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HomeMy WebLinkAboutSCE - Southern California Edison - 1999-12-20 (4) �IITY OF HUNTINGTON BEAC:, MEETING DATE: December 20, 1999 DEPARTMENT ID NUMBER: PW 99-128 Council/Agency Meeting Held: _ 7red/Continued to: prov d ❑ onditionally Approve ❑ Denied Q O Clerk's Signature Council Meeting Date: December 20, 1999 Depa ment ID Number: PW 99-128 CITY OF HUNTINGTON BEACH REQUEST FOR COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: RAY SILVER, City Administrators PREPARED BY: ROBERT F. BEARDSLEY, Director of Public Works f SUBJECT: Approve License Agreement— Center Drive Traffic Signal Statement of Issue,Funding Source,Recommended Action,Alternative Action(s),Analysis,Environmental Status,Attachment(s) Statement of Issue: A portion of the traffic signal on Center Drive at One Pacific Plaza, Huntington Center is in the Southern California Edison (SCE) right-of-way. A license agreement with SCE is required for the City to maintain its signal in the right-of-way. The existing license agreement has expired and Council approval is required for a new agreement. Funding Source: Funds in the amount of$200 are available from Measure M. Recommended Action: Motion to: 1. Approve the proposed license agreement with Southern California Edison and authorize the Mayor and City Clerk to execute the agreement; and, 2. Approve the City's indemnity obligation requirements requested by Southern California Edison. Alternative Action(s): Do not approve the proposed license agreement with Southern California Edison. This will necessitate that signal poles at the location be moved, and if that it is not possible, that the signal be removed. r RCA Edison License Agreement -2- 12/09/99 8:58 AM r ,r kEQUEST FOR COUNCIL ACTION MEETING DATE: December 20, 1999 DEPARTMENT ID NUMBER: PW 99-128 Analysis: Several years ago, the City installed a traffic signal at the intersection of Center Drive and One Pacific Plaza (north leg)/Huntington Center (south leg). A portion of this signal is in the SCE right-of-way. The existing license agreement has expired and Council approval is required for a new ten-year agreement for the traffic signal at the specified location. The City will be charged a $200 fee for the license agreement. The indemnification provisions in Articles 13 and 26 do not provide reciprocal indemnification rights flowing to the City. Edison was unwilling to change the attorney's fees provision that awarded fees to the successful party to the City's preferred language, which provides that each party will pay its own attorney's fees, regardless of who prevails (see Attachment# 4). Because the City is obligating itself to indemnify Edison, this Agreement requires City Council approval. Specifically, the RCA for this Agreement must include a separate motion to approve the City's indemnity obligation requirements requested by Edison. This Agreement does not provide for any reciprocal indemnity provisions (see Attachment# 4). Environmental Status: NA Attachment(s): City Clerk's . - NumberDiescription 1. License Agreement (Licensee Copy) ,3 2. License Agreement (Edison File Copy) 3. Copy of City Insurance 4. Memo from Gail Hutton dated 12/2/99 regarding the License t ' Agreement With Edison Regarding Traffic Signal At Intersection Of Ali Center Avenue And One Pacific Plaza 5 Location Map RCA Author: Bob Hidusky jm 36825 RCA Edison License Agreement -3- 12110/99 7:48 AM I �, CITY OF HUI'VT11"VGT[]N BEACH 2000 MAIN STREET CALIFORNIA 92648 OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK UTTER OF TRANS}IITTAL OF ITEM APPROVED BY THE CITY COLfti"CIL/ I2EDF,W.LOPtiIEN17 AGENCY OF THE CITY OF TRMTV GT0'BEACH DATE: Ja-?v aG 'ROOD TO:" "l-A— - on/ as , ATTEN-rIO',x: � NAM: Q _ D• .Url�t' �/O DEPARTNIEN-r: / Yi`9�v trees X o REGARDUIG:aTL',6- r �� City.state.Zip L&,1/t See Attached Action Agenda Item� Date of Approval 9 Enclosed For Your Records Is An Executed Copy Of The Above Referenced Agenda Item. Rejmarl3: G�fir�ccG . Connie Brockway City Clerk • Attachments: Action Agenda Page Agreement Bonds Insurance RCA Deed Other' ' CC: -Z NamDckutnent RC Aveemcr Insn w Other Name. Q+n J Department RCA/ Aerecm Insuran� Other Name Department RCA Agreement Insurance Other • Name Department RCA Agreement Insurance Other Risk htasagement Dept Insurance Received by Name-Company Name-Date GTO110%uptcoveritr 1Telephone,714-5353227) 12/20199 -Council/Agency Agenda - Page 11 E-3. (City Council) Approve Lease Between the City and Michael Ali for Vic's Beach Concession—Acceptance & Recordation of quitclaim Deed from K. and B. Nitzkowski (600.35)—Approve the month-to-month Lease Between the City of Huntington Beach and Michael Ali for Vic's Beach Concession and authorize the Mayor and City Clerk to execute the same, and direct City Clerk to record Quitclaim Deed to City from former lessees, Kenneth and Barbara Nitzkowski. Submitted by the Community Services Director. (Lease commenced November 14, 1999) [Approved 6-0 (Julien absent)] E-6. (City Council)_Approve_Additional Compensation for Special Assignments Related to the Iran lementation of the Business Software S stem (700.10)—Authorize the City Administrator to provide up to a ten percent compensation increase for employees who have assumed extra duties and responsibilities to backfill employees who are assigned to the implementation of the Business Software System. Submitted by the Administrative Services Director. Funding Source: FY 99-00 Business Software System budget. [Approved 6-0 (Julien absent)] E-7. (City Council Approval as to Form: Lease Between Abdelmuti Development Company and Martin & Associates (Oceanview Promenade)—Suite B (AB600.30)— Approve as to Form the First Amendment to Office Spece Lease between Abdelmuti Development Company and Martin &Associates for Suite 3B renewing the lease for three (3)years commencing January 1,2000 at the rental rates of$1.70 per square foot per month for the first year. $1.75 for the second year and$1.80 for the third year. (Fair Market Value) Submitted by the Economic Development Director. Funding Source: Redevelopment Tax Increment(FY 1999-2000 Appropriation: $135,000). [Approved 5-1 (Sullivan No; Julien absent)] E-8. (City Council) Approve License Agreement With Southem Califomia Edison Company-Center Drive Traffrc_Signal -_Approve City's Indemnity_Obligation Requirements (600.20) -1. Approve the proposed License Agreement with Southern California Edison Company and authorize the Mayor and City Clerk to execute the agreement, and, 2. Approve the City's indemnity obligation requirements requested by Southem California Edison. Submitted by the Director of Public Works. Funding Source: $200- Measure M Funds (Ten year term 7/1/99-6/30/2009). [Approved 6-0 (Julien absent)] E-9. (City Council) Accept the Heil Avenue at Saybrook Lane Improvement Prolect_CC-1099 And File a Notice of Completion-S. Parker Engineering, Inc. (600.50)-Accept the Heil Avenue at Saybrook Lane Improvement Project CC-1099 at a final cost of$41,265. and authorize the City Clerk to file a Notice of Completion with the County Recorder's Office. Submitted by the Director of Public Works. Funding Source: Gas Tax Funds. [Approved 6-0 (Julien absent)] CITY OF IIUNI'INGTON BEAQH RP File No. E22SO43-1-33 Property No. FOBEL827J51 Account No. 2075 LIC ENSE AGREEMENT INDEX 1. USE 2. TERM 3. CONSIDERATION 4. INSURANCE-MODIFIED 5 LICENSOR'S USE OF THE PROPERTY 6. LICENSEE'S IMPROVEMENTS 7. LICENSEE'S PERSONAL PROPERTY 8. HEIGHT LIMITATIONS 9. ACCESS AND CLEARANCES 10. PARKING , 11. FLAMMABLES,WASTE AND NUISANCES 12. PESTICIDES AND HERBICIDES 13. HAZARDOUS WASTE 14. SIGNS 15. FENCING 16. PARKWAYS AND LANDSCAPING 17. IRRIGATION EQUIPMENT 18. UNDERGROUND TANKS 19. UNDERGROUND FACILITIES 20. UTILITIES 21. TAXES,ASSESSMENTS AND LIENS 22. EXPENSE 23. ASSIGNMENTS 24. COMPLIANCE WITH LAW 25. GOVERNING LAW 26. INDEMNIFICATION-MODIFIED 27. TERMINATION 28. EVENTS OF DEFAULT ' 29. REMEDIES 30. NON-POSSESSORY INTEREST 31. WAIVER 32. AUTI-iORPIY 33. ATTORNEY FEES 34. ELECTRIC AND MAGNETIC FIELDS 35. NOTICES 36. RECORDING 37. COMPLETE AGREEMENT File Copy . RP File No. P92SO43-1-33 Property No. POBEL827J51 Account No. 2075 LICENSE AGREEMENT J IS THIS AGREEMENT, made as of the day of , 19�, between,SOUTHERN CALIFORNIA EDISON COMPANY. a corporation organized under the laws of the State of California, hereinafter called "Licensor", and CITY OF HUNTINGTON BEACH hereinafter called "Licensee"; WITNESSETH: That Licensor, for and in consideration of the faithful performance by Licensee of the terms, covenants and agreements hereinafter set forth to be kept and performed by Licensee, doe`s hereby give to Licensee the license to use that certain real property described below and depicted on Exhibit "A" attached hereto and made a part hereof the ("Property") solely for the purpose hereinafter specified, upon and subject to the terms, reservations, covenants and conditions hereinafter set forth. The subject Property is located in the City of Huntington Beach, County of Orange, State of California SUBJECT TO: Covenants, conditions, restrictions, reservations, exceptions, rights and easements, whether or not of record : 1. Use: Licensee will use the Property for traffic signal purposes only. Licensor makes no representation, covenant, warranty or promise that the Property is fit for any particular use, including the use for which this Agreement is made and Licensee is not relying on any such representation, covenant, warranty or promise. Licensee's failure to make such use of the Property as determined by the Licensor in its sole discretion, will be grounds for immediate termination of this Agreement in accordance with Article 28. 2. Term: Unless otherwise terminated as provided herein, this Agreement will be in effect for a term of ten (10) years commencing on the first day of July, 1999 and ending on the last day of June, 2009. Licensee acknowledges that this Agreement does not entitle Licensee to any subsequent agreement, for any reason whatsoever, regardless of the use Licensee makes of the Property, the improvements Licensee places on or makes to the Property, or for any other reason. 3. Consideration: Licensee will pay to Licensor the sum of Two Hundred and 00/100 Dollars ($200.00) upon the execution and delivery of this Agreement for the full term of this Agreement. All accounts not paid within 30 days of the agreed upon due date will be charged a"late fee" on all amounts outstanding up to the maximum rate allowed by law. 4. Insurance: During the term of this Agreement, Licensee 'shall maintain the following insurance: (a) Workers' Compensation with statutory limits, in accordance with the laws of the State of California, and Employer's Liability with limits of not less than $500,000. Licensee shall require its insurer to waive all rights of subrogation against Licensor, -1- its officers, agents and employees, except for any liability resulting from the willful or gross negligent acts of the Licensor. (b) Commercial General Liability Insurance, including contractual liability and products liability, with a combined single limit of $1,000,000. Such insurance shall: (i) name Licensor, its officers, agents and employees as additional insureds, but only for Licensee's acts or omissions; (ii) be primary for all purposes and (III) contain standard cross-liability provisions. (c) Commercial Automobile Insurance with a combined single limit of $1,000,000. Such insurance shall: (1) cover the use of owned, non-owned and hired vehicles on the Property and (ii) name Licensor, its officers, agents and employees as additional insureds. Licensee is self-insured. Licensee will provide Licensor with evidence of self-insurance. 5. Licensor's Use of the Property: Licensee agrees that Licensor, its successors and assigns, have the right to enter upon the Property, at any time, for any purpose, and the right to conduct any activity on the Property. Exercise of these rights by Licensor, its successors and assigns, will not result in compensation to Licensee for any damages whatsoever to personal property and/or crops located on the Property. 6. Licensee's Improvements: Licensee must submit, for Licensor's prior written approval, complete improvement plans, including grading plans, identifying all existing and proposed improvements, a minimum of sixty (60) days prior to making any use of the Property. Licensee must submit, for Licensor's prior written approval plans for any modifications to such improvements. Written approval may be modified and/or rescinded by Licensor for any reason whatsoever. At any time, Licensee may be required to modify and/or remove any or all such previously approved improvements at Licensee's risk and expense and without any compensation from Licensor. Licensor is not required, at any time, to make any improvements, alterations, changes or additions of any nature whatsoever to the Property. Licensee expressly acknowledges that any expenditures or improvements will in no way alter Licensor's right to terminate in accordance with Article 27. 7. Licensee's Personal Property: All approved equipment and other property brought. placed or erected on the Property by Licensee shall be and remain the Property of Licensee, except as otherwise set forth herein. If Licensee is not in default hereunder, Licensee shall have the right to remove the same from the Property at any time prior to thirty (30) days after the expiration or earlier termination of this Agreement; provided, however, that Licensee shall promptly restore any damage to the Property caused by the removal. If Licensee is in default, however, such equipment or other property shall not be removed by Licensee without Licensor's written consent until Licensee has cured such default, and Licensor shall have alien thereon to the extent thereof. 8. Height Limitations: Any equipment used by Licensee or its agents, employees or contractors, on and/or adjacent to the Property, will be used and operated so as to maintain a minimum clearance of seventeen (17) feet from all overhead electrical conductors. All trees and plants on the Property will be maintained by Licensee at a maximum height of fifteen (15) feet. If requested by Licensor, Licensee will remove any tree and/or other planting. 9. Access and Clearances: Licensee will provide Licensor with adequate access to all of Licensor's facilities on the Property and at no time will there be any interference with the free movement of Licensor's equipment and materials over the Property. Licensor may require Licensee to provide and maintain access roads within the Property, at a minimum of sixteen (16) feet in width, -2- together with commercial driveway aprons and curb depressions capable of supporting a gross load of forty (40) tons on a three-axle vehicle. Unless otherwise specified in writing by Licensor, Licensee will make no use of the area directly underneath Licensor's towers and will maintain the following minimum clearances at all times: a. A 25-foot-radius around all tower legs. b. A 10-foot-radius around all steel and wood boles. NOTE:Additional clearance shall be required for structures and other material improvements. 10. PaCk_Ing Licensee will not park. store, repair or refuel any motor vehicles or allow parking. storage, repairing or refueling of any motor vehicles on the Property unless specifically approved In writing by Licensor. 11. Flammable . Waste and Nuisances: Licensee will not, nor allow others to, place or store any flammable or waste materials on the Property or commit any waste or damage to the Property or allow any to be done. Licensee will keep the Property clean, free from weeds, rubbish and debris, and in a condition satisfactory to Licensor. Licensee will be responsible for the control of and will be liable far any damage or disturbance. caused by dust. odor, flammable or waste materials, noise or other nuisance disturbances. Licensee will not permit dogs on the Property. 12. F&sticfd!s and Herbicides: Any pesticide or herbicide applications and disposals will be made in accordance with all federal, state. county and Iocal laws. All horticulture Licensees are required to provide a copy of the annual License for Pest Exclusion/Nursery Program from the State of California, Department of Food and Agriculture. Licensee will dispose of all pesticides, herbicides and any other toxic substances declared to be either a health or environmental hazard as well as all materials contaminated by such substances, including but not limited to. containers. clothing and equipment in the manner prescribed by law. 13. Hazardous Waste: Licensee will not engage in, or permit any other party to engage in, any activity on the Property that violates federal, state or local laws, rules or regulations pertaining to hazardous, toxic or infectious materials and/or waste. Licensee will indemnify and hold Licensor. its directors, officers. agents and employees, and its successors and assigns, harmless from any and all claims. loss. damage, actions, causes of action, expenses and/car liability arising from leaks of. spills of, and/or contamination by or from hazardous materials as defined by applicable laws or regulations, which may occur during and after the Agreement term, and are attributable to the actions of, or failure to act by. Licensee or any person claiming under Licensee. 14. Signs: Licensee must obtain u itten approval from Licensor prior to the construction or placement of any sign, signboard or other form of outdoor advertising. 15. Ferion : Licensee may Install fencing on the Property with prior written approval from Licensor. Such fencing will include double drive gates, a mb-dmum of sixteen (16) feet In width, designed to accommodate Licensor's locks, in locations specified by Licensor. Licensee will ground and maintain all fencing. 16. Parkways yj3d Land5caping: Licensee will keep parkway and sidewalk areas adjacent to the Property free of weeds and trash. Licensee will maintain parkways and provide Iandscaping that is compatible with adjoining properties and that is satisfactory to Licensor. 17. Irrigation Equipment: Any irrigation equipment located on the Property prior to the commencement of this Agreement. including but not limited to pipelines, well pumping equipment and other structures. is the property of Licensor and will remain on and be surrendered with the Property -3- �I upon termination of this Agreement. Licensee will maintain, operate. repair and replace, if necessary. all irrigation equipment at its own expense. 18. Underground Tanks: Licensee will not install underground or above-ground storage tanks, as defined by any and all applicable laws or regulations, without Licensoe's prior written approval. 19. Underground Facilities: Any underground facilities installed or maintained by Licensee on the Property must have a minimum cover of three feet from the top of the facility and be capable of withstanding a gross load of forty (40) tons on a three-axle vehicle. Licensee will compact any earth to a compaction of ninety percent (90%). Licensee will relocate its facilities at its own expense so as not to interfere with Licensor's proposed facilities. 20. Utilities., Licensee will pay all charges and assessments for, or in connection with. water, electric current or other utilities which may be furnished to or used on the Property. 21. Taxes. Assessments and Liens: Licensee will pay all taxes and assessments which may be levied upon any crops, personal property, and improvements, including but not limited to, buildings, structures, and fixtures on the Property. Licensee will keep the Property free from all liens, including but not limited to, mechanics liens and encumbrances by reason of use or occupancy by Licensee, or any person claiming under Licensee. If Licensee fails to pay the above-mentioned taxes, assessments or liens when due, Licensor will have the right to pay the same and charge the amount to the Licensee. All accounts not paid within 30 days of the agreed upon due date will be charged a "late fee" on all amounts outstanding up to the maximum rate allowed by law. 22. n e: Licensee will perform and pay all obligations of Licensee under this Agreement. All matters or things herein required on the part of Licensee will be performed and paid for at the sole cost and expense of Licensee. without obligation on the part of Licensor to make payment or incur cost or expense for any such matters or things. 23. Assignments: This Agreement is personal to Licensee. and Licensee will not assign, transfer or sell this Agreement or any privilege hereunder in whole o:in part, and any attempt to do so will be void and confer no right on any third party. 24. Compliance with Law: Licensee will comply with all applicable federal, state, county and Iocal laws, all covenants, conditions and restrictions of record and all applicable ordinances, zoning restrictions, rules, regulations, orders and any requirements of any duly constituted public authorities now or hereafter in any manner affecting the Property or the streets and ways adjacent thereto. Licensee will obtain all permits and other governmental approvals required in connection with Licensee's activities hereunder. 25. governing Law: The existence. validity, construction. operation and effect of this Agreement and all of its terms and provisions will be determined in accordance with the laws of the State of California. 26. IndeMniflcation -_City of Huntingti2n_Beach Traffic,Signal Purposes City hereby agrees to protect, defend, indemnify and hold harmless Edison, its officers and employees, against any and all!liability, claims,judgment costs and demands, including those resulting from death or injury to persons and damage to Edison's property. arising directly or indirectly out of the use of the Property by the City and the public. This indemnification does not include any liability. claims,judgment, costs and demands which 1) arise out of the negligence or willful misconduct of Edison or 2) does not arise out of the City's or the public's use of the property for traffic signal purposes. -4- 27. Termination: This Agreement may be canceled and terminated by either Licensor or Licensee, at any time. upon thirty (30) days notice in writing. Licensee will peaceably quit. surrender and, prior to termination date. restore the Property to a condition satisfactory to the Licensor. Termination, cancellation or expiration does not release Licensee from any liability or obligation (indemnity or otherwise) which Licensee may have incurred. Licensee's continued.presence after termination shall be deemed a trespass. 28. Events of Default;. The occurrence of any of the following shall constitute a material default and breach of this Agreement by Licensee: (a) Any failure by Licensee to pay the consideration due in accordance with Article 3, or to make any other payment required to be made by Licensee hereunder when due. (b) The abandonment or vacating of the Property by Licensee. (c) Any attempted assignment or subletting of this Agreement by Licensee in violation of Article 23. (d) The violation by Licensee of any resolution, ordinance, statute, code. regulation or other rule of any governmental agency in connection«lth Licensee's activities pursuant to this Agreement. (e) A failure by Licensee to observe and perform any other provision of this Agreement to be observed or performed by Licensee, where such failure continues for the time period specified in a written notice thereof by Licensor to Licensee. (0 Any attempt to exclude Licensor from the licensed premises. (g) The making by Licensee of any general assignment for the benefit of creditors: the appointment of a receiver to take possession of substantially all of Licensee's assets located on the Property or of Licensee's privileges hereunder where possession is not restored to Licensee within five (5) days: the attachment, execution or other,judicial seizure of substantially all of Licensee's assets located on the Property or of Licensee's privileges hereunder.where such seizure is not discharged within jive (5) days. (h) Any case. proceeding or other action brought against Licensee seeking any of the relief mentioned in "clause g" of this Article which has not been stayed or dismissed within thirty(30) days after the commencement thereof. 29. Remedies: In the event of any default by Licensee. then in addition to any other remedies available to Licensor at law or in equity, Licensor shall have the immediate option to terminate this Agreement and all rights of Licensee hereunder by giving written notice of termination to Licensee. Upon termination, Licensor will have the right to remove Licensee's personal property from the Property. including but not limited to. buildings, structures and fixtures. In addition, Licensor may immediately recover from Licensee all amounts due and owing hereunder, plus interest at the maximum rate permitted by law on such amounts until paid. as well as any other amount necessary to compensate Licensor for all the detriment proximately caused by Licensee's failure to perform its obligations under this Agreement. 30. Non-PQssessory Interest. Licensor retains full possession of the Property and Licensee will not acquire any interest temporary, permanent, irrevocable, possessory or otherwise by reason of this Agreement. or by the exercise of the permission given herein. Licensee will make no claim to any such interest. Any violation of this provision will immediately void and terminate this Agreement. -5- 31. Wa� leer: No waiver by Licensor of any provision hereof shall be deemed a waiver of any other provision hereof or of any subsequent breach by Licensee of the same or any other provision. Licensor's consent to or approval of any act shall not be deemed to render unnecessary the obtaining of Licensor's consent to or approval of any subsequent act by Licensee. 32. u hors : This Agreement is pursuant to the authority of and upon, and is subject to the conditions prescribed by General Order No. 69-C of the Public Utilities Commission of the State of California dated and effective July 10. 1985. which General Order No. 69-C. by this reference, is hereby Incorporated herein and made a part hereof. 33. &ttorntys'�Fees: In the event of any action, suit or proceeding against the other, related to this Agreement. or any of the matters contained herein. the successful party in such action, suit or proceeding shall be entitled to recover from the other party reasonable attorney fees incurred. 34. Electric and Magnetic Fields_I'EN1r): There have been numerous scientific studies about the potential effects of power-frequency electric and magnetic field ("EMF"). There are several sources of EMF. including household appliances and electric power facilities. After many years of research, scientists have nbt found that exposure to power-frequency EMF causes disease in humans. Research on this topic is continuing. Whenever anyone plans to license Edison property that is in close proximity to Edison electrical facilities, Edison wants to share with those Involved in the development, information or literature it has about EMF. Should Licensee wish, brochures will be made available, upon request, that explain some facts about EMF and that outline Edison's policy In this area. Please let Edison know if you have questions or wish to have additional information. 35. Notices: All notices required to be given by either party will be made in writing and deposited in the United States mail, first class, postage prepaid, addressed as follows: To Licensor: Southern California Edison Company Corporate Real Estate Department Real Estate Revenue Division 100 Long Beach Blvd. Suite 1004 Long Beach CA 90802 To Licensee: City of Huntington Beach Transportation Manager 2000 Main Street Huntington Beach, CA 92648 Business Telephone No. (714) 536-5523 Licensee will immediately notify Licensor of any address change. 36. Becordin : Licensee will not record this Agreement. -6- 37. Compiete Agreement: Licensor and Licensee acknowledge that the foregoing provisions and any addenda and exhibits attached hereto constitute the entire Agreement between the parties. IN WITNESS WHEREOF. the parties hereto have caused this Agreement to be executed in duplicate as of the day and year herein first above written. SOUTHERN CALIFORNIA EDISON COMPANY By U -U-k�W - LICENSOR ALICE LIKELY Licensing Specialist Real Estate Revenue Corporate Real Estate Department _ LICENSEE CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California By_GDa4 Mayor ATTEST: City Clerk APPROVED AS TO FORM: JM.City Attoiney REVIEWED AND APPROVED: City Administrator I TE , DA D AN PROVED: Director of Pubiic Wo -7- U 4 a J z 0 I 1 b r r CENTER--- — — ., _ _ — Q I 0 0 U SCE f R/W x 0 U z Fz s Le e n d 0 10 20 30 60 SCALE IN FEAT 0 TRAFFIC SIGNAL. AREA LICENSED TO CITY OF HUNTINGTON BEACH 4AD Poe t REFERENCE: TRAMC. SIGNAL. PLAN— EXHIBIT . 11 ], 31 HUNT;NGTON CENTER, CITY OF HUNTINGTON BEACH, I`1 FACILITY NAME: BARRE—EL US 220KV T/L R/W P.I.D. NO. 5012001 J.0. DOTS I.D. LICENSEE: CITY OF HUNTINGTON BEACH CITY: HUNTINGTON BEACH T.C: 827/J5 R/P FILE NO: P92SO43-1-33 R/P AGENT-.)\LIM LILEL COUNTY: ORANGE STATE: ENG. MPG. TECHNICIAN: RON FARZA.'vEH SAND=RS MAP NO.:549258-16 I M.S.: Southern Callfomio Edson Company DRAWING :L043133.DNG DATE : 08/05/92 09:05:25 Souahern California Edison Company Policy II-8-1 ^Zeal Properties and Adm:"` `ive Services Revised 06/24/96 Tier 1 Qffiger 4uthorization The following transactions (including the documents effecting these transactions) require approval.by�a vice president or higher: a) Agreements to retain accommodators to facilitate the real property exchange program must have the written concurrence;of a,Senior Vice President or the Chief Financial Officer of this corporation. b) Transactions of whatever nature. involving a value in excess of$1,000,000. c) Transactions of whatever nature which;will result in funds or assets of this corporation of a value in excess of$100,000 being placed in an uninsured or unsecured position. d) Acceptance of easements from agencies of the United States which impose upon this corporation the obligation to wheel power for or on behalf of the United States or in pursuance of a power marketing program of the United States. e) Applications to or licenses from the Federal Energy Regulatory Commission. f) A plications for authorizations or variances, or acceptances thereof, relating to the zoning o real property. g) Transactions required to be so approved by the provisions of the,Trust Indenture dated as of October 1, 1923 by and between Edison, Harris Trust and Savings Bank, and D.. G. Donovan. Tier 2 Department.or Division Authorization Transactions effected:by the documents listed belaw and the documents effecting these transactions require the following approvals: Rea I Es tate Tra.nsa on Yalue Signature Level $500,000-to $1 Million Department Manager $250,000 up to $500,000 Division Manager S50;000 up to.$250,000 Manager or Project Manager Below$50,000 Agent or Technical Specialist Amendments Escrow Instructions Exchange Agreements Exclusive Authorization and Right to Sell Grant Deeds Grant of Easements Leases License Agreements Option Agreements Purchase and Sale Agreements/Real Estate Purchase (Sale) Contract and Receipt of Deposit Quitclaim Deeds Rental Agreements Any other instruments, agreements,and documents of any nature primarily affecting real properties and real property rights not listed above that have a real estate value established by an appraisal or valuation. Page 2 of 6 " . ` ,,,,MnnaTa.BEACH2000 Main Street California 9264S Certificate of Self Insurance Memorandum Number: FY 99-2000 #006 This Evidence of Coverage is used as a matter of information only and confers no rights upon the Certificate Holder. This evidence of Coverage does not amend, extend, or alter the coverage afforded by the memoranda listed below. Certificate Holder: Southern California Edison, P.O.Box 410, Long Beach, CA 90801 Coverage Effective: 11/12/99 Coverage Expires: 11/12/00 This is to certify that the City of Huntington Beach is self insured for general liability claims. Sufficient cash reserves to afford coverage for uninsured losses are maintained at S 1,000,000.. _ Type of Coverage: General Liability Limit of Liability/Coverage: S1,000,000 Combined Single Limit per Occurrence Certificate Requested by: Bob Hidusky,Traffic Engineering Technician Description of Operation, vehicle or property. This certificate is issued to and additionally Insures the Certificate Holder, its officers, agents and employees in conjunction with the use of Certificate Holder's property for placement of a City-owned traffic signal in the Edison right-of-way. Should any of the above coverages for the Covered Party be changed or s-dthdraiNm prior to the expiration date issued above, City of Huntington Beach will mail 30 days written notice to the Certificate Holder, but failure to mail such notice shall impose no obligation or liabilitiy of any kind upon the City of Huntington Beach, its agents, officers or employees. If you have any questions, contact: Karen S.Foster,Risk Manager 2000 Main Street.Huntington Beach, CA 92648 714/536-5589 Authorized Representative: _ ��___________ _----—_________w_�___� v v ATTACHMENT 1 CITY QF I-lUNT1NGTON BEACH RP File No. P92S043-1-a3 Property No. POBEL827J51 Account No. 2075 LICENSE AG REEMENT INDEX 1. USE 2. TERM 3. CONSIDERATION 4. INSURANCE-MODIFIED 5 LICENSOR'S USE OF THE PROPERTY 6. LICENSEE'S IMPROVEMENTS 7. LICENSEE'S PERSONAL PROPERTY 8. HEIGHT LIMITATIONS 9. ACCESS AND CLEARANCES 10. PARKING 11. FLAMMABLES, WASTE AND NUISANCES 12. PESTICIDES AND HERBICIDES 13. I-IAZARDOUS WASTE 14. SIGNS 15. FENCING 16. PARKWAYS AND LANDSCAPING 17. IRRIGATION EQUIPMENT j 18. UNDERGROUND TANKS 19. UNDERGROUND FACILITIES i 20. UTILITIES 21. TAXES.ASSESSMENTS AND LIENS 22. EXPENSE 23. ASSIGNMENTS 24. COMPLIANCE WITH LAW 25. GOVERNING LAN 26. INDEMNIFICATION- MODIFIED 27. TERMINATION 28. EVENTS OF DEFAULT 29. REMEDIES 30. NON-POSSESSORY INTEREST 31. WAIVER 32. AUTHORITY 33. ATTORNEY FEES 34. ELECTRIC AND MAGNETIC FIELDS 35. NOTICES 36. RECORDING 37. COMPLETE AGREEMENT Licusee Copy - r RP File No. 2SO43-1- 3 Property No. POBEL827J51 Account No. 2075 LICENSE AGREEMENT 13f Jul 1 TFIIS AGREEMENT, made as of the _� day of 19 , between SOUTHERN CALIFORNIA EDISON COMPANY, a corporation organized under the laws of the State of California, hereinafter called "Licensor". and MY OF HUNTINGTON BEACH hereinafter called "Licensee"; WPTNESSMI: That Licensor, for and in consideration of the faithful performance by Licensee of the terms, covenants and agreements hereinafter set forth to be kept and performed by Licensee, does hereby give to Licensee the license to use that certain real property described below and depicted on Exhibit "A" attached hereto and made a part hereof the ("Property") solely for the purpose hereinafter specified, upon and subject to the terms, reservations, covenants and conditions hereinafter set forth. The subject Property is located in the City of Huntington Beach, County of Orange. State of California SUBJECT TO: Covenants, conditions, restrictions, reservations. exceptions, rights and easements. whether or not of record 1. Use: Licensee will use the Property for traffic signal purposes only. Licensor makes no representation, covenant, warranty or promise that the Property is fit for any particular use, including the use for which this Agreement is made and Licensee is not relying on any such representation, covenant, warranty or promise. Licensee's failure to make such use of the Property as determined by i the Licensor in its sole discretion, will be grounds for immediate termination of this Agreement in accordance with Article 28. 2. Term: Unless otherwise terminated as provided herein, this Agreement will be in effect for a term of ten (10) years commencing on the first day of July, 1999 and ending on the last day of June, 2009. Licensee acknowledges that this Agreement does not entitle Licensee to any subsequent agreement. for any reason whatsoever, regardless of the use Licensee makes of the Property, the Improvements Licensee places on or makes to the Property. or for any other reason. 3. Consideratio2r : Licensee will pay to Licensor the sum of Two Hundred and 00/100 Dollars ($200.00) upon the execution and delivery of this Agreement for the full term of this Agreement. All accounts not paid within 30 days of the agreed upon due date will be charged a "late fee" on all amounts outstanding up to the maximum rate allowed by law. 4. Insurance: During the term of this Agreement, Licensee shall maintain the following Insurance: (a) Workers' Compensation with statutory limits, in accordance with the laws of the State of California, and Employer's Liability with limits of not less than $500.000. Licensee shall require its Insurer to waive all rights of subrogation against Licensor, -1- its officers, agents and employees, except for any liability resulting from the willful or gross negligent acts of the Licensor. (b) Commercial General Liability Insurance, including contractual liability and products liability. with a combined single limit of $1,000.000. Such insurance shall: (1) name Licensor, its officers, agents and employees as additional insureds, but only for Licensee's acts or omissions; (ii) be primary for all purposes and (Ili) contain standard cross-liability provisions. (c) Commercial Automobile Insurance with a combined single limit of $1.000.000. Such insurance shall: (1) cover the use of owned, non-o%i med and hired vehicles on the Property and (11) name Licensor, its officers, agents and employees as additional Insureds. Licensee is self-tnsured. Licensee will provide Licensor with evidence of self-insurance. 5. Licensor's Use of the_Property: Licensee agrees that Licensor, its successors and assigns, have the right to enter upon the Property. at any time, for any purpose, and the right to conduct any activity on the Property. Exercise of these rights by Licensor, its successors and assigns, MII not result in compensation to Licensee for any damages whatsoever to personal property and/or crops located on the Property. 6. Licensee's Improvements: Licensee must submit, for Licensor's prior written approval. complete improvement plans, including grading plans, identifying all existing and proposed Improvements, a minimum of sixty (60) days prior to making any use of the Property. Licensee must submit. for Licensor's prier written approval plans for any modifications to such improvements. Written approval may be modified and/or rescinded by Licensor for any reason whatsoever. At any time, Licensee may be required to modify and/or remove any or all such previously approved Improvements at Licensee's risk and expense and Mthout any compensation from Licensor. Licensor Is not required. at any time, to make any improvements, alterations, changes or additions of any nature whatsoever to the Property. Licensee expressly acknowledges that any expenditures or improvements will in no way alter Licensor's right to terminate in accordance with Article 27. 7. Licensee's Personal Pro : A] approved equipment and other property brought, placed or erected on the Property by Licensee shall be and remain the Property of Licensee, except as otherwise set forth herein. If Licensee is not in default hereunder, Licensee shall have the right to remove the same from the Property at any time prior to thirty (30) days after the expiration or earlier termination of this Agreement; provided, however. that Licensee shall promptly restore any damage to the Property caused by the removal. If Licensee is in default, however, such equipment or other property shall not be removed by Licensee without Licensor's written consent until Licensee has cured such default, and Licensor shall have a lien thereon to the extent thereof. 8. Height Limitations: Any equipment used by Licensee or its agents, employees or contractors, on and/or adjacent to the Property, will be used and operated so as to maintain a minimum clearance of seventeen (17) feet from all overhead electrical conductors. All trees and plants on the Property will be maintained by Licensee at a maximum height of fifteen (15) feet. If requested by Licensor. Licensee will remove any tree and/or other planting. 9. Access and Clyarances: Licensee will provide Licensor with adequate access to all of Licenser's facilities on the Property and at no time will there be any interference with the free movement of Licensor's equipment and materials over the Property. Licensor may require Licensee to provide and maintain access roads within the Property, at a minimum of sixteen (16) feet in width, -2- r together with commercial driveway aprons and curb depressions capable of supporting a gross load of forty (40) tons on a three-axle vehicle. Unless otherwise specified in writing by Licensor, Licensee will make no use of the area directly underneath Licensor's towers and M)l maintain the following minimum clearances at all times: a. A 25-foot-radius around all tower legs. b. A 10-foot-radius around all steel and wood poles. NOTE:Additional clearance shall be required for structures and other material improvements. 10. Parkin : Licensee will not park, store, repair or refuel any motor vehicles or allow parking, storage, repairing or refueling of any motor vehicles on the Property unless specifically approved in writing by Licensor. 11. Flammables Waste and Nulsan es: Licensee will not, nor allow others to, place or store any flammable or waste materials on the Property or commit any waste or damage to the Property or allow any to be done. Licensee will keep the Property clean, free from weeds, rubbish and debris, and in a condition satisfactory to Licensor, Licensee will be responsible for the control of and will be liable for any damage or disturbance, caused by dust, odor, flammable or waste materials, noise or other nuisance disturbances. Licensee will not permit dogs on the Property. 12. Pesticides and Herbicides: Any pesticide or herbicide applications and disposals will be made in accordance with all federal, state, county and local laws. All horticulture Licensees are required to provide a copy of the annual License for Pest Exclusion/Nursery Program from the State of California, Department of Food and Agriculture. Licensee will dispose of all pesticides, herbicides and any other toxic substances declared to be either a health or environmental hazard as well as all materials contaminated by such substances, including but not limited to. containers, clothing and equipment in the manner prescribed by law. 13. Hazardous Waste: Licensee will not engage in, or permit any other party to engage in, any activity on the Property that violates federal, state or local laws, rules or regulations pertaining to hazardous, toxic or infectious materials and/or waste. Licensee will indemnify and hold Licensor, its directors, offlcers, agents and employees, and its successors and assigns, harmless from any and all claims, loss. damage, actions, causes of action, expenses and/or liability arising from leaks of, spills of, and/or contamination by or from hazardous materials as defined by applicable laws or regulations, which may occur during and after the Agreement term, and are attributable to the actions of. or failure to act by. Licensee or any person claiming under Licensee. 14. 1 s: Licensee must obtain written approval from Licensor prior to the construction or placement of any sign, signboard or other form of outdoor advertising. 15. in Licensee may install fencing on the Property with prior written approval from Licensor. Such fencing will include double drive gates, a minimum of sixteen (16) feet in width, designed to accommodate Licensor's locks. in locations specified by Licensor. Licensee will ground and maintain all fencing. 16. Parkways i1nd Land a in : Licensee will keep parkway and sidewalk areas adjacent to the Property free of weeds and trash. Licensee will maintain parkways and provide landscaping that is compatible with adjoining properties and that is satisfactory to Licensor. 17. Irrigation Equipment: Any irrigation equipment located on the Property prior to the commencement of this Agreement, including but not limited to pipelines, well pumping equipment and other structures. is the property of Licensor and will remain on and be surrendered with the property -3- upon termination of this Agreement. Licensee will maintain, operate. repair and replace. if necessary, all irrigation equipment at its own expense. 18. Under round Tanks: Licensee will not install underground or above-ground storage tanks, as defined by any and all applicable laws or regulations, without Licensor's prior written approval. 19. Und r rot nd Facilities: Any underground facilities installed or maintained by Licensee on the Property must have a minimum cover of three feet from the top of the facility and be capable of withstanding a gross load of forty (40) tons on a three-axle vehicle. Licensee will compact any earth to a compaction of ninety percent (90%). Licensee will relocate its facilities at its own expense so as not to interfere with Licensoe's proposed facilities. 20. Utilities: Licensee will pay all charges and assessments for, or in connection with. water, electric current or other utilities which may be furnished to or used on the Property. 21. Taxes. Assessments and Liens: Licensee will pay all taxes and assessments which may be Ievied upon any crops, personal property, and improvements, including but not limited to. buildings, structures, and fixtures on the Property. Licensee will keep the Property free from all liens, including but not limited to, mechanics liens and encumbrances by reason of use or occupancy by Licensee, or any person claiming under Licensee. If Licensee fails to pay the above-mentioned taxes, assessments or liens when due, Licensor will have the right to pay the same and charge the amount to the Licensee. All accounts not paid within 30 days of the agreed upon due date will be charged a "late fee" on all amounts outstanding up to the maximum rate allowed by law. 22. cnse: Licensee will perform and pay all obligations of Licensee under this Agreement. All matters or things herein required on the part of Licensee will be performed and paid for at the sole cost and expense of Licensee, without obligation on the part of Licensor to make payment or incur cost or expense for any such matters or things. 23. Assignments: 'Ibis Agreement is personal to Licensee, and Licensee will not assign, transfer or sell this Agreement or any privilege hereunder in whole or in part, and any attempt to do so will be void and confer no right on any third party. 24. Compliance with Diw: Licensee will comply with all applicable federal, state. county and local laws, all covenants, conditions and restrictions of record and all applicable ordinances, zoning restrictions, rules, regulations, orders and any requirements of any duly constituted public authorities now or hereafter in any manner affecting the Property or the streets and ways adjacent thereto. Licensee will obtain all permits and other governmental approvals required in connection with Licensee's activities hereunder. 25. Governing Law: The existence. validity, construction. operation and effect of this Agreement and all of its terms and provisions will be determined in accordance with the laws of the State of California. 26. Indemnifiation - City of_Huntington_Beach Traffic_ Signal Purposes City hereby agrees to protect, defend, indemnify and hold harmless Edison. its officers and employees, against any and all liability, claims,judgment costs and demands, including those resulting from death or injury to persons and damage to Edison's property, arising directly or indirectly out of the use of the Properly by the City and the public. This indemnification does not include any liability, claims,judgment, costs and demands which 1) arise out of the negligence or willful misconduct of Edison or 2) does not arise out of the City's or the public's use of the property for traffic signal purposes. -4- 27. Termination: This Agreement may be canceled and terminated by either Licensor or Licensee, at any time. upon thirty (30) days notice in writing. Licensee will peaceably quit, surrender and. prior to termination date, restore the Property to a condition satisfactory to the Licensor. Termination, cancellation or expiration does not release Licensee from any liability or obligation (indemnity or otherwise) which Licensee may have incurred. Licensee's continued presence after termination shall be deemed a trespass. 28. Events of Default: The occurrence of any of the following shall constitute a material default and breach of this Agreement by Licensee: (a) Any failure by Licensee to pay the consideration due in accordance with Article 3, or to make any other payment required to be made by Licensee hereunder when due. (b) The abandonment or vacating of the Property by Licensee. (c) Any attempted assignment or subletting of this Agreement by Licensee in violation of Article 23. (d) The violation by Licensee of any resolution, ordinance, statute, code, regulation or other rule of any governmental agency in connection with Licensee's activities pursuant to this Agreement. (e) A failure by Licensee to observe and perform any other provision of this Agreement to be observed or performed by Licensee. where such failure continues for the time period specified in a written notice thereof by Licensor to Licensee. (1) Any attempt to exclude Licensor from the licensed premises. (g) The making by Licensee of any general assignment for the benefit of creditors: the appointment of a receiver to take possession of substantially all of Licensee's assets located on the Property or of Licensee's privileges hereunder where possession is not ' restored to Licensee within five (5) days: the attachment, execution or other judicial seizure of substantially all of Licensee's assets located on the Property or of Licensee's privileges hereunder, where such seizure is not discharged within five(5) days. (h) Any case, proceeding or other action brought against Licensee seeking any of the relief mentioned in "clause g" of this Article which has not been stayed or dismissed within thirty (30) days after the commencement thereof. 29. Remedies: In the event of any default by Licensee. then in addition to any other remedies available to Licensor at law or in equity, Licensor shall have the immediate option to terminate this Agreement and all rights of Licensee hereunder by giving written notice of termination to Licensee. Upon termination, Licensor will have the right to remove Licensee's personal property from the Property, including but not limited to, buildings, structures and fixtures. In addition. Licensor may immediately recover from Licensee all amounts due and owing hereunder, plus interest at the maximum rate permitted by law on such amounts until.paid, as well as any other amount necessary to compensate Licensor for all the detriment proximately caused by Licensee's failure to perform its obligations under this Agreement. 30. Non-Possesssory Interest., Licensor retains full possession of the Property and Licensee will not acquire any interest temporary. permanent, irrevocable, possessory or otherwise by reason of this Agreement, or by the exercise of the permission given herein. Licensee will make no claim to any such interest. Any violation of this provision will immediately void and terminate this Agreement. -5- 31. ZYaiver: No waiver by Licensor of any provision hereof shall be deemed a waiver of any other provision hereof or of any subsequent breach by Licensee of the same or any other provision. Licensor's consent to or approval of any act shall not be deemed to render unnecessary the obtaining of Licensor's consent to or approval of any subsequent act by Licensee. 32. u hors : This Agreement is pursuant to the authority of and upon, and is subject to the conditions prescribed by General Order No. 69-C of the Public Utilities Commission of the State of California dated and effective July 10, 1985. which General Order No. fig-C, by this reference, is hereby incorporated herein and made a part hereof. 33. Attorneys' Fees: In the event of any action, suit or proceeding against the other. related to this Agreement, or any of the matters contained herein, the successful party in such action, suit or proceeding shall be entitled to recover from the other party reasonable attorney fees incurred. 34. Electric and Magnetic_Flelds ('EMCk There have been numerous scientific studies about the potential effects of power-frequency electric and magnetic field ("EMF"). There are several sources of EMF, including household appliances and electric power facilities. After many years of research, scientists have not found that exposure to power-frequency EMF causes disease in humans. Research on this topic is continuing.Whenever anyone plans to license Edison property that is to close proximity to Edison electrical facilities, Edison wants to share with those involved in the development, Information or literature it has about EMF. Should Licensee wish, brochures will be made available, upon request, that explain some facts about EMF and that outline Edison's policy in this area. Please let Edison know if you have questions or wish to have additional information. 35. Notices: All notices required to be given by either party will be made in writing and deposited in the United States mail, first class, postage prepaid, addressed as follows: To Licensor: Southern California Edison Company Corporate Real Estate Department Real Estate Revenue Division 100 Long Beach Blvd. Suite 1004 Long Beach CA 90802 To Licensee: City of Huntington Beach Transportation Manager 2000 Main Street Huntington Beach. CA 92648 Business Telephone No. (714) 536-5523 Licensee will immediately notify Licensor of any address change. 36. Recording: Licensee will not record this Agreement. -6- 37. Qgmmplete Agreement: Licensor and Licensee acknowledge that the foregoing provisions and any addenda and exhibits attached hereto constitute the entire Agreement between the parties. IN UTINESS WHEREOF, the parties hereto have caused this Agreement to be executed In duplicate as of the day and year herein first above written. SOUTIIERN CALIFORNIA EDISON COMPANY By-WaW6 e LICENSOR ALICE LIKELY Licensing Specialist Real Estate Revenue Corporate Real Estate Department LICENSEE CITY OF HUNTINGTON BEACH. a municipal corporation of the State of California By Mayor - . ATTEST' ` ZIA,GKCG City Clerk APPROVED AS TO FORM:'- - - City Attorney REVIEWED AND APPROVED: City Administrator INITIATED, DATED AND APPROVED: Director of Public ti s -7- r rr 1 I I c� , � a a Ii z a I 1 1 CENTER -- - - ___L _ _ _ _ DR. -- —, I o O p U SCE R/W z 0 n z x I_e end l D 10 20 30 60 SCALE IN FEET O TRAFFIC SIGNAL AREA LICENSED TO CITY OF HUNTINGTON BEACH nip.q- Poffx 51 REFERENCE: TRAFFIC SIGNAL PLAN— EXHIBIT R " J�H " HUNTIyR;TON CENTER, CITY OF HUNTINGTON BEACH. FACILITY NAME: BARRE—ELLIS 220KV TA R/W P.I.D. N0. 5012001 J.O. DOTS I.D. LICENSEE: CITY OF HMMNGTON BEACH CITY: HUNTINGTON BEACH T.G.: 827/J5 R/P FILE NO: P92SO43-1--33 R/P AGENT:ALIM LIVE COUN.Y: ORANGE STATE: CA ENG. MPG. TECHNICIAN: RON FARZANEH SANDEF S MAP NO.:549258-18 I M.S.: CRAWIN3 : L043133.D',NG DATE a 08/05/92 09:05:25 ..1��` Southern Callfomlo Edson Company So�ahern California Edison Company j Policy II-8�1 ` ^Zeal Properties and Admini `ive Services Revised 06/24/96 Tier 1 Officer 4uthodz txon The following transactions (including the documents effecting these transactions) require approvatby�a vice president or higher: a) Agreements to retain accommodators to facilitate the real property exchange program must have the written concurrence'of a,Senior Vice President or the Chief Financial Officer of this corporation. b) Transactions of whatever nature. involving a value in excess of$1,000,000. c) Transactions of whatever nature which will result in funds or assets of this corporation of a value in excess of$100,000 being placed in an uninsured or unsecured position. d) Acceptance of easements from agencies of the United States which impose upon this corporation the obligation to wheel power for or on behalf of the'United States or in pursuance of a power z-arketmg program.of the United States. e) Applications to or licenses from the Federal Energy Regulatory Commission. f) Applications for authorizations or variances, or acceptances thereof, relating to the zoning of real property. g) Transactions required to be so approved by the provisions of the;Trust Indenture dated as of October 1, 1923 by and between Edison, Harris Trust and Savings Bank, and D. G. Donovan. Tier 2I)epartme t pr "ion Autho izX ation Transactions effected by the documents listed below and the documents effecting these transactions require the following approvals: Real s e Transaction Value Signature Livel $500,000 to $1 Millian Department Manager $250,000 up to $500,000 Division Manager S503000 up to$250,000 Manager or Project Manager Below $50,000 Agent or Technical Specialist Amendments Escrow Instructions Exchange Agreements Exclusive Authorization and Right to Sell Grant Deeds Grant of Easements Leases I. License Agreements - Option Agreements Purchase and Sale Agreements/Real Estate.Purchase (Sale) Contract and Receipt of Deposit Quitclaim Deeds Rental Agreements Any other instruments, agreements,and documents of any nature primarily affecting real properties and real property rights not listed above that have a real estate value established by an appraisal or valuation. Page 2 of 6 HUNMNOTON BEAC" 2000 Blain Street California 92648 Certificate of Self Insurance Mcmorandum Numbm FY 99-2000 #006 This Evidence of Coverage is used as a matter of information only and confers no rights upon the Certificate Holder. This evidence of Coverage does not amend, extend, or alter the coverage afforded by the memoranda listed below. Certificate Holder: Southern California Edison, P.Q. Box 410, Long Beach, CA 90801 Coverage Effective: 11/12/99 Coverage Expires: 11/12/00 This is to certify that the City of Huntington Beach is self insured for general liability claims. Sufficient cash reserves to afford coverage for uninsured losses are maintained at S1,000,000. Type of Coverage: General Liability Limit of Liability/Coverage: $1,000,000 Combined Single Limit per Occurrence Certificate Requested by. Bob Hidusky,Traffic Engineering Technician Description of Operation, vehicle or property: This certificate is issued to and additionally insures the Certificate Holder, its officers, agents and employees in conjunction %ith the use of Certificate Holder's property for placement of a City-owned traffic signal in the Edison right-of-way. Should any of the above coverages for the Covered Party be changed or vithdrawn prior to the expiration date issued above, City of Huntington Beach will mail 30 days written notice to the Certificate Holder, but failure to mail such notice shall impose no obligation or liabilitiy of any kind upon the City of Huntington Beach, its agents, officers or employees. If you have any questions, contact: Karen S.Foster, Risk Manager 2000 Alain Street. Huntington Beach, CA 92648 714/536-5589 Authorized Representative: _ _ __ _��___ _______________________________--- v v A ACHM N 2 ATTACHMENT 3 "UN NOTON BEACH 2000 Main Street California 92648 Certificate of Self Insurance Itiemoranduin Number: FY 99-2000 #006 This Evidence of Coverage is used as a matter of information only and confers no rights upon the Certificate Holder. This evidence of Coverage does not amend, extend, or alter the coverage afforded by the memoranda listed below. Certificate Holder: Southern California Edison, P.O.Box 410,Long Beach, CA 90801 Coverage Effective: 11/12/99 Coverage Expires: 11/12/00 Phis is to certify that the City of Huntington Beach is self insured for general liability claims. Sufficient cash reserves to afford coverage for uninsured losses are maintained at $1,000,000. Type of Coverage: General Liability Limit of liability/Coverage: S1,000,000 Combined Single Limit per Occurrence Certificate Requested by: Bob Hidusky, Traffic Engineering Technician Description of Operation, vehicle or property: This certificate is issued to and additionally insures the Certificate Holder, its officers, agents and employees in conjunction «zth the use of Certificate Holder's property for placement of a City-owned traffic signal in the Edison right-of-way. Should any of the above coverages for the Covered Party be changed or withdrawn prior to the expiration date issued above, City of Huntington Beach will mail 30 days written notice to the Certificate Holder, but failure to mail such notice shall impose no obligation or liabilitiy of any kind upon the City of Huntington Beach, its agents, officers or employees. If you have any questions, contact: Karen S. Foster,Risk Manager 2000 Alain Street. Huntington Beach, CA 92648 714/536-5589 Authorized Representative: _ �_�___.._____�_____________________________�_....__ v ATTACHMENT 4 LAO LO- LV CITY OF HUNTINGTON BEACH INTER-DEPARTMENT COMMUNICATION TO: ROBERT BEARDSLEY,Director of Community Services FROM: GAIL HU'TTON,City Attorney DATE: December 2, 1999 SUBJECT: RLS 99-740; LICENSE AGREEMENT WITH EDISON REGARDING TRAFFIC SIGNAL AT INTERSECTION OF CENTER AVENUE AND ONE PACIFIC PLAZA INDEX: LIABILITY AND LITIGATION;INDEMNITY AGREEMENTS AND BONDS I enclose the approved License Agreement between the City and the Southern California Edison Company("Edison') for the traffic signal at the intersection of Center Avenue and One Pacific Plaza(Agreement'). As you can see,the Agreement contains indemnification obligations flowing from the City to Edison. The indemnification provisions in Article 13 provide as follows: "Hazardous Waste: Licensee ["City"] will not engage in,or permit any other party to engage in,any activity on the Property that violates federal, state or local laves, rules or regulations pertaining to hazardous, toxic or infectious materials and/or waste. Licensee ["City"] will indemnify and hold Licensor["Edison'], its directors,officers,agents and employees, and its successors and assigns,harmless from any and all claims, loss, damage,actions,causes of action, expenses and/or liability arising from leaks of,spills of,and/or contamination by or from hazardous materials as defined by applicable laws or regulations,which may occur during and after the Agyeement term, and are attributable to the actions of,or failure to act by,Licensee ["City"] or any person claiming under Licensee ["City"].'. The indemnification provisions in Article 26 provide as follows: "Indemnification--Cityy ofHunting!on Beach—Traffic Signal Purposes: City hereby agrees to protect,defend, indemnify and hold harmless Edison, its officers and employees,against any and all liability,claims,judgment costs and demands, including those resulting from death or injury to persons and damage to Edison's property,arising directly or indirectly out of the use of the Property by the City and the public. This indemnification does not include any liability, claims,}ud,nent,costs and demands which 1) arise out of the negligence or willful misconduct of Edison or 2) does not arise out of the City's or the public's use of the property for traffic signal purposes. gljmf199memos\RLS9974042 Memo to Melanie F2I1on from Ga1TTiutton RLS99-409;First Amendment to NINA Consulting Agreement 12/03,'99 Page 2 of 2 Please be advised that the indemnification provisions in Articles 13 and 26 do not provide any reciprocal indemnification rights flowing to the City. Please also be advised that Edison was unwilling to change the attorney's fees provision,which awarded fees to the successful party, to the City's preferred language,which provides that each party will pay its owm attorney's fees, regardless of who prevails. Because the City is obligating itself to indemnify Edison,this Agreement requires City Council approval. Specifically,the RCA for this Agreement must include a separate motion to approve the City's indemnity obligation requirements requested by Edison. I also recommend that you inform Council of the lack of any reciprocal indemnity provisions. If you have any questions,please call me or John Fujii. _3&� XZ. 7-- 'OAIL HUTTON, City Attorney GH/j f Attachment: License Agreement between City and Edison for the traffic signal at the intersection of Center Avenue and One Pacific Plaza. cc: Robert Hidusky,Traffic Technician g AjmA99memos\RLS99-3 l 9 ATTACHMENT 5 BOLSA AVE. NCO PROJECT M c ADDE %E LOCA7ICN EDINCER 3 i u~•i AVE. _z 4 a RHE1L � w AVE.it ta' a t tn WARNER 8 $ AVE. SLATER AVE. Z m 405 ' .O TALBERT AVE. PACIFIC �r�3 ELLIs AVE. n _ CAR EL -' AVE. ti in ` a [� ~ Y0RKTOWN N AVE. in 0 Sr ADAMS AVE. x r a INDIANAPOUS AVE. Y o { O g TLANTA AVE. a 5 K ►� z HAM LTOIT AVE. OCEAN y�yy 6ANN NG A VICINITY MAP N.T.S. FILE N"E: C\ACAD\HlWSKY\SCEAGREE.WG CITY OF HUNTINGTON BEACH * PUBLIC WORKS * TRAFFIC ENGINEERING PROJECT LOCATION FIGURE CENTER AVE. AT ONE PACIFIC PLAZA A RCA ROUTING SHEET INITIATING DEPARTMENT: PUBLIC WORKS SUBJECT: APPROVE LICENSE AGREEMENT-CENTER DRIVE I TRAFFIC SIGNAL COUNCIL MEETING DATE: December 20, 1999 :": :L;1; ..................... JmilhoA:��ATTACHMENTS.'.','.'.'..''. . .....:::......':STATUS Ordinance (w1exhibits & legislative draft if applicable) Not Applicable Resolution (Nvlexhibits & legislative draft if applicable) Not Applicable Tract Map, Location Map and/or other Exhibits Attached Contract/Agreement (w1exhibits if applicable) (Signed in full bx the City Attorney) Attached Subleases, Third Party Agreements, etc. (Approved as to form by City Attomey) Not Applicable Certificates of Insurance (ApEroved by_the City Attomey) Not Applicable Financial Impact Statement (Unbudget, over S5,000) Not Applicable Bonds If applicable) Not Applicable Staff Report if applicable) Not Applicable Commission, Board or Committee Reeort If applicable) Not Applicable Findings/Conditions for Approval and/or Denial Not Applicable—i ...... EXPLANATION FOR MISSING ATTACHMENTS -. ...,.....E.—.......... REVIEWED RETURNED FORWARDED ............... '.:— Administrative Staff 121q qf)r.- It•je- I Assistant City Administrator(Initial) City Administrator(initial) 9,A City Clerk EXPLANATION'FOR RETURN OF, Oelow Space For Citk�Clerk's Use Only) I RCA Author. Bob Hwu&4 TiCe Wotes Office of the City Clerk -Ifunt%n,'ton Beach, CaCifornia . ���6�U8 �A'►+�t!/1_ - f�EC,Tl lrr .1�r 4G, �»�7` �i�r . mil S`�1C���� _T�►iir�a r �eP �1�14�� dh � �`u1 v~_G D ✓ r �L'A- �`-' r-h7 t 7�r 20IT P,c%s k V 30 Can ��ry n�P 4- /-iH4. ec a one YQg lle A«w3 Lst.•� s� //.->6 /A� ID IRS tl Eft � 13�� X���k�• � ���� �c�� �...K, I L�' 4 � ` v✓rS. .Gr- A, rr 7 j LA v�r� S c,� _ -�=�. �„1-c G��. � �? �. �. �-�• � ��. su tea,,�a�not�7_ X/z 0/9 7 zCe Wotes 'OE- y office of the City Clerfi. Huntington Beach, CaCifomia 1 Zoos- OP 41L 7 ( r�ram) �..r•.r. �,���""' 7-/-9 q � �� 7b ,tom • 1R4 an,OF HUNTINGTON BEACH INTERDEPA R TAIENTA L COADfUNICATION HC�7L`GTU18FaCF1 TO: Bob Hidusky, Traffic Technician FROM. Connie Brockway CP City Clerk DATE: January 5, 1999 SUBJECT: Southern California Edison Company—License Agreement--Center Drive Traffic signal Attached is a copy of the above referenced license agreement. On page I of the agreement the date of November 12, 1999 has been written in by someone other than the Clerk's Office. Please refer to page I of the agreement, Section 2. Term: wherein it states the date of July 1, I999 as the date the agreement was to have commenced. Should July 1, 1999 be the date entered in the first paragraph of page one of the agreement or December 20, 1999 the date that the City Council approved entering into the license agreement. It should not be November 12, 1999. If you will check with the City Attorney's Office it will be appreciated. /--26- CO .3oh H.clvc el, ,DPW /h 0u. Y40 Cl£&kf v fi�cr Jql41 Ti/J /, /999 �s SC a'. I .aJZ'e17 5C f e-o- Lc,.!/ G[ctIT oy it f1�T a�. Aa rfFlr��nT` Lva s in C��� I Cbmerno/2000-2jc r r � RP File No. P92SO43-1-33 Property No. POBEL827J51 Account No. 2075 LICENSE AGREEMENT J THIS AGREEMENT, made as of the ,��-- - day of �V � 19 q1, between SOL1T11ERN CALIFORNIA EDISON COMPANY. a corporation organized under the laws of the State of California, hereinafter called "Licensor", and CrIY OF HUN`nhGTON BEACH hereinafter called "Licensee"; UT NESSETH: That Licensor, for and in consideration of the faithful performance by Licensee of the terms, covenants and agreements hereinafter set forth to be kept and performed by Licensee, does hereby give to Licensee the license to use that certain real property described below and depicted on Exhibit A" attached hereto and made a part hereof the ("Property") solely for the purpose hereinafter specified, upon and subject to the terms, reservations, covenants and conditions hereinafter set forth. The subject Property is located in the City of Huntington Beach, County of Orange. State of California SUBJECT TO: Covenants, conditions. restrictions, reservations, exceptions. rights and easements, whether or not of record : 1. 11g: Licensee will use the Property for traffic signal purposes only. Licensor makes no representation, covenant, warranty or promise that the Property is fit for any particular use, including the use for which this Agreement is made and Licensee is not relying on any such representation, covenant, warranty or promise. Licensee's failure to make such use of the Property as determined by the Licensor in its sole discretion, will be grounds for immediate tennination of this Agreement in accordance with Article 28. 2. Term: Unless otherwise terminated as provided herein, this Agreement will be in effect for a term of ten (10) years commencing on the first day of July, 1999 and ending on the last day of June, 2009. Licensee acknowledges that this Agreement does not entitle Licensee to any subsequent agreement, for any reason whatsoever, regardless of the use Licensee makes of the Property. the improvements Licensee places on or makes to the Property. or for any other reason. 3. ConsideratiM: Licensee will pay to Licensor the sum of Two Hundred and 00/100 Dollars ($200.00) upon the execution and delivery of this Agreement for the full term of this Agreement. Ail accounts not paid within 30 days of the agreed upon due date will be charged a "late fee" on all amounts outstanding up to the maximum rate allowed by law. 4. Insurance: During the term of this Agreement. Licensee shall maintain the following insurance: (a) Workers' Compensation with statutory limits. in accordance with the Iaws of the State of California, and Employer's Liability with limits of not less than $500.000. Licensee shall require its insurer to waive all rights of subrogation against Licensor. -1- 11:30a' Fr=-SCE REAL ESTATE REV T-215 P.G1/09 F-438 SOUTHERN CALIFORNIA EDISON An EDISON INTERNATIONAL Company FAX CORPORATE REAL ESTATE DEPARTMENT REAL, ESTATE REVENUE ROOM 10041 LONG BEACH OFFICE BUILDING 100 LONG BEACH BLVD., LONG BEACH, CA. 90802 ` q DATE: -I PAGES (INCLUDING COVER SHEET: - TO: &IS 141 DuSkY COMPANY: CITY OF-' 9vrj-tlNG-r0� J3 6MV 5 73 PHONE#: �� s36 ~ 5 5!g . FROM: FPZkNK SALOMONE . FAX 411: (562) 491-3760 PHONE#: (562) 491-2717 CONDIENTS: �13/ NA (off 0 - TW F"VIouS �-t LAN U- FOX- )-CGOU07 N-c-20-19 11:30as Fraa-SCE REAL ESTATE REV 5524913760 T-275 P.02/03 F-438 • f ciry-o F 13= �T EAR RP File No.P92SO43-1 33 L I C E N S E A G R E E M E N T INDEX 1. USE 2 'TERM S. CONSIDERATION 4. LIABILITY INSURANCE 5 LICENSORS USE OF THE PROPERTY C LICENSEE'S IMPROVEMENTS 7. LICENSEE'S PERSONAL PROPERTY & HEIGHT LIMITATIONS 9, ACCESS AND CLEARkNCES 10. PARKING 11. FLAMMABLES. WASTE AND NUISANCES 12. PESTICIDES AND HERBICIDES , 13. HAZARDOUS WASTE 14. SIGNS - 15. FENCING 16. PARKWAYS AND LANDSCAPING 17. IRRIGATION EQUIPINTF= 18. UNDERGROUND TANKS 19. UNDERGROUND FACILITIES 20. UTILITIES 21. TAXES. ASSESSMENTS AND LIENS 22. EXPENSE 23. ASSIGNMENTS 24. CONIPLIANCE WITH LAW 25. GOVERNING LAW 26. INDEMNIFICATION 27. TERMINATION 28. EVENTS OF DEFAULT 29. REMEDIES 30. NON-POSSESSORY INTEREST 31. WAIVER 32. AUTHORITY 33. 4=ORNEY FEES 34. ELECTRIC AND NIAGNETIC FIELDS 35. NOTICES 36. RECORDING 37. COI�T'P1.1~'IE AGREEMENT Aged$CbPY r Ds5-20-99 11:31am From-SCE REAL `ESTA'TE REV 5624013760 T-278 P.03/09 F-438 RP File No. U2SQ43 1-33 LICENSE AGREEMENT THIS AGREEMENT.made as of the.� day of Z19 between SOUTHERN CALIFOILNIA EDISON COMPANY; a corpo on i e CIT d under the laws Df the State of California. hereinafter called "Licensor". and Y OF HUor NGT'ON BEACH hereinafter called 'Licensee": 'f MNESSETH: That Licensor, for and in consideration of the faithful performance by Licensee of the terms, covenants and agreements hereinafter set forth to be kept and performed by Licensee. does hereby give to Licensee the license to usc.that certain real property described below and depicted on Exhibit"A' attached hereto and made a part hereof the f Propert3r7 solely for the purpose hereinafter specitled. upon and subject to the terms, reservations, covenants and conditions hereinafter set forth. That property located in the City of Huntington Beach. County of Orange. State of California. SUBJECT TO: Covenants. conditions, restrictions. reservations. exceptions, rights and easements. whether or not of record. 1. 11=: Licensee will use the Property ;rt;ri iTic�5. urposes only. Licensor makes noC , representation. covenant, warranty -or promise operty is fit for any particular use. including the use for which this Agreement is made and Licensee is not relying on any such representation, covenant,warranty or promise. Licensee's failure to make such use of the Property as determined by the Licensor in Its sole discretion, will be grounds for immediate termination of this Agreement In accordance with Article 28. 2 Tom: Unless otherwise terminated as provided herein. this Agreement will be in LforJje of live (5)years co:nrnencing on the first day of July. 1994 and ending on the last day une, 19 censee aclmowlcdges that this Agreement does not entitle Licensee to any subsequent or any reason whatsoever. regardless of the use Licensee makes of the Property. the improvements Licensee places on or makes t9 the Property, or for any other reason. 9. Co s)deratlon: "No monetary considerati - Gratis.' a. Mab lity insurance: Licensee will insure its liabilities which may result from its activities hereunder by the purchase of a liability insurance pokey with a Combined Single Limit of not Iess than One Xithon and 00/100 DoIlar•s ($1,000,000.00) and will include Licensor as an additional insurediiLicensee will provide Licensor with evidence of such insurance upon request. 5. f h Licensee agrees that Licensor. its successors and assigrid. have the right to enter upon the Property, at any time. for any purpose, and the right to conduct any activity on the Property. Exercise of these rights by Licensor.its successors and assigns. will not result in compensation to Licensee for any damages whatsoever to personal property and/or crops located on the Property. 6. t Improvements: Licensee must submit. for Licenser's prior written approval, complete improvement plans. including grading plans, identifying all existing and proposed improvements, prior to making any use of the Property. Licensee must submit, for Licensee's prior written approval plans for any modifications to such improvements. Written approval may be modified and/or rescinded by Licensor for any reason whatsoever. At any time. Licensee may be required to modify and/or remove any or all such previously approved improvements at Licensee's -1- r CR:-20-99 11:31am From-SCE REAL. ESTATE REV 5624213760 T-275 P.04/02 F-439 . risk and expense and without uny compensation from Licensor. Li~ or is not required, at any time. to make any improvements. alterations. changes or additions of any nature whatsoever to the Property. Licensee expressly acknowledges that any expenditures or improvements will in no way alter Licensor's right to terminate to accordance wrh Article 27. 7. n . All approved equipment and other property brought placed or erected on the Property by Licensee shall be and remain the Property of Licensee. except as otherwise set forth herein. If Licensee is not in d.-fault hereunder. Licensee shall have the right to remove the same from the Property at any time prior to thirty (30) days after the expiration or earlier termination of this Agreement: provided, however, that Licensee shall promptly.restore any damage' to the property caused by the removal. If Licensee is in default, however. such equipment or other property shall not be removed by Licensee without Llcensor's written consent until Licensee has cured such default, and Licensor shall have a lien thereon to the extent thereof. & Height LtmItations* Any equipment used by Licensee or its agents, employees or contractors, on and/or adjacent to the Property, will be used and operated to as to maintain a m:n1mum clearance of seventeen (17) feet from all overhead electrical conductors. All trees and plants on the Property will be maintained by Licensee at a maximum height of fifteen (15) feet. If requested by Licensor, Licensee will remove.any tree and/or other planting. 9. Acress and Clearances: Licensee will provide Licensor with adequate access to all of Licensor's facilities on the Property and at no time will there be any interference with the free movement of Licensoes equipment and materials over the Property. Licensor may require Licensee to provide and maintain access roads within the Property, at a minimum of sixteen (16) feet in width. together with commercial driveway aprons and curb depressions capable of supporting a gross load of forty (40) tons on a three-axle vehicle. Unless othemrise specified in writing by Licensor.Licensee will make no use of the area directly underneath Licensor's towers and will maintain the following minimum clearances at all times: a. A 25-foot-radius around all tower legs. b. A 10-foot-radius around all steel and wood poles. 10. Parking: Licensee will not park, store, repair or refuel any motor vehicles or allow parking, storage, repairing or refueling of any motor vehicles on the Property unless specifically approved in writing by Licensor. 11. F,lammahlees Wagtt ,and- Nuisance; Licensee will not, nor allow others to, place or store any flammable or waste materials on the Property or commit any waste or damage to the 1:7operty or allow any to be done. Licensee will keep the Property clean, free from weeds, rubbish and Cebris. and in a condition satisfactory to Licensor. Licensee wfll be responsible for the control of and will be liable for any damage or disturbance. caused by dust odor. flammable or waste materials. noise or other nuisance disturbances. Licensee will not permit dogs on the Property. 12. P_estleldes and Herbicides: Any pesticide or herbicide applications and disposals will be made in accordance with all federal. state, county and local laws. Licensee will dispose of all pesticides. herbicides and any other toxic substances declared to be either a health or environmental hazard as well as all materials contaminated by such substances. Including but not limited to. eantatners. clothing and equipment In the manner prescribed by law. 13. 1107Rrdous waste: Licensee will not engage in. or permit any other party to engage in, azy activity on the Property that violates federal, state or local laws, rules or regulations pertaining to hazardous, toxic or infectious materials and/or waste. Licensee will indemnify and hold Licensor. its d[rectors, officers. agents and employees. and its successors and assigns, harmless from any and all -2- D.t-I0-99 11:31un From-SCE REAL ESTATE REV 5SZ4913760 T-275 P.05/09 F-431 claims, loss, damage. actions, auses of action, expenses and/or 1�ability arising from leaks of. spills of. and/or contamination by or from hazardous materials as defined by applicable Saws or regulations,which may occur during and after the Agreement tern.. and'are attributable to the actions of. or failure to act by,Licensee or arty person claiming under Licensee. I4. �iT: Licensee %must obtain written approval from Licensor prior to the construction or placement of any sign. signboard or other form of outdoor advertising. 15. Eencing: Licensee may install fencing on the Property with prior written approval from Licensor. Such fencing will include double drive gates. a minimum of sixteen (161 feet in width. designed to accommodate Licensor's locks. In locations specillcd by Licensor. Licensee will ground and maintain all fencing. 16. PaJey= gnd : Licensee will keep parkway and sidewalk areas adjacent to the. Property free of weeds and trash, licensee will maintains parkways and provide landscaping that is compatible with adjoining properties and that is satisfactory to Licensor. 17. Irrigation Enufgment: Any irrigation equipment Iocated on the Property prior to the .commencement of this Agreement. including but not limited to pipeltnes. well pumping equipment cx.d other structures, is the property of Licensor and will remain on and be surrendered v.-ith the Property upon termination of this Agreement. Licensee will maintain, operate, repair and replace. if necessary, all trr�gratton equipment at its own expense. 18. : Licensee will not install underground or above-ground storage tanks, as defined by any and all applicable laws or regulations. without Licensor's prior written zpproval. 19. nderg_rovnd FaCtltties: Any underground facilities installed or maintained by Licensee on the Property must have a minimum cover of three feet froun the top of the facility and be capable of withstanding a gross load of forty(40) tons on a three-axle vehicle. Licensee will compact cry earth to a compaction of ninety percent (90%). Licensee will relocate its facilities at its own expense so as not to interfere with Licensoes proposed facilities. 20. t t : Licensee will pay all charges and assessments for. or in connection with. water. electric current or ather utilities which may be furnished to or used on the Property. 21. TaxtA. a 4 nc] Liens: Licensee will pay all traces and assessments which may bs levied upon any crops, personal property, and real property,including but not lirnited to, buildings. s:ructures. and fixtures on t2he Property. Licensee will keep the Property free from all liens, including but riot limited to. mechanics liens and encumbrances by reason of use or occupancy by Licensee. or aiy person claiming under Licensee. If Licensee fails to pay the above-mentioned taxes. assessments a:-liens when due. Licensor will have the right to pay the same and charge the amount to the Licensee. All accounts not paid within 30 days of the agreed upon due date will be charged a ten percent(IMA) "late fee" on all amounts outstanding or at the maxia.um rate allowed by law.. 22. Ems: Licensee Will perform and pay all obligations of Licensee under thts Agreement. All matters or things beret.-i required on the part of Licensee will be performed and paid fc: at the sole cost and expense of Licensee. without obligation on the pzA of Licensor to make pryment or incur cost or expense for any such matters or things. 23. bgslgnm : This Agreement is personal to Licensee, and Licensee will not assign, transfer or sell this Agreement or any privilege hereunder in whole or in part, and any attempt to do so wall be void and confer no right on any third party. -3- t C#:-20-99 11:322n From-SCE REAL ESTATE RN SS24913760 T-275 P•09/09 F-438 24. w- .Licensee will comply with all pplicable federal. state. county and local laws, all covenants. conditions and restrictions of record and all applicable ordinances. coning restrictions, rules. regulations, orders and any requirements of any duly constituted public authorities now or hereafter in any manner affecting the Property or the streets and ways adjacent thereto. Licensee vdU obtain all permits and other governmental approvals required to connection with Licensee's activities hereunder. 25. Q,averning Jig: The eadstence, validity, construction. operation and effect of this Agreement and all of its terms and provisions Mil be determined in accordance with the laws of the fate. of California. 26. Indemningption Licensee shall hold harmless. defend and indemnify Licensor, its rMcers. agents and employees. and its successors and assigns, from and against all claims, loss. damage. actions. causes of actions. expense and/or liability arising from or growing out of loss or t'.arnage to property, Including that of Licensor, or injury to or death of persons, including employees c f Licensor resulting in any manner whatsoever. directly or indirectly, by reason of this Agreement or the use or occupancy of the Property by Licensee or any person clatruing under Licensee. 27. Termination: This Agreement may be cancelled and terminated by either Licensor or Licensee, at any time, upon thirty(30) days notice in writing. Licensee will peaceably quit, surrender and, prior to termination date. restore the Property to a condition satisfactory to the Licensor. Termination. cancellation or expiraUon does not release Licensee from any liability or obligation (indemnity or otherwise) which Licensee may have incurred. Licensee's continued presence after ' tcrmination shall be deemed a trespass. 28. EzenU gf ric cult: The occurrence of any of the following shall constitute a material d.fault and breach of this Agreement by Licensee: (a) Any failure by Licensee to pay the consideration due in accordance with Article 3, or to make any other payment required to be made by Licensee hercunderwhen due. (b) The abandonment or vacating of the Property by Licensee. (c) Any attempted assignment or subletting of this Agreement by Licensee in violation of Article 23. (d) The violation by Licensee of any resolution, ordinance. statute. code, regulation or other rule of any governmental agency in connection with Licensee's activities pursuant to this Agreement. (e) A failure by Licensee to observe and perform any other provision of this Agreement to be observed or performed by Licensee.where such failure continues for the time period specified in a written notice thereof by Licensor to Licensee. - (f1 Any attempt to exclude Licensor from the licensed premises. (g} The making by Licensee of any general assignment for the benefit of creditors; the appointment of a receiver to take possession of substantially all of Licensee's assets located on the Property or of Licensee's privileges hereunder where possession is not restored to Licensee within five (5) days; the attaehmenL execution or other judicial seizure of substantially all of Licensee's assets located on the Property or of Licensee's privileges hereunder.where such seizure is not discharged within five (5) days. -4- Dr.-20-99 11:33aa From-SCE REAL ESTATE REV 5624913TEO T-2T5 P.OT/09 F-439 . (h) Any case, proceeding or other action brought against Licensee seeking any of the relief mentioned La"clause C of this Article which has not been stayed or dismissed within thirty(30) days after the commencement thereof. 29. $emed1Cg* in the event of any default by Licensee. then in addition to any other remedies available to Licensor at law or in equity. Licensor shall have the immediate option to terminate this Agreement and all rights of Licensee hereunder by giving written notice of termination to Licensee. Upon termination. Licensor will have the right to remove Licensee's personal property from the Property. including but not limited to, buildings. structures and fixtures. in addition, Licensor may immediately recover from Licensee all amounts due and owing hereunder. plus interest at the maximum rate permitted by law on such amounts until paid. as well as any other amount necessary to compensate Licensor for'aIl the detriment proximately caused by Licensee's failure to perform its obligations under this Agreement. 30. Non-Poceess2ry Interest: Licensor retains full possession of the Property and Licensee ,%41 not acquire any interest temporary. permanent. irrevocable, possessory or otherwise by reason of this Agreement or by the exercise of the permission given herein. Licensee will make Tio claim to any uch interest. Any violation of this provision will Immediately void and terminate this Agreement. 31. Waiver- No waiver by Licensor of any provision hereof shall be deemed a waiver of i.ry other provision hereof or of any subsequent breach by Licensee of the same or any other provision. Licensoe's consent to or approval of any act shall not be deemed to render unnecessary the cbtaining of Licensoe's consent to or approval of any subsequent act by Licensee. 32. 8u1ho11ty: This Agreement is pursuant to the authority of and upon. and is subject to 0e conditions prescribed by Genera Order No. 69-C of the Public Utilities Commission of the State of California dated and effective Jelly 10. 1985.which General Order No. 69-C.by this reference, is hereby Incorporated herein and made a part hereof. 33. Atinmc3m_Fees: In the event of any action, suit or proceeding against the other,related to this Agreement, or any of the matters contained herein. the successful party in such action, suit or proceeding shall be entitled to recover from the other party reasonable attorney fees incurred. 34. Elector. and,MFtenel,1c Fields: In recent years there have been numerous scientific studies about the effects of electric and magnetic fields (EMF). There,are several sources of ENIF. Including household appliances and electric power facilities, Scientists do not agree on how to interpret the currently available Information. 'there Is agreement, however, that this is an important Issue that should be resolved. Whenever anyone plans to license Edison property that is in close proximity to Edison electric facilities. we want to share with theta the balanced information or lt.erature we have about MF if they are interested. We have attached to this license an Edison brochure that explains some basic facts about EMF and outlines Edison's policy in this area. Please Iet us know if you have questions or wish to have additional information. 35.- ]Sottces: All notices required to be given by either party will be made in writing and deposited in the United States wail.first class. postage prepaid. addressed as follows: -5- r DM-20-92 11:33am From-SCE REAL ESTATE REV 3624913T60 T-276 P.08/07 F-438 --..To Licensor. Southern California Edison Company Real Properties and Administrative Services Land Services Division 500 N.State ColIege,Suite 750 Orange.CA 02W To Licensee- City of Huntington Beach Public Works Dept T7aftic Eng. 2000 Matn Street Huntington Beath. CA 92648 Business Telephone No. (7I4)536-5580 I•tcensee will immediately notify Licensor of any address change. 36. Fecordige_ Licensee wtll not record this Agreement. 37, C2MRIett &LTrrmtnj: Licenser and Licensee acknowledge that the foregoing 1�rovistons and any addendums and exhibits attached hereto constitute the entire Agreement between the parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in ' e-uplicate as of the day and year herein first above written. . SOUT UMN CALTFORNLA EDISON COMPANY . By O�Signori By LICENSOR A.E. KNUDSEN Regional Manager Land Services Division Real Properties and Administrative Services CITY OF HUNTINGTON BEACH WOW Signed By- LICENSEE A$emt's Copy -6- Ci-2C-21 11:34as Frog-SCE RM ESTATE REV SGZAIIIT60 T-275 P.04/G4 F-431 y Q. W g -•---� CENTER-- -- _ «. . l �s�w rrr..� �rr�•..,��:...,w .r w•w�r.rr �rrr w.wr+r.w r�- •—wr w�� o o SCE RIW x r Lg -end - � � . . . a 10 20 30 60 • . SCALE 1N FEET O TRAFFIC SIGNAL ARE LICENSED ' TO CITY OF F:lJNTINCTON BEACH REFERENCE: TRAFFIC SIGNAL PLAN, EXHIBIT�[ 91 A s! MMNGTON CENTER, CITY OF HUNTINGWN BEACH. PG. 1/2 FACILITY IIAME: WRE—EIUS 220KV T/L R/W P.S.D. NO. 5012001 J•O• DOTS L.D. UCENSEE C(TY Or KttsMmCTON BEACIi CITY: MMNOTON BEACH T.C.: 827/J5 R/P FILE No: P92S043-1-33 R/P AGENT;W.RK MEZNER/B.BRANT COUNTY: ORANGE STATE: CA ENG. MPC. TECHNICIAN: RON FAR7.MEH SANOCRS MAP NO.:342253—1 a M.S.: _ MWING to L 043133.DWG DATE : 08/05/92 09:05:23 -rr r Southern Cgflfornia Edson Company