Resolution No. 10108RESOLUTION NO. 10,108
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON TERMINATING NATURAL GAS RATE SCHEDULE NO.
G-5 (ELECTRIC GENERATION GAS TRANSPORTATION) AND
APPROVING AND ADOPTING A "NATURAL GAS COMMODITY
AGREEMENT" FORM REGARDING RATES TO BE CHARGED
FOR GAS DISTRIBUTED AND SUPPLIED BY THE CITY
WITHIN ITS BOUNDARIES FOR LARGER CONSUMING
CUSTOMERS AND AUTHORIZING THE CITY ADMINISTRATOR
TO ENTER INTO SUCH AGREEMENTS AND RELATED
PURCHASE CONFIRMATIONS
WHEREAS, the City Council of the City of Vernon adopted
Ordinance No. 1122 on September 5, 2006, providing that rates to be
charged for natural gas distributed and supplied by the City within
its boundaries shall be set by resolution; and
WHEREAS, from time to time the City Council has by
resolution established and amended certain rate schedules, rules for
gas service and form agreements for natural gas users in the City;
and
WHEREAS, the City Administrator by memo dated November 25,
2009 has recommended that Rate Schedule No. G-5 (Electric Generation
Gas Transportation) ("Schedule No. G-5") be terminated retroactively
effective July 1, 2008 and that the form of the Natural Gas
Commodity Agreement be modified to be less restrictive and more,
consistent with gas industry standards; and
WHEREAS, the City Council of the City of Vernon held a
public hearing on December 7, 2009 to terminate Schedule No. G-5 and
to modify the form of the Natural Gas Commodity Agreement; and
WHEREAS, the City Council has heard and considered all
evidence, both written and oral, presented in consideration of the
proposed termination of Schedule No. G-5 and the modification to the.
form of the Natural Gas Commodity Agreement; and
WHEREAS, the City Council of the City of Vernon desires to
terminate Schedule No. G-5 and amend the form of the Natural Gas
Commodity Agreement to implement the recommendations of the City
Administrator; and
WHEREAS, the City Council of the City of Vernon desires to
continue in full force and effect all existing executed Natural Gas
Commodity Agreements until associated purchase transactions have
been fulfilled, at which point such existing agreements would be
terminated.
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 does
hereby find and determine that the recitals contained hereinabove
are true and correct.
SECTION 2: The City Council of the City of Vernon
further finds that all persons have had -the opportunity -to be heard
or to file written comments on the proposed termination of Schedule
No. G-5 and the modifications to the form of the Natural Gas
Commodity Agreement and after due consideration of all the evidence
submitted at the public hearing determines that there are compelling
reasons to justify the termination of Schedule No. G-5 and the
modifications to the form of the Natural Gas Commodity Agreement.
SECTION 3: The City Council of the City of Vernon hereby
terminates Schedule No. G-5 retroactively effective July 1, 2008. A
revised Schedule No. G-5 noting the termination is attached hereto
as Exhibit A and incorporated by reference.
-2-
SECTION 4: The City Council of the City of Vernon hereby
approves and adopts a new form of the Natural Gas Commodity
Agreement (the "Approved Form"), a copy of which is attached hereto
as Exhibit B and incorporated by reference.
SECTION 5: The City Council of the City of Vernon hereby
terminates each existing executed Natural Gas Commodity Agreement
effective upon fulfillment of all associated purchase transactions.
SECTION 6: The City Council of the City of Vernon hereby
authorizes and empowers the City Administrator, or his designee, to
execute Natural Gas Commodity Agreements for, and on behalf of, the
City of Vernon with qualified customers who desire to take advantage
of customized price terms using the Approved Form, and the City
Clerk or Deputy City Clerk is hereby authorized to attest thereto,
with the intent that each such Natural Gas Commodity Agreement shall
be a binding contract between the City and the customer upon
execution by the City Administrator, or his designee, and an
authorized representative of the customer.
SECTION 7: The City Council of the City of Vernon hereby
authorizes and empowers the City Administrator, or his designee, to
complete the Approved Form prior to execution by inserting the
information specific to each qualified customer who desires to enter
into such an agreement with the City.
SECTION 8: The City Council of the City of Vernon hereby
authorizes and empowers the City Administrator, or his designee,
pursuant to a fully executed Natural Gas Commodity Agreement, to
establish the customized price terms, including duration and
quantities of gas to be purchased, and to complete and execute a
Purchase Confirmation, in substantially the form attached as Exhibit
-3-
A to the Approved Form, for, and on behalf of, the City of Vernon,
and the City Clerk or Deputy City Clerk is hereby authorized to
attest thereto, with the intent that the Purchase Confirmation shall
be a binding contract between the City and the qualified customer
upon execution by the City Administrator, or his designee, and the
authorized representative of the customer.
SECTION 9: The City Council of the City of Vernon hereby
authorizes the City Administrator, or his designee, to take whatever
actions are deemed necessary or desirable for the purpose of
implementing and carrying out the purposes of this Resolution and
the transactions herein approved or authorized.
SECTION 10: Any provision contained in Resolution Nos.
9134, 9240, 9265, 9344, 9374, 9550, 9732 and 10,045 not consistent
with or in conflict with this Resolution are hereby repealed. In
all other respects, Resolution Nos. 9134, 9240, 9265, 9344, 9374,
9550, 9732 and 10,045 shall remain in full force and effect.
SECTION 11: The City Clerk of the City of Vernon shall
certify to the passage, approval and adoption of this resolution,
and the City Clerk of the City of Vernon shall cause this resolution
and the City Clerk's certification to be entered in the File of
Resolutions of the Council of this City.
APPROVED AND ADOPTED this 7th day of December, 2009.
ATTE T:
A�
MANUELA GIRON, C': y Clerk
Z/ -
Name: Hilario Gonzales
Title: Mayor / ^° D 1Clll
ae
STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, MANUELA GIRON, City Clerk of the City of Vernon, do hereby
certify that the foregoing Resolution, being Resolution No. 10,108,
was duly passed, approved and adopted by the City Council of the
City of Vernon at a regular meeting of the City Council duly held on
Monday, December 7, 2009, and thereafter was duly signed by the
Mayor or Mayor Pro-Tem of the City of Vernon.
Executed this day of December, 2009, at Vernon,
California.
(S EAL )
MANUELA GI ON, City Clerk
1612
EXHIBIT A
CITY OF VERNON
NATURAL GAS DEPARTMENT
Schedule G-5 (Terminated)
ELECTRIC GENERATION GAS TRANSPORTATION
APPLICABILITY
This schedule is for City of Vernon gas transportation service to electric generation customers
using at least 36,500,000 Therms per year (100,000 Therms per day). Customers receiving
service under this schedule may purchase commodity gas from a Third -Party Supplier or may
request to purchase commodity gas from City of Vernon pursuant to Schedule G-4.
TERMINATION OF THIS RATE SCHEDULE
This rate schedule G-S is terminated, retroactively effective July 1, 2008.
City of Vernon Council Resolution effective
EXHIBIT B
CITY OF VERNON
NATURAL GAS COMMODITY AGREEMENT
This Natural Gas Commodity Agreement ("Agreement") is entered into this day of
, 20 , by and between the CITY OF VERNON, a California charter city and
California municipal corporation, ("City") and , a ,
("Customer"). City and Customer are collectively referred to herein as the "Parties."
NOW THEREFORE, in consideration of the mutual undertakings set forth below, the Parties
agree as follows:
SECTION 1— GAS COMMODITY SERVICE
Customer requests and City agrees to provide gas commodity service in accordance with
Schedule G-4 (Large Commercial Gas Commodity) and City gas rules and regulations, and
applicable City laws. Customer hereby represents it has reviewed and inspected the applicable
City rates, rules, regulations, and laws for gas service and agrees to comply therewith.
SECTION 2 — PRICE AND QUANTITY; PURCHASE CONFIRMATION
A. City agrees to sell and deliver, and Customer agrees to purchase and receive gas commodity,
in addition to gas transportation service, as described herein.
B. Customer may elect to receive 100 percent of its gas commodity requirements at City's
monthly Commodity Charge. Alternatively, Customer may elect to take a predefined portion of
its requirements at a Customized Price, as defined below.
C. Customized Price options are:
Option 1: A fixed price may be offered for specific quantities associated with specific
months.
Option 2: An indexed price may be offered for specific quantities associated with specific
months, different from City's monthly Commodity Charge. Such index may
reference the publications "Natural Gas Intelligence," "Gas Daily," or other
mutually agreeable publication based on which City is able to purchase gas.
Option 3: Combined New York Mercantile Exchange (NYMEX) futures contract and
Henry-Hub-to-SoCalGas border or SoCalGas Citygate basis prices may also be
Page 1 of 7
City of Vernon Council Resolution , effective
1187837v5
offered. Customers may request to fix either the NYMEX portion or the basis
portion.
Other Customers may request other customized price structures that City may
Options: offer, provided that all price risk associated with a Customized Price is passed
through to Customer.
The terms "SoCalGas Border" and "SoCalGas Citygate" as used herein have the same meanings
given those terms in the City of Vernon Gas Municipal Utilities Department Rules for Gas
Service.
D. The specifics of each Customized Price transaction shall be stated in a Purchase
Confirmation, using the form attached as Exhibit A of this Agreement and incorporated by this
reference. In order to be binding on the Parties, a Purchase Confirmation (1) must incorporate by
reference the terms contained in this Agreement; (2) must be properly executed by both Parties
to this Agreement; and (3) the Purchase Confirmation, executed by Customer, must be received
by City by personal delivery, facsimile, or attached to an email as a portable document format
(pdf) document at the address, facsimile number, or email address specified under Section 10
"Notices," or at such other address, facsimile number or email address as may be furnished by
City to Customer in writing, no later than one (1) hour after Customer receives price quote from
the City.
E. All Customized Price gas shall be deemed first gas through Customer's meter each month.
Customer's remaining requirements shall be priced at City's monthly Commodity Charge, as
specified in Rate Schedule G-4.
F. Customized Price quantities shall be established such that they do not exceed one hundred
percent (100%) of Customer's estimated monthly requirements. If, during any Month, Customer
is unable to consume all specified Customized Price Gas, the portion not consumed shall be
purchased by City according to the monthly price from the publication "Natural Gas Intelligence,
Bid -Week Survey, SoCalGas Citygate," minus one cent ($0.010) per Therm. Such price may
result in a loss or gain for Customer compared to the Customized Price, dependent on current
market conditions.
SECTION 3 - TERM
This Agreement shall continue in full force and effect until terminated by either party by written
notice given to the other party in accordance with this Agreement; provided, however, (1)
notwithstanding such notice of termination, this Agreement shall continue in full force and effect
for the duration of all Purchase Confirmations entered into in accordance with this Agreement,
and until all associated payments have been received from Customer, and (2) the City may at any
time decline to enter into any additional Purchase Confirmations pursuant to this Agreement.
Page 2 of 7
City of Vernon Council Resolution _, effective
1187837v5
SECTION 4 - METHOD OF PAYMENT; DISCONTINUANCE OF SERVICE
A. The terms provided in the City's Rules for Gas Service regarding payment, including but not
limited to the presentation and payment of bills, disputed bills, and discontinuance and
restoration of service, shall apply to this Agreement, unless otherwise noted herein.
B. Adjustments. All gas quantities transported and/or delivered to City under this Agreement
shall be billed based on the best information available to City at the time of billing, but shall be
subject to adjustment based on subsequently received information.
SECTION 5 - RELATED OBLIGATIONS
A. Assignment of Rights and Obligations. The rights and obligations under this Agreement
shall not be assigned by either party without the prior written consent of the other party, which
consent may be withheld at the sole and absolute discretion of City.
B. Vernon City Council This Agreement shall at all times be subject to the laws (including,
without limitation, the City of Vernon Municipal Code, ordinances and resolutions), rules and
regulations of the City of Vernon, which may be changed or modified by the City Council from
time to time in the exercise of its governmental authority. Nothing in this agreement is intended
to waive the authority of the City of Vernon to take any action in its governmental capacity.
C. RegulatorX. This Agreement, including but not limited to City's Natural Gas Rates
Schedules and Rules, are subject to revision and modification as a result of legislative or
regulatory action, including CPUC and/or Federal Energy Regulatory Commission proceedings
and orders.
D. Consequential Damages. Neither party shall be assessed any special, punitive, consequential,
incidental, or indirect damages, whether in contract or tort, for any actions or inactions related to
this Agreement or the delivery or non -delivery of gas, curtailment or transportation thereof.
SECTION 6 GOVERNING LAW
This Agreement shall be governed and construed in accordance with the domestic laws of the
State of California, without regard to its laws regarding choice of applicable law. Any litigation
concerning this Agreement shall take place in the municipal, superior, or federal district court
with geographic jurisdiction over City.
SECTION 7 - CAPTIONS AND ORGANIZATION
The various headings and numbers herein and the groupings of the provisions of this Agreement
are for the purpose of convenience only and shall not be considered a part hereof, and shall have
no effect on the construction or interpretation of any part of this Agreement.
Page 3 of 7
City of Vernon Council Resolution , effective
1187837v5
SECTION 8 - ENTIRE AGREEMENT
This Agreement in conjunction with the Parties' Natural Gas Transportation Agreement, the
City's Gas Rates, Schedules and Rules set forth the entire understanding of the Parties and
supersedes any prior understandings or discussions (whether written or oral) and incorporates
herein by reference all Vernon Municipal Codes, ordinances and resolutions existing or as
amended from time to time. In the event of a conflict between a Purchase Confirmation and
City's Gas Rates, Schedules and Rules, the Customized Price terms, quantities and duration of
the Purchase Confirmation shall prevail. This Agreement shall only be amended by an
instrument in writing properly executed by both Parties.
SECTION 9 - WAIVER
The waiver by either party of a breach or default by the other party shall not be deemed a waiver
of any different or later breach whether of the same or other covenant or condition; nor shall any
delay or omission by either party to exercise any right it may have hereunder operate as a waiver
of any breach or default of such a right. The failure of either party to this Agreement to exercise
any of its rights under this Agreement does not constitute a breach thereof and shall not be
deemed to be a waiver of such rights or a waiver of any subsequent breach. No waiver, benefit,
privilege, or service voluntarily given or performed by a party shall give the other party any
contractual rights by custom, estoppel, or otherwise.
SECTION 10 - NOTICES
All notices, approvals, consents and other communications between the Parties shall be in
writing, and unless another form of delivery is expressly permitted under this Agreement, shall
be sent by certified mail (return receipt requested) or other delivery service which provides
evidence of delivery, using the address set forth below or at such other address as may be
furnished by either party to the other in writing. Mailed notices will be deemed communicated
as of the day of receipt.
Notice Information — Customer
Notice Information — City
irt,st���cldre��]
Attention [ nsr e]
e'nuxnberI
Facsimile. [''ri eifax number]
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Donal O'Callaghan
Telephone: (323) 583-8811 ext. 561
Facsimile: (323) 826-1408
E-mail: docallaghan@ci.vernon.ca.us
Page 4 of 7
City of Vernon Council Resolution effective
1187837v5
SECTION 11— PARTIAL INVALIDITY
Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to
be valid under applicable law. If any provision of this Agreement is determined by a court of
competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall
nevertheless continue in full force and effect, and shall in no way be affected, impaired or
invalidated.
SECTION 12 - AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Customer warrants and represents
that he or she has the authority to execute this Agreement on behalf of Customer and has the
authority to bind Customer to the performance of its obligations under this Agreement.
[Signatures Begin on Next Page]
Page 5 of 7
City of Vernon Council Resolution , effective
1187837v5
IN WITNESS WHEREOF, the authorized representatives of the Parties have executed this
agreement in duplicate originals.
CUSTOMER:
Customer Name
CITY OF VERNON:
Signed
Signed
Printed
Printed
Title
Title
Signed
ATTEST:
Printed
Title
Signed
MANUELA GIRON, City Clerk
Page 6 of 7
City of Vernon Council Resolution , effective
1187837v5
EXHIBIT A
FORM OF PURCHASE CONFIRMATION FOR
NATURAL GAS COMMODITY AGREEMENT
EXHIBIT A
PURCHASE CONFIRMATION UNDER
NATURAL GAS COMMODITY AGREEMENT
This Purchase Confirmation is entered into as of , by and
between the CITY OF VERNON, a California charter city and California municipal corporation
("City"), and , a ("Customer"). City and Customer
are collectively referred to herein as the "Parties."
NOW, THEREFORE, the Parties agree as follows:
Section 1. This Purchase Confirmation incorporates by reference for all purposes all terms
and conditions of the Natural Gas Commodity Agreement dated by and
between City and Customer.
Section 2. The following Customized Price terms, duration and quantities shall apply to gas
purchased pursuant to this Purchase Confirmation: [Insert specific "Customiz ed Price"
Terms, Duration and Quantities]
IN WITNESS WHEREOF, the authorized representatives of the parties have executed this
Purchase Confirmation in duplicate originals.
CUSTOMER:
CITY OF VERNON:
Customer Name
Signed Signed
Printed Printed
Title Title
Signed
Printed
Title
ATTEST:
Signed
Page 7 of 7
MANUELA GIRON, City Clerk
City of Vernon Council Resolution , effective
1187837v5
CITY CLERK'S OFFICE
INTEROFFICE MEMORANDUM
DATE: December 8, 2009
TO: Donal O'Callaghan, Director of Light & Power
FRO Nelly Giron, City Clerk
RE: Resolution No. 10,108 - A Resolution of the City Council of
the City of. Vernon Terminating Natural Gas Rate Schedule No.
G-5 (Electric Generation Gas Transportation) and Approving
and Adopting a "Natural Gas Commodity Agreement" Form
Regarding Rates to Be Charged For Gas Distributed and
Supplied By the City Within Its Boundaries For Larger
Consuming Customers and Authorizing the City Administrator
to Enter into Such Agreements and Related Purchase
Confirmations
Transmitted herewith is a copy of Resolution No. 10,108 referenced
above, which was approved by City Council on December 7, 2009.
Thank you.
NG : di
c: Resolution No. 10,108
NOTICE OF PUBLIC HEARING
The City of Vernon will conduct a Public Hearing that you may attend.
PLACE: Vernon City Hall
City Council Chambers
4305 Santa Fe Avenue
Vernon, CA 90058
DATE AND TMIE: Monday, December 7, 2009, at 9:00 a.m., or as soon thereafter as
the matter may be heard.
PURPOSE: To amend the natural gas rate schedules for gas service for gas
distributed and supplied by the City of Vernon (the "City") within
its boundaries. These amendments include deleting the City's Gas
Municipal Utilities Department Schedule G-5 (Electric Generation
Gas Transportation) and amending the "Natural Gas Commodity
Agreement" for larger consuming customers to increase both the
quantity ceiling and buyback rate.
Any interested person may attend and may make an oral presentation to the City Council
at the time of the hearing, -or may present written comments prior to the hearing.
If you challenge the approval of the amended gas rates, the amended Natural Gas
Commodity Agreement, or any provision thereof in court, you may be limited to raising only
those issues you or someone else raised at the hearing described in this notice or in written
correspondence delivered to the City of Vernon at, or prior to, the meeting.
Information may be obtained by contacting the office of the City Clerk at the above
address.
The hearing may be continued or adjourned or cancelled and rescheduled to a stated time
and place without further notice.
Dated: November 24, 2009
A4anuela Giron, ity ( ler
Giron, Nelly
From: Gena Stinnett [gstinnett@rwglaw.com]
Sent: Thursday, November 12, 2009 11:51 AM
To: Giron, Nelly; Muro, Evangelina
Cc: Dan Bergmann (E-mail); O'Callaghan, Donal; Laurence S. Wiener
Subject: Notice of Public Hearing - Gas Tariff Dec. 2009
Attachments: Vernon - Notice of Public Hearing - Gas Tariff Dec. 2009 (2).DOC
R
Vernon - Notice of
Public Hear...
Hi Nelly and Eva,
I understand from Dan Bergmann that natural gas rate changes will be on the agenda for
December 7, 2009. The City Council will need to hold a noticed public hearing on this
item.
I've attached the notice for publication. Please note that it must be published twice per
Gov't Code s. 6062a and s. 66018, at least 10 days before the hearing. Submitting on Nov.
24 and December 1, and publishing on Nov. 26 and December 3 will satisfy. (Thanks for
confirming that the newspaper actually publishes on Thanksgiving.)
Please be sure to list this it m on the Dec. 7 age da as a public hearing.
Please let me know if you have any questions or concerns.
Best regards,
Gena M. Stinnett
Richards Watson & Gershon
355 South Grand Avenue, 40th Floor
Los Angeles, CA 90071-3101
Voice: 213.253.0240
Facsimile: 213.626.0078
NOTICE: This communication may contain privileged or other confidential information. If
you are not the intended recipient of this communication, or an employee or agent
responsible for delivering this communication to the intended recipient, please advise the
sender by reply email and immediately delete the message and any attachments without
copying or disclosing the contents. Thank you.
1
Page 1 of 1
Giron, Nelly
From: Giron, Nelly
Sent: Tuesday, November 24, 2009 3:00 PM
To: 'Bianca @ Eastern Group'
Cc: 'Gena Stinnett';'Dan Bergmann; O'Callaghan, Donal
Subject: Notice of Public Hearing - Gas
Attachments: Vernon - Notice of Public Hearing - Gas Tariff Dec 2009 (2).DOC
Bianca, please have the attached published twice in the Vernon Sun.
First publication on Thursday, November 26, 2009
Second publication on Thursday, December 3, 2009
Thank you.
Nelly
11/24/2009
�a� lay
RECEIVED APPROVED OEC 0 % 09 C111 COUNCIL
NOV 2 5 2009 40
CITY CLERK'S OFFICE STAFF REPORT
Light & Power Department
DATE: November 25, 2009
TO: Honorable Mayor and City Council
FROM: Donal O'Callaghan, City Administrator
RE: Natural Gas Tariff
The following are two recommended revisions to the City of Vernon Natural Gas Tariff.
First is a recommendation to revise the language of the COV "Natural Gas Commodity
Agreement." This is requested such that Vernon's gas balancing language will be less
restrictive and more consistent with what competitive marketers offer.
The specific changes are within the last paragraph of Section 2 of the Agreement.
• Hedging allowed up to 100% of estimated usage (was 80%).
• Price paid by COV in the event of over -delivered hedged gas becomes monthly
index minus one cent per Therm (was minus 2.5 cents).
Additionally, improvements have been made to the general language of the agreement
by Richards, Watson, and Gershon
Second is a recommendation to terminate the G-5 transportation rate schedule. This
rate schedule has been exclusively for business within COV and does not pertain to any
other customers. The termination is retroactive to July 1, 2008, so as not to create any
implied inconsistencies with Vernon's internal financial accounting.
DO:db
Attachments
cc: Nelly Giron, (original)
Judy Lehr
Document Control
TO: Donal O'Callaghan, Director of Light & Power
FROM: Dan Bergmann &bj
SUBJECT: Natural Gas Tariff Changes
The following are two recommended revisions to the City of Vernon Natural Gas Tariff.
First is a recommendation to revise the language of the COV "Natural Gas Commodity
Agreement." This is requested by Darling International such that Vernon's gas balancing
language will be less restrictive and more Consistent with what competitive marketers offer.
These changes have no fiscal impact on COV, nor do they create additional risk. They simply
allow customers to hedge up to 100 percent of anticipated requirements, and, in the event they
don't take all the gas, COV buy back price is made more reasonable.
The specificchanges are within the last paragraph of Section 2 of the Agreement.
• Hedging allowed up to 100% of estimated usage (was 80%).
• Price paid by COV in the event of over -delivered hedged gas becomes monthly index
minus one cent per Therm (was minus 2.5 cents).
Additionally, improvements have been made to the general language of the agreement by
Richards, Watson, and Gershon. A redline version is attached for comparison purposes.
Accordingly, these changes are approved as to form by legal.
Second is a recommendation to terminate the G-5 transportation rate schedule. This rate
schedule- has been exclusively for business within COV and does not pertain to any other
customers. The termination is retroactive to July 1, 2008, so as not to create any implied
inconsistencies with Vernon's internal financial accounting:
Per your approval, these agreements will be discussed at the Council Meeting November 30.
The intent is to then place them on the agenda for approval December 7.
dlb/dlb
Cc: Document Control
RECEIVED
NOV 2 5 2009
FAY: �o,
CITY ATTORNEY'S OFFICE
MEMORANDUM
TO: Donal O'Callaghan, City Administrator
FROM: Gena M. Stinnett, Assistant City Attorney
CC: Laurence S. Wiener, City Attorney
Dan Bergmann, Consultant
DATE: November 23, 2009
susJEcT: Natural Gas Commodity Agreement - Approved as to Form
The City Attorney's office has reviewed the Natural Gas Commodity Agreement and has
approved it as to form.
12720-0001\1189179v1.doc
Dan Bergmann
From: Gena Stinnett [gstinnett@rwglaw.com]
Sent: Monday, November 23, 2009 10:27 AM
To: Donal O'Callaghan (E-mail); Dan Bergmann (E-mail)
Cc: Robin M. Tolmasoff (E-mail); Laurence S. Wiener; Eva Muro (E-mail); Judy Lehr (E-mail)
Subject: Natural Gas Commodity Agreement
Attachments: G-5 Terminated.doc; Vernon - Natural Gas Commodity Agreement (2).DOC; Vernon -
Approved as to Form - Natural Gas Commodity Agreement.PDF
<<Vernon - Approved as to Form - Natural Gas Commodity Agreement.PDF>>
Good morning, Donal and Dan.
Attached please find the revised Natural Gas Commodity Agreement, along with an
"approved as to form" memo.
We have no comments or recommendations regarding the termination of Schedule G-5. Eva
or Judy will prepare the Resolution adopting the termination once Donal approves going
forward with it, and we will review the Resolution then. I've attached the revised
Schedule G-5 that you provided so that all the documents are in one email.
Please let me Know if you have any questions or if I can be of further assistance.
Gena M. Stinnett
Richards Watson & Gershon
355 South Grand Avenue, 40th Floor
Los Angeles, CA 90071-3101
Voice: 213.253.0240
Facsimile: 213.626.0078
NOTICE: This communication may contain privileged or other confidential information. If
you are not the intended recipient of this communication, or an employee or agent
responsible for delivering this communication to the intended recipient, please advise
the sender by reply email and immediately delete the message and any attachments
without copying or disclosing the contents. Thank you.
1
FILE CV�,
LIGHT & POWER DEPARTMENT
Donal O'Callaghan, Director of Light & Power
March 16, 2010
NUS Consulting Group
c/o Stericycle, Inc.
P.O. Box 740
Park Ridge, NJ 07656
Attention: Kevin Pollack
Subject: Natural Gas Commodity Agreement
Enclosed herewith is the fully executed copy of the Natural Gas Commodity Agreement
between the City of Vernon and Stericycle, Inc.
If you have any questions regarding this matter, please feel free to contact me.
Sincerely,
CITY OF VERNON
Light & Power Department
Donal O'Callaghan
Director of Light & Power
DO:mv
Enclosure
c: Jim Epp, Plant Manager
City Clerk
Dan Bergmann
Document Control
4305 Santa Fe Avenue, Vernon, California 90058 Telephone (323) 583-8811 Fax (323) 826-1425
Exclusiveiy Zn6striaf
FbrUa 2-2.,2010
10. The connection cost in section five, above, is valid for 30 days from-B'IC-+.-609-
Otherwise, this contract shall at all times be subject to such changes or modifications by COV
as may be made from time -to -time in exercise of its jurisdiction.
Print Name
Title
Signature
Zl i�S //o
Date
Incorporated in
Company (LLP, Corp, etc.) (State)
Customer Information Needed
Notice. Correspondence, and Statements
Attn: IV S CM St A I F (�1
P. �. ax
Pa)rVLQ4 d`T 0706(6
Office Phone 2-yn �� 1-4300
Fax 2-01. 3R 1- g I be
Billing (Ifdierent)
Attn: N Us an w 1-iv G,uAp
4.0
parV- Qlkt, NT 0-7 to5b
Office Phone 2.01— P I — 4 Zoo
Fax 201-3011- 369
CITY OF VERNON
NATURAL GAS COMMODITY AGREEMENT
This Natural Gas Commodity Agreement ("Agreement") is entered into this first day of March,
2010, by and between the CITY OF VERNON, a California charter city and California
municipal corporation, ("City") and STERICYCLE, INC, a cp"\- -COY- h ,
("Customer"). City and Customer are collectively referred t herein as the "Parties.'
NOW THEREFORE, in consideration of the mutual undertakings set forth below, the Parties
agree as follows:
SECTION 1- GAS COMMODITY SERVICE
Customer requests and City agrees to provide gas commodity service in accordance with
Schedule G-4 (Large Commercial Gas Commodity) and City gas rules and regulations, and
applicable City laws. Customer hereby represents it has reviewed and inspected the applicable
City rates, rules, regulations, and laws for gas service and agrees to comply therewith.
SECTION 2 - PRICE AND QUANTITY; PURCHASE CONFIRMATION
A. City agrees to sell and deliver, and Customer agrees to purchase and receive gas commodity,
in addition to gas transportation service, as described herein.
B. Customer may elect to receive 100 percent of its gas commodity requirements at City's
monthly Commodity Charge. Alternatively, Customer may elect to take a predefined portion of
its requirements at a Customized Price, as defined below.
C. Customized Price options are:
Option 1: A fixed price may be offered for specific quantities associated with specific
months.
Option 2: An indexed price may be offered for specific quantities associated with specific
months, different from City's monthly Commodity Charge. Such index may
reference the publications "Natural Gas Intelligence," "Gas Daily," or other
mutually agreeable publication based on which City is able to purchase gas.
Page 1 of 6
City of Vernon Council Resolution 10,108 effective December 7, 2009
1187837v5
Option 3: Combined New York Mercantile Exchange (NYMEX) futures contract and
Henry-Hub-to-SoCalGas border or SoCalGas Citygate basis prices may also be
offered. Customers may request to fix either the NYMEX portion or the basis
portion.
Other Customers may request other customized price structures that City may
Options: offer, provided that all price risk associated with a Customized Price is passed
through to Customer.
The terms "SoCalGas Border" and "SoCalGas Citygate" as used herein have the same meanings
given those terms in the City of Vernon Gas Municipal Utilities Department Rules for Gas
Service.
D. The specifics of each Customized Price transaction shall be stated in a Purchase
Confirmation, using the form attached as Exhibit A of this Agreement and incorporated by this
reference. In order to be binding on the Parties, a Purchase Confirmation (1) must incorporate by
reference the terms contained in this Agreement; (2) must be properly executed by both Parties
to this Agreement; and (3) the Purchase Confirmation, executed by Customer, must be received
by City by personal delivery, facsimile, or attached to an email as a portable document format
(pdo document at the address, facsimile number, or email address specified under Section 10
"Notices," or at such other address, facsimile number or email address as may be furnished by
City to Customer in writing, no later than one (1) hour after Customer receives price quote from
the City..
E. All Customized Price gas shall be deemed first gas through Customer's meter each month.
Customer's remaining requirements shall be priced at City's monthly Commodity Charge, as
specified in Rate Schedule G-4.
F. Customized Price quantities shall be established such that they do not exceed one hundred
percent (100%) of Customer's estimated monthly requirements. If, during any Month, Customer
is unable to consume all specified Customized Price Gas, the portion not consumed shall be
purchased by City according to the monthly price from the publication "Natural Gas Intelligence,
Bid -Week Survey, SoCalGas Citygate," minus one cent ($0.010) per Therm. Such price may
result in a loss or gain for Customer compared to the Customized Price, dependent on current
market conditions.
SECTION 3 - TERM
This Agreement shall continue in full force and effect until terminated by either parry by written
notice given to the other party in accordance with this Agreement; provided, however, (1)
notwithstanding such notice of termination, this Agreement shall continue in full force and effect
for the duration of all Purchase Confirmations entered into in accordance with this Agreement,
and until all associated payments have been received from Customer, and (2) the City may at any
time decline to enter into any additional Purchase Confirmations pursuant to this Agreement.
Page 2 of 6
City of Vernon Council Resolution 10,108 effective December 7, 2009
1187837v5
SECTION 4 - METHOD OF PAYMENT; DISCONTINUANCE OF SERVICE
A. The terms provided in the City's Rules for Gas Service regarding payment, including but not
limited to the presentation and payment of bills, disputed bills, and discontinuance and
restoration of service, shall apply to this Agreement, unless otherwise noted herein.
B. Adjustments. All gas quantities transported and/or delivered to City under this Agreement
shall be billed based on the best information available to City at the time of billing, but shall be
subject to adjustment based on subsequently received information.
SECTION 5 RELATED OBLIGATIONS
A. Assignment of Rights and Oblijzations. The rights and obligations under this Agreement
shall not be assigned by either party without the prior written consent of the other party, which
consent may be withheld at the sole and absolute discretion of City.
B. Vernon City Council This Agreement shall at all times be subject to the laws (including,
without limitation, the City of Vernon Municipal Code, ordinances and resolutions), rules and
regulations of the City of Vernon, which may be changed or modified by the City Council from
time to time in the exercise of its governmental authority. Nothing in this agreement is intended
to waive the authority of the City of Vernon to take any action in its governmental capacity.
C. Regulatory. This Agreement, including but not limited to City's Natural Gas Rates
Schedules and Rules, are subject to revision and modification as a result of legislative or
regulatory action, including CPUC and/or Federal Energy Regulatory Commission proceedings
and orders.
D. Consequential Damages. Neither party shall be assessed any special, punitive, consequential,
incidental, or indirect damages, whether in contract or tort, for any actions or inactions related to
this Agreement or the delivery or non -delivery of gas, curtailment or transportation thereof.
SECTION 6 GOVERNING LAW
This Agreement shall be governed and construed in accordance with the domestic laws of the
State of California, without regard to its laws regarding choice of applicable law. Any litigation
concerning this Agreement shall take place in the municipal, superior, or federal district court
with geographic jurisdiction over City.
SECTION 7 - CAPTIONS AND ORGANIZATION
The various headings and numbers herein and the groupings of the provisions of this Agreement
are for the purpose of convenience only and shall not be considered a part hereof, and shall have
no effect on the construction or interpretation of any part of this Agreement.
Page 3 of 6
City of Vernon Council Resolution 10,108 effective December 7, 2009
1187837v5
SECTION 8 - ENTIRE AGREEMENT
This Agreement in conjunction with the Parties' Natural Gas Transportation Agreement, the
City's Gas Rates, Schedules and Rules set forth the entire understanding of the Parties and
supersedes any prior understandings or discussions (whether written or oral) and incorporates
herein by reference all Vernon Municipal Codes, ordinances and resolutions existing or as
amended from time to time. In the event of a conflict between a Purchase Confirmation and
City's Gas Rates, Schedules and Rules, the Customized Price terms, quantities and duration of
the Purchase Confirmation shall prevail. This Agreement shall only be amended by an
instrument in writing properly executed by both Parties.
SECTION 9 - WAIVER
The waiver by either party of a breach or default by the other party shall not be deemed a waiver
of any different or later breach whether of the same or other covenant or condition; nor shall any
delay or omission by either party to exercise any right it may have hereunder operate as a waiver
of any breach or default of such a right. The failure of either party to this Agreement to exercise
any of its rights under this Agreement does not constitute a breach thereof and shall not be
deemed to be a waiver of such rights or a waiver of any subsequent breach. No waiver, benefit,
privilege, or service voluntarily given or performed by a party shall give the other party any
contractual rights by custom, estoppel, or otherwise.
SECTION 10 - NOTICES
All notices, approvals, consents and other communications between the Parties shall be in
writing, and unless another form of delivery is expressly permitted under this Agreement, shall
be sent by certified ma i l (return receipt requested) or other delivery service which provides
evidence of delivery, using the address set forth below or at such other address as may be
furnished by either party to the other in writing. Mailed notices will be deemed communicated
as of the day of receipt.
Notice Information — Customer
Notice Information — C i ty
Stericycle, Inc.
2775 East 26th Street
Vernon, CA 90058-8031
Phone: 323-362-3020
Attn: Jim Epp, Plant Manager
Email: jepp@stericycle.com
City of Vernon
4 )05 Santa Fe Avenue
Vernon, CA 90058
Attention: Donal O'Callaghan
Telephone: (323) 583-8811 ext. 561
Facsimile: (323) 826-1408
E-mail: docallaghan@ci.vemon.ca.us
Page 4 of 6
City of Vernon Council Resolution 10,108 effective December 7, 2009
1187837v5
SECTION 11— PARTIAL INVALIDITY
Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to
be valid under applicable law. If any provision of this Agreement is determined by a court of
competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall
nevertheless continue in full force and effect, and shalt in no way be affected, impaired or
invalidated.
SECTION 12 - AUTIIORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Customer warrants and represents
that he or she has the authority to execute this Agreement on behalf of Customer and has the
authority to bind Customer to the performance of its obligations under this Agreement.
IN WITNESS WHEREOF, the authorized representatives of the Parties have executed this
agreement in duplicate originals.
CUSTOMER: STERICYCLE, INC.
Signed
Printed 0 1 ff k i CX . �t 161 6g i1L Ski-dri9
Title 4
CITY OF VERNON:
Sigilezl...
Printed Donal O'Callaghan
Title Director of Light & Power
ATTEST:
Sign
Clerk
Page 5 of 6
City of Vernon Council Resolution 10,108 effective December 7, 2009
1187837v5
FORM OF PURCHASE CONFIRMATION FOR
NATURAL GAS COMMODITY AGREEMENT
EXHIBIT A
PURCHASE CONFIRMATION UNDER
NATURAL GAS COMMODITY AGREEMENT
This Purchase Confirmation is entered into as of March 1, 2010, by and between the
CITY OF VERNON, a California charter city and California municipal corporation ("City"), and
STERICYCLE, INC, a cxv- p %,� j hl ("Customer"). City and Customer are
collectively referred to herein as the "Parties."
NOW, THEREFORE, the Parties agree as follows:
Section L This Purchase Confirmation incorporates by reference for all purposes all terms
and conditions of the Natural Gas Commodity Agreement entered into March 1, 2010, by and
between City and Customer.
Section 2. The following Customized Price terms, duration and quantities shall apply to gas
purchased pursuant to this Purchase Confirmation:
Customer elects to receive 100 percent of its gas commodity
requirements at City's monthly Commodity Charge.
The term shall be month to month.
Commodity service shall commence coincident with physical
connection of the facility to Vernon's gns distribution system.
IN WITNESS WHEREOF, the authorized representatives of the parties have executed this
Purchase Confirmation in duplicate originals.
CUSTOMER: STERICYCLE, INC
Signed
Printede��`a��1cti�
Title re- _ur,
CITY OF VERNON:
Printed Donal 0' Callagha�n-1,
Title Director of Light & Power
ATTEST/ r
Si
CiWClerk
Page 6 of 6
City of Vernon Council Resolution 10,108 effective December 7, 2009
1187837v5
Transmittal Number: 287 Gas
Page 1 of 10
City of vernon TRANSMITTAL
Light & Power Department LETTER
4305 Santa Fe Avenue, Vernon, CA 90058
Tel.: 323-583-8811, Ext. 561 Fax: 323-826-1425
FROM Light& Power Department DATE: 03/22/2010
r
ATTN:
Kevin Pollack
NUS Consulting Group
TO:
C/O Stericycle, Inc.
P.O. Box 740
Park Ridge, N.J. 07656
C:
Jim Epp
We Transmit
For Your
The Following.,
® Herewith
El Under Separate Cover
Transmitted Via
❑ Approval
❑ Specifications
❑ Fax Number.
❑ Review and Comment
❑ Submittals
❑ Overnight Service :
® Distribution as Indicated
❑ Drawings
® US Mail•
❑ Information Only
❑ Close -Out Documents
❑ Per Your Instructions
® Use/File
❑ Computer Files
❑ Hand Delivered
❑ Action:
❑ Documents
® Contract Documents
❑ Other.
❑ Other:
COMMENTS
Transmitted From:
Tania Tolmasoff
4305 Santa Fe Avenue, Vernon, CA 90058
Tel.: 323-583-8811, Ext 859 Fax: 323-826-1425
Copies To: -
File:
City Clerk
Gas Files 12.0556 / Transmittals
Dan Bergman
LIGHT & POWER DEPARTMENT
Carlos R. Fandino, Director of Light & Power
May 31, 2012
A's Matching Dyeing, Inc.
dba National Dyeing Co.
2522 E 37" St
Vernon, CA. 90058
Attention: Young C. Kim
Subject: Natural Gas Commodity Agreement
Enclosed herewith is the fully executed copy of the Natural Gas Commodity Agreement
between the City of Vernon and A's Match Dyeing, Inc.
If you have any questions regarding this matter, please feel free to contact me.
Sincerely,
CITY OF VERNON
Light ower Department
Carlos R. Fandino, Jr. \/
Director of Light & Power
CF:as
Enclosure
c: City Clerk
Dan Bergmann
Document Control
4305 Santa Fe Avenue, Vernon, California 90058 Telephone (323) 583-8811 Fax (323) 826-1425
fthu*efy Industrial
CITY OF VERNON
NATURAL GAS COMMODITY AGREEMENT
This Natural Gas Commodity Agreement ("Agreement") is entered into this 22"d day of May,
2012, by and between the CITY OF VERNON, a California charter city and California
municipal corporation, ("City") and A's MATCH DYEING, INC, a California Corporation,
(DBA National Dyeing Co.), hereafter referred to as "Customer". City. and Customer are
collectively referred to herein as the "Parties." .
NOW THEREFORE, in consideration of the mutual undertakings set forth below. the Parties
agree as follows:
SECTION I — GAS COMMODITY SERVICE
Customer requests and City agrees to provide gas commodity service in accordance with
Schedule G-4 (Large Commercial Gas Commodity) and City gas rules and regulations, and
applicable City laws. Customer hereby represents it has reviewed and inspected the applicable
City rates, rules, regulations, and laws for gas service and agrees to comply therewith.
SECTION 2 — PRICE AND QUANTITY; PURCHASE CONFIRMATION
A. City agrees to sell and deliver, and Customer agrees to purchase and receive gas commodity,
in addition to gas transportation service, as described herein.
B. Customer may elect to receive 100 percent of its gas commodity requirements at City's
monthly Commodity Charge. Alternatively, Customer may elect to take a predefined portion of
its requirements at a Customized Price, as defined below.
C. Customized Price options are:
Option 1: A fixed price may be offered for specific quantities associated with specific
months.
Option 2: An indexed price may be offered for specific quantities associated with specific
months, different from City's monthly Commodity Charge. Such index may
reference the publications "Natural Gas Intelligence," "Gas Daily," or other
mutually agreeable publication based on which City is able to purchase gas.
Option 3: Combined New York Mercantile Exchange (NYMEX) futures contract and
Henry-Hub-to-SoCalGas border or SoCalGas Citygate basis prices may also be
offered. Customers may request to fix either the NYMEX portion or the basis
portion.
Other Customers may request other customized price structures that City may
Options: offer, provided that all price risk associated with a Customized Price is passed
through to Customer.
The terms "SoCalGas Border" and "SoCalGas Citygate" as used herein have the same meanings
given those terms in the City of Vernon Gas Municipal Utilities Department Rules for Gas
Service.
D. The specifics of each Customized Price transaction shall be stated in a Purchase
Confirmation, using the form attached as Exhibit A of this Agreement and incorporated by this
reference. In order to be binding on the Parties, a Purchase Confirmation (1) must incorporate by
reference the terms contained in this Agreement; (2) must be properly executed by both Parties
to this Agreement; and (3) the Purchase Confirmation, executed by Customer, must be received
by City by personal delivery, facsimile, or attached to an email as a portable document format
(pdt) document at the address, facsimile number, or email address specified under Section 10
"Notices," or at such other address, facsimile number or email address as may be furnished by
City to Customer in writing, no later than one (1) hour after Customer receives price quote from
the City..
E. All Customized Price gas shall be deemed first gas through Customer's meter each month.
Customer's remaining requirements shall be priced at City's monthly Commodity Charge, as
specified in Rate Schedule G-4.
F. Customized Price quantities shall be established such that they do not exceed one hundred
percent (100%) of Customer's estimated monthly requirements. If, during any Month, Customer
is unable to consume all specified Customized Price Gas, the portion not consumed shall be
purchased by City according to the monthly price from the publication "Natural Gas Intelligence,
Bid -Week Survey, SoCalGas Citygate," minus one cent ($0.010) per Therm. Such price may
result in a loss or gain for Customer compared to the Customized Price, dependent on current
market conditions.
SECTION 3 - TERM
This Agreement shall continue in full force.and effect until terminated by either party by written
notice given to the other party in accordance with this Agreement; provided, however, (1)
notwithstanding such notice of termination, this Agreement shall continue in full force and effect
for the duration of all Purchase Confirmations entered into in accordance with this Agreement,
and until all associated payments have been received from Customer, and (2) the City may at any
time decline to enter into any additional Purchase Confirmations pursuant to this Agreement.
SECTION 4 - METHOD OF PAYMENT; DISCONTINUANCE OF SERVICE
A. The terms provided in the City's Rules for Gas Service regarding payment, including but not
limited to the presentation and payment of bills, disputed bills, and discontinuance and
restoration of service, shall apply to this Agreement, unless otherwise noted herein.
B. Adjustments. All gas quantities transported and/or delivered to City under this Agreement
shall be billed based on the best information available to City at the time of billing, but shall be
subject to adjustment based on subsequently received information.
SECTION 5 - RELATED OBLIGATIONS
A. Assignment of Rights and Obligations. The rights and obligations under this Agreement
shall not be assigned by either party without the prior written consent of the other party, which
consent may be withheld at the sole and absolute discretion of City.
B. Vernon City Council This Agreement shall at all times be subject to the laws (including,
without limitation, the City of Vernon Municipal Code, ordinances and resolutions), rules and
regulations of the City of Vernon, which may be changed or modified by the City Council from
time to time in the exercise of its governmental authority. Nothing in this agreement is intended
to waive the authority of the City of Vernon to take any action in its governmental capacity.
C. Re ulg atm. This Agreement, including but not limited to City's Natural Gas Rates
Schedules and Rules, are subject to revision and modification as a result of legislative or
regulatory action, including CPUC and/or Federal Energy Regulatory Commission proceedings
and orders.
D. Consequential Damages. Neither party shall be assessed any special, punitive, consequential,
incidental, or indirect damages, whether in contract or tort, for any actions or inactions related to
this Agreement or the delivery or non -delivery of gas, curtailment or transportation thereof.
SECTION 6 GOVERNING LAW
This Agreement shall be governed and construed in accordance with the domestic laws of the
State of California, without regard to its laws regarding choice of applicable law. Any litigation
concerning this Agreement shall take place in the municipal, superior, or federal district court
with geographic jurisdiction over City.
SECTION 7 - CAPTIONS AND ORGANIZATION
The various headings and numbers herein and the groupings of the provisions of this Agreement
are for the purpose of convenience only and shall not be considered a part hereof, and shall have
no effect on the construction or interpretation of any part of this Agreement.
SECTION 8 - ENTIRE AGREEMENT
This Agreement in conjunction with the Parties' Natural Gas Transportation Agreement, the
City's Gas Rates, Schedules and Rules set forth the entire understanding of the Parties and
supersedes any prior understandings or discussions (whether written or oral) and incorporates
herein by reference all Vernon. Municipal Codes, ordinances and resolutions existing or as
amended from time to time. In the event of a conflict between a Purchase Confirmation and
City's Gas Rates, Schedules and Rules, the Customized Price terms, quantities and duration of
the Purchase Confirmation shall prevail. This Agreement shall only be amended by an
instrument in writing properly executed by both Parties.
SECTION 9 - WAIVER
The waiver by either party of a breach or default by the other party shall not be deemed a waiver
of any different or later breach whether of the same or other covenant or condition; nor shall any
delay or omission by either party to exercise any right it may have hereunder operate as a waiver
of any breach or default of such a right. The failure of either party to this Agreement to exercise
any of its rights under this Agreement does not constitute a breach thereof and shall not be
deemed to be a waiver of such rights or a waiver of any subsequent breach. No waiver, benefit,
privilege, or service voluntarily given or performed by a party shall give the other party any
contractual rights by custom, estoppel, or otherwise.
SECTION 10 - NOTICES
All notices, approvals, consents and other communications between the Parties shall be in
writing, and unless another form of delivery is expressly permitted under this Agreement, shall
be sent by certified mail (return receipt requested) or other delivery service which provides
evidence of delivery, using the address set forth below or at such other address as may be
furnished by either party to the other in writing. Mailed notices will be deemed communicated
as of the day of receipt.
Notice Information — Customer
Notice Information City
SECTION 11— PARTIAL INVALIDITY
A's Match Dyeing, Inc.
2522 E. 37" Street
Vernon, CA 90058
Attention: Young C. Kim
Phone: 323-277-0470
Facsimile: 323-277-0464
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Carlos R. Fandino, Jr.
Telephone: (323) 583-8811
Facsimile: (323) 826-1408
E-mail: cfandino@ci.vernon.ca.us
Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to
be valid under applicable law. If any provision of this Agreement is determined by a court of
competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall
nevertheless continue in full force and effect, and shall in no way be affected, impaired or
invalidated.
SECTION 12 - AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Customer warrants and represents
that he or she has the authority to execute this Agreement on behalf of Customer and has the
authority to bind Customer to the performance of its obligations under this Agreement.
[Signatures Begin on Next Page]
IN WITNESS WHEREOF, the authorized representatives of the Parties have executed this
agreement in duplicate originals.
CUSTOMER:
A's MATCH DYEING, INC.
Signed�—`//
Printed Yc Mawr C
Title 12 JI-0 , r r' de n /
CITY OF VERNON:
Signed
Carlos R. Fandino, Jr.
Director of Light and Power
EXHIBIT A
PURCHASE CONFIRMATION UNDER
NATURAL GAS COMMODITY AGREEMENT
This Purchase Confirmation is entered into as of May 22, 2012, by and between the
CITY OF VERNON, a California charter city and California municipal corporation ("City"), and
A's MATCH DYING, INC, a California Corporation (DBA National Dying Co.) hereafter
known as "Customer". City and Customer are collectively referred to herein as the "Parties."
NOW, THEREFORE, the Parties agree as follows:
Section 1. This Purchase Confirmation incorporates by reference for all purposes all terms
and conditions of the Natural Gas Commodity Agreement dated.May 22, 2012, by and between
City and Customer.
Section 2. The following Customized Price terms, duration and quantities shall apply to gas
purchased pursuant to this Purchase Confirmation:
Price: City's Monthly Commodity Charge
Term: June 1, 2012, and month to month thereafter, pursuant to
SECTION 3 — TERM.
Volumes: All Customer Natural Gas Requirements
Delivery Point: Southern California Gas Company City Gate
Credit Terms:
1. $45,000 deposit, in addition to the existing $18,000 deposit.
2. Additional deposit of $3,750 per month for first 12 months to make
combined deposit $108,000 representing two months commodity
sales. The $3,750 will be added to the monthly billing statement.
3. Monthly payments MUST be made within 20.days of receipt of
billing statement. If not, balance of deposit will be due
immediately.
4. If gas prices increase the City of Vernon has the right to collect
more deposit to cover the monetary value of two months'
commodity sales.
[Signatures Begin on Next Page]
Signature page for the Commodity Agreement Purchase Confirmation dated May 22, 2012.
IN WITNESS WHEREOF, the authorized representatives of the parties have executed this
Purchase Confirmation in duplicate originals.
CUSTOMER:
A's MATCH DYING, INC.
Printed "444 17 Irr 111
Title / s-A-'7
CITY OF VERNON:
Signed
/�Xw- 64;4-
Carlos . Fandino, Jr.
Director of Light and Power