe Avenue
Vernon, California 90058
EDUARDO OLIVO
City Attorney
FAX: (562) 869-1883
KEVIN WILSON
Director of Community Services & Water
FAX: (323) 826-1435
KENNETH J. DeDARIO
Director of Utilities
FAX: (323) 826-1425
STEVEN E. PARKER
Fire Chief
FAX: (323) 826-1407
BRUCE W. OLSON
Police Chief
FAX: (323) 826-1481
Re: Amendment No. 1 to the Edison -Vernon 1997 Supplemental
Restructuring Agreement
Dear Bruce:
In 1997, the City of Vernon and Southern California Edison
Company ("Edison") entered into the 1997 Restructuring
Agreement. Among other things, the Agreement provides for the
issuance of a revised franchise agreement to Edison and for the
granting of certain Edison property to the City of Vernon for
the extension of 26th Street in connection with the I-710 Bandini
Interchange Project.
After the Agreement was executed, the plans for the
Interchange Project were amended. As a result, the City now
needs to amend the Agreement in order to switch the property
that Edison was going to transfer to the piece of property the
City now needs because of the change in the Project design.
We are in the process of negotiating the necessary changes
to the Agreement with Edison. The Community Services Department
has advised that in order to maintain our funding for the
Project, we must secure the right-of-way, which includes the
property that we need from Edison, in the very near future.
Therefore, I request that the Amendment No. 1 to the Edison-
Mr. Bruce V. Malkenhorst ~
October 17, 2002
Page 2
Vernon Restructuring Agreement be put on the City Council agenda
for consideration at the next City Council meeting.
If you have any questions or comments, please contact me.
Sincerely,
Eduardo Olivo
City Attorney
EO:jl
CITY COUNCIL
LEONIS C. MALBURG
Mayor
THOMAS A. YBARRA
Mayor Pro -Tern
WM. 'BILL" DAVIS
Councilman
H. "LARRY" GONZALES
Councilman
W. MICHAEL MCCORMICK
Councilman
BRUCE V. MALKENHORST
City Administrator/City Clerk
FAX (323) 826-1438
City Council
City of Vernon
L'
Honorable Members:
4305
7 CITY HALL
4TA FE AVENUE, VERNON, CALIFORNIA 90058
TELEPHONE (323) 583-8811
October 17, 2002
EDUARDO OLIVO
City Attorney
FAX: (562) 869-1883
KEVIN WILSON
Director of Community Services & Water
FAX: (323) 826-1435
KENNETH J. DeDARIO
Director of Municipal Utilities
FAX: (323) 826-1425
STEVEN E. PARKER
Fire Chief
FAX: (323) 826-1407
BRUCE W. OLSON
Police Chief
FAX: (323) 826-1481
�Ao
kk" iP*
In 1997, the City of Vernon and Southern California Edison Company
(Edison) entered into a Restructuring Agreement which provides for the
issuance of revised franchise agreement to Edison and for the granting
of certain Edison property to the City of Vernon for the extension of
26th Street in connection with the I-710 Bandini Interchange Project.
After the Agreement was executed, the plans for the Interchange
Project were amended.
At this time, the City needs to amend the Agreement to secure the
right-of-way to maintain our funding for this project. This has been
reviewed the Director of Community Services and Water and the City
Attorney and it is hereby recommended that Amendment No. 1 to the
Edison -Vernon Agreement be approved and adopted.
Very truly yours,
h�,- V, r
Bruce V. Malkenhorst /14
City Administrator/City Clerk
BVM/gm
Giron, Nelly
From: Lehr, Judy
Sent: Monday, November 18, 2002 7:40 AM
To: Giron, Nelly
Subject: Amendment One to SCE Agreement
Nelly,
The final Amendment is still being worked on so it hasn't been signed by Edison yet. A signed one is
expected in about 2 weeks.
Judy Lehr
Legal Dept.
4305 Santa Fe Avenue
Vernon, CA 90058
(323) 583-8811 x 368