Resolution No. 2012-055RESOLUTION NO. 2012-55
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
AN AGREEMENT BY AND BETWEEN THE CITY OF VERNON AND
LUBRICATING SPECIALTIES COMPANY FOR THE
CONSTRUCTION OF A FIRE ACCESS ROADWAY ON THE LOS
ANGELES DEPARTMENT OF WATER AND POWER RIGHT OF WAY
WHEREAS, on May 3, 2011, the City Council of the City of
Vernon adopted Resolution No. 2011-72 granting a modification to a
condition of approval to the conditional use permit for Lubricating
Specialties Company ("LSC") for the operation of a petroleum storage,
processing and distribution facility located at 3365 Slauson Avenue;
and
WHEREAS, one of the conditions of the approval required LSC
to construct a fire access roadway on the Los Angeles Department of
Water and Power ("LADWP") right of way which adjoins the west side of
its property; and
WHEREAS, LSC requested the permission of the LADWP to
construct the roadway but was advised that they were not currently
issuing license agreements to private parties but would issue a
license to the City; and
WHEREAS, LADWP has agreed to issue a license to the City of
Vernon for the construction of a fire access roadway permitting a
third party to pave the roadway on behalf of the City; and
WHEREAS, LSC has agreed to pay for all costs associated with
the issuance of the license and to retain, on behalf of the City, a
contractor to pave the roadway; and
WHEREAS, by a memorandum dated April 10, 2012, the Director
of Community Services & Water has recommended that the City enter into
an agreement with LSC setting forth the terms and conditions under
which LSC shall construct the fire access roadway, at its sole cost,
including payment of the license agreement processing fee, and all
other fees or costs that may be charged to the City in connection with
the construction of said roadway.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VERNON AS FOLLOWS:
SECTION 1: The City Council of the City of Vernon hereby
finds and determines that the recitals contained hereinabove are true
and correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the Agreement with Lubricating Specialties Company, a copy of
which is attached hereto as Exhibit A.
SECTION 3: The City Council of the City of Vernon hereby
authorizes the Mayor or Mayor Pro-Tem to execute said Agreement for,
and on behalf of, the City of Vernon and the City Clerk, or Deputy
City Clerk, is hereby authorized to attest thereto.
SECTION 4: The City Council of the City of Vernon hereby
instructs 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 5: The City Council of the City of Vernon hereby
directs the City Clerk, or the City Clerk's designee, to send a fully
executed Agreement to:
Lubricating Specialties Company
Attention: Sydney Thwaites, Chief Operating Officer
8015 Paramount Blvd.
Pico Rivera, CA 90660-4888
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SECTION 6: 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 1st day of May, 2012.
Name: William J. Davis
Title:.MazQ / Mayor Pro-Tem
-3_
STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, Willard G. Yamaguchi, City Clerk of the City of Vernon, do
hereby certify that the foregoing Resolution, being Resolution
No. 2012-55, 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 Tuesday, May 1, 2012, and thereafter was duly signed by the
Mayor or Mayor Pro-Tem of the City of Vernon.
Executed this '3 day of May, 2012, at Vernon, California.
(SEAL)
EXHIBIT A
AGREEMENT BETWEEN THE CITY OF VERNON AND LUBRICATING SPECIALTIES
COMPANY FOR THE CONSTRUCTION OF A FIRE ACCESS ROADWAY ON THE
LOS ANGELES DEPARTMENT OF WATER AND POWER RIGHT OF WAY
Contractor:
Responsible Principal of Contractor:
Notice Information - Contractor:
Notice Information - City:
Commencement Date:
Termination Date:
Records Retention Period
COVER PAGE
Lubricating Specialties Company
Sydney Thwaites, Chief Operating Officer
Lubricating Specialties Company
8015 Paramount Blvd.
Pico Rivera, CA 90660-4888
Attention: Sydney Thwaites,
Chief Operating Officer
Phone: (562) 776-4000
Facsimile: (562) 776-4171
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Kevin Wilson, Director of
Community Services & Water
Telephone: (323) 583-8811 ext. 245
Facsimile: (323) 826-1435
May 1, 2012
May 1, 2014, pursuant to the provisions set
forth in Section 1
3 years
AGREEMENT BETWEEN THE CITY OF VERNON AND LUBRICATING SPECIALTIES
COMPANY FOR THE CONSTRUCTION OF A FIRE ACCESS ROADWAY ON THE
LOS ANGELES DEPARTMENT OF WATER AND POWER RIGHT OF WAY
THIS AGREEMENT is made and entered into as of May 1. 2012 ("Effective Date"), by and
between the City of Vernon, a California charter City and California municipal corporation
("City"), and Lubricating Specialties Company, a California corporation ("Contractor"). City and
Contractor are collectively referred to herein as the 'Parties."
RECITALS
A. City has approved a conditional use permit for Contractor with a condition that
Contractor would be required to construct a fire access roadway on the Los Angeles
Department of Water and Power ("LADWP") right of way which adjoins the west side of
Contractors property.
B. Contractor has advised City that LADWP would not issue a license agreement to
private parties but would issue a license agreement to the City to permit the construction of the
fire access roadway.
C. City will enter into a License Agreement, attached herewith as Attachment B, with the
LADWP for the construction of the fire access roadway on the LADWP right of way as depicted
in Exhibit B of said License Agreement
D. The License Agreement allows the City to retain a third party to construct the fire
access roadway.
E. Contractor hereby agrees to construct the roadway, at its sole cost, including
payment of the License Agreement processing fee, and any and all other fees or costs that may
be charged to the City in connection with the construction of said roadway,.
F. Contractor also agrees to abide by all terms set forth in the License Agreement and
agrees to take on any and all liability associated with the construction of the roadway.
NOW, THEREFORE, the Parties agree as follows:
Section 1. Term and Time of Performance.
(a) This Agreement shall commence upon the Commencement Date listed
on the Cover Page, and shall remain and continue in effect through the Termination Date listed
on the Cover Page, or upon the completion of the construction of the fire access roadway,
whichever is sooner. City may renew this Agreement on a year-to-year basis at its discretion.
Section 2. Performance.
(a) Contractor shall at all times faithfully, competently and to the best of its
ability, experience, and talent, perform all Services under this Agreement in accordance with the
standard of care and skill ordinarily exercised by members of the profession currently practicing
in the same locality as the City under similar circumstances and in a manner reasonably
satisfactory to City. Contractor shall at all times comply with the highest ethical standards when
performing Services for the City.
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(b) Contractor shall keep itself informed of all local, state, and federal
ordinances, laws and regulations which in any manner affect those employed by it or in any way
affect the performance of its Services pursuant to this Agreement. Contractor shall at all times
observe and comply with all such ordinances, laws and regulations. City, and its officers,
officials, employees, agents or volunteers shall not be liable at law or in equity occasioned by
failure of Contractor to comply with this section.
Section 3. Compensation.
(a) Contractor shall fund all costs associated with the construction of the fire
access roadway.
(b) There shall be no claims for additional compensation for reimbursable
expenses and Contractor shall not be reimbursed for any additional expenses.
(c) Change(s) in the scope of services, duties, obligations, durations or total
compensation, shall not be made without prior written consent of the City.
Section 4. Responsible Principals.
(a) Contractor's Responsible Principal set forth on the Cover Page shall be
principally responsible for Contractor's obligations under this Agreement and shall serve as
principal liaison between City and Contractor. Designation of another Responsible Principal by
Contractor shall not be made without prior written consent of City.
(b) City's Responsible Principal shall be the City Administrator or his
designee who shall administer the terms of the Agreement on behalf of City.
Section 5. Personnel.
(a) All persons performing Services shall have all the necessary technical
expertise, permits, professional licenses, certificates, training, and other qualifications required
by this Agreement or other applicable laws. Contractor shall provide City with said permits,
licenses, and certificates at the request of City.
(b) Contractor represents that it has, or shall secure at its own expense, all
personnel required to perform Contractor's Services under this Agreement. All personnel
engaged in the work shall be qualified to perform such Services.
Section 6. Permits and Licenses. Contractor shall obtain and maintain during the
Agreement term all necessary licenses, permits and certificates required by law for the provision
of services under this Agreement, including a business license.
Section 7. Access. Contractor shall comply with all reasonable access and other
restrictions that City may impose. No access to City property for performance of the Services
shall be permitted prior to delivery to City of proof of insurance paid and maintained by
Contractor.
Section 8. Contractor's Duties and Representations.
Contractor represents, covenants and agrees as follows:
(a) There are no obligations, commitments, or impediments of any kind that
will limit or prevent performance of the Services.
(b) Contractor presently has no interest and shall not have any interest, direct
or indirect, which would conflict in any manner with the performance of the Services
contemplated by this Agreement. No person having any such interest shall be employed by or
be associated with Contractor.
(c) There is no litigation pending against Contractor and Contractor is not the
subject of any criminal investigation or proceeding, and neither Contractor nor its personnel, to
its actual knowledge, have been convicted of a felony.
Section 9. Independent Contractor.
(a) Contractor is and shall at all times remain, as to City, a wholly
independent contractor. The personnel performing the Services under this Agreement on behalf
of Contractor shall at all times be under Contractor's exclusive direction and control. Neither
City nor any of its officers, officials, employees, agents, or volunteers shall have control over the
conduct of Contractor or any of Contractor's officers, employees, or agents except as set forth in
this Agreement. Contractor shall not at any time or in any manner represent that it or any of its
officers, employees, or agents are in any manner officers, officials, employees, agents, or
volunteers of City. Contractor shall not incur or have the power to incur any debt, obligation or
liability whatsoever against City, or bind City in any manner.
(b) No employee benefits shall be available to Contractor or its officers,
employees, or agents in connection with the performance of this Agreement. Except for
Consideration paid to Contractor as provided in the Agreement, City shall not pay salaries,
wages, or other compensation to Contractor for performing services hereunder for the City. City
shall not be liable for compensation or indemnification to Contractor or its officers, employees,
or agents for injury or sickness arising out of performing services hereunder.
(c) Contractor agrees to pay and be responsible for paying all Federal, State
and local taxes for compensation received by Contractor from City while performing services for
City.
Section 10. Termination.
(a) Termination Right. City may, at any time, for any reason or for no reason,
with or without cause, terminate this Agreement, by serving upon the Contractor at least five (5)
calendar days prior written notice. Upon receipt of such notice, Contractor shall immediately
cease all work under this Agreement, unless the notice provides otherwise.
(b) Actions Subsequent to Termination. In the event of termination of this
Agreement, Contractor shall deliver all Confidential Information, as defined in Section 13 below,
to City within thirty (30) days after the termination of this Agreement. Contractor shall also take
all such other action as City reasonably requires and shall cooperate with City to effectuate an
orderly and systematic termination of Contractor's duties and activities hereunder.
(c) All of the terms and conditions in the Agreement related to payment,
confidentiality, indemnification, dispute resolution and waiver shall survive termination of this
Agreement.
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Section 11. Limitation of City's Liability. City's liability on any kind of claim for any
loss or damage arising out of, in connection with, or resulting from this Agreement, shall in no
case exceed the amount that would be paid to Contractor for the full performance of the
services required by this Agreement. In no event shall City be liable for anticipated profits or for
incidental, consequential or punitive damages. City shall not be liable for penalties of any
description.
Section 12. Confidential Status: Disclosure of Information.
(a) Confidential Status; Disclosure of Information. All data, customer
information, business practices, business methods, privileged information, trade secrets,
financial statements, floor plans, designs, blueprints, maps, surveys, drawings, models, reports,
correspondence, logs, documents, materials or other information developed or created by
Contractor, received by Contractor, revealed to Contractor, or provided to Contractor for the
performance of this Agreement ("Confidential Information") are deemed confidential and shall
not be disclosed by Contractor to any third party without City's prior written consent. City
reserves all rights to Confidential Information. City shall grant consent if disclosure is legally
required. All Confidential Information shall be returned to City upon completion or termination of
this Agreement. Contractor's covenant under this section shall survive the termination of this
Agreement. City may disclose to third parties any Confidential Information at its sole discretion.
(b) Contractor's obligation not to disclose any Confidential Information shall
not extend to information that:
i. was in the possession of, or was rightfully known by, the
Contractor without an obligation to maintain its confidentiality prior to receipt from City;
this Agreement; ii. is or becomes generally known to the public without violation of
iii. is obtained without an obligation of confidentiality by the
Contractor in good faith from a third party having the right to disclose it without an obligation of
confidentiality; or
iv. information which is required to be disclosed pursuant to any court
order or directive having the force of law.
Agreement. (c) The provisions of this section shall survive the termination of this
Section 13. Technical Materials. City reserves all rights to any and all tools, dies,
patterns, plates or other similar technical materials furnished or paid for by City, and Contractor
shall use such materials in strict confidentiality and shall return the same to City at its request
upon completion or termination of this Agreement. Contractor shall not copy or otherwise use
any such materials for any purposes other than the completion of this Agreement. Contractor's
covenant under this section shall survive the termination of this Agreement.
Section 14. Records and Inspections. Contractor shall maintain full and accurate
records with respect to all matters covered under this Agreement for Records Retention Period.
City shall have access, without charge, during normal business hours to such records, and the
right to examine and audit the same and to make copies and transcripts therefrom, and to
inspect all program data, documents, proceedings and activities.
Section 15. Default. Contractor's failure to comply with the provisions of this
Agreement shall constitute a default. In the event that Contractor is in default under the terms
of this Agreement, City shall terminate this Agreement immediately by written notice to
Contractor.
Section 16. Indemnification. Contractor agrees to defend, indemnify, protect and hold
harmless City, its officers, officials, employees, agents, and volunteers from and against any
and all claims, suits, demands, actions, losses, damages, judgments, settlements, penalties,
fines, defensive costs or expenses, including without limitation, interest, attorneys' fees and
expert witness fees, or liability of any kind or nature arising out of or attributable to the acts or
omissions of Contractor, or Contractor's officers, employees, or agents which in any way arise
out of, result from, or are in any way related to the performance or non-performance of this
Agreement, excepting only liability arising out of the sole negligence or willful misconduct of
City, its officers, officials, employees, agents, or volunteers.
THE PROVISIONS OF THIS SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL
SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT AND
SHALL BE GIVEN THE BROADEST POSSIBLE INTERPRETATION.
The obligations in this section are in addition to Contractor's duty to provide insurance and shall
not be limited by any limitation on the amount or type of insurance coverage carried by
Contractor.
Section 17. Insurance.
(a) Contractor shall at all times during the term of this Agreement carry,
maintain, and keep in full force and effect, a policy or policies of Comprehensive General
Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence,
combined single limit, against any personal injury, death, loss or damage resulting from the
wrongful or negligent acts by Contractor or Contractor's officers, employees, or agents.
(b) Contractor shall at all times during the term of this Agreement carry,
maintain, and keep in full force and effect, a policy or policies of Comprehensive Vehicle Liability
insurance covering personal injury and property damage, with minimum limits of One Million
Dollars ($1,000,000) per occurrence, combined single limit, covering any vehicle utilized by
Contractor or Contractor's officers, employees, or agents in performing the services required by
this Agreement.
(c) Contractor agrees to maintain in force at all times during the performance
of work under this Agreement workers compensation insurance as required by law.
(d) Contractor shall at all times during the term of this Agreement carry,
maintain, and keep in full force and effect, a policy or policies of Excess Liability Insurance, with
minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit,
and provide policy coverage and terms at least as broad as those required in the primary
insurance.
(e) Contractor shall require each of its sub -consultants or sub -contractors to
maintain insurance coverage that meets all of the requirements of this Agreement.
(f) The policy or policies required by this Agreement shall be issued by an
insurer admitted in the State of California and with a rating of at least a B+; VII in the latest
edition of Best's Insurance Guide.
(g) Contractor agrees that if it does not keep the aforesaid insurance in full
force and effect City may either immediately terminate this Agreement or, if insurance is
available at a reasonable cost, City may take out the necessary insurance and pay, at
Contractor's expense, the premium thereon.
(h) At all times during the term of this Agreement, Contractor shall maintain
on file with the Risk Manager, a certificate or certificates of insurance, satisfactory to the City
Attorney and Risk Manager, along with a copy of the policy declarations page for each policy
showing that the aforesaid policies are in effect in the required amounts. Upon request by City,
Contractor shall cause its insurers to issue certified copies of the insurance policies evidencing
that the coverage and policy endorsements required under this Agreement are maintained in
force. Contractor shall, prior to commencement of work under this Agreement, file with the Risk
Manager, such certificate or certificates and a copy of the policy declarations page for each
policy. The policies of insurance required by this Agreement shall contain an additional insured
endorsement naming the City, its officers, officials, employees, agents, and volunteers as
insured's. All of the policies required under this Agreement shall contain an endorsement
providing that the policies cannot be canceled or reduced except on thirty (30) days prior written
notice to City, and specifically stating that the coverage contained in the policies affords
insurance pursuant to the terms and conditions as set forth in this Agreement.
(i) The insurance provided by Contractor shall be primary to any coverage
available to City, and any insurance or self-insurance maintained by City, its officers, officials,
employees, agents, or volunteers shall be excess of Contractor's insurance and shall not
contribute with it. The policies of insurance required by this Agreement shall include provisions
for waiver of subrogation. Contractor hereby waives all rights of subrogation against City, its
officers, officials, employees, agents, and volunteers.
Q) Any deductibles or self -insured retentions must be declared to and
approved by City. At the option of City, Contractor shall either reduce or eliminate the
deductibles or self -insured retentions with respect to City, or Contractor shall procure a bond
guaranteeing payment of losses and expenses.
Section 18. Certification. In accordance with the provisions of Section 3700 of the
Labor Code, Contractor shall secure the payment of compensation to Contractor's employees.
By executing this Agreement, Contractor certifies the following: Contractor is aware of the
provisions of Section 3700 of the Labor Code which require every employer to be insured
against liability for workers' compensation or to undertake self-insurance in accordance with the
provisions of that code, and Contractor will comply with such provisions before commencing the
performance of the work of this Agreement.
Section 19. Standard Specifications. The work done pursuant to this Agreement shall
be done in accordance with the provisions of the most current edition of "Standard
Specifications for Public Works Construction" (commonly known as "the Green Book") including
Supplements, prepared and promulgated by the Southern California Chapter of the American
Public Works Association and the Associated General Contractors of California, which
specifications are hereinafter referred to as the "Standard Specifications:' The provisions of
these Standard Specifications shall apply to the work performed under this Agreement, unless
different standards are specified or agreed to in writing by the City.
Section 20. Compliance with Laws. Contractor shall keep itself informed of and
comply with all Applicable Laws, including without limitation, the Fair Labor Standards Act, the
Occupational Safety and Health Act and all those Applicable Laws relating in any way to
employment practices and protection of the environment. Contractor shall not discriminate
against any employee or any applicant for employment for reasons of race, color, creed,
religion, sex, sexual preference, age or national origin. For purposes of this section, "Applicable
Laws" shall mean any and all laws, regulations, rules, orders, directives, judgments, decrees,
permits, approvals or other applicable requirements of any governmental entity or agency
having jurisdiction that are applicable to any aspect of this Agreement that are in force on the
Effective Date and as they may be enacted, issued or amended during the term of this
Agreement.
Section 21. Enforcement of Wage and Hour Laws. Eight hours labor constitutes a
legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25)
for each worker employed in the execution of this Agreement by the respective Contractor or
subcontractor for each calendar day during which the worker is required or permitted to work
more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation
of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid
to the City; provided, however, work performed by employees of contractors in excess of 8
hours per day, and 40 hours during any one week, shall be permitted upon compensation for all
hours worked in excess of 8 hours per day at not less than 1 �/2 times the basic rate of pay.
Living Wages. In addition, Contractor, or Subcontractor, if any, working
on City service contracts of any amount, as to all employees spending time on City contracts
shall observe the City's Living Wage Ordinance and all requirements thereof at all times on City
contracts. The Current Living Wage Standards are set forth in Attachment A. Upon request,
certified payroll shall be provided to the City.
Section 22. Materials and Workmanship. City shall have the right to inspect any
material used. Material furnished shall be new, complete, ready -for -use and of the latest model,
shall not have been used in demonstration or other services and shall have all the usual
equipment as shown by its manufacturer's current specifications and catalogs, unless otherwise
specified. Equipment, supplies or services that fail to comply with the Agreement requirements
regarding design, material or workmanship may be rejected at the option of City. Any materials
rejected shall be removed from City premises at the Contractor's sole expense.
Section 23. Licenses and Permits. Except as provided herein below, Contractor shall
obtain and pay for all permits and licenses required by federal, state or local law, rule or
regulation. Costs for obtaining City permits required under this Agreement will be waived. All
requirements for obtaining permits (including City permits) remain in effect and are not waived;
only the costs of City permits are waived.
Section 24. Assignment of Unfair Business Practices. Contractor and its
subcontractor offers and agrees to assign to City all rights, title, and interest in and to all causes
of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the
Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the
Business and Professions Code), arising from purchases of goods, services, or materials
pursuant to the public works contract or the subcontract. This assignment shall be made and
become effective at the time City tenders final payment to Contractor, without further
acknowledgment by the parties.
Section 25. Assignment and Subcontracting. Contractor shall not assign or attempt to
assign any portion of this Agreement, or subcontract any required performance hereunder,
without the prior written approval of City. Any assignment or subcontract made in violation of
this section is invalid and void. In the event City grants written approval to Contractor to
subcontract work under this Agreement, Contractor is prohibited from using a subcontractor who
is ineligible to perform work on a public works project pursuant to Section 1777.1 or 1777.7 of
the Labor Code.
Section 26. Arbitration and Venue. Any dispute, claim or controversy arising out of or
relating to this Agreement or the breach, termination, enforcement, interpretation or validity
thereof, including the determination of the scope or applicability of this Agreement to arbitrate,
shall be determined by arbitration in Los Angeles, California. The arbitration shall be
administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. The
arbitrator shall be a retired judge. All decisions of the arbitrator shall be in writing, and the
arbitrator shall provide written reasons for their decision. The arbitration decision shall be final
and binding on the Parties. Judgment on the award may be entered in any court having
jurisdiction pursuant to this Agreement. Notwithstanding the foregoing, the parties shall be
permitted to access the court system to enforce any arbitration award. The exclusive
jurisdiction and venue under this Agreement shall be the Superior Court of California, Los
Angeles County.
Section 27. Attorneys Fees. In the event a dispute, claim or litigation arises regarding
this Agreement, the prevailing party shall be entitled to reimbursement for reasonable attorneys
fees and actual costs, which may be set by the arbitrators or the court in the same action or in a
separate action brought for that purpose, in addition to any other relief which is obtained.
Section 28. Governing Law. This Agreement shall be interpreted and enforced
according to, and the Parties rights and obligations governed by, the domestic law of the State
of California, without regard to its laws regarding choice of applicable law.
Section 29. Entire Agreement and Modifications. This Agreement, including
attachments incorporated herein by reference, represents the entire integrated agreement and
understanding between the Parties, and supersedes all prior or contemporaneous negotiations,
representations, agreements, understandings and statements, written or oral. This Agreement
may only be modified in writing and signed by both Parties.
Section 30. 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.
f']
Section 31. Force Maieure. Neither party shall be considered in default of any of its
obligations under this Agreement when a failure of performance shall be due to an
uncontrollable force. The term "uncontrollable force" shall mean flood, earthquake, storm, fire,
lightning, epidemic, war, riot, civil disturbance or disobedience, federal, state, or municipal
action, statute, ordinance, or regulation, embargoes of the United States Government or any
other government, which by exercise of due diligence such party could not reasonably have
been expected to avoid and by exercise of due diligence has been unable to overcome. Either
party rendered unable to fulfill any of its obligations under this Agreement by reason of an
uncontrollable force shall give written notice within five (5) business days of such fact to the
other party and shall exercise due diligence to remove such inability with all reasonable
dispatch.
Section 32. City Not Obligated to Third Parties. City shall not be obligated or liable
under this Agreement to any party other than Contractor. City shall timely notify Contractor of
the receipt of any third -party claim relating to this Agreement. City shall be entitled to recover its
reasonable costs incurred in providing the notification required by section.
Section 33. Notices. All notices, approvals, consents and other communications
between the Parties shall be in writing, and shall be sent by certified mail (return receipt
requested) or other delivery service which provides evidence of delivery, using the address set
forth on the Cover Page under "Notice Information - City' or "Notice Information — Vendor," as
appropriate, 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.
Section 34. Cover Page and Attachments. The Cover Page and all documents
referenced as attachments in this Agreement are hereby incorporated in this Agreement. In the
event of any material discrepancy between the express provisions of this Agreement and the
provisions of any document incorporated herein by reference, the provisions of this Agreement
shall prevail.
Section 35. Headings. Headings used in this Agreement are for convenience and
ease of reference only and shall not affect the interpretation of the Agreement.
Section 36. Survival of Terms. All of the terms and conditions in this Agreement
related to payment, confidentiality, indemnification, dispute resolution and waiver shall survive
termination of this Agreement.
Section 37. Severability. 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 38. Authority to Execute This Agreement. The person or persons executing
this Agreement on behalf of Contractor warrants and represents that he or she has the authority
to execute this Agreement on behalf of Contractor and has the authority to bind Contractor to
the performance of its obligations under this Agreement.
[Signatures Begin on Next Page).
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IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated
in the introductory clause.
City of Vernon, a California charter City
and California municipal corporation
0
William Davis,
Mayor Pro-Tem
ATTEST:
Willard G. Yamaguchi, City Clerk
APPROVED AS TO FORM:
Willard G. Yamaguchi,
Chief Deputy City Attorney
Lubricating Specialties Company, a California
corporation
By:
Name: SYDNG`/ 1 N �.1A�TFS
Title: 6Esxo2 VP d.- Coo
By:
Name: SyaJ �rwv`h9rrE$
Title: SECat t rAR y
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ATTACHMENT A
ATTACHMENT A
LIVING WAGE PROVISIONS
Minimum Living Wages:
A requirement that Employers pay qualifying employees a wage of no less than $10.30 per hour
with health benefits, or $11.55 per hour without health benefits.
Paid and Unpaid Days Off:
Employers provide qualifying employees at least twelve compensated days off per year for sick
leave, vacation, or personal necessity, and an additional ten days a year of uncompensated
time for sick leave.
No Retaliation:
A prohibition on employer retaliation against employees complaining to the City with regard to
the employer's compliance with the living wage ordinance. Employees may bring an action in
Superior Court against an employer for back pay, treble damages for willful violations, and
attorney's fees, or to compel City officials to terminate the service contract of violating
employers.
ATTACHMENT B
DO NOT RECORD
L I C E N S E
THE DEPARTMENT OF WATER AND POWER OF THE CITY OF LOS ANGELES, Licensor
(sometimes hereinafter referred to as the "LADWP" or "Department,,), for and in
consideration of Five Hundred Dollars ($500) processing fee and of the keeping and
Performance by Licensee of the terms and conditions hereof, gives permission to the
CITY OF VERNON, Licensee, whose address is 4305 S. Santa Fe Avenue, Vernon, CA
90058, to use certain real property which is owned by the City of Los Angeles and
under the control and jurisdiction of said Department for the purpose of installing
asphalt paving for a fire access roadway over a portion of LADWP's Velasco to
Southern Junction Transmission Line Right of Way No. 15A, in the vicinity north of
Slauson Avenue, between Alcoa Avenue and S. Downey Road, in the City of Vernon, CA,
outlined in green on the drawing marked Exhibit A and per the approved plans marked
Exhibit B (dated June 13, 2011, attached hereto and made a part hereof.
THE FOREGOING PERMISSION is given upon and subject to the following terms
and conditions: -
1. The right and permission of Licensee is subordinate to the prior
and paramount right of Licensor to use said real property for the public
Purposes to which it now is and may, at the option of Licensor, be devoted.
Licensee undertakes and agrees to use said real property and to exercise this
license jointly with Licensor, and will at all times exercise the permission
herein given in such manner as w211 not interfere with the full use and
enjoyment of the licensed area by the LADWP.
2. Licensee hereby acknowledges title in the City of Los Angeles, a
municipal corporation, and said Department in said real property, and agrees
never to assail or resist the same, and further agrees that Licensee's use and
occupancy of said licensed area shall be referable solely to the permission
herein given.
P-85096
APN 6310-005-270
(Form Rev. 12/14/99)
3. This license shall commence on and terminate in
six months or upon completion of construction whichever occurs first.
4. Regardless of the manner or duration of use or occupancy of said
licensed area by Licensee, and regardless of the permanent character of any
works or structures constructed or installed therein or thereon by Licensee,
this license may be terminated by the LADWP at any time by giving 90 days'
notice of termination. Any notice hereunder to Licensee shall be given by
delivering the same to Licensee personally, or by mailing the same addressed
to Licensee at the address above given, or to such other address as Licensee
may in writing, from time to time, direct, and the giving of notice by mail
shall be complete at the time of mailing.
5 Licensee shall notify the LADWP of any changes in Licensee's
mailing address and daytime telephone number within ten (10) days of changes..
Any notice to LADWP shall be given by delivering such notice to the Real
Estate Business Group of said Department or by sending such notice by mail
addressed to the Real Estate Business Group, Department of Water and Power,
P. 0. Box 51111, Room 1031, Los Angeles, California 90051-0100.
6. This license may be immediately revoked by the LADWP in the event
of any failure or refusal on the part of Licensee to keep or perform any of
the terms or conditions herein. Notice of revocation shall be given by
delivering the same to Licensee personally or by mailing the same to Licensee.
Failure by the LADWP to revoke this license for noncompliance of the terms or
conditions by Licensee shall not constitute a waiver of the terms or
conditions.
7. All work done, pursuant to the terms of this agreement, shall be
done in accordance with the terms and conditions specified in ordinances and
statutes governing such instances; and the provisions of such ordinances and
statutes are, by reference, made a part hereof as though incorporated verbatim
herein.
8. Licensee hereby acknowledges and represents that it has inspected
the property, knows the condition thereof, and on behalf of itself and its
successors, assigns, and contractors undertakes and agrees to indemnify and
hold harmless the City of Los Angeles, the Department of Water and Power of the
City of Los Angeles, the Board of Water and Power Commissioners of the City of
Los Angeles, and all of their officers, agents, successors in interest,
assigns, and employees (individually and collectively, "Indemnitees"), and at
the option of'the LADWP, defend by counsel satisfactory to 'the LADWP, the
Indemnitees from and against any and all liens and claims of lien, suits,
causes of action, claims, charges, damages (including consequential,
incidental, or indirect), demands, judgments, civil fines, penalties, or losses
of any kind or nature whatsoever that are incurred by or asserted against the
Indemnitees, for death,. bodily injury or personal injury to any person,
including Licensee's employees and agents, or damage or destruction or loss of
use of any property of either party hereto, or third persons in any manner
arising by reason of or connected in any manner with the acts, errors,
omissions to act, willful misconduct, or nonperformance or breach by Licensee
of any term and /or condition of this contract, incident to the presence upon
or performance of activities by Licensee or its personnel with respect to the
area/propertycovered under this agreement, on the part of the Licensee, or the
Licensee's officers, agents, employees, or contractors of any, tier, regardless
of any negligence on the part of Indemnitees, except for the active negligence
or willful misconduct of the Department of Water and Power. This indemnity
shall apply during the term of this contract.
-2-
9. Licensee shall obtain and keep in force during the term of this
license -the -insurance coverage specified in Attachment A, (Insurance
Requirements). Licensee shall provide the LADWP with evidence of insurance
from insurers that have procured a Certificate of Authority from the State
Department of Insurance pursuant to the California Insurance Code or other
source acceptable to the LADWP. Licensee acknowledges that it has been
provided with insurance endorsement forms for use in showing evidence of the
required coverage. Instructions for completing, executing and submitting
evidence of insurance are attached thereto. LADWP may from time to time
reasonably require Licensee to secure and maintain additional insurance
coverage not specified in Attachment A, and/or increase the coverage amount
required therein.
10. Licensee may contract to a third party all proposed construction
work. Licensee shall pay for all materials placed upon, joined, or affixed to
said licensed area by or at the instance of Licensee, shall pay in full all
persons who perform labor upon said licensed area at the instance of Licensee,
and shall not cause or permit any liens of any kind or nature to be levied
against said licensed area for any work done or materials furnished thereon at
the instance or request of Licensee.
11. Licensee shall pay for all costs, fees, or charges for the
application, installation, maintenance, use, or removal of any utilities or
services required in the exercise of the permission herein given.
12. This license and permission herein given is personal to Licensee
and is not assignable, and any attempt to do so shall be void and shall confer
no right on any third party.
13. Licensee hereby acknowledges that this agreement is a license only
and does not constitute a lease of or any interest in real property.
14. ._Energized transmission lines can produce electrical effects
including, but aot limited to, induced voltages and curkents in persons and
objects. Licensee hereby acknowledges a duty to conduct activities in such
manner that will not expose persons to injury or property to damage from such
effects.
15. The power transmission line rights of way are an integral
component of the transmission line system, which provides electric power to
the City of Los Angeles and other local communities. Their use is under the
jurisdiction of the Federal North American Electric Reliability Corporation
(NERC). Safety and protection of critical facilities are the primary factors
used to evaluate secondary land use proposals. The rights of way serve as
platforms for access, construction, maintenance, facility expansion and
emergency operations. Therefore, the proposed use may from time to time be
subject to temporary disruption caused by such operations.
16. No equipment with a reach of over 12-feet shall be allowed within
the LADWP transmission line right of way without prior written approval of the
LADW P .
-3-
17. No "hi -lift" vehicles shall be used under the LADWP transmission
line right of way. It is the Licensee's responsibility to comply with all
applicable standards and safety regulations while working near or under high
voltage overhead transmission lines.
Note: Under the State of California Code of Regulations, Title 8,
the term "qualified electrical workers" pertains to individuals who are
familiar with working in and around high voltage conductors and understand
minimum approach distances.
18. No construction equipment shall be allowed to setup directly under
the lines and the existing access road is strictly for standard height vehicle
crossings.
19. If light fixtures are proposed, then conductor clearances will be
subject to the review and approval of the Transmission Engineering Group. The
LADWP may need a copy of the conductor survey illustrating the cross sections
showing our existing conductors and proposed improvements. See attached LADWP
Conductor Survey Instructions. The Transmission Engineering Group will use the
data to calculate and confirm that conductor clearances meet the State of
California, Public Utilities Commission, General Order No. 95.
20. Maintenance of proposed flume filter shall be borne by Licensee.
21. Patrol roads and/or the ground surfaces of the rights of way shall
be restored by Licensee to original conditions, or better.
22. Should the access road need to be relocated, all expenses will be
borne by the Licensee.
23. No grading is allowed near the tower footings within the LADWP
transmission line right of way without prior written approval of. the LADWP.
24. LADWP prohibits drainage structures or the discharging of drainage
onto the transmission line right of way. Concentrated runoff can cause erosion
especially to transmission line tower footings.
times.
25. LADWP personnel shall have at all access to the right of way "
26. Unauthorized parking of vehicles or equipment shall not be allowed
on the right Of -way at any time.
27. Unauthorized storage of equipment or material shall not be allowed
on the right of way at any time.
28. Fueling of vehicles or equipment shall not be allowed on the
right of way at any time.
29. All trash, debris, waste, and excess earth shall be removed from
the right of way upon completion of the project, or the LADWP may do so at the
sole risk and expense of the Licensee.
30. Fires and burning of materials is not allowed on the right of way
31. Licensee is hereby notified that grounding wires may be buried in
the right of way; therefore, the Licensee shall notify the LADWP's
Transmission Construction and Maintenance Business Group at (818) 771-5018, or
(818) 771-5076, at least 48 hours prior to the start of any construction
activities in the right of way.
-d-
32. All cut and fill slopes within the right of way shall contain
adequate berms, benches, and interceptor terraces. Revegetation measures shall
also be provided for dust and erosion control protection of the right of way.
33. The LADWP's patrol roads, including paving, driveways, crossings,
and substructures located within LADWP's right of way shall be designed to
withstand a combined weight of 40,000 pounds in accordance with the American
Association of State Highway and Transportation Officials H2O-99 (M18) wheel
loadings.
34. All aboveground metal structures including, but not limited to,
Pipes, drainage devices, fences, and bridge structures located within or
adjoining the right of way shall be properly grounded, and shall be insulated
from any fencing or other conductive materials located outside of the right of
way. For safety of personnel and equipment, all equipment and structures
shall be grounded in accordance with State of California Code of Regulations,
Title 8, Section 2941, and National Electric Code, Article 250,
35. Licensee shall neither hold the LADWP liable for nor seek
indemnity from the LADWP for any damage to the Licensee's project due to
future construction or reconstruction by the LADWP within the right of way.
36. Licensee shall control dust by dust -abatement procedures approved
by the LADWP, such as the application of a dust palliative or water.
37. The right of way contains high -voltage electrical conductors;
therefore, the Licensee shall utilize only such equipment, material, and
construction techniques that are permitted under applicable safety ordinances
and statutes, including the following: State of California Code of
Regulations, Title 8, Industrial Relations, Chapter 4, Division of Industrial
-
Safety, Subchapter 5, Electrical Safety Orders; and California Public
Utilities Commission, General Order No. 95, Rules for Overhead Electric Line
Construction. _
38. No grading shall be conducted within the LADWP transmission line
right of way without prior written approval of the LADWP.
39. No structures shall be constructed within the LADWP transmission
line right of Way without prior written approval of the LADWP.
40. An area within 100 feet on all sides of each tower shall remain
open and unobstructed for maintenance and emergencies, including periodic
washing of insulators by high-pressure water spray.
41. Detailed plans for any grading, paving, and construction work within
the right of way shall be submitted for approval to the Real Estate Business
Group, Department of Water and Power, P.O. Box 51111, Room 1031, Los Angeles,
California 90051-0100, no later than 45 days prior to the start of any grading,
paving, or construction work. Notwithstanding any other notices given by
Licensee required herein, Licensee shall notify the LADWP's Transmission
Construction and Maintenance Business Group at (81.8) 7.71-5018, or
(818) 771-5076, no earlier than 14 days and no later than two days prior to the
start of any grading, paving, or construction work.
-5-
42. Drainage from the paved portions of the right of way shall not
enter the unpaved area under the towers. Drainage diversions such as curbs
shall be used on three sides of each tower. The open side of each tower shall
be the lowest elevation side to allow storm water which falls under the tower
to drain. The area under the towers shall be manually graded to sheet flow out
from under the towers.
43. Licensee shall comply with all Los Angeles County Municipal Storm
Water Permit and Standard Urban Storm Water Mitigation Plan requirements.
44. Licensee shall provide the LADWP with one copy each of the
compaction report and a Certificate of Compacted Fill, for clean fill
compaction within the LADWP's right of way in accordance with the American
Society for Testing and Materials D1557, approved by a geotechnical engineer
licensed in the State of California.
45, Licensee shall install K-rails at a distance of ten feet from each
side of the tower base for protection of towers. A distance of five feet from
the tower base may be acceptable in locations where the patrol roads would be
obstructed.
46. Licensee shall provide and maintain a minimum 20-foot wide
transition ramp for the patrol roads from the pavement to the ground surface.
The ramp shall not exceed a slope of ten percent.
47. Licensee shall provide and maintain a minimum 20-foot wide
driveway and gate at all locations where the (road/street) crosses the LADWP's
patrol roads. The designed gates must be capable of being interlocked with an
LADWP padlock to allow access to the right of way by the LADWP.
48. Ponding or flooding conditions within the right of way shall not
be allowed, especially around the transmission towers. All drainage shall flow
off of the right of way.
49. "As Constructed" drawings showing all plans and profiles of the
Licensee's project shall be furnished to the Real Estate Business Group,
Department of Water and Power, P. O. Box 51111, Room 1031, Los Angeles,
California 90051-0100, within five days after completion of Licensee's
project.
SO.. In the event that construction withift the right of way is
determined upon inspection by the LADWP to be unsafe or hazardous to LADWP
facilities, the LADWP may assign a line patrol mechanic at the Licensee's
expense.
51. If the LADWP determines at any time during construction that the
Licensee's efforts are hazardous or detrimental to LADWP facilities, the LADWP
shall have the right to immediately terminate said construction.
52. All concentrated surface water which is draining away from the
Proposed facility shall be directed to an approved storm drain system where
accessible, or otherwise restored to sheet flow before being released within
or from the right of way.
53, Licensee shall obtain and pay for all permits and licenses
required for performance of the work and shall comply with all laws,
ordinances, rules, orders, or regulations including, but not limited to, those
of any agencies, departments, districts, or commissions of the State, County,
or City having jurisdiction thereover.
54. Licensee is hereby notified that facilities of other licensees of
the LADWP may exist on the subject property. Licensee shall take reasonable
precautions and actions to avoid infringement, interference, or damage to all
installations.
55. Licensee shall. be responsible for the training of personnel under
all applicable laws including, but not limited to, training with regard to the
operation of equipment and the handling and disposal of hazardous materials
and wastes.
56. The City of Vernon shall. take all reasonable measures to minimize
disturbances to neighboring business or residences, and shall be responsible
for resolving any complaints/disputes from adjacent property owners of the
public.
57. Licensee hereby acknowledges receipt of an information package
consisting of:
(a) Understanding EMF - Electric Magnetic Fields, Exhibit B.
(b) Additional Information pertaining to EMF can be obtained via the
Internet at: http://www.ladwp.com/ladwp/cros/ladivp004154.jsp.
Licensee undertakes and agrees to distribute all the information
in said package to all personnel working under Licensee's direction and
control.
58. This contract is subject to the applicable provisions of the Living
Wage Ordinance (LWO), Section 10.37 et seq. of the City of Los Angeles (City)
Administrative Code as amended. The Ordinance requires that, unless specific
exemptions apply, all employers (as defined) under contracts primarily for the
furnishing of services to or for the City and that involves an expenditure or
receipt in excess of $25,000 and a contract term of at least three months;
Licensee or certain recipients of City financial assistance, generally, sha,11
provide the following: '
(a) Payment of a minimum initial wage rate to employees as
defined in the LWO.
(b) Provision of compensated days off annually for sick leave,
vacation or personal necessity at the employee's request,
and additional days annually of uncompensated time off for
sick leave as prescribed in the LWO.
Under the provisions of Section 10.37.5(c) of the Los Angeles
Administrative Code, the City shall have the authority, under appropriate
circumstances, to terminate this contract and otherwise pursue legal remedies
that may be available if the City determines that the Licensee or financial
7-
assistance recipient violated the provisions of the referenced Code Section,
For additional information, please at (213) 847-2625. contact the Office of Contracts Compliance
59, This License is subject to the policy of the City of Los Angeles
regarding Burma contracting: Section 10.38 et. Seq., Article 12, Chapter 1,
Division 10 of the Los Angeles Administrative Code. Said section incorporated
by reference as though fully set forth herein. Pursuant to Section 10.38.5.of
the Los Angeles Administrative Code, LADWP has the authority to terminate this
license if it is determined that the Licensee was ineligible at the time of
entering to this license or became ineligible thereafter.
60. Upon termination of the agreement, the paved Fire Access Road
shall become the sole property of the LADWP. LADWP has full discretion to
maintain or remove the improvements. If the road is maintained in place, the
City may after termination of the Agreement utilize the Fire Access Road for
the sole purpose of emergency access.
Dated t (asl ( 2
APPROVED:
ARAM BENYAMIN
Senior Assistant General Manager
Power System
Approved as to Conditions
Provided by
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APPROVED AS TO FOAM AND LEGALITY
CARMEN A. TRUTANICH. CITY A- ii ORNEY
BY
' KEVI T. YAIJ
DEPUTY TV , U ION
DEPARTMENT OF WATER AND POWER OF
THE CITY OF LOS ANGELES
By
m
RONALD O. NICHOLS
GENERAL MANAGER
GARY WONG
Director of Operations
Support Services
CITY OF VERNON
LICENSOR
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Exhibit -
Understanding EMF
Electric and Magnetic Fields
LAUWP Position Statement on EMF
Team Mission Statement on EMF
.Links
During recent years, questions have been raised about the possible health effects of 60-hertz (power
frequency) electric and magnetic fields (EMF), which are found wherever you have electricity. This
webpage contains easy -to -read information that will help you understand the EMF issue, plus
practical tips you can use if you want to reduce your exposure at home and at work.
Can EMF Harm Your Health?
Electric and magnetic fields (EMF) are present wherever electricity flows - around appliances, power
lines, in offices, schools and homes. Many researchers believe that if there is a risk of adverse health
effects from EMF, it is probably low but warrants further investigation. Most, but not all, childhood
studies have reported a weak association between estimates, but not direct measures, of residential
magnetic field exposure and certain types of childhood cancer. Worker studies have shown mixed
results. Laboratory experiments have shown that magnetic fields can cause changes in living cells. It
is not clear whether these changes suggest any risk to human health.
Given the uncertainty of the issue, the medical and scientific communities have been unable to
determine that EMF causes health effects or to establish any standard or level of exposure that is
known to be either safe or harmful.
The Two Types of Fields
60-HERTZ
MAGNETIC FIELDS
Can pass through most gbjects.
Get weaker with distance.
j`
Are created by the current - or flow of
electricity - through a wire, such as when
i an appliance is turned on.
Magnetic Field Measurements
......__..........___..-- ..
160-HERTZ
ELECTRIC FIELDS
'Can be blocked or partially shielded.
Get weaker with distance.
Are produced by the voltage - or electrical
"pressure" - in a wire, such as when an
appliance is plugged in (but not turned on).
Magnetic Fields in the Home
Measuren+eals are in milligauss (niG)
1 of 3
1 Home Appliances at
1 2" away
12"away
39" mva
Microwave Oven.
750 to 4,000 mG
40 to 80 mG
3 to 8 171G
Clothes Washer
8 to 400 inG
j 2 to 30 mG
0.1 to 2 mG
it Electric Range
60 to 2, 000 mG
4 to 40 mG
0.1 to I mG
1 Fluorescent Lamp
400 to 4, 000 mG
5 to 20 mG
0.1 to 0.3 7nG
Hair Dryer
6010 20, 000 n?G
__. .
1 to 70 niG
0.1 to 3 mG
'Television
i
25 to 500 mG
0.4 to X mG
0.1 to 2 mG
Source: Adapted from Gauger 1985
"' '
Magnetic Fields Outside
(Maximum range in COUfornia utilitieS will vary.)
Distribution Lines 1 to 80 milligauss under the line
Transmission Lines I to 300 milligauss edge of right-of-
way
Researcb Is Ongoing
A number of research studies are now under way to determine if magnetic fields do pose any health
risk and, if so, what aspect of the fields might be harmful. For example, at this time, no one knows
whether the length of time -in a field, the field strength, going "in and out" of a field, or combinations
of these with other factors miglit be relevant.
What Is Being Done About EMF in California?
As a result of a 1993 decision by the California Public Utilities Commission, an EMF research and
information program has been established. This program is managed by the California Department of
Health Services (CDHS) and funded by utility rate payers. The purpose of the program is to perform
research and policy analysis, and provide education and technical assistance to benefit Californians.
Input to the CDHS is provided by a Stakeholders Advisory Consultant Group (SAC), consisting of
representatives of the public, consumer groups, health and scientific experts, and labor and utility
representatives. Additional input can be provided by state agencies, consultants, and special interest
groups during the open foram discussion periods at the SAC meetings. These meetings are open to
the general public. Financial support by utilities of the $65-million federal program is continuing,
What You Can Do?
Studies of EMF have not shown that people need to change the way they use electric appliances or
equipment. But if you feel reducing your exposure would be beneficial, you can increase your
2of3
distance from electric appliances and/or limit the amount of time you use appliances at home or at
work.
For instance:
• You can place telephone answering machines and electric clocks away from the head of your
bed.
• You can increase your distance from appliances such as televisions, computer monitors and
microwave ovens.
• You can also reduce your EMF exposure by limiting the time you spend using personal
appliances such as hair dryers, electric razors, heating pads and electric blankets.
• You can limit the time you spend using electric cooking appliances.
• You can locate sources of EMF in your work environment and spend break time in lower -
field areas.
It is not known whether such actions will have any impact on your health.
"To Summarize..."
EMF exists wherever there is electricity: in homes, in workplaces and near power lines.
Electric fields exist whenever equipment is plugged in, but magnetic fields exist only when
equipment is turned on. Both types of fields get weaker with distance from their source.
Until more is known, your best strategy is to stay informed and, if you think it's necessary, to
limit your exposure. You may be able to reduce your exposure by identifying EMF sources,
changing the way you use electric appliances and increasing your distance from EMF sources.
For More Information Call or Write Us:
Call: LADWP EMF hrquiry Line @ (213) 367 - 2616
• Email: BillJones(a).ladwp.com or Charles.l-lolloway@r ladwp com
• Post:
Los Angeles Department of Water And Power
EMF Research and Education Team
Room 1044
I I I North Hope St.
Los Angeles, Ca 90012-2694
Links to other related sites
• EMF Rapid Program can be found at http://www.niehs.nih.gov/healtlr/topics/agents/emf/
• California Department of Health Services (CDHS) can be found at http://www.eliib.org/
• The BioElectro Magnetics Society can be found at
http://www.bioelectromagnetics.org/index.php
• More t.inl<s EMF Issue Sites can be found at
http://www.bioelecroniagneties.org/resources.plip
3 of 3
CONTRACT INSURANCE REQUIREMENTS -- DEPARTMENT OF WATER AND POWER
For Contractors, Service Providers Vendors and Tenants
AgreemenUActivity/Operation: Permission to Build Asphalt Fire Access Roadway
Reference/Agreement: License P85098
Term of Agreement:
Contract Administrator and Phone: Brandy Roybal-Valdez
Buyer and Phone Number:
Risk Manager /Dale________ AMN 12-12-11
Contract -required types and amounts of insurance as indicated below by checkmark are the minimum which must be maintained.
All limits are Combined Single Limit (Bodily Injury/Property Damage) unless otherwise indicated. Firm 30 day Notice of Cancel-
lation required by Receipted Delivery.
(x) Broad Form All States Endorsemer
( ) Jones Act (Maritime Employment)
(x) Waiver of Subrogation
( ) Other:
(x) AUTOMOBILE LIABLITY:
W Owned Autos
(x) Hired Autos
() Contractual Liability
O MCS-90 (US DOT)
() Waiver of Subrogation
s Liability: ( $1,000,000.00 )
( ) US L&H (Longshore and Harbor Workers)
() Outer Continental Shelf
( ) Black Lung (Coal Mine Health and Safety)
() Other:
( ) Any Auto
(x) Non -Owned Auto
(x) Additional Insured
() Trucker's Form
() Other:
( $1,000,000.00 )
(x) GENERAL LIABILITY: ( ) Limit Specific to Project ( ) Per Project Aggregate ( $1,000,000.00 )
(x) Broad Form Property Damage
(x) Contractual Liability
(x) Personal Injury
(x) Premises and Operations
(r) Products/Completed Ops.
(x) Independent Contractors
() Fire Legal Liability
() Garagekeepers Legal Liab.
() Child Abuse/Molestation
( ) Corporal Punishment
() Collapse/Underground
() Explosion Hazard
() Watercraft Liability
() Pollution
(x) Addition Insured Status
() Waiver of Subrogation
g
()Airport Premises
() Hangarkeepers Legal Liab.
( ) Marine Contractors Liability
() Other:
(x) Other: Sudd'n/Addidental Polln
() PROFESSIONAL LIABILITY:
() Contractual Liability
() Waiver of Subrogation
() 3 Year Discovery Tail )
() Additional Insured
() Vicarious Liability Endt.
() Other:
() AIRCRAFT LIABILITY:
(
() Passenger Per Seat Liability
() Contractual Liability
)
() Hull Waiver of Subrogation
() Pollution
() Additional Insured
() Other:
O PROPERTY DAMAGE: O Loss Payable Status (AOIMA)
( )
() Replacement Value
() Actual Cash Value
() Agreed Amount
() All Risk Form
() Named Perils Form
() Earthquake:
() Builder's Risk:$
() Boiler and Machinery
() Flood:
() Transportation Floater:$
( ) Contractors Equipment$_
() Loss of Rental Income:
() Scheduled Locations/Propt.
( ) Other:
_ _
() Other:
O WATERCRAFT:
() Protection and Indemnity
( ) Pollution
( )
() Additional Insured
() Waiver of Subrogation
( ) Other:
() Other:
() POLLUTION:
() Incipient/Long Term
( ) Sudden and Accidental
( )
() Additional Insured
() Waiver of Subrogation
( ) Contractor's Pollution
() Other:
() CRIME: ( ) Joint Loss Payable Status
() Additional Insured ( )
() Fidelity Bond
() Financial Institution Bond
() Loss of Monies/Securities
() Employee Dishonesty
() In Transit Coverage
() Wire Transfer Fraud
() Computer Fraud
() Commercial Crime
()Forgery/Alteration of Docs.
() Other:
Other: ()
() ASBESTOS LIABLITY () Additional.
Insured
Insurance Req Form 6107
ATTACHMENT A
Page 2. CONTRACT INSURANCE REQUIREMENTS (continued)
PER OCCURRENCE LIMITS
(type of coverage)
O O O
O O O
( ) (type of coverage) ($ )
( ) (type of coverage) ($ )
3
iG
OFFICE OF THE CITY CLERK
4305 Santa Fe Avenue, Vernon, California 90058
Telephone (323) 583-8811
December 6, 2012
Lubricating Specialties
Attn: Sydney Thwaites, Chief Operating Officer
8015 Paramount Blvd.
Pico Rivera, CA 90660-4888
RE: Agreement for Construction of a Fire Access Roadway
Dear Ms. Thwaites:
The insurance requirements have been met. Transmitted herewith is a fully executed agreement
as referenced above, approved by City Council on May 1, 2012, through Resolution No. 2012-
55.
If you have any questions, please contact S. Kevin Wilson at (323) 583-8811 extension 245.
Thank you.
Siiy,
Jl
Deborah R. Juarez
Records Management Assistant
Enclosure
c: S. Kevin Wilson
Purchasing Department
Resolution No. 2012-55
Agreement File No. 12-034
EYcfusivefy Industrial
AGREEMENT BETWEEN THE CITY OF VERNON AND LUBRICATING SPECIALTIES
COMPANY FOR THE CONSTRUCTION OF A FIRE ACCESS ROADWAY ON THE
LOS ANGELES DEPARTMENT OF WATER AND POWER RIGHT OF WAY
Contractor:
Responsible Principal of Contractor:
Notice Information - Contractor:
Notice Information - City:
Commencement Date:
Termination Date:
COVER PAGE
Lubricating Specialties Company
Sydney Thwaites, Chief Operating Officer
Lubricating Specialties Company
8015 Paramount Blvd.
Pico Rivera, CA 90660-4888
Attention: Sydney Thwaites,
Chief Operating Officer
Phone: (562) 776-4000 '
Facsimile: (562) 776-4171
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Kevin Wilson, Director of
Community Services & Water
Telephone: (323) 583-8811 ext. 245
Facsimile: (323) 826-1435
May 1, 2012
May 1, 2014, pursuant to the provisions set
forth in Section 1
Records Retention Period 3 years
AGREEMENT BETWEEN THE CITY OF VERNON AND LUBRICATING SPECIALTIES
COMPANY FOR THE CONSTRUCTION OF A FIRE ACCESS ROADWAY ON THE
LOS ANGELES DEPARTMENT OF WATER AND POWER RIGHT OF WAY
THIS AGREEMENT is made and entered into as of May 1. 2012 ("Effective Date"), by and
between the City of Vernon, a California charter City and California municipal corporation
("City"), and Lubricating Specialties Company, a California corporation ("Contractor"). City and
Contractor are collectively referred to herein as the 'Parties."
RECITALS
A. City has approved a conditional use permit for Contractor with a condition that
Contractor would be required to construct a fire access roadway on the Los Angeles
Department of Water and Power ("LADWP") right of way which adjoins the west side of
Contractors property.
B. Contractor has advised City that LADWP would not issue a license agreement to
private parties but would issue a license agreement to the City to permit the construction of the
fire access roadway.
C. City will enter into a License Agreement, attached herewith as Attachment B, with the
LADWP for the construction of the fire access roadway on the LADWP right of way as depicted
in Exhibit B of said License Agreement
D. The License Agreement allows the City to retain a third party to construct the fire
access roadway.
E. Contractor hereby agrees to construct the roadway, at its sole cost, including
payment of the License Agreement processing fee, and any and all other fees or costs that may
be charged to the City in connection with the construction of said roadway,.
F. Contractor also agrees to abide by all terms set forth in the License Agreement and
agrees to take on any and all liability associated with the construction of the roadway.
NOW, THEREFORE, the Parties agree as follows:
Section 1. Term and Time of Performance.
(a) This Agreement shall commence upon the Commencement Date listed
on the Cover Page, and shall remain and continue in effect through the Termination Date listed
on the Cover Page, or upon the completion of the construction of the fire access roadway,
whichever is sooner. City may renew this Agreement on a year-to-year basis at its discretion.
Section 2. Performance.
(a) Contractor shall at all times faithfully, competently and to the best of its
ability, experience, and talent, perform all Services under this Agreement in accordance with the
standard of care and skill ordinarily exercised by members of the profession currently practicing
in the same locality as the City under similar circumstances and in a manner reasonably
satisfactory to City. Contractor shall at all times comply with the highest ethical standards when
performing Services for the City.
2
(b) Contractor shall keep itself informed of all local, state, and federal
ordinances, laws and regulations which in any manner affect those employed by it or in any way
affect the performance of its Services pursuant to this Agreement. Contractor shall at all times
observe and comply with all such ordinances, laws and regulations. City, and its officers,
officials, employees, agents or volunteers shall not be liable at law or in equity occasioned by
failure of Contractor to comply with this section.
Section 3. Compensation.
(a) Contractor shall fund all costs associated with the construction of the fire
access roadway.
(b) There shall be no claims for additional compensation for reimbursable
expenses and Contractor shall not be reimbursed for any additional expenses.
(c) Change(s) in the scope of services, duties, obligations, durations or total
compensation, shall not be made without prior written consent of the City.
Section 4. Responsible Principals.
(a) Contractor's Responsible Principal set forth on the Cover Page shall be
principally responsible for Contractor's obligations under this Agreement and shall serve as
principal liaison between City and Contractor. Designation of another Responsible Principal by
Contractor shall not be made without prior written consent of City.
(b) City's Responsible Principal shall be the City Administrator or his
designee who shall administer the terms of the Agreement on behalf of City.
Section 5. Personnel.
(a) All persons performing Services shall have all the necessary technical
expertise, permits, professional licenses, certificates, training, and other qualifications required
by this Agreement or other applicable laws. Contractor shall provide City with said permits,
licenses, and certificates at the request of City.
(b) Contractor represents that it has, or shall secure at its own expense, all
personnel required to perform Contractor's Services under this Agreement. All personnel
engaged in the work shall be qualified to perform such Services.
Section 6. Permits and Licenses. Contractor shall obtain and maintain during the
Agreement term all necessary licenses, permits and certificates required by law for the provision
of services under this Agreement, including a business license.
Section 7. Access. Contractor shall comply with all reasonable access and other
restrictions that City may impose. No access to City property for performance of the Services
shall be permitted prior to delivery to City of proof of insurance paid and maintained by
Contractor.
Section 8. Contractor's Duties and Representations.
Contractor represents, covenants and agrees as follows:
(a) There are no obligations, commitments, or impediments of any kind that
will limit or prevent performance of the Services.
(b) Contractor presently has no interest and shall not have any interest, direct
or indirect, which would conflict in any manner with the performance of the Services
contemplated by this Agreement. No person having any such interest shall be employed by or
be associated with Contractor.
(c) There is no litigation pending against Contractor and Contractor is not the
subject of any criminal investigation or proceeding, and neither Contractor nor its personnel, to
its actual knowledge, have been convicted of a felony.
Section 9. Independent Contractor.
(a) Contractor is and shall at all times remain, as to City, a wholly
independent contractor. The personnel performing the Services under this Agreement on behalf
of Contractor shall at all times be under Contractor's exclusive direction and control. Neither
City nor any of its officers, officials, employees, agents, or volunteers shall have control over the
conduct of Contractor or any of Contractor's officers, employees, or agents except as set forth in
this Agreement. Contractor shall not at any time or in any manner represent that it or any of its
officers, employees, or agents are in any manner officers, officials, employees, agents, or
volunteers of City. Contractor shall not incur or have the power to incur any debt, obligation or
liability whatsoever against City, or bind City in any manner.
(b) No employee benefits shall be available to Contractor or its officers,
employees, or agents in connection with the performance of this Agreement. Except for
Consideration paid to Contractor as provided in the Agreement, City shall not pay salaries,
wages, or other compensation to Contractor for performing services hereunder for the City. City
shall not be liable for compensation or indemnification to Contractor or its officers, employees,
or agents for injury or sickness arising out of performing services hereunder.
(c) Contractor agrees to pay and be responsible for paying all Federal, State
and local taxes for compensation received by Contractor from City while performing services for
City.
Section 10. Termination.
(a) Termination Right. City may, at any time, for any reason or for no reason,
with or without cause, terminate this Agreement, by serving upon the Contractor at least five (5)
calendar days prior written notice. Upon receipt of such notice, Contractor shall immediately
cease all work under this Agreement, unless the notice provides otherwise.
(b) Actions Subsequent to Termination. In the event of termination of this
Agreement, Contractor shall deliver all Confidential Information, as defined in Section 13 below,
to City within thirty (30) days after the termination of this Agreement. Contractor shall also take
all such other action as City reasonably requires and shall cooperate with City to effectuate an
orderly and systematic termination of Contractor's duties and activities hereunder.
(c) All of the terms and conditions in the Agreement related to payment,
confidentiality, indemnification, dispute resolution and waiver shall survive termination of this
Agreement.
9
Section 11. Limitation of City's Liability. City's liability on any kind of claim for any
loss or damage arising out of, in connection with, or resulting from this Agreement, shall in no
case exceed the amount that would be paid to Contractor for the full performance of the
services required by this Agreement. In no event shall City be liable for anticipated profits or for
incidental, consequential or punitive damages. City shall not be liable for penalties of any
description.
Section 12. Confidential Status: Disclosure of Information.
(a) Confidential Status; Disclosure of Information. All data, customer
information, business practices, business methods, privileged information, trade secrets,
financial statements, floor plans, designs, blueprints, maps, surveys, drawings, models, reports,
correspondence, logs, documents, materials or other information developed or created by
Contractor, received by Contractor, revealed to Contractor, or provided to Contractor for the
performance of this Agreement ("Confidential Information") are deemed confidential and shall
not be disclosed by Contractor to any third party without City's prior written consent. City
reserves all rights to Confidential Information. City shall grant consent if disclosure is legally
required. All Confidential Information shall be returned to City upon completion or termination of
this Agreement. Contractor's covenant under this section shall survive the termination of this
Agreement. City may disclose to third parties any Confidential Information at its sole discretion.
(b) Contractor's obligation not to disclose any Confidential Information shall
not extend to information that:
I. was in the possession of, or was rightfully known by, the
Contractor without an obligation to maintain its confidentiality prior to receipt from City;
ii. is or becomes generally known to the public without violation of
this Agreement;
iii. is obtained without an obligation of confidentiality by the
Contractor in good faith from a third party having the right to disclose it without an obligation of
confidentiality; or
iv. information which is required to be disclosed pursuant to any court
order or directive having the force of law.
(c) The provisions of this section shall survive the termination of this
Agreement.
Section 13. Technical Materials. City reserves all rights to any and all tools, dies,
patterns, plates or other similar technical materials furnished or paid for by City, and Contractor
shall use such materials in strict confidentiality and shall return the same to City at its request
upon completion or termination of this Agreement. Contractor shall not copy or otherwise use
any such materials for any purposes other than the completion of this Agreement. Contractor's
covenant under this section shall survive the termination of this Agreement.
Section 14. Records and Inspections. Contractor shall maintain full and accurate
records with respect to all matters covered under this Agreement for Records Retention Period.
City shall have access, without charge, during normal business hours to such records, and the
right to examine and audit the same and to make copies and transcripts therefrom, and to
inspect all program data, documents, proceedings and activities.
Section 15. Default. Contractor's failure to comply with the provisions of this
Agreement shall constitute a default. In the event that Contractor is in default under the terms
of this Agreement, City shall terminate this Agreement immediately by written notice to
Contractor.
Section 16. Indemnification. Contractor agrees to defend, indemnify, protect and hold
harmless City, its officers, officials, employees, agents, and volunteers from and against any
and all claims, suits, demands, actions, losses, damages, judgments, settlements, penalties,
fines, defensive costs or expenses, including without limitation, interest, attorneys' fees and
expert witness fees, or liability of any kind or nature arising out of or attributable to the acts or
omissions of Contractor, or Contractor's officers, employees, or agents which in any way arise
out of, result from, or are in any way related to the performance or non-performance of this
Agreement, excepting only liability arising out of the sole negligence or willful misconduct of
City, its officers, officials, employees, agents, or volunteers.
THE PROVISIONS OF THIS SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL
SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT AND
SHALL BE GIVEN THE BROADEST POSSIBLE INTERPRETATION.
The obligations in this section are in addition to Contractor's duty to provide insurance and shall
not be limited by any limitation on the amount or type of insurance coverage carried by
Contractor.
Section 17. Insurance.
(a) Contractor shall at all times during the term of this Agreement carry,
maintain, and keep in full force and effect, a policy or policies of Comprehensive General
Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence,
combined single limit, against any personal injury, death, loss or damage resulting from the
wrongful or negligent acts by Contractor or Contractor's officers, employees, or agents.
(b) Contractor shall at all times during the term of this Agreement carry,
maintain, and keep in full force and effect, a policy or policies of Comprehensive Vehicle Liability
insurance covering personal injury and property damage, with minimum limits of One Million
Dollars ($1,000,000) per occurrence, combined single limit, covering any vehicle utilized by
Contractor or Contractor's officers, employees, or agents in performing the services required by
this Agreement.
(c) Contractor agrees to maintain in force at all times during the performance
of work under this Agreement worker$ compensation insurance as required by law.
(d) Contractor shall at all times during the term of this Agreement carry,
maintain, and keep in full force and effect, a policy or policies of Excess Liability Insurance, with
minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit,
and provide policy coverage and terms at least as broad as those required in the primary
insurance.
0
(e) Contractor shall require each of its sub -consultants or sub -contractors to
maintain insurance coverage that meets all of the requirements of this Agreement.
(f) The policy or policies required by this Agreement shall be issued by an
insurer admitted in the State of California and with a rating of at least a B+; VI in the latest
edition of Best's Insurance Guide.
(g) Contractor agrees that if it does not keep the aforesaid insurance in full
force and effect City may either immediately terminate this Agreement or, if insurance is
available at a reasonable cost, City may take out the necessary insurance and pay, at
Contractor's expense, the premium thereon.
(h) At all times during the term of this Agreement, Contractor shall maintain
on file with the Risk Manager, a certificate or certificates of insurance, satisfactory to the City
Attorney and Risk Manager, along with a copy of the policy declarations page for each policy
showing that the aforesaid policies are in effect in the required amounts. Upon request by City,
Contractor shall cause its insurers to issue certified copies of the insurance policies evidencing
that the coverage and policy endorsements required under this Agreement are maintained in
force. Contractor shall, prior to commencement of work under this Agreement, file with the Risk
Manager, such certificate or certificates and a copy of the policy declarations page for each
policy. The policies of insurance required by this Agreement shall contain an additional insured
endorsement naming the City, its officers, officials, employees, agents, and volunteers as
insured's. All of the policies required under this Agreement shall contain an endorsement
providing that the policies cannot be canceled or reduced except on thirty (30) days prior written
notice to City, and specifically stating that the coverage contained in the policies affords
insurance pursuant to the terms and conditions as set forth in this Agreement.
(i) The insurance provided by Contractor shall be primary to any coverage
available to City, and any insurance or self-insurance maintained by City, its officers, officials,
employees, agents, or volunteers shall be excess of Contractor's insurance and shall not
contribute with it. The policies of insurance required by this Agreement shall include provisions
for waiver of subrogation. Contractor hereby waives all rights of subrogation against City, its
officers, officials, employees, agents, and volunteers.
(j) Any deductibles or self -insured retentions must be declared to and
approved by City. At the option of City, Contractor shall either reduce or eliminate the
deductibles or self -insured retentions with respect to City, or Contractor shall procure a bond
guaranteeing payment of losses and expenses.
Section 18. Certification. In accordance with the provisions of Section 3700 of the
Labor Code, Contractor shall secure the payment of compensation to Contractor's employees.
By executing this Agreement, Contractor certifies the following: Contractor is aware of the
provisions of Section 3700 of the Labor Code which require every employer to be insured
against liability for workers' compensation or to undertake self-insurance in accordance with the
provisions of that code, and Contractor will comply with such provisions before commencing the
performance of the work of this Agreement.
Section 19. Standard Specifications. The work done pursuant to this Agreement shall
be done in accordance with the provisions of the most current edition of "Standard
Specifications for Public Works Construction" (commonly known as "the Green Book") including
Supplements, prepared and promulgated by the Southern California Chapter of the American
7
Public Works Association and the Associated General Contractors of California, which
specifications are hereinafter referred to as the "Standard Specifications" The provisions of
these Standard Specifications shall apply to the work performed under this Agreement, unless
different standards are specified or agreed to in writing by the City.
Section 20. Compliance with Laws. Contractor shall keep itself informed of and
comply with all Applicable Laws, including without limitation, the Fair Labor Standards Act, the
Occupational Safety and Health Act and all those Applicable Laws relating in any way to
employment practices and protection of the environment. Contractor shall not discriminate
against any employee or any applicant for employment for reasons of race, color, creed,
religion, sex, sexual preference, age or national origin. For purposes of this section, "Applicable
Laws" shall mean any and all laws, regulations, rules, orders, directives, judgments, decrees,
permits, approvals or other applicable requirements of any governmental entity or agency
having jurisdiction that are applicable to any aspect of this Agreement that are in force on the
Effective Date and as they may be enacted, issued or amended during the term of this
Agreement.
Section 21. Enforcement of Waae and Hour Laws. Eight hours labor constitutes a
legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25)
for each worker employed in the execution of this Agreement by the respective Contractor or
subcontractor for each calendar day during which the worker is required or permitted to work
more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation
of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid
to the City; provided, however, work performed by employees of contractors in excess of 8
hours per day, and 40 hours during any one week, shall be permitted upon compensation for all
hours worked in excess of 8 hours per day at not less than 1'/2 times the basic rate of pay.
Living Waoes. In addition, Contractor, or Subcontractor, if any, working
on City service contracts of any amount, as to all employees spending time on City contracts
shall observe the City's Living Wage Ordinance and all requirements thereof at all times on City
contracts. The Current Living Wage Standards are set forth in Attachment A. Upon request,
certified payroll shall be provided to the City.
Section 22. Materials and Workmanship. City shall have the right to inspect any
material used. Material furnished shall be new, complete, ready -for -use and of the latest model,
shall not have been used in demonstration or other services and shall have all the usual
equipment as shown by its manufacturer's current specifications and catalogs, unless otherwise
specified. Equipment, supplies or services that fail to comply with the Agreement requirements
regarding design, material or workmanship may be rejected at the option of City. Any materials
rejected shall be removed from City premises at the Contractor's sole expense.
Section 23. Licenses and Permits. Except as provided herein below, Contractor shall
obtain and pay for all permits and licenses required by federal, state or local law, rule or
regulation. Costs for obtaining City permits required under this Agreement will be waived. All
requirements for obtaining permits (including City permits) remain in effect and are not waived;
only the costs of City permits are waived.
Section 24. Assignment of Unfair Business Practices. Contractor and its
subcontractor offers and agrees to assign to City all rights, title, and interest in and to all causes
of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the
Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the
Business and Professions Code), arising from purchases of goods, services, or materials
pursuant to the public works contract or the subcontract. This assignment shall be made and
become effective at the time City tenders final payment to Contractor, without further
acknowledgment by the parties.
Section 25. Assignment and Subcontractina. Contractor shall not assign or attempt to
assign any portion of this Agreement, or subcontract any required performance hereunder,
without the prior written approval of City. Any assignment or subcontract made in violation of
this section is invalid and void. In the event City grants written approval to Contractor to
subcontract work under this Agreement, Contractor is prohibited from using a subcontractor who
is ineligible to perform work on a public works project pursuant to Section 1777.1 or 1777.7 of
the Labor Code.
Section 26. Arbitration and Venue. Any dispute, claim or controversy arising out of or
relating to this Agreement or the breach, termination, enforcement, interpretation or validity
thereof, including the determination of the scope or applicability of this Agreement to arbitrate,
shall be determined by arbitration in Los Angeles, California. The arbitration shall be
administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. The
arbitrator shall be a retired judge. All decisions of the arbitrator shall be in writing, and the
arbitrator shall provide written reasons for their decision. The arbitration decision shall be final
and binding on the Parties. Judgment on the award may be entered in any court having
jurisdiction pursuant to this Agreement. Notwithstanding the foregoing, the parties shall be
permitted to access the court system to enforce any arbitration award. The exclusive
jurisdiction and venue under this Agreement shall be the Superior Court of California, Los
Angeles County.
Section 27. Attorneys Fees. In the event a dispute, claim or litigation arises regarding
this Agreement, the prevailing party shall be entitled to reimbursement for reasonable attorneys
fees and actual costs, which may be set by the arbitrators or the court in the same action or in a
separate action brought for that purpose, in addition to any other relief which is obtained.
Section 28. Governing Law. This Agreement shall be interpreted and enforced
according to, and the Parties rights and obligations governed by, the domestic law of the State
of California, without regard to its laws regarding choice of applicable law.
Section 29. Entire Agreement and Modifications. This Agreement, including
attachments incorporated herein by reference, represents the entire integrated agreement and
understanding between the Parties, and supersedes all prior or contemporaneous negotiations,
representations, agreements, understandings and statements, written or oral. This Agreement
may only be modified In writing and signed by both Parties.
Section 30. 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.
N
Section 31. Force Maieure. Neither party shall be considered in default of any of its
obligations under this Agreement when a failure of performance shall be due to an
uncontrollable force. The term "uncontrollable force" shall mean flood, earthquake, storm, fire,
lightning, epidemic, war, riot, civil disturbance or disobedience, federal, state, or municipal
action, statute, ordinance, or regulation, embargoes of the United States Government or any
other government, which by exercise of due diligence such party could not reasonably have
been expected to avoid and by exercise of due diligence has been unable to overcome. Either
party rendered unable to fulfill any of its obligations under this Agreement by reason of an
uncontrollable force shall give written notice within five (5) business days of such fact to the
other party and shall exercise due diligence to remove such inability with all reasonable
dispatch.
Section 32. City Not Obligated to Third Parties. City shall not be obligated or liable
under this Agreement to any party other than Contractor. City shall timely notify Contractor of
the receipt of any third -party claim relating to this Agreement. City shall be entitled to recover its
reasonable costs incurred in providing the notification required by section.
Section 33. Notices. All notices, approvals, consents and other communications
between the Parties shall be in writing, and shall be sent by certified mail (return receipt
requested) or other delivery service which provides evidence of delivery, using the address set
forth on the Cover Page under "Notice Information - City' or "Notice Information — Vendor,' as
appropriate, 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.
Section 34. Cover Page and Attachments. The Cover Page and all documents
referenced as attachments in this Agreement are hereby incorporated in this Agreement. In the
event of any material discrepancy between the express provisions of this Agreement and the
provisions of any document incorporated herein by reference, the provisions of this Agreement
shall prevail.
Section 35. Headings. Headings used in this Agreement are for convenience and
ease of reference only and shall not affect the interpretation of the Agreement.
Section 36. Survival of Terms. All of the terms and conditions in this Agreement
related to payment, confidentiality, indemnification, dispute resolution and waiver shall survive
termination of this Agreement.
Section 37. Severability. 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 38. Authority to Execute This Agreement. The person or persons executing
this Agreement on behalf of Contractor warrants and represents that he or she has the authority
to execute this Agreement on behalf of Contractor and has the authority to bind Contractor to
the performance of its obligations under this Agreement.
[Signatures Begin on Next Page].
10
IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated
in the introductory clause.
City of Vernon, a California charter City
and California municipal corporation
By:
William Davis,
Mayor Pro-Tem
0
G.
APPROVED AS TO
Chief Deputy City
Lubricating Specialties Company, a California
corporation
Ij
Name: :S yw6q " I m wtwrF_.S
Title: Semo2 VP d- Coo
By:
Name: SYtr.1 -�ri r9�TEt
Title: _ _ S6Gc-t?A2y
11
ATTACHMENT A
ATTACHMENT A
LIVING WAGE PROVISIONS
Minimum Livina Waaes:
A requirement that Employers pay qualifying employees a wage of no less than $10.30 per hour
with health benefits, or $11.55 per hour without health benefits.
Paid and Unpaid Days Off:
Employers provide qualifying employees at least twelve compensated days off per year for sick
leave, vacation, or personal necessity, and an additional ten days a year of uncompensated
time for sick leave.
No Retaliation:
A prohibition on employer retaliation against employees complaining to the City with regard to
the employer's compliance with the living wage ordinance. Employees may bring an action in
Superior Court against an employer for back pay, treble damages for willful violations, and
attorney's fees, or to compel City officials to terminate the service contract of violating
employers.
ATTACHMENT B
DO NOT RECORD
L I C E N S
THE DEPARTMENT OF WATER AND POWER OF THE CITY OF LOS ANGELES, Licensor
(sometimes hereinafter referred to as the "LADWP" or "Department"), for and in
consideration of Five Hundred Dollars ($500) processing fee and of the keeping and
performance by Licensee of the terms and conditions hereof, gives permission. to the
CITY OF VERNON, Licensee, whose address is 4305 S. Santa Fe Avenue, Vernon, CA
90058, to use certain real property which is owned by the City of Los Angeles and
under the control and jurisdiction of said Department for the purpose of installing
asphalt paving for a fire access roadway over a portion of LADWP's Velasco to
Southern Junction Transmission Line Right of Way No. 15A, in the vicinity north of
Slauson Avenue, between Alcoa Avenue and S. Downey Road, in the City of Vernon, CA,
outlined in green on the drawing marked Exhibit A and per the approved plans marked
Exhibit B (dated June 13, 2011, attached hereto and made a part hereof.
THE FOREGOING PERMISSION is given upon and subject to the following terms
and conditions: --
1. The right and permission of Licensee is subordinate to the prior
and paramount right of Licensor to use said real property for the public
purposes to which it now is and may, at the option of Licensor, be devoted.
Licensee undertakes and agrees to use said real property and to exercise this
license jointly with Licensor, and will at all times exercise the permission
herein given in such manner as will not interfere with the full use and
enjoyment of the licensed area by the LADWP,
2. Licensee hereby acknowledges title in the City of Los Angeles, a
municipal corporation, and said Department in said real property, and agrees
never to assail or resist the same, and further agrees that Licensee's use and
occupancy of said licensed area shall be referable solely to the permission
herein given.
P-65096
APN 6310-005-270
(Form Rev. 12/14/99)
3. This license shall commence on and terminate in
six months or upon completion of construction whichever occurs first.
4. Regardless of the manner or duration of use or occupancy of said
licensed area by Licensee, and regardless of the permanent character of any
works or structures constructed or installed therein or thereon by Licensee,
this license may be terminated by the LADWP at any time by giving 90 days'
notice of termination. Any notice hereunder to Licensee shall be given by
delivering the same to Licensee personally, or by mailing the same addressed
to Licensee at the address above given, or to such other address as Licensee
may in writing, from time to time, direct, and the giving of notice by mail
shall be complete at the time of mailing.
5 Licensee shall notify the LADWP of any changes in Licensee's
mailing address and daytime telephone number within ten (10) days of changes.
Any notice to LADWP shall be given by delivering such notice to the Real
Estate Business Group of said Department or by sending such notice by mail
addressed to the Real Estate Business Group, Department of Water and Power,
P. O. Box 51111, Room 1031, Los Angeles, California 90051-0100.
6. This license may be immediately revoked by the LADWP in the event
of any failure or refusal on the part of Licensee to keep or perform any of
the terms or conditions herein. Notice of revocation shall be given by
delivering the same to Licensee personally or by mailing the same to Licensee.
Failure by the LADWP to revoke this license for noncompliance of the terms or
conditions by Licensee shall not constitute a waiver of the terms or
conditions:
7. All work done, pursuant to the terms of this agreement, shall be
done in accordance with the terms and conditions specified in ordinances and
statutes governing such instances; and the provisions of such ordinances and
statutes are, by reference, made a part hereof as though incorporated verbatim
herein.
8. Licensee hereby acknowledges and represents that it has inspected
the property, knows the condition thereof, and on behalf of itself and its
successors, assigns, and contractors undertakes and agrees to indemnify and
hold harmless the City of Los Angeles, the Department of Water and Power of the
City of Los Angeles, the Board of Water and Power Commissioners of the City of
Los Angeles; and all of their officers, agents, successors in interest,
.assigns, and employees (individually and collectively, "Indemnitees"), and at
the option of the LADWP, defend by counsel satisfactory to 'the LADWP, the
Indemnitees from and against any and all liens and claims of lien, suits,
causes of action, claims, charges, damages (including consequential,
incidental, or indirect), demands, judgments, civil fines, penalties, or losses
of any kind or nature whatsoever that are .incurred by or asserted against the
Indemnitees, for death,. bodily injury or personal injury to any person,
including Licensee's employees and agents, or damage or destruction or loss of
use of any property of either party hereto, or third persons in any manner
arising by reason of or connected in any manner with the acts, errors,
omissions to act, willful misconduct, or nonperformance or breach by Licensee
of any term and /or condition of this contract, incident to the presence upon
or performance of activities by Licensee or its personnel with respect to the
area/property covered under this agreement, on the part of the Licensee, or the
Licensee's officers, agents, employees, or contractors of any tier, regardless
of any negligence on the part of Indemnitees, except for the active negligence
or willful misconduct of the Department of Water and Power. This indemnity
shall apply during the term of this contract.
-2-
9. Licensee shall obtain and keep in force during the term of this
license theinsurancecoverage specified in Attachment A, (Insurance
Requirements). Licensee shall provide the LADWP with evidence of insurance
from insurers that have procured a Certificate of Authority from the State
Department of Insurance pursuant to the California Insurance Code or other
source acceptable to the LADWP. Licensee acknowledges that it has been
provided with insurance endorsement forms for use in showing evidence of the
required coverage. Instructions for completing, executing and submitting
evidence of insurance are attached thereto. LADWP may from time to time
reasonably require Licensee to secure and maintain additional insurance
coverage not specified in Attachment A, and/or increase the coverage amount
required therein.
10. Licensee may contract to a third party all proposed construction
work. Licensee shall pay for all materials placed upon, joined, or affixed to
said licensed area by or at the instance of Licensee, shall pay in full all
persons who perform labor upon said licensed area at the instance of Licensee,,
and shall not cause or permit any liens of any kind or nature to be levied
against said licensed area for any work done or materials furnished thereon at
the instance or request of Licensee.
11. Licensee shall pay for all costs, fees, or charges for the
application, installation, maintenance, use, or removal of any utilities or
services required in the exercise of the permission herein given.
12. This license and permission herein given is personal to Licensee
and is not assignable, and any attempt to do so shall be void and shall confer
no right on any third party.
13. Licensee hereby acknowledges that this agreement is a license only
and does not constitute a lease. of or any interest in real property.
14. _Energized transmission lines can produce electrical effects
including, but sot limited to, induced voltages and curtents in persons and
objects. Licensee hereby acknowledges a duty to conduct activities in such
manner that will not expose persons to injury or property to damage from such
effects.
15. The power transmission line rights of way are an integral
component of the transmission line system, which provides electric power to
the City of Los Angeles and other local communities. Their use is under the
jurisdiction of the Federal North American Electric Reliability Corporation
(NERC). Safety and protection of critical facilities are the primary factors
used to evaluate secondary land use proposals. The rights of way serve as
platforms for access, construction, maintenance, facility expansion and
emergency operations. Therefore, the proposed use may from time to time be
subject to temporary disruption caused by such operations.
16. No equipment with a reach of over 12-feet shall be allowed within
the LADWP transmission line right of way without prior written approval of the
LADWP,
-3-
17. No "hi -lift" vehicles shall be used under the LADWP transmission
line right of way. It is the Licensee's responsibility to comply with all
applicable standards and safety regulations while working near or under high
voltage overhead transmission lines.
Note: Under the State of California Code of Regulations, Title 8,
the term "qualified electrical workers" pertains to individuals who are
familiar with working in and around high voltage conductors and understand
minimum approach distances.
18. No construction equipment shall be allowed to setup directly under
the lines and the existing access road is strictly for standard height vehicle
crossings.
19. If light fixtures are proposed, then conductor clearances will be
subject to the review and approval of the Transmission Engineering Group. The
LADWP may need a copy of the conductor survey illustrating the cross sections
showing our existing conductors and proposed improvements. See attached LADWP
Conductor Survey Instructions. The Transmission Engineering Group will use the
data to calculate and confirm that conductor clearances meet the State of
California, Public Utilities Commission, General Order No. 95.
20. Maintenance of proposed flume filter shall be borne by Licensee.
21. Patrol roads and/or the ground surfaces of the rights of way shall
be restored by Licensee to original conditions, or better.
22. Should the access road need to be relocated, all expenses will be
borne by the Licensee.
23. No grading is allowed near the tower footings within the LADWP
transmission line right of way without prior written approval of the LADWP.
24. LADWP prohibits drainage structures or the discharging of drainage
onto the transmission line right of way. Concentrated runoff can cause erosion
especially to transmission line tower footings.
times. 25. LADWP personnel shall have access to the right of way at all
26. Unauthorized parking of vehicles or equipment shall not be allowed
on the right of -way at any time.
27. Unauthorized storage of equipment or material shall not be allowed
on the right of way at any time.
28. Fueling of vehicles or equipment shall not be allowed on the
right of way at any time.
29. All trash, debris, waste, and excess earth shall be removed from
the right of way upon completion of the project, or the LADWP may do so at the
sole risk and expense of the Licensee.
30. Fires and burning of materials is not allowed on the right of way.
31. Licensee is hereby notified that grounding wires may be buried in
the right of way; therefore, the Licensee shall notify the LADWP's
Transmission Construction and Maintenance Business Group at (818) 771-5018, or
(818) 771-5076, at least 48 hours prior to the start of any construction
activities in the right of way.
-4-
32. All cut and fill slopes within the right of way shall contain
adequate berms, benches, and interceptor terraces, Revegetation measures shall
also be provided for dust and erosion control protection of the right of way.
33. The LADWP's patrol roads, including paving, driveways, crossings,
and substructures located within LADWP's right of way shall be designed to
withstand a combined weight of-40,000 pounds in accordance with the American
Association of State Highway and Transportation Officials H2O-44 (M18) wheel
loadings.
34. All aboveground metal structures including, but not limited to,
pipes, drainage devices, fences, and bridge structures located within or
adjoining the right of way shall be properly grounded, and shall be insulated
from any fencing or other conductive materials located outside of the right of
way. For safety of personnel and equipment, all equipment and structures
shall be grounded in accordance with State of California Code of Regulations,
Title 8, Section 2941, and National Electric Code, Article 250.
35. Licensee shall neither hold the LADWP liable for nor seek
indemnity from the LADWP for any damage to the Licensee's project due to
future construction or reconstruction by the LADWP within the right of way.
36. Licensee shall control dust by dust -abatement procedures approved
by the LADWP, such as the application of a dust palliative or water.
37. The right of way contains high -voltage electrical conductors;
therefore, the Licensee shall utilize only such equipment, material, and
construction techniques that are permitted under applicable safety ordinances
and statutes, including the following: State of California Code of
Regulations, Title 8, Industrial Relations, Chapter 4, Division of Industrial
Safety, Subchapter 5, Electrical Safety Orders; and California Public
Utilities Commission, General Order No. 95, Rules for Overhead Electric Line
Construction. _
38. No grading shall be conducted within the LADWP transmission line
right of way without prior written approval of the LADWP.
39. No structures shall be constructed within the LADWP transmission
line right of Way without prior written approval of the LADWP.
40. An area within 100 feet on all sides of each tower shall remain
open and unobstructed for maintenance and emergencies, including periodic
washing of insulators by high-pressure water spray.
41. Detailed plans for any grading, paving, and construction work within
the right of way shall be submitted for approval to the Real Estate Business
Group, Department of Water and Power, P.O. Box 51111, Room 1031, Los Angeles,
California 90051-0100, no later than 45 days prior to the start of any grading,
paving, or construction work. Notwithstanding any other notices given by
Licensee required herein, Licensee shall notify the LADWP's Transmission
Construction and Maintenance Business Group at (818) 7.71-5018, or
(818) 771-5076, no earlier than 14 days and no later than two days prior to the
start of any grading, paving, or construction work.
-5-
42. Drainage from the paved portions of the right of way shall not
enter the unpaved area under the towers. Drainage diversions such as curbs
shall be used on three sides of each tower. The open side of each tower shall
be the lowest elevation side to allow storm water which falls under the tower
to drain. The area under the towers shall ,be manually graded to sheet flow out
from under the towers.
43. Licensee shall comply with all Los Angeles County Municipal Storm
Water Permit and Standard Urban Storm Water Mitigation Plan requirements.
44. Licensee shall provide the LADWP with one copy each of the
compaction report and a Certificate of Compacted Fill, for clean fill
compaction within the LADWP's right of way in accordance with the American
Society for Testing and Materials D1557, approved by a geotechnical engineer
licensed in the State of California.
45. Licensee shall install K-rails at a distance of ten feet from each
side of the tower base for protection of towers. A distance of five feet from
the tower base may be acceptable in locations where the patrol roads would be
obstructed.
46. Licensee shall provide and maintain a minimum 20-foot wide
transition ramp for the patrol roads from the pavement to the ground surface.
The ramp shall not exceed a slope of ten percent.
47. Licensee shall provide and maintain a minimum 20-foot wide
driveway and gate at all locations where the (road/street) crosses the LADWP's
patrol roads. The designed gates must be capable of being interlocked with an
LADWP padlock to allow access to the right of way by the LADWP.
48. Ponding or flooding conditions within the right of way shall not
be allowed, especially around the transmission towers. All drainage shall flow
off of the right of way.
49. "As Constructed" drawings showing all plans and profiles of the
Licensee's project shall be furnished to the Real Estate Business Group,
Department of Water and Power, P. O. Box 51111, Room 1031, Los Angeles,
California 90051-0100, within five days after completion of Licensee's
project.
50=. In the event that construction within the right of way is
determined upon inspection by the LADWP to be unsafe or hazardous to LADWP
facilities, the LADWP may assign a line patrol mechanic at the Licensee's
expense.
51. If the LADWP determines at any time during construction that the
Licensee's efforts are hazardous or detrimental to LADWP facilities, the LADWP
shall have the right to immediately terminate said construction.
52. All concentrated surface water which is draining away from the
proposed facility shall be directed to an approved storm drain system where
accessible, or otherwise restored to sheet flow before being released within
or from the right of way.
IM.
53. Licensee shall obtain and pay for all. permits and licenses
required for performance of the work and shall comply with all laws,
ordinances, rules, orders, or regulations including, but not limited to, those
of any agencies, departments, districts, or commissions of the State, County,
or City having jurisdiction thereover,
54. Licensee is hereby notified that facilities of other licensees of
the LADWP may exist on the subject property. Licensee shall take reasonable
precautions and actions to avoid infringement, interference, or damage to all
installations.
55. Licensee shall be responsible for the training of personnel under
all applicable laws including, but not limited to, training with regard to the
operation of equipment and the handling and disposal of hazardous materials
and wastes.
56. The City of Vernon shall take all reasonable measures to minimize
disturbances to neighboring business or residences, and shall be responsible
for resolving any complaints/disputes from adjacent property owners of the
public.
57, Licensee hereby acknowledges receipt of an information package
consisting of:
(a) Understanding EMF - Electric Magnetic Fields, Exhibit B.
(b) Additional Information pertaining to EMF can be obtained via the
Internet at: http://www.ladwp.com/ladwp/cros/ladwp004154.jsp.
Licensee undertakes and agrees to distribute all the information
in said package to all personnel working under Licensees direction and
control.
S
58. This contract is subject to the applicable provisions of the Living
Wage Ordinance (LWO), Section 10.37 et seq. of the City of Los Angeles (City)
Administrative Code as amended. The Ordinance requires that, unless specific
exemptions apply, all employers (as defined) under contracts primarily for the
furnishing of services to or for the City and that involves an expenditure or
receipt in excess of $2.5,000 and a contract term of at least three months;
Licensee or certain recipients of City financial assistance, generally, shad
provide the following: '
(a) Payment of a minimum initial wage rate to employees as
defined in the LWO.
(b) Provision of compensated days off annually for sick leave,
vacation or personal necessity at the employee's request,
and additional days annually of uncompensated time off for
sick leave as prescribed in the LWO.
Under the provisions of Section 10.37.5(c) of the Los Angeles
Administrative Code, the City shall have the authority, under appropriate
circumstances, to terminate this contract and otherwise pursue legal remedies
that may be available if the City determines that the Licensee or financial
-7-
assistance recipient violated the provisions of the referenced Code Section.
For additional information, please contact the Office of Contracts Compliance
at (213) 847-2625.
59. This License is subject to the policy of the City of Los Angeles
regarding Burma contracting: Section 10.38 et. Seq., Article 12, Chapter 1,
Division 10 of the Los Angeles Administrative Code. Said section incorporated
by reference as though fully set forth herein. Pursuant to Section 10.38.5.of
the Los Angeles Administrative Code, LADWP has the authority to terminate this
license if it is determined that the Licensee was ineligible at the time of
entering to this license or became ineligible thereafter.
60. Upon termination of the agreement, the paved Fire Access Road
shall become the sole property of the LADWP. LADWP has full discretion to
maintain or remove the improvements. If the road is maintained in place, the
City may after termination of the Agreement utilize the Fire Access Road for
the sole purpose of ,emergency access.
t la�;II2
APPROVED:
ARAM BENYAMIN
Senior Assistant General Manager
Power System
�-M
Approved as to Conditions
Provided by
Pow stem d t We Engineering
n
^�,wv Right ay Engineer
Power system
APPROVED AS TO FORM ANDLEGALITY
CARMEN A. TRUTAMCK CITY ATTORNEY
BY � �,Jk�n�
KEVI T, IYAN
DEPUTY CQYr.Cti;NEY
DEPARTMENT OF WATER AND POWER OF
THE CITY OF LOS ANGELES
Es
By
And
RONALD 0. NICHOLS
GENERAL MANAGER
GARY WONG
Director of Operations
Support Services
CITY OF VERNON
LICENSOR
LICENSEE
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Exhibit
Understanding EMF
Electric and Magnetic Fields
LADWP Position Statement on EMF
Team Mission Statement on EMF
Links
During recent years, questions have been raised about the possible health effects of 60-hertz (power
frequency) electric and magnetic fields (EMF), which are found wherever you have electricity. This
webpage contains easy -to -read information that will help you understand the EMF issue, plus
practical tips you can use if you want to reduce your exposure at home and at work.
Can EMF Harm Your Health?
Electric and magnetic fields (EMF) are present wherever electricity flows - around appliances, power
lines, in offices, schools and homes. Many researchers believe that if there is a risk of adverse health
effects from EMF, it is probably low but warrants further investigation. Most, but not all, childhood
studies have reported a weak association between estimates, but not direct measures, of residential
magnetic field exposure and certain types of childhood cancer. Worker studies have shown mixed
results. Laboratory experiments have shown that magnetic fields can cause changes in living cells. It
is not clear whether these changes suggest any risk to human health.
Given the uncertainty of the issue, the medical and scientific communities have been unable to
determine that EMF causes health effects or to establish any standard or level of exposure that is
known to be either safe or harmful.
The Two Types of Fields
60-HERTZ
160-HERTZ
MAGNETIC FIELDS
j ELECTRIC FIELDS
Can pass through most gbjects_
Can be blocked or partially shielded.
Get weaker with distance.
+ Get weaker with distance.
Are created by the current - or flow of
Are produced by the voltage - or electrical
ielectricity - through a wire, such as when
"pressure" - in a wire, such as when an
an appliance is turned on.
appliance is plugged in (but not turned on).
Magnetic Field Measurements
Magnetic Fields in the Home
Measurements are in niil igauss (nsG)
1 of 3
s
Home Appliances at
Microwave Oven.
Clothes Washer
Electric Range
Fluorescent Lamp
'Hair Dryer
Television
1.2 " away
750 to 4, 000 in
12" away
40 to 80 mG
8 to 400 mG i 2 to 30 rnG
i 60 to 2, 000 in i 4 to 40 rnG
400 to 4, 000 in 15 to 20 niG
39" away
3to8mG
0.1 to 2 mG
0.1 to 1 nzG
0.1 to 0.3 nzG
60 to 20, 000 mG I to 70 nzG 0.1 to 3 mG
25 to 500 in 0.4 to 20 n1G 0.1 to 2 rnG
Source: Adapted frarz Gauger 1985
Magnetic Fields Outside
(Maxinmm range in California utilities will vary)
Distribution Lines 1 to 80 milligauss under the line
Transmission Lines 1 to 300 milligauss edge of right-of-
way
Research Is Ongoing
A number of research studies are now under way to determine if magnetic fields do pose any health
risk and, if so, what aspect of the fields might be harmful. For example, at this time, no one knows
whether the length of time -in a field, the field strength, going "in and out" of a field, or combinations
of these with other factors migl t be relevant.
What Is Being Done About EMF in California?
As a result of a 1993 decision by the California Public Utilities Commission, an EMF research and
information program has been established. This program is managed by the California Department of
Health Services (CDHS) and funded by utility rate payers. The purpose of the program is to perform
resew ch and policy analysis, and provide education and technical assistance to benefit Californians.
Input to the CDHS is provided by a Stakeholders Advisory Consultant Group (SAC), consisting of
representatives of the public, consumer groups, health and scientific experts, and labor and utility
representatives. Additional input can be provided by state agencies, consultants, and special interest
groups during the open forum discussion periods at the SAC meetings. These meetings are open to
the general public, Financial support by utilities of the $65-million federal program is continuing.
What You Can Do?
Studies of EMF have not shown that people need to change the way they use electric appliances or
equipment. But if you feel reducing your exposure would be beneficial, you can increase your
2of3
distance from electric appliances and/or limit the amount of time you use appliances at home or at
work.
For instance:
• You can place telephone answering machines and electric clocks away from the head of your
bed.
• You can increase your distance from appliances such as televisions, computer monitors and
microwave ovens.
• You can also reduce your EMF exposure by limiting the time you spend using personal
appliances such as hair dryers, electric razors, heating pads and electric blankets.
• You can limit the time you spend using electric cooking appliances.
• You can locate sources of EMF in your work environment and spend break time in lower -
field areas.
It is not known whether such actions will have any impact on your health.
"To Summarize..."
• EMF exists wherever there is electricity: in homes, in workplaces and near power lines.
Electric fields exist whenever equipment is plugged in, but magnetic fields exist only when
equipment is turned on. Both types of fields get weaker with distance from their- source.
• Until more is known, your best strategy is to stay informed and, if you think it's necessary, to
limit your exposure. You may be able to reduce your exposure by identifying EMF sources,
changing the way you use electric appliances and increasing your distance from EMF sources.
For More Information Call or Write Us:
• Call: LADWP EMF Inquiry Line @ (213) 367 - 2616
• Email: Bill.Jones(c ladwn.com or Charles.l-followavrc laciwp.conl
• Post:
Los Angeles Department of Water And Power
EMF Research and Education Team
Room 1044
I I I North Hope St.
Los Angeles, Ca 90012-2694
Links to other related sites
• ENV Rapid Program can be found at http://www.nichs.nih.gov/healtli/topics/agents/enif/
• CaliforniaDeparnnentofHealth Services (CDHS) can be found at http://www.eiiib.org/
• The BioElectro Magnetics Society can be found at
http://www.bioelectromagrictics.org/index.php
• More Linlcs IiMF Issue Sites can be found at
http://www.bioelecromagiieties.org/resources.php
3 of 3
, , 0 - , ,.
CONTRACT INSURANCE REQUIREMENTS -- DEPARTMENT OF WATER AND POWER
For Contractors, Service Providers Vendors and Tenants
Agreement/Activity/Operation: Permission to Build Asphalt Fire Access Roadway
Reference/Agreement: License P85098
Term of Agreement:
Contract Administrator and Phone: Brandy Rovbal-Valdez
Buyer and Phone Number:
Risk Manager /Date_____ AMN 12-12-11
Contract -required types and amounts of insurance as indicated below by checkmark are the minimum which must be maintained,
All limits are Combined Single Limit (Bodily Injury/Property Damage) unless otherwise indicated. Firm 30 day Notice of Cancel-
lation required by Receipted Delivery.
(x) WORKERS' COMPENSATION(Stat. Lim!
(x) Broad Form All States Endorsemen
( ) Jones Act (Maritime Employment)
(x) Waiver of Subrogation
( ) Other:
(x) AUTOMOBILE LIABLITY:
(x) Owned Autos
(x) Hired Autos
() Contractual Liability
() MCS-90 (US DOT)
() Waiver of Subrogation
s uaonicY: ( $1,000.000.00
O US L&H (Longshore and Harbor Workers)
() Outer Continental Shelf
( ) Black Lung (Coal Mine Health and Safety)
( ) Other
( ) Any Auto
(x) Non -Owned Auto
(x) Additional Insured
() Trucker's Form
() Other:
( $1,000,000.00 )
(x) GENERAL LIABILITY: ( ) Limit Specific to Project ( ) Per Project Aggregate ( $1,000,000.00
(x) Broad Form Property Damage
(x) Contractual Liability
(x) Personal Injury
(x) Premises and Operations
(K) Products/Completed Ops.
(x) Independent Contractors
() Fire Legal Liability
() Garagekeepers Legal Liab.
( ) Child Abuse/Molestation
( ) Corporal Punishment
() Collapse/Underground
( ) Explosion Hazard
() Watercraft Liability
() Pollution
(x) Addition Insured Status
() Waiver of Subrogation
() Airport Premises
( ) Hangarkeepers Legal Liab.
( ) Marine Contractors Liability
() Other:
(x) Other: Sudd'n/Addidental Polln
() PROFESSIONAL LIABILITY:
() Contractual Liability
() Waiver of Subrogation
() 3 Year Discovery Tail
O Additional Insured
O Vicarious Liability Endt.
O Other:
() AIRCRAFT LIABILITY:
( )
() Passenger Per Seat Liability
() Contractual Liability
() Hull Waiver of Subrogation -
O Pollution
O Additional Insured
O Other:
PROPERTY DAMAGE: ( ) Loss Payable Status (AOIMA)
() Replacement Value
( ) Actual Cash Value
() Agreed Amount
() All Risk Form
( ) Named Perils Form
() Earthquake:
() Builder's Risk:$
( ) Boiler and Machinery
() Flood:
() Transportation Floater:$
( ) Contractors Equipment$_
_ _ () Loss of Rental Income:
() Scheduled Locations/Propt.
( ) Other:
() Other:
WATERCRAFT:
() Protection and Indemnity
() Pollution
() Waiver of Subrogation
() Other:
POLLUTION:
() Incipient/Long Term
() Sudden and Accidental
() Waiver of Subrogation
() Contractor's Pollution
CRIME:
() Fidelity Bond
() Employee Dishonesty
() Computer Fraud
() Other:
Joint Loss Payable Status
() Financial Institution Bond
() In Transit Coverage
() Commercial Crime
() Other:
( ) ASBESTOS LIABLITY: ( ) Additional Insured
(
( ) Additional Insured
() Other:
() Additional Insured
() Other:
() Additional Insured (
() Loss of Monies/Securities
() Wire Transfer Fraud
() Forgery/Alteration of Docs.
Insurance Req Form 6107
ATTACHMENT A
Page 2. CONTRACT INSURANCE REQUIREMENTS (continued)
PER OCCURRENCE LIMITS
(type of coverage)
O O O
(type of coverage)
O c> O
c) O c)
O O c)
(type of coverage)
O O O
Juarez, Debbie
From: Arriola, Justin
Sent: Thursday, June 14, 2012 11:28 AM
To: Juarez, Debbie
Subject: RE: Insurance Inquiry - Lubricating Specialties - LADWP License Agreement
For the moment this file is being put on hold because of the requirements that Hoxsie did not meet. Willard advised
Kevin Wilson to contact the contractor to help resolve the issue. I'll keep you updated with it.
Justin Arriola
Risk Management Dpt.
Jarriola@ci. vernon. ca. us
0(323) 583-8811 ext:315
CONFIDENTIALITY NOTICE: This e-mail trmsmission, and any documents, files or previous e-mail messages attached to it may
contain confidential information that is legally privileged. If you are not the intended recipient, or a person responsible for delivering it to
the intended recipient, you are hereby notified that any disclosure, copying, distribution or use of any of the information contained in or
attached to this transmission is STRICTLY PROHIBITED. If you have received this transmission in error, please immediately notify the
sender. Please destroy the original transmission and its attachments without reading or saving in any manner.
From: Juarez, Debbie
Sent: Thursday, June 14, 2012 10:46 AM
To: Arriola, Justin
Subject: RE: Insurance Inquiry - Lubricating Specialties - LADWP License Agreement
Hi Justin. I'm just following up on this one to find out if Hoxsie Incorporation sent the documents yet. Please let me
know when you get a chance.. Thanks.
rDe6orah gnnrez
cords WwnagementAssistant
City of Vernon - City Clerks Office
4305 Santa Te Avenue
Vernon, CA 90058
(323) 583-8811
From: Arriola, Justin
Sent: Tuesday, June 05, 2012 12:11 PM
To: Juarez, Debbie; Wilson, Kevin
Subject: RE: Insurance Inquiry - Lubricating Specialties - LADWP License Agreement
Good Morning Debbie and Kevin,
Lubricating Specialties has provided acceptable insurance coverage. However, the subcontractor, Hoxsie Incorporation,
has yet to send me the appropriate documents. I sent a second email requesting the same information about an hour
ago. I will try to get the documents by the end of the day.
Justin Arriola
Risk Management Dpt.
Email: Jarriola@ci.vernon,ca.us
t:(323) 583-8811 ext:315
�2ara sJ _ RECEIVED
RECEIVE® G^� ° � °{ APR I A 2012
r
APR 16 2012 ' CITY ADMINISTRATION
CITY CLERK'S OFFICE
STAFF REPORT
COMMUNITY SERVICES & WATER DEPARTM
DATE: April 10, 2012
TO: Honorable Mayor and City Council
11 (CQ'
FROM: Samuel Kevin Wilson, Director of Community Services & Water
RE: Lubricating Specialties —LADWPLicense
The City of Vernon issued a conditional use permit to Lubricating Specialties Company ("LSC"),
located at 3365 Slauson Avenue, to construct and operate a petroleum related facility. One of the conditions of
approval required LSC to construct a fire access roadway on the Los Angeles Department of Water and Power
("LADWP") right of way which adjoins the west side of its property from Slauson Avenue to more or less the
northerly boundary of the LSC property. LSC has prepared plans for the construction and drainage of the
access road. These plans were subsequently submitted to LADWP for approval. The LADWP approved the
plans, but advised LSC that it had temporarily halted the issuance of licenses to private parties for the use of its
right of way. LADWP did indicate that it would issue a license to the City of Vernon for the construction of a
fire access roadway. LADWP also issued a letter to the City permitting access to its right of way during an
emergency.
The LADWP has drafted a license agreement to permit the City to construct the subject access
roadway. The license permits a third party to pave the roadway on behalf of the City. LSC has agreed to pay
for all costs associated with the issuance of the license and to retain, on behalf of the City, a contractor to pave
the roadway at its sole expense.
The City attorney has prepared the attached agreement setting forth that LSC shall, at its cost, construct
the roadway on behalf of the City and pay any processing fee for the City to obtain the license. In addition, the
agreement specifies that LSC agrees to abide by all the terms of the License. LSC has executed the subject
agreement and provided insurance coverage in accordance with the City's requirements. It is therefore
recommended that the attached agreement between the City and LSC be approved authorizing LSC to act as its
3rd party to pave the subject fire access roadway at its sole expense.
SKW
RECENEL of �ER
APR 16 2012
CITY CLERK'S OFFICE
s
�i'6li ,MOJ
COMMUNITY SERVICES & WATER DEPARTMENT
OFFICE MEMORANDUM
TO: Mark C. Whitworth, �Ci�ty Administrator
FROM: Samuel Kevin Wilson; Director of Community Services & Water
DATE: April 10, 2012
SUBJECT: Lubricating Specialties —LADWPLicense
The City of Vernon issued a conditional use permit to Lubricating Specialties Company ("LSC"),
located at 3365 Slauson Avenue, to construct and operate a petroleum related facility. One of the conditions of
approval required LSC to construct a fire access roadway on the Los Angeles Department of Water and Power
("LADWP") right of way which adjoins the west side of its property from Slauson Avenue to more or less the
northerly boundary of the LSC property. LSC has prepared plans for the construction and drainage of the
access road. These plans were subsequently submitted to LADWP for approval. The LADWP approved the
plans, but advised LSC that it had temporarily halted the issuance of licenses to private parties for the use of its
right of way. LADWP did indicate that it would issue a license to the City of Vernon for the construction of a
fire access roadway. LADWP also issued a letter to the City permitting access to its right of way during an
emergency.
The LADWP has drafted a license agreement to permit the City to construct the subject access
roadway. The license permits a third party to pave the roadway on behalf of the City. LSC has agreed to pay
for all costs associated with the issuance of the license and to retain, on behalf of the City, a contractor to pave
the roadway at its sole expense.
The City attorney has prepared the attached agreement setting forth that LSC shall, at its cost, construct
the roadway on behalf of the City and pay any processing fee for the City to obtain the license. In addition, the
agreement specifies that LSC agrees to abide by all the terms of the License. LSC has executed the subject
agreement and provided insurance coverage in accordance with the City's requirements. It is therefore
recommended that the attached agreement between the City and LSC be approved authorizing LSC to act as its
3`d party to pave the subject fire access roadway at its sole expense.
SKW
CITY ATTORNEY'S OFFICE
INTER -DEPARTMENT MEMORANDUM
DATE: April 5, 2012
TO: Samuel Kevin Wilson, Director of Community services
& Water
FROM: Willard G. Yamaguchi, Chief Deputy City Attorney
RE: Lubricating Specialties Company w"I\ft
I have received and reviewed the Memorandum dated April 4, 2012, and
the attachments thereto.
The insurance coverage provided is sufficient and meet's the City's
`requirements.
WY:em
Enclosures