HomeMy WebLinkAboutChevron Environmental Management Company - EMC - 2013-02-19Dept. ID ED 17-03 Page 1 of 2
Meeting Date: 2/21/2017
CITY OF HUNTINGTON BEACH
REQUEST FOR. CITY COUNCIL ACTION
MEETING DATE: 2/21/2017
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Fred A. Wilson, City Manager
PREPARED BY: Kenneth A. Domer, Assistant City Manager
Kellee Fritzal, Deputy Director, Office of Business Development
SUBJECT: Approve and authorize execution of a Reinstatement and First Amendment to
Site Access Agreement (Amendment) Between the City and Chevron
Environmental Management Company (EMC) to conduct environmental work at
18477 Beach Boulevard
Statement of Issue:
The City Council is asked to approve a Reinstatement and First Amendment to Site Access
Agreement (Amendment) between the City of Huntington Beach and Chevron Environmental
Management Company (EMC) for temporary access rights onto City -owned property to conduct
environmental work under the oversight and direction of the Orange County Health Care Agency
(OCHCA).
Financial Impact:
Not Applicable
Recommended Action:
Approve and authorize the Mayor and City Clerk to execute the `Reinstatement and First
Amendment to Site Access Agreement" between the City of Huntington Beach and Chevron
Environmental Management Company (EMC) extending the term to February 19, 2019.
Alternative Action(s):
Do not approve the Agreement and direct staff accordingly.
Analysis:
In February 2013, the City approved a three-year Site Access Agreement (Agreement) to allow
Chevron Environmental Management Company (EMC) access onto City -owned property located at
18477 Beach Boulevard, adjacent to Denny's Restaurant. The purpose of the Agreement was to
allow EMC to perform environmental work under the oversight of OCHCA. EMC has been
conducting environmental remediation work at the Chevron gas station facility located at 18501
Beach Boulevard, directly south of the City owned property. Under the direction of the OCHCA,
EMC had requested permission to conduct environmental work, including the installation,
maintenance, inspection, replacement, periodic sampling, abandonment of boring wells, and the
use of those boring wells for the introduction of compounds to facilitate bioremediation, on the City -
owned property.
The Agreement ensured the City was properly indemnified and held harmless against any claims or
liabilities resulting from any environmental work performed by EMC and its subcontractors on the
Item 7. - 1 H B -42-
Dept. ID ED 17-03 Page 2 of 2
Meeting Date: 2/21/2017
City -owned property. In addition to indemnification, EMC agreed to repair portions of the property if
they were to be damaged as a result of remediation work.
The original Agreement expired on February 19, 2016. OCHCA is requiring EMC to do further
environmental work. Therefore, EMC has requested a reinstatement of the Agreement via the
Amendment, to complete further monitoring and environmental work.
The City Attorney has reviewed and approved the Amendment and staff recommends approval of
the Amendment, as this work is necessary to help protect the environment.
When completed, the property will be returned to its original condition by EMC.
Environmental Status:
Not applicable.
Strategic Plan Goal:
Improve quality of life
Attachment(s):
1. Reinstatement and First Amendment to Site Access Agreement
2. Aerial Map of Location
HB -43- Item 7. - 2
•
Station No. 9-8474
REINSTATEMENT AND FIRST AMENDMENT TO SITE ACCESS AGREEMENT
This REINSTATEMENT AND FIRST AMENDMENT TO SITE ACCESS
AGREEMENT ("First Amendment') is entered into by and between CHEVRON
ENVIRONMENTAL MANAGEMENT COMPANY, a California corporation ("EMC"), and
CITY OF HUNTINGTON BEACH ("Owner").
RECITALS
A. Owner and EMC entered into a Site Access Agreement dated February 19, 2013,
("Agreement") whereby Owner permitted EMC access to the premises located at 18477 Beach
Boulevard in the City of Huntington Beach, County of Orange, State of California, APN 159-031-
16 (the "Property") to conduct certain environmental investigation and/,or remediation work
described in the Agreement. A copy of the Agreement is attached hereto as Attachment 1.
B. The Agreement has expired and the parties desire to reinstate and amend the
Agreement to extend the term of the Agreement.
TERMS AND CONDITIONS
NOW, THEREFORE, in consideration of the mutual covenants and promises herein, the
parties hereby agree as follows:
1. The foregoing recitals are true and correct and are incorporated herein by
reference.
2. Paragraph 3 (Term) of the Agreement is hereby deleted and a new paragraph is
inserted as follows:
The license granted herein shall expire as of midnight on February 19, 2019 or
upon completion of the Work, whichever is earlier. In the event that access to the
Property by EMC is necessary beyond the date specified in this paragraph, the
parties shall meet and confer upon the terms for the extension of this Agreement,
which extension shall not reasonably be denied by Owner.
3. Except as provided in this First Amendment, all of the other terms and conditions
set forth and contained in the Agreement shall remain unchanged and in full force and effect.
4. This First Amendment may be executed in one or more counterparts, each of
which shall be deemed to be an original instrument.
-1-
(9-8474 Reinstatement & Amendment to SAA) E&S LAW rev. 02.12.15
(Revised. 1216116)
0
Station No. 9-8474
IN WITNESS WIIEREOF, the parties have caused this First Amendment to be executed
and effective as of the last date set forth below.
EMC:
Dated: ► ' Z c . , Zo i l
OWNER:
Dated:
Dated:
Dated:
Dated:
CHEVRON ENVIRONMENTAL
MANAGEMENT COMPANY,
a California corporation
By: _
Name: &J-(
Its:&VI IJM T-A COMPUA,% OF'FtGE
INITIATED AND APPROVED
irecto f Economic Development
APPROVED AS" FORM
Attorney { p
1 �Y� Vol `
-2-
(9-8474 Reinsia(emew & Amendmem !o SAA) E&S LAW rev. 02.12.15
(Revis412/6/16)
•
0
Station No. 9-8474
ATTACHMENT 1
SITE ACCESS AGREEMENT
-3-
(9-8474 Reinstatement & Amendment to bAA) E&S LAW rev. 02,12.15
(Revised, 12/6/16)
` • Attachment 1
Station No.: 9-8474
SITE ACCESS AGREEMENT
THIS SITE ACCESS AGREEMENT ("Agreement') is entered into by and
between CHEVRON ENVIRONMENTAL MANAGEMENT COMPANY, a California
corporation ("EMC"), and CITY OF HUNTINGTON BEACH ("Owner").
RECITALS
A. Owner holds record title to certain real property located at 18477 Beach
Boulevard, in the City of Huntington Beach, County of Orange, State of California, APN
159-031-16, as depicted on Exhibit "A" attached hereto and incorporated herein (the
B. EMC's affiliate, Chevron U.S.A. Inc. or its dealer, operates a retail service
station at 18501 Beach Boulevard, commonly referred to as Service Station No. 9-8474;
C. EMC seeks Owner's authorization to access the Property to conduct the Work,
as defined in Paragraph 1 (Rights Granted) below; and
D. Owner is willing to grant EMC access to the Property for the above -described
purposes.
TERMS AND CONDITIONS
NOW, THEREFORE, in consideration of the mutual covenants and promises
herein, the parties hereby agree as follows:
1. RIGHTS GRANTED
Owner hereby grants to EMC, its employees, agents, representatives, consultants
and contractors, a license over, under and across the Property for the purpose of
performing environmental work under government agency oversight or direction (the
"Work"). Said Work shall be limited to the installation, maintenance, inspection,
replacement, periodic sampling, and abandonment of borings and wells, and the use of
those borings and wells for the introduction of compounds to facilitate bioremediation.
Prior to the installation of any new equipment on the Property, EMC and Owner shall work
together to determine the appropriate location for the new equipment. Owner agrees to
cooperate with EMC, including the execution of additional documents, if necessary, in order
to obtain permits or other documents from a government agency required to install, abandon
or remove EMC's equipment.
2. PERFORMANCE OF THE WORK
EMC agrees, at its sole cost and expense, to conduct and perform the Work in a
prompt, safe, efficient and workmanlike manner and in compliance with all applicable
federal, state or local laws, regulations or ordinances.
-1-
(82107)
EPG rev. 02/09/2010
12-3374/82107
' Attachment 1 0
Station No.: 9-8474
3. TERM
This Agreement shall terminate upon the earlier of three (3) years from the
Effective Date (defined below) or upon completion of the Work. The Agreement can be
renewed at EMC's option for additional three (3) year periods by providing written notice
to Owner.
4. RESTORATION
If entry onto the Property by EMC, or exercise by EMC of any of its rights or
obligations under this Agreement, result in any physical damage to the Property, EMC shall,
promptly repair and restore the portions of the Property damaged to substantially the same
condition as existed prior to the damage or exercise of such right or obligation.
5. INDEMNITY
EMC hereby agrees to protect, defend, indemnify and hold harmless Owner, its
officers, elected or appointed officials, employees, agents, and volunteers from and against
any and all claims, damages, losses, expenses, judgments, demands, defense costs, and
consequential damage or liability of any kind or nature, including those resulting from
death or injury to EMC's employees and damage to EMC's property, arising directly or
indirectly out of the obligations or operations herein undertaken by EMC, caused in whole
or in part by any negligent act or omission of EMC, any EMC subcontractors, anyone
directly or indirectly employed by any of them or anyone for whose acts any of them may
be liable, including but not limited to concurrent active or passive negligence, except
where caused by the active negligence, sole negligence, or sole willful misconduct of the
Owner. EMC will conduct all defense at its sole cost and expense and Owner shall
approve selection of EMC's counsel, which approval shall not be unreasonably withheld.
Owner shall be reimbursed for all costs and attorney's fees incurred by Owner in enforcing
this obligation. This indemnity shall apply to all claims and liability regardless of whether
any insurance policies are applicable. The policy limits do not act as a limitation upon the
amount of indemnification to be provided by EMC.
6. INSURANCE
EMC and its consultants shall meet the insurance requirements set forth in Exhibit
"B" attached hereto and incorporated herein. In lieu of insurance coverage, EMC
maintains a self-administered claims program with respect to its duties hereunder. Owner
acknowledges that EMC has met the insurance requirements of Exhibit `B" by providing
Owner with the statement of self-insurance attached hereto as Exhibit "C".
7. LIENS
EMC shall discharge at once or bond or otherwise secure against all liens and
attachments that are filed in connection with the Work, and shall indemnify and save
Owner and the Property harmless from and against any and all loss, damage, injury,
liability and claims thereof resulting directly from such liens and attachments.
(82107)
EPG rev. 02/09/2010
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10
Attachment 1 Station No.: 9-8474
8. NOTICES
Any notices required to be made under this Agreement shall be made in writing to
the address of the appropriate party as set forth below. All such notices shall be deemed to
have been duly given and received upon mailing, delivery by courier or personal delivery
service, or by email, provided that email delivery shall be effective when the sender has
received an electronic confirmation of delivery. Parties may alter or modify their notice
address by delivery of written notice pursuant to the terms of this Agreement.
To EMC: Chevron Environmental Management Company
Marketing Business Unit
145 S. State College Blvd.
Brea, CA 92821
Attn.: Sharon Vasquez, Property Specialist, SS # 9-8474
Phone: (714) 371-3262
Email: SharonVasquez@Chevron.com
To Owner: City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Attn.: Mr. Mike Green
Phone: (714) 536-5224
Email: Michael. Green@surfcity-hb.org
9. REPORTS
Each party shall promptly provide the other with copies of all final reports, laboratory
test results, and other communications submitted to a government agency regarding the Work
performed on the Property.
10. APPLICABLE LAW
This Agreement shall be interpreted, and any dispute arising hereunder shall be
resolved, in accordance with the substantive laws of the State of California, without
reference to choice of law rules.
11. ALTERNATIVE DISPUTE RESOLUTION (ADR)
If a dispute arises between the parties relating to this Agreement, the parties agree to
use the following procedure prior to pursuing other legal remedies:
(a) A meeting among the parties shall promptly be held in California, attended by
individuals with decision -making authority regarding the dispute, who will attempt in
good faith to negotiate a resolution of the dispute.
(b) If within fifteen (15) days after the meeting, the parties have not succeeded in
negotiating a resolution of the dispute, they agree to submit the dispute to mediation
-3-
(82107)
EPG rev. 02/09/2010
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Attachment 1
Station No.: 9-8474
using a mediator who is mutually acceptable, and to bear equally the costs of the
mediation.
(c) The parties agree to participate in good faith in the mediation process related
to their dispute for a period of thirty (30) days from the commencement of mediation.
If the parties are not successful in resolving the dispute through mediation, then:
(1) if both parties agree, they may submit the matter to a binding
arbitration or a private adjudicator, or
(2) either party may initiate litigation upon ten (10) days advance written
notice to the other party.
12. COUNTERPARTS
This Agreement may be executed in counterparts, all of which together shall
constitute one and the same agreement.
13. INTEGRATION
This document represents the entire agreement between the parties. The parties
acknowledge that this Agreement supersedes and replaces any and all prior agreements
between the parties regarding the subject matter herein. No modification of the terms hereof
shall be effective unless in writing and duly executed by the authorized representatives of the
respective parties.
14. NO ADMISSION OF LIABILITY
The parties acknowledge and agree that neither this Agreement, the act of entering
into it, nor any act or omission pursuant hereto shall be construed as an admission of any
nature.
15. COMPLIANCE WITH LAWS
Throughout the term of this Agreement, EMC and Owner shall at all times comply
fully with all applicable laws, ordinances, rules, and regulations of any governmental
agency having jurisdiction over the Property.
-4-
(82107)
EPG rev. 02/09/2010
12-3374/82107
0 Attachment 1
0
Station No.: 9-8474
16. BINDING EFFECT
This Agreement shall be binding upon and inure to the benefit of the parties hereto
and their respective heirs, successors and assigns. Owner shall promptly notify EMC of
any transfer of its interest in the Property and shall provide a copy of this Agreement to
any and all transferees.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
and effective as of the last date set forth below.
EMC: CHEVRON ENVIRONMENTAL
MANAGEMENT COMPANY,
a California corporation
Dated: DeU-6cr- 13 , 2012
Dated: ��bru ��y i `� 2013
(82107)
By: Q
Name: i� vl
Its: + 5c> cre a r
M
z%=ee_
Mayor
4� 01 1-��Ijygoo
ty Clerk
INIT PROVED
"Directornomic Development
-5-
ASS TO FORM
City Attor0ey f--X
fl�Z�l���
EPG rev. 02/09/2010
12-3374/92107
• • Attachment 1 Station No.: 9-8474
EXIIIBIT "A"
TAX ASSESSOR'S MAP
DEPICTING LOCATION OF THE PROPERTY
-6-
(82107)
EPG rev. 02/09/2010
12-3374/82107
11
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Attachment 1
POR. SE 114, NE 114. SEC. 35, T 5 S. R 11 N
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TRACT AO. BTE3 N.M. 319-46. 47 PARCEL WAVERS Boa 159 PACE 0
PARCEL AAUP P.M. 76-4. 155 38 SHOW 1N CIRCLES COUNTY OF ORANGE
Attachment 1 10
Station No.: 9=8474
EXHIBIT "B"
OWNER'S INSURANCE REOUIREMENTS
EWE
(82107)
EPG rev. 02/09/2010
12-3374/92107
Attachment 1 r�
rr®ss
CITY OF HUNTINGTON BEACH
Phone:714-374-5378 Fax:714-536-5212
Insurance Requirements vary for different applicants. Please see the below listed applicant types
followed by the insurance requirements.
City of Huntington Beach Resolution 2008-63 requires that contractors, permittees; licensees/lessees and
vendors have an approved Certificate of Insurance on file with the City of Huntington Beach for the
issuance of any permit or city contract.
The insurance certificate must be approved by the City Attorney's Office as to meeting all of the city's
insurance requirements. An original certificate is required or a PDF version attached to an email may be
forwarded. If the insurance certificate is faxed, it must come directly from the insurance provider to the
City of Huntington Beach. All insurance must be from a California admitted carrier with a current A.M.
Best's Rating of no less than A:VII
1. CONTRACTORS — Any persons or entities or Contract with the City and/or provide service to the City
which are readily available and efficiently procured by competitive bidding.
Requirements: General Liability, Workers' Compensation Auto Liability, Additional insured
Endorsements
2. DESIGN PROFESSIONALS- Professional Service contractors who contract with the City and/or
provide architectural and/or engineering services to the City.
Requirements: Errors and Emissions (Professional Liability) $1, 000, 000 coverage
3. LICENSEES/LESSEES — any person or entities who make contract with the city for the use of public
property.
Requirements: General Liability, Workers' Compensation Property Insurance (full replacement costs with
no coinsurance penaltyprovision), AdditionallnsuredEndorsement
4. PERNIITEES — any persons or entities who make application to the City for any use of encroachment
upon any street, waterway, pier, or City property,
Requirements: General Liability, Workers' Compensation Auto Liability, Additional Insured
Endorsements
5. PROFESSIONAL SERVICES — means those services, which involve the exercise of professional
discretion and independent judgment on an advanced or specialized knowledge, expertise or training gained
by formal studies or experience or services which are not readily or efficiently procured by competitive
bidding pursuant to Huntington Beach Municipal Code Section 3.02. Such Services shall include but not be
limited to those services provided by appraisers, architects, attorneys, engineers, instructors, insurance
advisors, physicians and other specialized consultants.
Requirements: Errors and Emissions (Professional Liability) $1, 000, 000 coverage
Private Property Work.Permit Requirements — If the planned work does not involve public property or
its right-of-way (e.g. sidewalk/street), the Workers' Compensation Certificate is the only insurance
requirement; However, if the work site is adjacent or attached to public property, the City Attorney's
Office must be informed for consideration of liability and decides whether or not to approve the certificate
with a specific "Private Property Only" approval stamp.
Attachment 1 ;
yff
➢ General Liability (GIL) - The general liability requirement is for $1,000,000 with "per
occurrence" type claims coverage and a separate "Additional Insured Endorsement" page listing
both the policy number and naming the "City of Huntington Beach, its officers, elected or
appointed officials, employees, agents and volunteers" as additional insured on the endorsement.
(see below for Additional Insured requirements)
➢ Additional Insured Endorsement Requirements - The City, its officers, elected or appointed
officials, employees, agents and volunteers are to be specifically named and covered as additional
insureds by separate attached endorsement(s) as respects liability arising out of action performed
by.or on behalf of the contractor, products and completed operations of the contractor, premises
owned, occupied or used by the contractor, or automobiles owned, leased or borrowed by the
contractor. The coverage shall contain no special limitations on the scope of protection afforded to
the City, its agents, officers and employees. The endorsement should include the policy number it
correlates to.
➢ Primary Insurance -- General Liability Insurance coverage shall be primary insurance as respects
the City, its agents, officers, and employees. Any insurance or self-insurance maintained by the
City, its agents, officers, -and employees shall be excess of the submitted insurance and shall not
contribute with it.
➢ Description of work - The staff contact and purpose of the evidence of coverage must be
identified on the certificate of insurance.
➢ Automotive Insurance - Automobile insurance requirement is for $1,000,000 and a separate
"Additional Insured Endorsement" page listing both the policy number and naming the "City of
Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers"
as additional insured on the endorsement. Permittees who do not use vehicles or equipment in
connection with the permit can request to waive the Auto insurance requirement.
➢ Worker's Compensation Insurance (W/C) - The Worker's Compensation insurance
requirement is the State statutory limits of $250,000 bodily injury by disease, policy limit, and
$100,000 bodily infiuy each employee for accident or disease per occurrence. Certificate holder
fisted on the certificate is:
City of Huntington Beach, 2000 Main St., Huntington Beach, CA 92648.
If your organization/company has no compensated employees working on the project, you may
complete and return a "Non -Employer Status" form to be used in lieu of a W/C insurance
certificate.
➢ Cancellation Clause Notice - The cancellation clause must contain a thirty (30) day notice. A ten
(10) day notice for non-payment of premium is acceptable in combination with 30 day notice.
➢ Professional Liability - Coverage must be provided at a minimum of $1,000,000 per occurrence
and in the aggregate.
➢ Deductibles- The following deductibles are acceptable and all others must be removed from the
insurance policy or a waiver can be requested (No allowances for SIR)
o General Liability - $5,000
o Auto Liability - $1,000
o Professional Liability/Errors & Emissions - $10,000.
➢ Waiver Procedure - If unable to comply with a requirement, the "INSURED" may request a
waiver of a specific requirement. The Insurance Waiver form is an internal form that the City of
Huntington Beach will complete. (see following page for waiver form) The exception to the
waiver /s the GIL & Auto "Additional Insured Endorsement"page.
Attachment 1
rr
Waiver Procedure
To request a waiver, indicate here[] and provide a brief description ( 1— 2 sentences) of the
proposed worklproject, its dollar value (if not a specific dollar amount, use an average, annual
estimate or non-profit) and projected timeframe (per job or as -needed basis).
For substantial dollar deductible/SIR amounts, a financial statement is required (Balance Sheet,
Budget Reports, Dun & Bradstreet Report,. etc.).
Waiver Requested:
Encroachment Permit[]
Other:
Proposed Work:
Dollar Value:
Projected Timefi-ame:
Private Property Work Permit[] Consultant Services[]
Attachment 1
Station No.: 9-8474
EXHIBIT "C"
EMUS SELF-INSURANCE LETTER
-s-
(82107)
EPG rev. 02/09/2010
12-3374/82107
Attachment 1
EXHIBIT INCII
Umax D. R.yness
Assistant Treasurer
Inikance Division
June 6,:2012
City of.Huntington Bead,
2000 Main Street
Huntington Beach, CA 92648
Site Acem Agreement between Chevron Environmental
-Management Cornpiany:and City of Huntington Beach for
Preanises lAcated at 18477 .Beach Blvd., Hunting" Beach, CA
Chevron Station N4. 9-9414
Dear Sir/Madam:
Treasury impartment
Chevron Corporation
5XI 00111nq&Ca0yon Rd., A2.104
San, Ramon, CA 94583
Tel 925 842 8136
Fax 925 842 6W7
JALyne"chevron.4om
Chevron Corporatiwand its subsidiaries.are covered for property and liability exposures through major
worldwide insurance orograms with large deductibles. Losses diaffall Ny " in these deductible levels,
including those for Which -a Chevron company is contractually liable. are paid through the financial
resources of the Company and are administered by Chevron Corporation under its SelfAdministered
ClaimsProgram, hereinafter referred to as the Program.
This is to advise you that the propertylliability insurance requirements of the subject agreement fall within
the deductible levels of Chevron's. insurance programs. Therefore, losses for which'Chevron is
responsible under the agreemt will be handled udder the above -described Program. The: scope of th is
Program is.equal to:.the insurance.requirements of the subject agreement..
WeAuther-advise you :that Workers' Compensation insurande re4ilincmena for Chevron companics are
satisfied through insured/self-insured -progams depending upon the -location of the.employee's
workplace. U. S. Longshore and .Harbor Workers' Act coverage is self -insured
Unless canceled earlier, this letter will remain in effect untt7 the expiration or earlier termination of the.
subject agreement (or any renewal thereo fl. If this program is canceled or materially changed, we will
provide you with 30 days' written notice.
Sincerely,
r lames D. L)ess
cc: April Rutter
itAW/bjb
O'%'MMWRYIAHARElINSURANCEWI$K INWGEM'1MWORDISACMC" QF HUNTINGTON BEACH 66,12DOC
• Chevron
Sharon Vasquez
Property Specialist, Claims and Agreements —West
VIA FEDEX OVERNIGHT DELIVERY
January 30, 2017
Mr. Michael Green
Real Property Coordinator
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Re: Reinstatement and First Amendment to Site Access Agreement
Real Property: 18477 Beach Boulevard, Huntington Beach, California
Chevron Station No. 98474: 18501 Beach Boulevard, Huntington Beach, California
Dear Mr. Green:
Enclosed please find for your handling two duplicate originals of the Reinstatement and First Amendment to Site
Access Agreement ("First Amendment") entered into by and between Chevron Environmental Management
Company ("EMC") and City of Huntington Beach ("Owner"), as it pertains to the above -referenced property. The
First Amendment has been executed by a corporate officer of EMC.
Upon execution of the First Amendment by Owner, please return one fully -executed original to my attention. A pre-
paid self-addressed envelope is enclosed for your convenience.
Thank you for your cooperation and assistance in this matter.
Sincerely,
0,
?l
Sharon Vasquez
Enclosures
Chevron Environmental Management Company
Marketing Business Unit
145 South State College Boulevard, Brea, CA 92821-5833
Tel 714 671 3262 Mobile 714 329 5206 Fax 714 671 3440
SharonVasquez@ chevron.com
Attachment 2
Map of Access Agreement Area
Item 7. - 19 HB -60-
City of Huntington Beach
2000 Main Street ♦ Huntington Beach, CA 92648
(714) 536-5227 ♦ www.huntingtonbeachea.gov
Office of the City Clerk
Robin Estanislau, City Clerk
February 23, 2017
Chevron Environmental Management Company
Marketing Business Unit
ATTN: Sharon Vasquez, Property Specialist SS# 9-8474
145 S. State College Blvd.
Brea, CA 92821
Dear Ms. Vasquez:
Enclosed is a duplicate original of the fully executed "Reinstatement and First Amendment to
Site Access Agreement."
Sincerely,
Robin Estanislau, CMC
City Clerk
RE:pe
Enclosure
Sister Cities: Anjo, Japan ♦ Waitakere, New Zealand
Dept. ID ED 13-03 Page 1 of 2
Meeting Date: 2J1912013
CITY OF HUNTINGTON BEACH
REQUEST FOR CITY COUNCIL ACTION
=: 2/19/2013
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Fred A. Wilson, City Manager
PREPARED BY: Bob Hall, Assistant City Manager
SUBJECT: Approve and authorize execution of a Site Access Agreement between
the City and Chevron Environmental Management Company (EMC) to
conduct environmental work
Statement of Issue: Council is asked to approve a Site Access Agreement between the City
of Huntington Beach and Chevron Environmental Management Company (EMC) granting
EMC access rights to City owned property to conduct .environmental work under the
oversight and direction of the Orange County Health Care Agency (OCHCA).
Financial Impact: None
Recommended Action: Approve and authorize the Mayor and City Clerk to execute the "Site
Access Agreement" with Chevron Environmental Management Company (EMC).
Alternative Action(s): Do not approve the Site Access Agreement and direct staff
accordingly.
Analysis:
Chevron Environmental Management Company (EMC) is requesting access to the City
owned property located at 18477 Beach Boulevard adjacent to Denny's Restaurant to
perform environmental work under the oversight and direction of the OCHCA. EMC is
currently conducting environmental remediation work at the Chevron gas station facility
located at 18501 Beach Boulevard, directly south of the City owned property. At the
direction of the OCHCA, EMC has requested permission to conduct environmental work,
such as the installation, maintenance, inspection, replacement, periodic sampling, and
abandonment of boring wells and the use of those boring wells for the introduction of
compounds to facilitate bioremediation, on the City owned property. The Site Access
Agreement ensures the City is properly indemnified and held .harmless against any claims
or liabilities resulting from any environmental work performed by EMC and its
subcontractors on the City owned property.
The City Attorney has reviewed the agreement and approved. Staff recommends approval
of the agreement, as this work is necessary to help protect the environment.
Item 5. - I HB -104-
Dept. ID ED 13-03 Page 2 of 2
Meeting Date: 2/19/2013
Environmental Status: EMC is performing environmental remediation work under the
oversight of the OCHCA.
Strategic Plan Goal:
Improve the City's Infrastructure.
Attachment(s):
1. "Site Access Agreement" between the Chevron Environmental Management
Company and the City of Huntington Beach
HB -105- Item 5. - 2
f
ATTACHMENT
Item 5. - 3 HB -106-
Station No.: 9-8474
SITE ACCESS AGREEMENT
THIS SITE ACCESS AGREEMENT ("Agreement") is entered into by and
between CHEVRON ENVIRONMENTAL MANAGEMENT COMPANY, a California
corporation ("EMC'), and CITY OF HUNTINGTON BEACH ("Owner").
RECITALS
A. Owner holds record title to certain real property located at 18477 Beach
Boulevard, in the City of Huntington Beach, County of Orange, State of California, APN
159-031-16, as depicted on Exhibit "A" attached hereto and incorporated herein (the
"Property");
B. EMC's affiliate, Chevron U.S.A. Inc. or its dealer, operates a retail service
station at 18501 Beach Boulevard, commonly referred to as Service Station No. 9-8474;
C. EMC seeks Owner's authorization to access the Property to conduct the Work,
as defined in Paragraph 1 (Rights Granted) below; and
D. Owner is willing to grant EMC access to the Property for the above -described
purposes.
TERMS AND CONDITIONS
NOW, THEREFORE, in consideration of the mutual covenants and promises
herein, the parties hereby agree as follows:
1. RIGHTS GRANTED
Owner hereby grants to EMC, its employees, agents, representatives, consultants
and contractors, a license over, under and across the Property for the purpose of
performing environmental work under government agency oversight or direction (the
"Work"). Said Work shall be limited to the installation, maintenance, inspection,
replacement, periodic sampling, and abandonment of borings and wells, and the use of
those borings and wells for the introduction of compounds to facilitate bioremediation.
Prior to the installation of any new equipment on the Property, EMC and Owner shall work
together to determine the appropriate location for the new equipment. Owner agrees to
cooperate with EMC, including the execution of additional documents, if necessary, in order
to obtain permits or other documents from a government agency required to install, abandon
or remove EMC's equipment.
2. PERFORMANCE OF THE WORK
EMC agrees, at its sole cost and expense, to conduct and perform the Work in a
prompt, safe, efficient and workmanlike manner and in compliance with all applicable
federal, state or local laws, regulations or ordinances.
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3. TERM
This Agreement shall terminate upon the earlier of three (3) years from the
Effective Date (defined below) or upon completion of the Work. The Agreement can be
renewed at EMC's option for additional three (3) year periods by providing written notice
to Owner.
4. RESTORATION
If entry onto the Property by EMC, or exercise by EMC of any of its rights or
obligations under this Agreement, result in any physical damage to the Property, EMC shall
promptly repair and restore the portions of the Property damaged to substantially the same
condition as existed prior to the damage or exercise of such right or obligation.
5. INDEMNITY
EMC hereby agrees to protect, defend, indemnify and hold harmless Owner, its
officers, elected or appointed officials, employees, agents, and volunteers from and against
any and all claims, damages, losses, expenses, judgments, demands, defense costs, and
consequential damage or liability of any kind or nature, including those resulting from
death or injury to EMC's employees and damage to EMC's property, arising directly or
indirectly out of the obligations or operations herein undertaken by EMC, caused in whole
or in part by any negligent act or omission of EMC, any EMC subcontractors, anyone
directly or indirectly employed by any of them or anyone for whose acts any of them may
be liable, including but not limited to concurrent active or passive negligence, except
where caused by the active negligence, sole negligence, or sole willful misconduct of the
Owner. EMC will conduct all defense at its sole cost and expense and Owner shall
approve selection of EMC's counsel, which approval shall not be unreasonably withheld.
Owner shall be reimbursed for all costs and attorney's fees incurred by Owner in enforcing
this obligation. This indemnity shall apply to all claims and liability regardless of whether
any insurance policies are applicable. The policy limits do not act as a limitation upon the
amount of indemnification to be provided by EMC.
6. INSURANCE
EMC and its consultants shall meet the insurance requirements set forth in Exhibit
"B" attached hereto and incorporated herein. In lieu of insurance coverage, EMC
maintains a self-administered claims program with respect to its duties hereunder. Owner
acknowledges that EMC has met the insurance requirements of Exhibit "B" by providing
Owner with the statement of self-insurance attached hereto as Exhibit "C".
7. LIENS
EMC shall discharge at once or bond or otherwise secure against all liens and
attachments that are filed in connection with the Work, and shall indemnify and save
Owner and the Property harmless from and against any and all loss, damage, injury,
liability and claims thereof resulting directly from such liens and attachments.
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8. NOTICES
Any notices required to be made under this Agreement shall be made in writing to
the address of the appropriate party as set forth below. All such notices shall be deemed to
have been duly given and received upon mailing, delivery by courier or personal delivery
service, or by email, provided that email delivery shall be effective when the sender has
received an electronic confirmation of delivery. Parties may alter or modify their notice
address by delivery of written notice pursuant to the terms of this Agreement.
To EMC: Chevron Environmental Management Company
Marketing Business Unit
145 S. State College Blvd.
Brea, CA 92821
Attn.: Sharon Vasquez, Property Specialist, SS # 9-8474
Phone: (714) 371-3262
Email: SharonVasquez@Chevron.com
To Owner: City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Attn.: Mr. Mike Green
Phone: (714) 536-5224
Email: Michael.Green@surfcity-hb.org
9. REPORTS
Each party shall promptly provide the other with copies of all final reports, laboratory
test results, and other communications submitted to a government agency regarding the Work
performed on the Property.
10. APPLICABLE LAW
This Agreement shall be interpreted, and any dispute arising hereunder shall be
resolved, in accordance with the substantive laws of the State of California, without
reference to choice of law rules.
11. ALTERNATIVE DISPUTE RESOLUTION (ADR)
If a dispute arises between the parties relating to this Agreement, the parties agree to
use the following procedure prior to pursuing other legal remedies:
(a) A meeting among the parties shall promptly be held in California, attended by
individuals with decision -making authority regarding the dispute, who will attempt in
good faith to negotiate a resolution of the dispute.
(b) If within fifteen (15) days after the meeting, the parties have not succeeded in
negotiating a resolution of the dispute, they agree to submit the dispute to mediation
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Station No.: 9-8474
using a mediator who is mutually acceptable, and to bear equally the costs of the
mediation.
(c) The parties agree to participate in good faith in the mediation process related
to their dispute for a period of thirty (30) days from the commencement of mediation.
If the parties are not successful in resolving the dispute through mediation, then:
(1) if both parties agree, they may submit the matter to a binding
arbitration or a private adjudicator; or
(2) either parry may initiate litigation upon ten (10) days advance written
notice to the other party.
12. COUNTERPARTS
This Agreement may be executed in counterparts, all of which together shall
constitute one and the same agreement.
13. INTEGRATION
This document represents the entire agreement between the parties. The parties
acknowledge that this Agreement supersedes and replaces any and all prior agreements
between the parties regarding the subject matter herein. No modification of the terms hereof
shall be effective unless in writing and duly executed by the authorized representatives of the
respective parties.
14. NO ADMISSION OF LIABILITY
The parties acknowledge and agree that neither this Agreement, the act of entering
into it, nor any act or omission pursuant hereto shall be construed as an admission of any
nature.
15. COMPLIANCE WITH LAWS
Throughout the term of this Agreement, EMC and Owner shall at all times comply
fully with all applicable laws, ordinances, rules, and regulations of any governmental
agency having jurisdiction over the Property.
-4-
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Station No.: 9-8474
16. BINDING EFFECT
This Agreement shall be binding upon and inure to the benefit of the parties hereto
and their respective heirs, successors and assigns. Owner shall promptly notify EMC of
any transfer of its interest in the Property and shall provide a copy of this Agreement to
any and all transferees.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
and effective as of the last date set forth below.
EMC:
Dated: 13t:U-6c(' 1
OWNER:
CHEVRON ENVIRONMENTAL
MANAGEMENT COMPANY,
a California corporation
2012 n By:
Name: rt rt=�..3
Its: ASS +S t �, �• Sc c: e
Dated: �Gf arc c �r I `� , 2013
INITZWPROVED
Director of Economic Development
APP OVED AS TO FORM
C'LL
),")A -
City Atto l ey (_A-
(82107)
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Station No.: 9-8474
EXHIBIT "A"
TAX ASSESSOR'S MAP
DEPICTING LOCATION OF THE PROPERTY
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POR.
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EDR. OTHER USES, NOT TO BE REPRODUCED.
ALL Rd.'R.I.GM RESERVED'. -
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PARCEL NUMBERS BOOK 159 PAGE 03
PARCEL MAP
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SHOWN IN CIRCLES COUNTY OF ORANGE
Station No.: 9-8474
EXHIBIT "B"
OWNER'S INSURANCE REQUIREMENTS
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WV 011% U9
CITY OF HUNTINGTON BEACH
Phone:714-374-5378 Fax:714-536-5212
Insurance Requirements vary for different applicants. Please see the below listed applicant types
followed by the insurance requirements.
City of Huntington Beach Resolution 2008-63 requires that contractors, permittees; licensees/lessees and
vendors have an approved Certificate of Insurance on file with the City of Huntington Beach for the
issuance of any permit or city contract.
The insurance certificate must be approved by the City Attorney's Office as to meeting all of the city's
insurance requirements. An original certificate is required or a PDF version attached to an email may be
forwarded. If the insurance certificate is faxed, it must come directly from the insurance provider to the
City of Huntington Beach. All insurance must be from a California admitted carrier with a current A.M.
Best's Rating of no less than A:VII
1. CONTRACTORS — Any persons or entities or Contract with the City and/or provide service to the City
which are readily available and efficiently procured by competitive bidding.
Requirements: General Liability, Workers' Compensation, Auto Liability, Additional Insured
Endorsements
2. DESIGN PROFESSIONALS- Professional Service contractors who contract with the City and/or
provide architectural and/or engineering services to the City.
Requirements: Errors and Emissions (Professional Liability) $1, 000, 000 coverage
3. LICENSEES/LESSEES — any person or entities who make contract with the city for the use of public
property.
Requirements: General Liability, Workers' Compensation, Property Insurance (full replacement costs with
no coinsurance penalty provision), Additional Insured Endorsement
4. PERMITEES — any persons or entities who make application to the City for any use of encroachment
upon any street, waterway, pier, or City property.
Requirements: General Liability, Workers' Compensation, Auto Liability, Additional Insured
Endorsements
5. PROFESSIONAL SERVICES — means those services, which involve the exercise of professional
discretion and independent judgment on an advanced or specialized knowledge, expertise or training gained
by formal studies or experience or services which are not readily or efficiently procured by competitive
bidding pursuant to Huntington Beach Municipal Code Section 3.02. Such Services shall include but not be
limited to those services provided by appraisers, architects, attorneys, engineers, instructors, insurance
advisors, physicians and other specialized consultants.
Requirements: Errors and Emissions (Professional Liability) $1, 000, 000 coverage
Private Property Work.Permit Requirements — If the planned work does not involve public property or
its right-of-way (e.g. sidewalk/street), the Workers' Compensation Certificate is the only insurance
requirement. However, if the work site is adjacent or attached to public property, the City Attorney's
Office must be informed for consideration of liability and decides whether or not to approve the certificate
with a specific "Private Property Only" approval stamp.
➢ General Liability (G/L) — The general liability requirement is for $1,000,000 with "per
occurrence" type claims coverage and a separate "Additional Insured Endorsement" page listing
both the policy number and naming the "City of Huntington Beach, its officers, elected or
appointed officials, employees, agents and volunteers" as additional insured on the endorsement.
(see below for Additional Insured requirements)
➢ Additional Insured Endorsement Requirements — The City, its officers, elected or appointed
officials, employees, agents and volunteers are to be specifically named and covered as additional
insureds by separate attached endorsement(s) as respects liability arising out of action performed
by .or on behalf of the contractor, products and completed operations of the contractor, premises
owned, occupied or used by the contractor, or automobiles owned, leased or borrowed by the
contractor. The coverage shall contain no special limitations on the scope of protection afforded to
the City, its agents, officers and employees. The endorsement should include the policy number it
correlates to.
➢ Primary Insurance — General Liability Insurance coverage shall be primary insurance as respects
the City, its agents, officers, and employees. Any insurance or self-insurance maintained by the
City, its agents, officers, and employees shall be excess of the submitted insurance and shall not
contribute with it.
➢ Description of work— The staff contact and purpose of the evidence of coverage must be
identified on the certificate of insurance,
➢ Automotive Insurance — Automobile insurance requirement is for $1,000,000 and a separate
"Additional Insured Endorsement" page listing both the policy number and naming the "City of
Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers"
as additional insured on the endorsement. Permittees who do not use vehicles or equipment in
connection with the permit can request to waive the Auto insurance requirement.
➢ Worker's Compensation Insurance (WIC) — The Worker's Compensation insurance
requirement is the State statutory limits of $250,000 bodily injury by disease, policy limit, and
$100,000 bodily inflny each employee for accident or disease per occurrence. Certificate holder
listed on the certificate is:
City of Huntington Beach, 2000 Main St., Huntington Beach, CA 92648.
If your organization/company has no compensated employees working on the project, you may
complete and return a "Non -Employer Status" form to be used in lieu of a W/C insurance
certificate.
➢ Cancellation Clause Notice — The cancellation clause must contain a thirty (30) day notice. A ten
(10) day notice for non-payment of premium is acceptable in combination with 30 day notice.
➢ Professional Liability— Coverage must be provided at a minimum of $1,000,000 per occurrence
and in the aggregate.
➢ Deductibles— The following deductibles are acceptable and all others must be removed from the
insurance policy or a waiver can be requested (No allowances for SIR) :
o General Liability - $5,000
o Auto Liability - $1,000
o Professional Liability/Errors & Emissions - $10,000
➢ Waiver Procedure —If unable to comply with a requirement, the "INSURED" may request a
waiver of a specific requirement. The Insurance Waiver form is an internal form that the City of
Huntington Beach will complete. (see following page for waiver form) The exception to the
waiver is the G/E & Auto "Additional Insured Endorsement" page.
CV R49 VB
Waiver Procedure
To request a waiver, indicate here❑ and provide a brief description ( 1— 2 sentences) of the
proposed work/project, its dollar value (if not a specific dollar amount, use an average, annual
estimate or non-profit) and projected timeframe (per job or as -needed basis).
For substantial dollar deductible/SIR amounts, a financial statement is required (Balance Sheet,
Budget Reports, Dun & Bradstreet Report,. etc.).
Waiver Requested:
Encroachment Permit0
Other:
Proposed Work:
Dollar Value:
Projected Timeframe:
Private Property Work PermitO Consultant Services❑
Station No.: 9-8474
EXHIBIT "C"
EMUS SELF-INSURANCE LETTER
-s-
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EPG rev. 02/09/2010
]awes D. Lyness
Awlstant Treasurer
Insurance division
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Site Aceess Agreement between Chevron Environmental
Management Company and City of Huntington Beach for
Promises Located at 18477 Beach Blvd.., Huntington Beach, CA
Chevron Station No. 9-9474
Dear Sir/Madam:
Treasury Department
Cheymn Corporation
6-DOI [Boll!n9& Cany4m Rd,, A2 04
San Ramon, CA 94583
Tel 925 642 8136
Pax 925 842 6007
JALymss@chevron.com
Chevron Corporation and its subsidiaries are covered for property and liability exposures through major
worldwide insurance programs with large deductibles. Losses that fall within these deductible levels,
including those for which a Chevron company is contractually liable, are paid through the financial
resources of the Company and are administered by Chevron Corporation under its Self -Administered
Claims Program, hereinafter referred to as the Program.
This is to advise you that the property/liability insurance requirements of the subject agreement fall within
the deductible levels of Chevron's insurance programs. Therefore, losses for which Chevron is
responsible under the agreement will be handled under the above -described .Program. The scope of th is
Program is equal to the insurance requirements of the subject agreement..
We further advise you that Workers' Compensation insurance requirements for Chevron companies are
satisfied through insured/self-insured programs depending upon the location of the employee's
workplace. U. S. Longshore and .Harbor Workers' Act coverage is self -insured.
Unless canceled earlier, this letter will remain in effect until the expiration or earlier termination of the.
subject agreement (or any renewal thereof). If this program is canceled or materially changed, we will
provide you with 30 days' written notice.
Sincerely,
(Z James D �Less
cc: April Rutter
RZAW/bjb
O:%TREASURYISHAREVNSURANCEIRISK MANAGEMEPMWORpfSACLSICITY OF HUNTINGTON BEACH 6.6,12.000
su + iiy INSURANCE AND INDEMNIFICATION WAIVER
MODIFICATION REQUEST
e •
1. Requested by: Luis Gomez
2. Date: 1/28/2013
3. Name of contractor/permittee: Chevron Environmental Management Company
4. Description of work to be performed: Place boring wells on City owend property
5. Value and length of contract: $0
6. Waiver/modification request: Self -insured
7. Reason for request and why it should be granted: Chevron is a multination company with
strong balance sheet..
8. Identify the risks to the City in approving this waiver/modification: The work to be
performed on City owned property is low risk (install boring wells).
Head Signature
2 E�/ 1_2
Date:
APPROVALS
Approvals must be obtained in the order listed on this form. Two approvals are required,
fora request to be.granted. Approval.:from the City Administrator's Office is only required if
Risk'Management'and t J� City Attorney's'Office .disagree.
�
1. isk Management ` ,
f ` Approved ❑ Denied
Signature Date
2. City Attorney's Office
❑ >U�Pproved De
Sig ature Date
3. City Manager's Office
❑ Approved ❑ Denied
Signature Date
If approved, the completed waiver/modification request'is to be submitted`to the
City Attorney's ,Office along with .the contract°for approval,. Once the contract has,been approved,
this form is to be filed with the Risk Management Division of Human Resources
Insurance Waiver Form 1/28/2013 11:22:00 AM
December 20, 2012
VIA FEDEX OVERNIGHT DELIVERY
Mr. Michael Green
Economic Department
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Linda Villanueva Environmental & Safety Law Group
Legal Assistant Chevron Law Department
Chevron Corporation
145 S. State College Blvd.
Brea, California 92821
Tel 714 671 3293
Fax 714 671 3442
LVillanueva@chevron.com
RECEIVED
CITY OF HUNTINGTON BEACH
JAN 1 2013
DEPARTMENT OF
ECONOMIC DEVELOPMENT
Re: Site Access Agreement
Your Real Property: 18477 Beach Blvd., Huntington Beach, CA
Chevron Station No. 9-8474: 18501 Beach Blvd., Huntington Beach, CA
Dear Mr. Green:
On behalf of Ms. April Rutter, enclosed please find for your handling, duplicate originals of the Site
Access Agreement (the "Agreement") between the City of Huntington Beach and Chevron Environmental
Management Company ("CEMC" ), as it pertains to the above -referenced property. Please note that the
Agreement has been executed on behalf of an authorized representative of CEMC. Once the Agreement
has been countersigned by all parties, kindly send one fully executed original to Ms. Rutter's attention at
the address indicated below:
Ms. April Rutter, Paralegal
Chevron Law Department
Chevron Corporation
145 South State College Blvd., Suite 400
Brea, California 92821
Thank you very much for your cooperation and assistance in this matter.
Very truly yours,
C
Xinda Villanueva
Enclosure
cc: April Rutter — Chevron Corporation (w/Encl. )
(49-8474 Site Access Agreement City of Huntington Beach —Cover Letter.doc)
City of Huntington Beach
2000 Main Street ♦ Huntington Beach, CA 92648
(714) 536-5227 ♦ www.huntingtonbeachca.gov
Office of the City Clerk
Joan L. Flynn, City Clerk
February 21, 2013
Ms. April Rutter, Paralegal
Chevron Law Department
Chevron Corporation
145 South State College Blvd., Suite 400
Brea, CA 92831
Re: Site Access Agreement — 18477 Beach Blvd., Huntington Beach, CA
Dear Ms. Rutter,
Enclosed for your records is a fully executed copy of the Site Access Agreement
between the City of Huntington Beach and Chevron Environmental Management
Company (CEMA) for the above -referenced property. This is being forwarded to your
attention at the request of Linda Villanueva, Legal Assistant with CEMA.
Sincerely,
Jn L. FI nn, CMC
Y _.
City Clerk
J F/rl
Encl. Site Access Agreement
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