Resolution No. 81141 RESOLUTION NO. 8114
2
3 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
4 VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
AN AMENDMENT NO. ONE TO THE EDISON-VERNON 1997
5 SUPPLEMENTAL RESTRUCTURING AGREEMENT BY AND BETWEEN
THE CITY OF VERNON AND SOUTHERN CALIFORNIA EDISON
6 COMPANY
7
8 WHEREAS, on September 16, 1997, the City Council of the City
9 of Vernon adopted Resolution No. 7017 approving and authorizing the
10 execution of the Edison -Vernon 1997 Restructuring Agreement (the
11 `Agreement") and Edison -Vernon 1997 Supplemental Restructuring
12 Agreement (the "Supplemental Agreement") as well as other various
13 agreements with Southern California Edison Company ("Edison") to
14 implement anew set of arrangements that facilitated both Edison's and
15 Vernon's operating arrangements under the restructured electric
16 industry; and
17 WHEREAS, among other things, the Supplemental Agreement
18 provided for the issuance of a revised franchise agreement with Edison
19 and for the granting of certain Edison property to the City of Vernon
20 for the extension of 26th Street in connection with the I-710 Bandini
21 Interchange Project (the "Project"); and
22 WHEREAS, after the Supplemental Agreement was executed, the
23 plans for the Project were amended; and
24 WHEREAS, the Supplemental Agreement needs to be amended in
25 order to accommodate the transfer of property that the City now needs
26 because of the change in the Project design; and
27 WHEREAS, in order to maintain funding for the Project, the
28 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, on October 23, 2002, the City Council of the City
of Vernon adopted Resolution No. 8097 approving an Amendment No. One
to the Edison -Vernon 1997 Supplemental Restructuring Agreement (the
"Original Amendment"); and
WHEREAS, the Original Amendment sought to switch the
property that Edison was going to transfer to the piece of property
that the City now needs because of the Project design change; and
WHEREAS, following the City Council's approval of the
Original Amendment, but before the Original Amendment was signed by
the parties, new issues arose in connection with the City's purchase
of property from the United States Post Office that will eventually be
transferred to Edison under the Agreement; and
WHEREAS, Edison has agreed to modifications to the Original
Amendment relating to the United States Post Office property; and
WHEREAS, by letter dated November 26, 2002, Bruce V.
Malkenhorst, City Administrator/City Clerk, recommended that a new
amendment to the Agreement be approved and executed and that
Resolution No. 8097 be repealed.
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
repeals Resolution No. 8097 and specifically rescinds the Original
Amendment, it being the intent of the City Council that the revised
Amendment No. 1 to the Edison -Vernon 1997 Supplemental Restructuring
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Agreement supersede the Original Amendment.
SECTION 3: The City Council of the City of Vernon hereby
approves the revised Amendment No. 1 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 4: The City Council of the City of Vernon hereby
authorizes the Mayor and the City Clerk to execute the revised
Amendment for, and on behalf of, the City of Vernon.
SECTION 5: The City Council of the City of Vernon hereby
directs the City Clerk, or his designee, to send one fully executed
revised Amendment to:
Southern California Edison Company
Attn. Brent Gokbudak, Manager Program Contracts
2244 Walnut Grove Avenue
Rosemead, CA 91770
SECTION 6: 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 4th day of December, 2002.
ATTEST:
G� ^
BRUCE V. MALKENHORST, City Clerk
EONIS C. MALBU , Mayo
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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.
8114, was duly adopted by the City Council of the City of Vernon at a
regular meeting of the City Council duly held on Wednesday, December 4,
2002, and thereafter was duly signed by the Mayor'of the City of
Vernon.
(SEAL)
BRUCE V. MALKENHORST, City Clerki
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EXHIBIT
AMENDMENT NO. 1 TO THE
EDISON-VERNON 1997
SUPPLEMENTAL RESTRUCTURING
AGREEMENT
DRAFT DATED 101301200210121102 912512002 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1 1. Parties
2
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."
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9 2. Recitals
10
11 Amendment No. 1 is made with reference to the following facts, among others:
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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.
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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.
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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
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DRAFT DATED 101301200210121102 912512002 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 Agreement
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 defined
as the Bandini Substation Adjacent Land in the 1997 Supplemental Restructuring
Agreement.
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DRAFT DATED 101301200210121102 912512002 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
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4.3 New Bandini Substation Adjacent Land: The parcel of Edison -owned land
adjacent to Edison's Bandini Substation in the City of Vernon, California. A legal
description of the property and map of the parcel are provided in attached Exhibit
I to this Amendment No. 1, entitled APPENDIX A NEW BANDINI
SUBSTATION ADJACENT LAND.
5. Effective Date of Amendment No. 1
This Amendment No. 1 shall take effect upon execution by the Parties.
6. Terms of Amendment No. 1
6.1 Appendix A to the 1997 Supplemental Restructuring Agreement, entitled
"APPENDIX A: LEGAL DESCRIPTION OF BANDINI SUBSTATION
ADJACENT LAND", is replaced, in its entirety, with new Appendix A entitled
"APPENDIX A LEGAL DESCRIPTION OF NEW BANDINI SUBSTATION
ADJACENT LAND", including the legal description dated July 30, 2002, and
map of the parcel dated July 7, 2002, attached hereto as Exhibit 1.
6.2 Section 6.4.2 of the 1997 Supplemental Restructuring Agreement is deleted in its
entirety and replaced with the following:
"6.4.2 Edison shall promptly arrange for the relocation of the equipment and
facilities located on the New Bandini Substation Adjacent Land upon receipt from
Vernon of: (i) Final plans for the street rearrangements referred to in Section 6.4.1;
(ii) Written acknowledgement of Edison's plan and cost estimate for relocation of
the distribution and telecommunications facilities that need to be relocated from the
New Bandini Substation Adjacent Land; (iii) Payment of the estimated costs for
relocation of the distribution and and telecommunications facilities from the New
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DRAFT DATED 101301200210121102 912512002 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1 Bandini Substation Adjacent Land, including the costs for relocation of facilities and
2 equipment owned by any third party tenants on the property; (iv) Payment of the
3 costs incurred in the inspection and investigation of the parcels described in
4 Appendix A and Appendix D of this Agreement; and (v) Title to the land parcel
5 described in Section 6.4.5 and Appendix D of the Agreement.
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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
to the completion of the relocation activities.
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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, but no later than December .14, 2002, Vernon
16 shall provide Edison with a certified copy of a resolution of necessity and intent to
17 condemn the New Bandini Substation Adjacent Land adopted by Vernon's City
18 Council. Upon adoption of the resolution, the Parties acknowledge Vernon shall
19 have the right (by December 14, 2002) to go onto the New Bandini Substation
20 Adjacent Land in connection with Vernon's construction of the Interchange
21 Project and the legal right to the transfer of the New Bandini Substation Adjacent
22 Land from Edison, subject to the satisfaction of the requirements set forth in this
23 Amendment No. 1 and on the terms set forth herein. Within ninety (90) days of
24 receipt of the resolution, Edison shall transfer title of the New Bandini Substation
25 Adjacent Land to Vernon and record the transfer in the County Department of
26 Records.
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28 Code. of Civil Procedure Section_1245.235..requires_that before_adopting.a
29 resolution of necessity, Vernon must give each .person whose property is to be
30 acquired by eminent, domain_ notice_ a. reasonable. opportunity appear_before. the
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DRAFT DATED 101301200210121102 912512002 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1 City_Council.and:-b--e -heard _on -the -matters. referred-to-n_Code .of Civil --procedure
2 Section--1240.030. Edison_ hereby- acknowledges- that_ such notice- was. provided_ by
3 Vernon -via -facsimile. on November- 27. 2002,--and-that .such- notice.is. acceptable_to
4 Edisonn,
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9 6.4 Section 6.4.1 of the 1997 Supplemental Restructuring Agreement is deleted in its
10 entirety and replaced with the following:
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12 "6.4.1 To accommodate street rearrangements needed as part of a freeway
13 onramp project, Edison will transfer title to the New Bandini Substation Adjacent
14 Land to Vernon as follows."
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18 6.5 The first sentence of Section 6.4.4 of the 1997 Supplemental Restructuring
19 Agreement is deleted, and replaced with the following sentence:
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21 "6.4.4 Vernon shall promptly reimburse Edison for the costs of the relocation
22 activities described in Section 6.4.2, including, but not limited to all costs incurred
23 by Edison related to engineering, surveying, and construction; provided however,
24 that (i) if requested by Vernon, all physical construction work (except final
25 electrical connections and testing, which shall be done by Edison personnel) will be
26 done by competitive bid (if Vernon chooses to exercise this option, it must submit
27 its written request for competitive bidding no later than the time it provides Edison
28 with final plans for the street rearrangements referred to in Section 6.4.1); and (ii)
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DRAFT DATED 101301200210121102 912512002 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
Edison's costs of relocation will not include any profit or rate of return for the
utility.
6.6 A new Section 6.4.5 is added to the 1997 Supplemental Restructuring Agreement
to read as follows:
"6.4.5 To accommodate access to Edison's Bandini Substation and prior to the
commencement of relocation activities described in Sections 6.4.2 and 6.4.4,
Vernon will transfer title to the parcel described in APPENDIX D LEGAL
DESCRIPTION OF THE PARCEL TO BE TRANSFERRED FROM
VERNON TO EDISON, attached hereto and incorporated into this Agreement by
this reference." In the event that any contamination is discovered on or in the
parcel described_ in. Appendix D that_ requires remediation,_ the_ City agrees_to
perform_ such_remediation _prior to. the. transfer,_. at _no__cost_ to Edison___. This transfer
shall be subject to Edison's inspection of the condition of this parcel, and written
approval thereof, which approval shall be at the sole discretion of Edison.
6.7 A new Section 6.4.6 is added to the 1997 Supplemental Restructuring Agreement
to read as follows:
"6.4.6 To the extent necessary in order to allow Vernon to make certain right of
way certifications so that it can timely qualify for governmental funding for
property acquisition, street rearrangement, and other activities, Edison agrees to
issue toVernon a right of entry to the New Bandini Substation Adjacent Land. It is
understood by the Parties that Vernon's exercise of such right of entry is
conditioned upon Edison's completion of the relocation activities for said parcel as
contemplated by this Agreement.
6.8 Appendix D to the 1997 Supplemental Restructuring Agreement entitled
"APPENDIX D LEGAL DESCRIPTION OF THE PARCEL TO BE
7
A
DRAFT DATED 101301200210121102 912512002 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
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TRANSFERRED FROM VERNON TO EDISON", including legal description
dated July 30, 2002 and parcel map dated July 7, 2002, attached hereto as Exhibit
2 is added to the 1997 Supplemental Restructuring Agreement.
7. Full Force and Effect:
Except as expressly provided herein, all other terms and conditions of the 1997
Supplemental Restructuring Agreement shall remain in full force and effect.
8. Signature Clause
IN WITNESS WHEREOF, the Parties execute this Amendment No. 1 to the 1997
Supplemental Restructuring Agreement as of the day of
November . 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
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DRAFT DATED 101301200210121102 912512002 AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
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L':
EXHIBIT I
APPENDIX A
LEGAL DESCRIPTION OF NEW BANDINI
SUBSTATION ADJACENT LAND
EXHIBIT 2
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 j
Councilman U
H. "LARRY" GONZALES'}`:r
Councilman J
W. MICHAEL MCCORMIJ
Councilman
BRUCE V. MALKENHORST 1,111, CITY HALL
City Administrator/City Clerk 4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058
FAX (323) 826-1438 TELEPHONE (323) 583-8811
City Council
City of Vernon
Honorable Members:
EDUARDO OLIVO
City Attorney
FAX: (562) 869-1883
KEVIN WILSON
Director of Community Services & Water
FAX: (323) 826-1435
November 27, 2002,
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
Q.P\oa- 2,\\L�
Qo--p
'�
d2
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.
On October 23, 2002, the City Council approved Amendment No. 1 to the
Agreement, Resolution No. 8097 for the acquisition of the property the
City currently needs because of the change in the Project design.
Since the amendment was approved, new issues in connection with the
City's purchase of the property from the United States Postal Office
were addressed. At this time, it is necessary that Resolution No.
8097 approving the prior amendment be repealed and Resolution No. 8114
addressing such issues be approved and executed.
Very truly yours,
Bruce V. Malkenhorst Wf
City Administrator/City Clerk
BVM/gm
a~ I CITY COUNCIL
LEONIS C. MALBURG
Mayor
THOMAS A. YBARRA
Mayor Pro-Tem
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
November 27, 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, on October 23
2002, the City Council approved an amendment to 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. However, since the amendment was
approved, we have had to address new issues in connection with
the City's purchase of property from the United States Post
Office that will eventually be transferred to Edison under the
Restructuring Agreement. We have now made changes to the
Agreement that addresses those issues.
Mr. Bruce V. Malkenhorst
November 27, 2002
Page 2
In order to maintain our funding for the Project, we must
secure the right-of-way as soon as possible. Therefore, I
request that the Amendment No. l to the Edison -Vernon
Restructuring Agreement be put on the City Council agenda for
consideration at the next City Council meeting and that
Resolution No. 8097 approving the prior amendment be repealed.
If you have any questions or comments, please contact me.
Sincerely,
Eduardo Olivo
City Attorney
EO:jl
AMENDMENT NO. 1 TO THE
EDISON-VERNON 1997
SUPPLEMENTAL RESTRUCTURING
AGREEMENT
AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1 1. Parties
2
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
10
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
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AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
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_ Agreement
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 defined
as the Bandini Substation Adjacent Land in the 1997 Supplemental Restructuring
Agreement.
3
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
5 Exhibit 1 to this Amendment No. 1, entitled APPENDIX A: NEW BANDINI
6 SUBSTATION ADJACENT LAND.
7
8 5. Effective Date of Amendment No. 1
9
10 This Amendment No. 1 shall take effect upon execution by the Parties.
11
12 6. Terms of Amendment No. 1
13
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 DESCRIl'TION OF NEW BANDINI
18 SUBSTATION ADJACENT LAND", including the legal description dated July
19 30, 2002, and 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:
23
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 the estimated costs for
30 relocation of the distribution and and telecommunications facilities from the New
4
AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1 Bandini Substation Adjacent Land, including the costs for relocation of facilities
2 and equipment owned by any third party tenants on the property; (iv) Payment of
3 the costs incurred in the inspection and investigation of the parcels described in
4 Appendix A and Appendix D of this Agreement; and (v) Title to the land parcel
5 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:
14
15 "6.4.3 Following the Effective Date, but no later than December 4, 2002, Vernon
16 shall provide Edison with a certified copy of a resolution of necessity and intent to
17 condemn the New Bandini Substation Adjacent Land adopted by Vernon's City
18 Council. Upon adoption of the resolution, the Parties acknowledge Vernon shall
19 have the right (by December 4, 2002) to go onto the New Bandini Substation
20 Adjacent Land in connection with Vernon's construction of the Interchange
21 Project and the legal right to the transfer of the New Bandini Substation Adjacent
22 Land from Edison, subject to the satisfaction of the requirements set forth in this
23 Amendment No. 1 and on the terms set forth herein. Within ninety (90) days of
24 receipt of the resolution, Edison shall transfer title of the New Bandini Substation
25 Adjacent Land to Vernon and record the transfer in the County Department of
26 Records.
27
28 Code of Civil Procedure Section 1245.235 requires that before adopting a
29 resolution of necessity, Vernon must give each person whose property is to be
30 acquired by eminent domain notice a reasonable opportunity to appear before the
5
AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1 City Council and be heard on the matters referred to in Code of Civil procedure
2 Section 1240.030. Edison hereby acknowledges that such notice was provided by
3 Vernon via facsimile on November 27, 2002, and that such notice is acceptable to
4 Edison."
5 6.4 Section 6.4.1 of the 1997 Supplemental Restructuring Agreement is deleted in its
6 entirety and replaced with the following:
7
8 "6.4.1 To accommodate street rearrangements needed as part of a freeway
9 onramp project, Edison will transfer title to the New Bandini Substation Adjacent
10 Land to Vernon as follows."
11
12 6.5 The first sentence of Section 6.4.4 of the 1997 Supplemental Restructuring
13 Agreement is deleted, and replaced with the following sentence:
14
15 "6.4.4 Vernon shall promptly reimburse Edison for the costs of the relocation
16 activities described in Section 6.4.2, including, but not limited to all costs incurred
17 by Edison related to engineering, surveying, and construction; provided however,
18 that (i) if requested by Vernon, all physical construction work (except final
19 electrical connections and testing, which shall be done by Edison personnel) will be
20 done by competitive bid (if Vernon chooses to exercise this option, it must submit
21 its written request for competitive bidding no later than the time it provides Edison
22 with final plans for the street rearrangements referred to in Section 6.4.1); and (ii)
23 Edison's costs of relocation will not include any profit or rate of return for the
24 utility."
25
26 6.6 A new Section 6.4.5 is added to the 1997 Supplemental Restructuring Agreement
27 to read as follows:
28
6
AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1 "6.4.5 To accommodate access to Edison's Bandini Substation and prior to the
2 commencement of relocation activities described in Sections 6.4.2 and 6.4.4,
3 Vernon will transfer title to the parcel described in APPENDIX D LEGAL
4 DESCRIPTION OF THE PARCEL TO BE TRANSFERRED FROM
5 VERNON TO EDISON, attached hereto and incorporated into this Agreement by
6 this reference. In the event that any contamination is discovered on or in the
7 parcel described in Appendix D that requires remediation, the City agrees to
8 perform such remediation prior to the transfer, at no cost to Edison. This transfer
9 shall be subject to Edison's inspection of the condition of this parcel, and written
10 approval thereof, which approval shall be at the sole discretion of Edison.
11
12 Edison will accept title to the parcel of land described in Appendix D (the
13 Appendix D Parcel) upon satisfaction of the following conditions:
14
15 1. Vernon shall prepare engineering plans and specifications to describe the final site
16 grading, drainage, fencing, and access road to be located on the Appendix D
17 Parcel necessary to be compatible with the existing Bandini Substation, and
18 subject to the review and approval of Edison. Vernon shall perform, or arrange to
19 perform, the final site grading, drainage, fencing, and access road construction,
20 subject to acceptance by Edison, which acceptance shall not be unreasonably
21 withheld.
22
23 2. Edison shall be provided with at least seven (7) days advance notice of Vernon's
24 activities to carry out the activities described in sections 1 above. Edison shall
25 have the right to have observers present for all work to be carried out on the
26 Appendix D Parcel.
27
28 3. Vernon shall indemnify and hold Edison (and its officers, directors, affiliates,
29 agents, contractors and employees) harmless, against any and all costs (including
30 reasonable attorneys' fees and costs) and claims of liability for personal injury
7
AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1 and/or property damage proximately caused or resulting from prior use of the
2 Appendix D Parcel, including, but not limited to, the use of underground storage
3 tanks presently or previously located on property owned by Vernon or others
4 adjacent to the Appendix D parcel."
5
6 6.7 A new Section 6.4.6 is added to the 1997 Supplemental Restructuring Agreement
7 to read as follows:
8
9 "6.4.6 To the extent necessary in order to allow Vernon to make certain right of
10 way certifications so that it can timely qualify for governmental funding for
1.1 property acquisition, street rearrangement, and other activities, Edison agrees to
12 issue toVernon a right of entry to the New Bandini Substation Adjacent Land. It is
13 understood by the Parties that Vernon's exercise of such right of entry is
14 conditioned upon Edison's completion of the relocation activities for said parcel as
15 contemplated by this Agreement."
16
17 6.8 Appendix D to the 1997 Supplemental Restructuring Agreement entitled
18 "APPENDIX D LEGAL DESCRIPTION OF THE PARCEL TO BE
19 TRANSFERRED FROM VERNON TO EDISON", including legal description
20 dated July 30, 2002 and parcel map dated July 7, 2002, attached hereto as Exhibit
21 2 is added to the 1997 Supplemental Restructuring Agreement.
22
23 7. Full Force and Effect:
24 Except as expressly provided herein, all other terms and conditions of the 1997
25 Supplemental Restructuring Agreement shall remain in full force and effect.
26
27
28
29
30
8
AMENDMENT NO. 1
TO THE EDISON-VERNON 1997 SUPPLEMENTAL RESTRUCTURING AGREEMENT
1
2 8. Sienature Clause
3 IN WITNESS WHEREOF, the Parties execute this Amendment No. 1 to the 1997
4 S pplemental Restructuring Agreement as of the l � day of
5 , 2003
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
ATTEST:
By
Bruce V. Malkenhorst
City Clerk
APPROVED AS TO FORM:
By
Eduardo Olivo
City Attorney
SOUTHERN CALIFORNIA EDISON COMPANY
By
�61�,aNz�-T � A neanlyl l im /q N BcnJ C • C� �N l
itw—Vice President
CITY OF VERNON
By �. j� .
eoni C_Malburg
Mayor
APPROVED
STEPHEN E. PICKETT
Sr. Vice President and
General Counsel
By
Attorney �
20
E
EXHIBIT I
APPENDIX A
LEGAL DESCRIPTION OF NEW BANDINI
SUBSTATION ADJACENT LAND
neecc i ur 2
EXHIBIT "A"
That portion of the northeasterly 200.00 feet of Lot 92 in the Rancho Laguna, situated in the
County of Los Angeles, State of California, as shown on a map filed as Exhibit `A", in Case No.
B-25296, of the Superior Court of said State of California, Los Angeles County, described as
follows:
BEGINNING at the intersection of the southwesterly line of said northeasterly 200.00 feet of Lot
92 and the easterly line of Atlantic Boulevard, (40.00 foot half -width) as described in a grant to
the County of Los Angeles for public road and highway purposes, recorded February 28, 1922
as Book 864, Page 317, Official Records of said Los Angeles County, thence South 67°48'47"
East, 28.036 meters (91.98 feet) along said southwesterly line of the northeasterly 200.00 feet
of Lot 92; thence North 03038'46" West, 31.419 meters (103.08 feet) to a point on said easterly.
line of Atlantic Boulevard, said point being the beginning of a non -tangent curve, concave
northwesterly, having a radius of 103.632 meters (340.00 feet), a radial line through said point
bears South 49043'00" East; thence southwesterly along said curve and along said easterly line
of Atlantic Boulevard, an arc length of 31.835 meters (104.44 feet), through a central angle of
17036'03", to the POINT OF BEGINNING.
See Sheet 2 of 2 for plat depicting the above -described land.
This re
Profess
Signatt
Date
ice with the
LA200Z0202SLEGALS\SCE t.doc
EXt-I I b I I "A"
S 2\ry
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6=17'36'03" /
R=103.632m I
(R=340.00')
L=31.835m '� SCALD: 1:100
(L=104.44') AO•
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S 49'43'00" E (R) `\
N'(�G S 03'38'46" E
31.419m `\
P, (103.08') `\
NORTHEASTERLY
200.00' OF LOT 92 o
A
S 32'06'57" E (R)
SOUTHWESTERLY LINE OF
THE NORTHEASTERLY 200'
J(�bf
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LOT 92
RANrH0 LA rJINLA/
NO.4,130
EXP. 09/30/05
IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA�C"
PREPARED BY: PREPARED FOR:
ASSOCIATED ENGINEERS, INC.
3311 E. SHELBY ST. SOUTHERN CALIFORNIA EDISON
ONTARIO, CALIFORNIA 91764
TEL:(909)980-1982 • FAX:(909)941-0891 JULY 7, 2002
M: \2002\02025\DWG\SCEI.DWG
EXHIBIT 2
APPENDIX D
LEGAL DESCRIPTION OF PARCEL
TO BE TRANSFERRED
FROM VERNON TO EDISON
EXHIBIT "A"
That portion of Lot 92 in the Rancho Laguna, situated in the County of Los Angeles, State of
California, as shown on a map filed as Exhibit "A", in Case No. B-25296, of the Superior Court
of said County of Los Angeles, State of California, described as follows:
COMMENCING at the intersection of the southwesterly line of the northeasterly 200.00 feet of
said Lot 92 and the easterly line of Atlantic Boulevard, (40.00 foot half -width) as described in a
grant to the County of Los Angeles for public road and highway purposes, recorded February
28, 1922 as Book 864, Page 317, Official Records of said Los Angeles County; thence South
67°48'47m East, 28.036 meters (91.98 feet) along said southwesterly line of the northeasterly
200.00 feet of Lot 92 to the POINT OF BEGINNING; thence South 03038'46" East, 20.896
meters (68.56. feet); thence North 86'21'14 East, 1.440 meters (4.72 feet); thence South
03'38'46' East, 39-.977 meters (131.16 feet); thence North 85038'19" East, 38.292 meters
(125.63 feet); thence North 22011'31" East, 37.047 meters (121.54 feet) to a point on said
southwesterly line of the northeasterly 200.00 feet of Lot 92; thence North 67°48'47" West,
62.079 meters (203.67 feet) to the POINT OF BEGINNING.
See Sheet 2 of 2 for plat depicting the above -described land.
This real property has been described by me, or under my direction, in conformance with the
Professional Land Survevor's Act. /
SignatL
NO.4430
Exp. 09/30/05
Date
U20021020251LEGAMSC E2 doc
EXHIBIT "A"
SHEET 2 OF 2
S�RF�cj.�
J�
SCALE: 1:100
NORTHEASTERLY
200.00' OF LOT 92
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LOT 92 /
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—' NO.443C
. CJ •- Ex,p. 09130'105
9
q� cP
IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA -
PREPARED BY: PREPARED FOR:
ASSOCIATED SHELBY S. INC.
11E. SOUTHERN CALIFORNIA EDISON
ONTARIO, CALIFORNIA 91764
TEL:(909)980-1982 * FAX:(909)941-0891 JULY 7,,2002
M:\2002\02025\DWG\SCE2.DWG
CITY COUNCIL
LEONIS C. MALBURG
Mayor
THOMAS A. YBARRA
Mayor Pro-Tem
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) 58378811
January 9, 2003
Southern California Edison Company
Attn: Brent F. Gokbudak
P.O. Box 800
2244 Walnut Grove Avenue
Rosemead, CA 91770
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 Supplement Restructuring.
Agreement
Dear Mr. Gokbudak:
Transmitted herewith is,a duplicate original copy of the above
referenced Agreement approved by the Vernon City Council on December
4, 2002.
If you have any questions regarding this matter, please call Mr.
Eduardo Olivo at (323) 583-8811 ext. 310.
Very truly yours,
Nell AGir
Assistant to the
Chief Deputy City Clerk
NG/gm
CC: Eduardo Olivo
Samuel Kevin Wilson
FA e:ement No: 02-,097
Resolution No. 8114
CITY COUNCIL
LEONIS C. MALBURG
Mayor
THOMAS A. YBARRA
Mayor Pro—Tem
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
January 8, 2003
Bruce V. Malkenhorst
City Administrator
CITY OF VERNON
4305 Santa Fe Avenue
Vernon, California 90058
Dear Bruce:
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) 82,6-1425
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
I am enclosing Amendment No. 1 to the Edison -Vernon 1997 Supplemental
Restructuring Agreement (the "Amendment"). The Amendment was needed, in part, in order to
switch the parcel of property that Edison had previously agreed to provide the City under the
Supplemental Restructuring Agreement in connection with our development of the I-710 Bandini
Interchange Project. Because of a change in the design of the Project we needed Edison to
provide us another piece of property instead of the one that was previously identified in the
Agreement. We have now negotiated all the terms of the Amendment and have obtained
Edison's signature.
The City Council previously approved the form of the Amendment on
December 4, 2002. Pursuant to that approval, the City Council authorized this document. This
was necessary because of the urgency in trying to get the Caltrans certification process
completed within their appropriate time period.
Please have the agreement executed and send one original back to Edison to the
attention of Brent F. Gokbudak at Post Office Box 800, 2244 Walnut Grove Avenue, Rosemead,
California 91770.
If you have questions, please call me.
Sincerely,
L7C'CV. c v,_ o., � R
Eduardo Olivo
City Attorney