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2300 - Southern California Edison - Guess Park License Agreement SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) CITY OF ROSEMEAD- GUESS PARK LICENSE AGREEMENT INDEX OF ARTICLES • 1. USE 2. TERM 3. CONSIDERATION 4. INSURANCE 5. LICENSOR'S USE OF THE PROPERTY 6. LICENSEE'S IMPROVEMENTS 7. LICENSEE'S PERSONAL PROPERTY 8. HEIGHT LIMITATIONS AND VERTICAL CLEARANCES 9. ACCESS AND CLEARANCES 10. PARKING 11.WEEDS, BRUSH, RUBBISH AND DEBRIS (WEED ABATEMENT) 12. FLAMMABLES, WASTE AND NUISANCES 13. PESTICIDES AND HERBICIDES 14. HAZARDOUS WASTE 15. SIGNS 16. FENCING 17. PARKWAYS AND LANDSCAPING 18.IRRIGATION EQUIPMENT 19. UNDERGROUND TANKS 20. UNDERGROUND FACILITIES 21. UTILITIES 22.TAXES, ASSESSMENTS AND LIENS 23. EXPENSE 24.ASSIGNMENTS 25. COMPLIANCE WITH LAW 26. GOVERNING LAW 27.INDEMNIFICATION 28.TERMINATION 29. EVENTS OF DEFAULT 30. REMEDIES 31. NON-POSSESSORY INTEREST 32.WAIVER 33.AUTHORITY 34.ATTORNEY FEES 35. ELECTRIC AND MAGNETIC FIELDS 36. INDUCED VOLTAGES Initial M )/( �r/ Licensor/License- -1- 2015.15.05-26-V13-GS icensor/License- -1- 2015.15.05-26-V13-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 37. NOTICES 38.RECORDING 39. COMPLETE AGREEMENT 40. SIGNATURE AUTHORITY APPENDIX: GUIDELINES FOR STANDARD LICENSEE IMPROVEMENTS ADDENDUM(S) PARK USE TREES AND LANDSCAPING Initial (b/n Licensor/IVicensee -2- 2015.15.05-26-V13-GS-JH • 1 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) LICENSE AGREEMENT THIS AGREEMENT between SOUTHERN CALIFORNIA EDISON COMPANY, a corporation organized under the laws of the State of California, hereinafter called "Licensor", and CITY OF ROSEMEAD—GUESS PARK, 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, does hereby give to Licensee the license to use that certain real property solely for the purpose hereinafter specified, upon and subject to the terms, reservations, covenants and conditions hereinafter set forth, hereinafter designated as "Property" on the Exhibit "A" attached hereto and made a part hereof, being a portion of Assessor's Parcel Number 5389-004-800, situated in the City of Rosemead, County of Los Angeles, 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 park and recreation 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 utilize the Property in accordance with this License as determined by the Licensor in its sole discretion will be grounds for immediate termination of this Agreement in accordance with Article 29. 2. Term: Unless otherwise terminated as provided herein, this Agreement will be in effect for a term of five (5) years commencing on the first day of September, 2016 and ending on the last day of August, 2021. 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 with subsequent annual payments. Payment to Licensor must be in the form of a check or money order payable to Southern California Edison Company. No cash payments will be accepted by Licensor. Payment schedule as follows Term Year Due Yearly Payment Due Amount First Day Of First Year 2016 $200.00 September Second Year 2017 $206.00 September Third Year 2018 $212.18 September Fourth Year 2019 $218.55 September Fifth Year 2020 $225.10 September ff Initial ( )/ /r Licen or/Licensee -3- 2015.15.05-26-V13-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) All accounts not paid within 30 days of the agreed upon due date will be charged a late fee equal to ten percent (10%) of the full amount that was due on said date. To the extent a payment is not made within sixty (60) days, Licensor may increase the late fee to twenty percent (20%) of the full amount that was due on the agreed upon date. Licensor shall further be entitled to any other fees associated with collection of the unpaid amounts (including, but not limited to attorney's fees and costs). All payments subsequent to the initial payment will be paid to the Southern California Edison Company, Post Office Box 800 Rosemead, California, 91770, and Attention: Corporate Accounting Department—Accounts Receivable. 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 $1,000,000.00 each accident, disease/each employee, and disease/policy limit. Licensee shall require its insurer to waive all rights of subrogation against Licensor, its officers, agents and employees, except for any liability resulting from the willful or grossly negligent acts of the Licensor. (b) Commercial General Liability Insurance, including contractual liability and products liability, with limits not less than $2,000,000.00 per occurrence. 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 separation of insureds or cross-liability clause, and (iv) require its insurer to waive all rights of subrogation against Licensor, its officers, agents and employees, except for any liability resulting from the willful or grossly negligent acts of the Licensor. (c) Commercial Automobile Liability insurance with a combined single limit of $1,000,000.00.. Such insurance shall cover the use of owned, non-owned and hired vehicles on the Property. Licensee shall provide Licensor with proof of such insurance by submission of certificates of insurance, pursuant to Article 37 "Notices", at least ten days prior to the effective date of this Agreement, and thereafter at least ten days prior to each insurance renewal. Such insurance shall not be canceled nor allowed to expire, nor be materially reduced, without thirty days prior written notice to Licensor, ten days for non-payment of premium. The required insurance policies shall be maintained with insurers reasonably satisfactory to Licensor, and shall be primary and non-contributory with any insurance or self-insurance maintained by Licensor. 5. Licensor's Use of the Property: Licensee agrees that Licensor, its successors and assigns, have the right to enter upon the Property, at all times, 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, but not limited to, grading, lighting, landscaping, grounding, Agi Initial im)/ L Licensor/ Arcensee -4- 2015.15.05-26-V13-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) and irrigation plans, - identifying all existing and proposed improvements, a minimum of sixty (60) days prior to making any use of the Property. Licensee's conceptual plans for proposed improvements shall be developed in accordance with the guidelines contained in the Appendix to this License. It is understood and agreed that the general guidelines contained in the Appendix are intended to provide a framework for the development of conceptual plans only; and that Licensor may modify or add to the conditions contained in the Appendix hereto, based on individual site characteristics, Licensor's existing or potential operating needs or Licensee's proposed use(s). 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 28. 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 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. Licensee further acknowledges and agrees that Licensor is not responsible for Licensee's property. Licensor further assumes no duty or obligation to maintain or secure Licensee's property including, but not limited to such times when Licensee's property may not be removed by Licensee from the Property in the event of a default. 8. Height Limitations and Vertical Clearances: 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 minimum clearances from all overhead electrical conductors as designated in the table below: Vehicle/ Equipment Vertical Clearance 500 kV 36 feet - 220 kV-66kV 30 feet <66kV (Distribution facilities) 25 feet Telecom 18 feet 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, at Licensee's expense, any tree and/or other planting. 9. Access and Horizontal 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 usable width of sixteen (16) feet, together with commercial driveway aprons and curb depressions capable of supporting a gross load of forty (40) tons on a three-axle vehicle. The minimum width of all roads shall be increased on Initial (M_)/( " '3 Licensor/Licensee -5- 2015.15.05-26-V13-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) curves by a distance equal to 400/inside radius of curvature. All curves shall have a radius of not less than 50 feet measured at the inside edge of the usable road surface. 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 50-foot-radius around suspension tower legs, H-Frames and poles and 100-foot radius around dead-end tower legs, H-Frames and poles. b. A 25-foot-radius around all other poles. NOTE: Additional clearance may be required for structures. 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. Weeds, Brush, Rubbish and Debris (Weed Abatement): Licensee will keep the Property clean, free from weeds, brush, rubbish and debris and in a condition satisfactory to Licensor. 12. Flammables, Waste and Nuisances: Unless permitted by Licensor in writing, Licensee will not, or allows others to place, use, or store any flammable or combustible materials or waste materials on the Property or commit any waste or damage to the Property or allow any to be done. 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. 13. Pesticides 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, containers, clothing and equipment, in the manner prescribed by law. 14. 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/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. 15. Signs: Licensee must obtain written approval from Licensor prior to the construction or placement of any sign, signboard or other form of outdoor advertising. Licensee shall within three (3) days from the date on which the Licensee becomes aware of the graffiti remove any signs containing graffiti or shall otherwise remove such graffiti from the signs in a manner reasonably acceptable to Licensor. Licensee shall not advertise on any Sign any product, service, or good which is offensive to the public or which Licensor, in its reasonable discretion, deems objectionable. 16. Fencing: Licensee may install fencing on the Property with prior written approval from Licensor. Such fencing will include double drive gates, a minimum of twenty (20) feet in width, Initial d&_)/( / Licensor/L censee -6- 2015.15.05-26-V13-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) designed to accommodate Licensor's locks, in locations specified by Licensor. Licensee will ground and maintain all fencing in a manner acceptable to Licensor. Grounding plans must be prepared and stamped by a licensed electrical engineer and submitted to Licensor. 17. Parkways and Landscaping: Licensee will keep parkway and sidewalk areas adjacent to the Property free of weeds, brush, rubbish and debris. Licensee will maintain parkways on the Property and provide landscaping that is compatible with adjoining properties and that is satisfactory to Licensor. 18. 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 upon termination of this Agreement. Should Licensee desire to use the irrigation equipment, Licensee will maintain, operate, repair and replace, if necessary, all irrigation equipment at its own expense. 19. Underground and Above-Ground 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. 20. Underground Facilities: Licensee must contact Dig Alert prior to any underground installation. 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 excavated 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. 21. 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. 22. 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. 23. Expense: 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. 24. Assignments: 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 will be void and confer no right on any third party. 25. Compliance with Law: Licensee will comply with all applicable federal, state, county and local laws, all covenants, conditions and restrictions of record and all applicable ordinances, Initial (�M)/ j// ) Licensor/ icensee -7- 2015.15.05-26-V13-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 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. 26. 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. 27. Indemnification: Licensee shall hold harmless, defend and indemnify Licensor, its officers, 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 damage to property, including that of Licensor, or injury to or death of persons, including employees of 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 claiming under Licensee. 28. Termination: Licensor may cancel and terminate this agreement, at any time, for any reason for all or any portion of the licensed Property, upon thirty (30) days notice in writing, unless otherwise extended by Licensor at the sole and absolute discretion of the Licensor. Licensee may cancel and terminate this agreement at any time, for any reason for all of the licensed Property, upon thirty (30) days notice in writing. In the event Licensee wishes to cancel and terminate this agreement for a portion of the licensed property, Licensee will request Licensor's consent to either an amendment or a new license, such consent may be withheld in Licensor's sole and absolute discretion. To the extent an amendment or new license is granted, Licensee shall peaceably quit, surrender and, prior to termination date, restore the Property being vacated to the condition in which it existed prior to Licensee's use of the Property in a manner satisfactory to 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. To the event of a termination for any reason other than non-payment of the License fee, Licensor shall refund any previously collected/pre-paid License fees covering the unused portion of the remaining term. 29. 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 24. (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. Initial ( )/( /j.'4 Licensor/Lic''see -8- 2015.15.05-26-V13-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) (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. (f) 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. 30. 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 any and all of Licensee's personal property from the Property, including but not limited to, buildings, structures, fixtures, or goods. 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. Such amounts shall include, but are not limited to environmental studies and environmental remediation and/or cleanup attributable to Licensee's use of the Property. Licensor shall have no obligation to keep or otherwise maintain Licensee's property and may, at its option sell such property or otherwise dispose of it. 31. Non-Possessory 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. 32. Waiver: 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. 33. Authority: This License Agreement is executed subject to General Order No. 69-C of the Public Utilities Commission of the State of California dated and effective July 10, 1985, incorporated herein by this reference. As set forth in General Order 69-C, this License is made conditional upon the right of the Licensor either on order of the Public Utilities Commission or on Grantor's own motion to resume the use of the property in question (including, but not limited to the removal of any obstructions) whenever, in the interest of Licensor's service to its patrons or consumers, it shall appear necessary or desirable to do so. Licensee agrees to comply with all applicable federal, state and local laws and regulations. This License Agreement should not be construed as a subordination of Licensor's rights, title and interest in and to its fee ownership, nor /1A4)41Initial (*_)/( Licensor/Li ensee -9- 2015.15.05-26-V13-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) should this License Agreement be construed as a waiver of any of the provisions contained in said License or a waiver of any costs of relocation of affected Licensor facilities. 34. 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. 35. Electric and Magnetic Fields ("EMF"): There are numerous sources of power frequency electric and magnetic field ("EMF"), including household or building wiring, electrical appliances and electric power transmission and distribution facilities. There have been numerous scientific studies about the potential health effects of EMF. Interest in a potential link between long-term exposures to EMF and certain diseases is based on the combination of this scientific research and public concerns. While some 40' years of research have not established EMF as a health hazard, some health authorities have identified magnetic field exposures as a possible human carcinogen. Many of the questions about specific diseases have been successfully resolved due to an aggressive international research program. However, potentially important public health questions remain about whether there is a link between EMF exposures .in homes or work and some diseases including childhood leukemia and a variety of other adult diseases (e.g. adult cancers and miscarriages). While scientific research is continuing on a wide range of questions relating to exposures at both work and in our communities, a quick resolution of the remaining scientific uncertainties is not expected. Since Licensee plans to license or otherwise enter Licensor property that is in close proximity to Licensor electric facilities, Licensor wants to share with Licensee and those who may enter the property under this agreement, the information available about EMF. Accordingly, Licensor has attached to this document a brochure that explains some basic facts about EMF and that describes Licensor policy on EMF. Licensor also encourages Licensee to obtain other information as needed to assist in understanding the EMF with respect to the planned use of this property. 36. Induced Voltages: Licensee hereby acknowledges that any structures (including, but not limited to, buildings, fences, light poles) that exist or may be constructed on the Property licensed herein, (hereinafter, the "Structures") in close proximity to one or more high voltage (66 kilovolt or above) electric transmission lines and/or substation facilities may be susceptible to induced voltages, static voltages and/or related electric fault conditions (hereinafter collectively referred to as "Induced Voltages") unless appropriate grounding or other mitigation measures are incorporated into the Structures. If not properly mitigated, Induced Voltages can result in a variety of safety and/or nuisance conditions including, but not limited to, electric shocks or other injuries to individuals contacting the Structures or other utilities connected to the Structures (including, but not limited to, natural gas lines, water lines or cable television lines), or interference with or damage to sensitive electronic equipment located in or around the Structures. Appropriate measures to mitigate Induced Voltages, if required, will vary from case to case because of factors such as electric facility configuration and voltage, other utilities involved, or sensitivity of electronic equipment. Licensee will be responsible to determine what, if any, Induced Voltages mitigation measures should be undertaken regarding the Structures and to implement such mitigation measures at its sole cost and expense. Licensee agrees for itself and for its contractors, agents, licensees, invitees, and employees, to save harmless and indemnify Licensor, its parent, subsidiaries and affiliated entities and their respective officers and employees from and against any and all claims, loss, damage, actions, causes of action, expenses and/or liability arising from or growing out of loss or damage to property, including Initial )/' ) Licensor/1 censee -10- 2015.15.05-26-V13-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) Licensor's own personal property, or injury to or death of persons, including employees of Licensor caused by or resulting from or connected to Induced Voltages on or related to the Structures. 37. 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 Real Properties Department Land Management-Metro Region 2131 Walnut Grove Avenue Rosemead, CA 91770 To Licensee: City of Rosemead- Guess Park 8838 East Valley Boulevard Rosemead, CA 91770 Business Telephone No. (626) 403-3338 Licensee will immediately notify Licensor of any address change. . 38.. Recording: Licensee will not record this Agreement. 39. Complete Agreement: Licensor and Licensee acknowledge that the foregoing provisions and any appendix, addenda and exhibits attached hereto constitute the entire Agreement between the parties. 40. Signature Authority: Each of the persons executing this Agreement warrants and represents that he or she has the full and complete authority to enter into this Agreement on behalf of the Party for which he or she is signing, and to bind said party to the agreements, covenants and terms contained herein. (this space left intentionally blank) Initial M,_)/( Licensor/Licensee -11- 2015.15.05-26-V13-GS-JH V SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate. SOUTHERN CALIFORNIA EDISON COMPANY ByOJAIAiL) °'&0( LICENSOR a7/20) ,Sr e CHERI MCELROY Land Services Agent Land Management-Metro Region Real Properties Department CITY OF ROSEMEAD- GUESS PARK By 2-1 LICENSEE Date Print Name: `' 41/4 Initial �/ ) 0IC Licensor/L. ensee -12- 2015.15.05-26-V13-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) APPENDIX Guidelines for Standard Licensee Improvements The following criteria are provided to aid in the development of a conceptual plot plan to be submitted to Southern California Edison Company herein after referred to as "Licensor" for consideration and approval prior to the start of anti construction on"Licensor"propertu. Plans should be developed indicating the size and location of all planned improvements. The plan should specify the dimensions of all planned improvements as well as the distance of all planned improvements from property lines and all adjacent "Licensor" towers, poles, guy wires or other "Licensor" facilities. The plan must show the locations of all "Licensor" towers and poles, 16-foot wide access roads, main water lines and water shut-off valves, electrical service lines and parking areas. All plans must indicate adjacent streets and include a"north arrow" and the Licensee's name. SHADE STRUCTURES (Definition:A non-flammable frame covered on the top with a material designed to provide shade to aid in growing plants) 1. Shade structures must maintain minimum spacing of 50 feet between shade structure locations, should be placed perpendicular to Licensor's overhead electrical conductors (wires) unless otherwise approved in writing by Licensor, and should not exceed maximum dimensions of: a. 100 feet in length b. 50 feet in width c. 15 feet in height 2. Shade structures will not be permitted within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16-foot wide access roads b. 50 foot radius around suspension tower legs, H-Frames and poles c. 100 foot radius around dead-end tower legs, H-Frames and poles d. 25 foot radius around anchors/guy wires, poles and wood poles 3. Shade structures must utilize the following design: a. Temporary/slip joint construction only b. Non-flammable frame only • c. Adequately grounded by a licensed electrical engineer d. Shade covering must be non-flammable and manufactured with . non-hydrocarbon materials. Initial(-/' )/( Licensor/Licensee - 1 - 2014.12.01_V11-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) SHADEHOUSES/HOTHOUSES (Definition: A simple, non flammable, enclosed structure designed to control temperature without the benefit of heating and/or air conditioning units to aid in propagating and/or growing plants) 1. Shadehouses/hothouses must maintain minimum spacing of 50 feet between shadehouse/hothouse locations, should be placed in perpendicular to Licensor's overhead electrical conductors (wires) unless otherwise approved in writing by Licensor, and should not exceed maximum dimensions of: a. 100 feet in length • b. 50 feet in width c. 15 feet in height 2. Shadehouses/hothouses will not be permitted within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16-foot wide access roads b. 50 foot radius around suspension tower legs, H-Frames and poles c. 100 foot radius around dead-end tower legs, H-Frames and poles d. 25 foot radius around anchors/guy wires, poles and wood poles 3. Shadehouses/hothouses must utilize the following design: a. Temporary/slip joint construction only b. Non-flammable frame only c. Adequately grounded by a licensed electrical engineer d. Covering must be non-flammable and manufactured with non-hydrocarbon materials GREENHOUSES (Definition:An enclosed structure designed to control temperature and/or humidity by the use of heating and/or air conditioning units to aid in propagating and/or growing plants) Greenhouses will be considered on a case-by-case basis. IRRIGATION SYSTEMS / WELLS 1. Maximum diameter of pipe: 3 inches 2. All pipe must be plastic Schedule 40 or better 3. No irrigation system will be permitted within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16-foot wide access roads b. 50 foot radius around suspension tower legs, H-Frames and poles Initial / )/ • Licensor/L ensee - 2 - 2014.12.01_V11-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) c. 100 foot radius around dead-end tower legs, H-Frames and poles 4. Sprinkler and drip irrigation controllers must be located at the edge of the right of way 5. Suitable identification markers will be required on main controllers and valves 6. Locations of main shut off valve will be provided and shown on a plot plan 7. Underground facilities must have a minimum cover of three feet 8. Earth disturbed must be compacted to ninety percent (90%) LANDSCAPING 1. No trees will be permitted under the overhead electrical conductors or within 20 feet of the "drip line" of the conductors 2. Trees must have slow to moderate growth, and must be of a variety that grows to a maximum height of no more than 40 feet and must be maintained by the Licensee at a height not to exceed 15 feet 3. Placement of large rocks (boulders) must be approved in writing by Licensor 4. Any mounds or change of grade must be approved in writing by Licensor 5. No cactus or thorny shrubs will be permitted 6. Retaining walls, planters, etc. may be considered on a case by case basis and must be approved in writing by Licensor TRAILERS (Definition: Removable / portable office modules are not permitted without Licensor's prior permission. Trailers must meet the following criteria to be considered: Trailers must meet the following criteria: - a. Must have axles and wheel and be able to be moved at any time b. Maximum length: 40 feet c. Maximum height: 15 feet d. Maximum width: 12 feet 2. No trailers will be permitted within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16-foot wide access roads b. 50 foot radius around suspension tower legs, H-Frames and poles c. 100 foot radius around dead-end tower legs, H-Frames and poles d. 25 foot radius around anchors/guy wires, poles and wood poles • e. Under or within 10 feet of the conductor"drip lines" Age / Initial 0_)/( I Licensor/Li ensee - 3 - 2014.12.01_V11-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 3. Sewer-or gas lines to trailers must be approved in writing by Licensor 4. Location of all electrical and telephone lines must be approved in writing by Licensor 5. Electrical lines must be installed by a licensed -general contractor. 6. Trailers shall not be used for residential purposes 7. Toxic or flammable materials will not be permitted in trailers 8. Adequately grounded by a licensed-general contractor PARKING AREAS Parking areas should not be designed under the overhead electrical conductors or within 10 feet of the "drip lines" without Licensor's prior written approval. Parking spaces to be identified in accordance with the approved site plan. "No Parking" striping may be required in areas where additional clearance is required. MATERIAL STORAGE 1. In the event of an emergency, Licensee must immediately - relocate all materials specified by Licensor in order to provide Licensor clear access to its facilities. 2. Licensee must provide Licensor with a list of material stored on the right of way 3. No toxic or flammable materials will be permitted 4. No materials shall be stored within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16-foot wide access roads b. 50 foot radius around suspension tower legs, H-Frames and poles c. 100 foot radius around dead-end tower legs, H-Frames and poles d. 25 feet from anchors/guy wires, poles and wood poles 5. Storage of materials not to exceed a maximum height of 15 feet 6. No storage of gasoline, diesel or any other type of fuel will be permitted 7. Any fencing around the storage areas must have Licensor's prior written approval. i f/ Initial &—)/(417 . ) Licensor/Licensee - 4 - 2014.12.01 Vl l-GS-JH • SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) ADDENDUM PARK USE A. Licensee must obtain the prior written approval from Licensor for the installation of any improvements, including any subsequent modifications. Licensee will maintain all improvements in a safe condition satisfactory to Licensor. B. At any time, Licensor may require the removal, modification, or relocation of any portion of the improvements. Licensee will remove, modify, or relocate same, at its expense, to a location satisfactory to Licensor within sixty (60) days after receiving notice to remove, modify, or relocate from Licensor. C. Licensee must submit, for Licensor's prior written approval, complete improvement plans, including, but not limited to, grading, lighting, landscaping, grounding, and irrigation plans, that identify all existing and proposed improvements. D. At Licensee's expense, Licensee will post signs at all access points to the Property that read: "No Kite Flying, Model Airplanes, unmanned aerial vehicles (UAV's or Drones), or Metallic Balloons Permitted, High Voltage Wires Overhead." E. At Licensee's expense, Licensee will post signs at all access points of the Property that read: "No Motorcycles, Motorbikes, Horseback Riding or Hunting Permitted." F. At Licensee's expense, Licensee will post signs at all access points of the Property that read: "Dogs are required to be on leash at all times." G. Licensee must close the park at any time Licensor deems it necessary for the safety of the general public or for maintenance of Licensor's facilities. If it is necessary to close the park for a period of more than three days, Licensee will notify the general public of the closure by posting at all access points to the property. H. At Licensee's expense, Licensee will install removable post-type barriers designed to accommodate Licensor's locks, to prevent unauthorized vehicular use or parking, including but not limited to, motorcycles, off-road vehicles, and "all-terrain" vehicles. I. Trespass discouragers shall be installed on Licensor's towers. The discourager installation will be performed by Licensor. Licensee shall pay Licensor in advance, for all Licensor's direct and indirect costs associated with the engineering, purchase, and installation of the discouragers. All towers shall be equipped with signs so worded as to warn the public of the danger of climbing the towers. Such signs shall be placed and arranged so that they may be read from the four corners of the structure. Such signs shall be neither less than 8 feet nor more than 20 feet above the ground except where the lowest horizontal member of the tower or structure is more than 20 feet above the ground in which case the sign shall be not more than 30 feet above the ground. J. Licensee must design and construct all walkways, underground sprinkler systems, lighting facilities, and drains to be capable of withstanding a gross load of forty (40) tons on a three- axle vehicle. Initial )/( /40,4 Licen or/Li ensee - 1 - 2014.12.01_V11-GS-JH SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) ADDENDUM TREES/LANDSCAPING A. Existing landscaping improvements (trees, plants, and shrubs) have been inspected and approved by Licensor. This written approval may be modified and/or rescinded by Licensor for any reason whatsoever. B. At any time, Licensor may require Licensee to modify and/or remove any or all such previously approved improvements at Licensee's risk and expense and without any compensation from Licensor. C. Licensee agrees and accepts full responsibility for the maintenance and/or removal of all trees, plants, and shrubs (vegetation) located on the property. All costs associated with the maintenance and/or removal of trees/vegetation will be the sole burden of Licensee. D. Periodically, the Property will be inspected by Licensor, and upon determination that any tree/vegetation requires trimming or removal, Licensee will be notified by Licensor. Failure by Licensee to trim or remove said tree/vegetation in the time allotted, that results in Licensor's contractor performing the work, Licensee will be billed by Licensor for the contractor's expense; and Licensee may be subject to termination under the terms and conditions of the Permit or License. E. Trees/vegetation must be slow growing and maintained by Licensee to not exceed fifteen (15) feet in height. F. Failure by Licensee to maintain all permit or license clearance requirements will require removal at Licensee's expense. G. Unless authorized in writing by Licensor, Licensee agrees not to plant any additional trees, plants, or shrubs within the Property. If additional authorization is requested by Licensee and prior written authorization is received by Licensor, no tree or plant species that is protected by federal or state law shall be planted within Licensor's land and no cactus or thorny shrubs/plants will be permitted. H. Any improvements or alterations, including retaining walls, planters, placement of large rocks, etc. and any mounds or changes of grade, require prior written approval by Licensor. I. Licensee will keep the Property clean, free from weeds, rubbish and debris, and in a condition satisfactory to Licensor. J. Upon permit or license termination, Licensee agrees to remove all trees/vegetation and improvements and restore the Property to a condition satisfactory to Licensor, at the sole expense of Licensee. Initial ��G' 1 )/( Licensor/L censee - 1 - 2014.12.01_V11-GS-JH r' 6 0 cr orn . _Iti c0 c0 1..0 . zs. ri, cy, \INS 4 \el, ro APN: 5389-0.4-80' A . g0 �j jsSjoN co , k .144r# • 141,,,, , • DR I:4 2so. 0 E. Vi 4144V - sp• ,siC1>\,,,,,, 1 ..:) C:,.1 , Lt1 �S: O CP 01 LEGEND LANDS OF'SOUTHERN CALIFORNIA EDISON COMPANY AREA BEING LICENSED TO CITY OF ROSEMEAD-GUESS PARK FOR PARK & PUBLIC RECREATION PURPOSES 0 100 200 SCALE IN FEET • - • EXHIBIT "A" FACILITY NAME: EAGLE-BELL 220KV T/L R/W LICENSED AREA (GROSS) SO.FT.:12,455 AC.:0.28 LICENSEE: CITY OF ROSEMEAD-GUESS PARK CONTRACT NO.: 9.4143 ACCOUNT NO.: L1587 CITY: ROSEMEAD COUNTY: LOS ANGELES STATE: CA T.G.: 596/G5 M.S.: 050-086 APN.(S): 5389-004-800 SCE DOCUMENT NO.: 32996/002 R.P. LANDAGENT: CMLANDBASE MAPPING: RF EP 533949 BOOK: N/A CHECKED BY: EH All E M S®ND ORDER NO.: 801167420 . NOT. NO.: 202715217 DATE: 12/02/2015 FILE NAME: 9.4143.DWG An EDISON MIBRNAT/ONAL•*Company 12/10/2015 10:00 AM,A:\EXHIBIT MAP_UCENSE\2015\9.4143_CffY OF ROSEMEAD—GUESS PARK\ACAD 2012\9.4143.DWG 53 SCE Doc. 32996 Att. CITY OF ROSEMEAD Contract No. 9.4143 (Formerly Contract No. L1587) L I C E N S E A G R E E M E N T INDEX OF ARTICLES 1. USE 2. TERM 3. CONSIDERATION 4. INSURANCE 5. LICENSER'S USE OF THE PROPERTY 6. LICENSEE'S IMPROVEMENTS 7. LICENSEE'S PERSONAL PROPERTY 8. HEIGHT LIMITATIONS AND VERTICAL CLEARANCES 9. ACCESS AND CLEARANCES 10. PARKING 11. WEEDS, BRUSH, RUBBISH AND DEBRIS (WEED ABATEMENT) 12. FLAMMABLES, WASTE AND NUISANCES 13. PESTICIDES AND HERBICIDES 14. HAZARDOUS WASTE 16. FENCING 17. PARKWAYS AND LANDSCAPING 18. IRRIGATION EQUIPMENT 19. UNDERGROUND TANKS 20. UNDERGROUND FACILITIES 21. UTILITIES 22. TAXES, ASSESSMENTS AND LIENS 23.EXPENSE 24. ASSIGNMENTS 25. COMPLIANCE WITH LAW 26. GOVERNING LAW 27. INDEMNIFICATION 28. TERMINATION 29. EVENTS OF DEFAULT 30. REMEDIES 31. NON - POSSESSORY INTEREST 32. WAIVER 33. AUTHORITY 34. ATTORNEY FEES 35. ELECTRIC AND MAGNETIC FIELDS 36. NOTICES Initial ( / Licensor /Licensee Be 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 37. RECORDING 38. COMPLETE AGREEMENT APPENDIX GUIDELINES FOR STANDARD LICENSEE IMPROVEMENTS ADDENDUM: PARK USE INDUCED VOLTAGE Initial (-) /( ) Licensor /Licensee -2- 2013.07.30_V10 SCE Doc. 32996 Att. LICENSE AGREEMENT Contract No. 9.4143 (Formerly Contract No. L1587) THIS AGREEMENT between SOUTHERN CALIFORNIA EDISON COMPANY, a corporation organized under the laws of the State of California, hereinafter called "Licensor ", and CITY OF ROSEMEAD, 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, does hereby give to Licensee the license to use that certain real property solely for the purpose hereinafter specified, upon and subject to the terms, reservations, covenants and conditions hereinafter set forth, hereinafter designated as 'Property" on the Exhibit "A" attached hereto and made a part hereof, being 0.29 acres, situated in the City of Rosemead, County of Los Angeles, 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 park and public recreation 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 utilize the Property in accordance with this License as determined by the Licensor in its sole discretion will be grounds for immediate termination of this Agreement in accordance with Article 29. 2. Term: Unless otherwise terminated as provided herein, this Agreement will be in effect for a term of five (5) years commencing on the first day of September, 2011 and ending on the last day of August, 2016. 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 no monetary consideration - Gratis. insurance: 4. Insurance During the term of this Agreement, Licensee shall maintain the following (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 $1,000.000.00 each accident, disease /each employee, and disease /policy limit. Licensee shall require its insurer to waive all rights of subrogation against Licensor, its officers, agents and employees, except for any liability resulting from the willful or grossly negligent acts of the Licensor. (b) Commercial General Liability Insurance including contractual liability and products liability, with limits not less than $2,000,000.00 per occurrence. 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 separation Initial f) /( ) Licensor /Licensee -3- 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) of insureds or cross - liability clause, and (iv) require its insurer to waive all rights of subrogation against Licensor, its officers, agents and employees, except for any liability resulting from the willful or grossly negligent acts of the Licensor. (c) Commercial Automobile Liability insurance with a combined single limit of $1,000,000.00. Such insurance shall cover the use of owned, non -owned and hired vehicles on the Property. (d) Self Insurance Licensee may self - insure all of the insurance requirements above if they belong to an approved Secondary Use Category and the self - insurance is maintained under a self- insurance program reasonably satisfactory to Licensor. Parks and recreation use is an approved Secondary Use Category; Licensee may submit written verification of self- insurance to meet the above insurance requirements. Licensee shall provide Licensor with proof of such insurance by submission of certificates of insurance, pursuant to Article 36 "Notices ", at least ten days prior to the effective date of this Agreement, and thereafter at least ten days prior to each insurance renewal. Such insurance shall not be canceled nor allowed to expire, nor be materially reduced, without thirty days prior written notice to Licensor, ten days for non - payment of premium. The required insurance policies shall be maintained with insurers reasonably satisfactory to Licensor, and shall be primary and non - contributory with any insurance or self- insurance maintained by Licensor. 5. Licensor's Use of the Property Licensee agrees that Licensor, its successors and assigns, have the right to enter upon the Property, at all times, 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's conceptual plans for proposed improvements shall be developed in accordance with the guidelines contained in the Appendix to this License. It is understood and agreed that the general guidelines contained in the Appendix are intended to provide a framework for the development of conceptual plans only; and that Licensor may modify or add to the conditions contained in the Appendix hereto, based on individual site characteristics, Licensor's existing or potential operating needs or Licensee's proposed use(s). 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 28. 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 the expiration or earlier termination of this Initial LZ )/( ) Licensor /Licensee me 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 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. Licensee further acknowledges and agrees that Licensor is not responsible for Licensee's property. Licensor further assumes no duty or obligation to maintain or secure Licensee's property including, but not limited to such times when Licensee's property may not be removed by Licensee from the Property in the event of a default. 8. Height Limitations and Vertical Clearances 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 minimum clearances from all overhead electrical conductors as designated in the table below: Vehicle/ Equipment Vertical Clearance 500 kV 36 feet 220 kV - 66kV 30 feet <66kV Distribution facilities 25 feet Telecom 18 feet 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, at Licensee's expense, any tree and /or other planting. 9. Access and Horizontal 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 usable width of sixteen (16) feet, together with commercial driveway aprons and curb depressions capable of supporting a gross load of forty (40) tons on a three -axle vehicle. The minimum width of all roads shall be increased on curves by a distance equal to 400 /inside radius of curvature. All curves shall have a radius of not less than 50 feet measured at the inside edge of the usable road surface. 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 50- foot - radius around suspension tower legs, H- Frames and poles and 100 -foot radius around dead -end tower legs, H- Frames and poles. b. A 25- foot - radius around all other poles. NOTE: Additional clearance may be required for structures. 10. Parkin e : 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. Weeds, Brush, Rubbish and Debris (Weed Abatement) Licensee will keep the Property clean, free from weeds, brush, rubbish and debris and in a condition satisfactory to Licensor. Initial Lo—) / ) Licensor /Licensee -5- 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 12. Flammables, Waste and Nuisances Unless permitted by Licensor in writing, Licensee will not, or allows others to place, use, or store any flammable or combustible materials or waste materials on the Property or commit any waste or damage to the Property or allow any to be done. 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 animals on the Property. 13. Pesticides 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, containers, clothing and equipment, in the manner prescribed by law. 14. Hazardous Waste Licensee will not engage in, or permit any other parry 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 /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. 15. Signs Licensee must obtain written approval from Licensor prior to the construction or placement of any sign, signboard or other form of outdoor advertising. Licensee shall within three (3) days from the date on which the Licensee becomes aware of the graffiti remove any signs containing graffiti or shall otherwise remove such graffiti from the signs in a manner reasonably acceptable to Licensor. Licensee shall not advertise on any Sign any product, service, or good which is offensive to the public or which Licensor, in its reasonable discretion, deems objectionable. 16. Fencing Licensee may install fencing on the Property with prior written approval from Licensor. Such fencing will include double drive gates, a minimum of twenty (20) feet in width, designed to accommodate Licensor's locks, in locations specified by Licensor. Licensee will ground and maintain all fencing in a manner acceptable to Licensor. 17. Parkways and Landscaping Licensee will keep parkway and sidewalk areas adjacent to the Property free of weeds, brush, rubbish and debris. Licensee will maintain parkways on the Property and provide landscaping that is compatible with adjoining properties and that is satisfactory to Licensor. 18. 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 upon termination of this Agreement. Should Licensee desire to use the irrigation equipment, Licensee will maintain, operate, repair and replace, if necessary, all irrigation equipment at its own expense. 19. Underground and Above - Ground Tanks above - ground storage tanks, as defined by any and Licensor's prior written approval. Licensee will not install underground or all applicable laws or regulations, without Initial (,) /( ) Licensor /Licensee M 2013.07.30_V to SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 20. 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 excavated 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. 21. 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. 22. 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. 23. Expense 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. 24. Assignments 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 will be void and confer no right on any third party. 25. Compliance with Law 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. 26. 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. 27. Indemnification Licensee shall hold harmless, defend and indemnify Licensor, its officers, 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 damage to property, including that of Licensor, or injury to or death of persons, including employees of 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 claiming under Licensee. Licensee understands and acknowledges that it has maintained a non - possessory interest and occupancy of the Property for the entire term as specified in its prior License Agreement with Licensor, dated as of , and has continued to maintain such occupancy from the termination date of such License Agreement up to and through the date upon which this Agreement is executed, Initiall) /( ) Licensor/ Licensee -7- 2013.07.30_V10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) all in accordance with the terms, covenants, and conditions specified in the prior Agreement. By executing this Agreement, Licensee hereby agrees that the terms and obligations of Licensee under Article 26 of the prior License Agreement shall be effective and binding upon Licensee throughout the period the Licensee remained in occupancy on the Property up to the date upon which this Agreement is executed. 28. Termination: Licensor may cancel and terminate this agreement, at any time, for any reason for all or any portion of the licensed Property, upon thirty (30) days notice in writing. Licensee may cancel and terminate this agreement at any time, for any reason for all of the licensed Property, upon thirty (30) days notice in writing. In the event Licensee wishes to cancel and terminate this agreement for a portion of the licensed property, Licensee will request Licensor's consent to either an amendment or a new license, such consent may be withheld in Licensor's sole and absolute discretion. To the extent an amendment or new license is granted, Licensee shall peaceably quit, surrender and, prior to termination date, restore the Property being vacated to the condition in which it existed prior to Licensee's use of the Property in a manner satisfactory to 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. To the event of a termination for any reason other than non - payment of the License fee, Licensor shall refund any previously collected /pre -paid License fees covering the unused portion of the remaining term. 29. 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 24. (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. (f) 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. Initial )/( ) Licensor /Licensee ME 2013.07.30_V 10 GYN � . Y.L•i7:�:[� Contract No. 9.4143 (Formerly Contract No. L1587) (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. 30. 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 any and all of Licensee's personal property from the Property, including but not limited to, buildings, structures, fixtures, or goods. 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. Such amounts shall include, but are not limited to environmental studies and environmental remediation and /or cleanup attributable to Licensee's use of the Property. Licensor shall have no obligation to keep or otherwise maintain Licensee's property and may, at its option sell such property or otherwise dispose of it. 31. Non - Possessory 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. 32. Waiver 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. 33. Authori ty : 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. 34. 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. 35. Electric and Magnetic Fields ( "EMF ") : There are numerous sources of power frequency electric and magnetic field ("EMIT"), including household or building wiring, electrical appliances and electric power transmission and distribution facilities. There have been numerous scientific studies about the potential health effects of EMIT. Interest in a potential link between long -term exposures to EMF and certain diseases is based on the combination of this scientific research and public concerns. While some 40 years of research have not established EMIT as a health hazard, some health authorities have identified magnetic field exposures as a possible human carcinogen. Many of the questions about specific diseases have been successfully resolved due to an aggressive international research program. However, potentially important public health questions remain about whether there is a link between EMIT exposures in homes or work and some diseases including childhood leukemia and a variety of other adult diseases (e.g. adult cancers and miscarriages). While scientific Initial Licensor/ Licensee WE 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) research is continuing on a wide range of questions relating to exposures at both work and in our communities, a quick resolution of the remaining scientific uncertainties is not expected. Since Licensee plans to license or otherwise enter Licensor property that is in close proximity to Licensor electric facilities, Licensor wants to share with Licensee and those who may enter the property under this agreement, the information available about EMF. Accordingly, Licensor has attached to this document a brochure that explains some basic facts about EMF and that describes Licensor policy on EMF. Licensor also encourages Licensee to obtain other information as needed to assist in understanding the EMF with respect to the planned use of this property. 36. 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 Real Properties Department Land Management – Metro Region 2131 Walnut Grove Avenue Rosemead, CA 91770 To Licensee: City of Rosemead 8838 East Valley Blvd. Rosemead, CA 91770 Business Telephone No. (626) 569 -2161 Licensee will immediately notify Licensor of any address change. 37. Recording Licensee will not record this Agreement. 38. Complete Agreement Licensor and Licensee acknowledge that the foregoing provisions and any appendix, addenda and exhibits attached hereto constitute the entire Agreement between the parties. Initial L'A—) /( ) Licensor /Licensee -10- 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate. SOUTHERN CALIFORNIA EDISON COMPANY By a LICENSOR !D /s -/ 3 Date ALEJANDRO RAMIREZ Land Services Agent Land Management - Metro Region Real Properties Department C61YIIYUy LICENSEE Date Print Name: Initial ( /( ) Licensor /Licensee 360 2013.07.30_V 10 SCE Doc. 32996 Att. APPENDIX Contract No. 9.4143 (Formerly Contract No. L1587) Guidelines for Standard Licensee Improvements The following criteria are provided to aid in the development of a conceptual plot plan to be submitted to Southern California Edison Company herein after referred to as "Licensor" for consideration and approval prior to the start of anu construction on "Licensor" prope rtil. Plans should be developed indicating the size and location of all planned improvements. The plan should specify the dimensions of all planned improvements as well as the distance of all planned improvements from property lines and all adjacent "Licensor" towers, poles, guy wires or other "Licensor" facilities. The plan must show the locations of all "Licensor" towers and poles, 16 -foot wide access roads, main water lines and water shut -off valves, electrical service lines and parking areas. All plans must indicate adjacent streets and include a "north arrow" and the Licensee's name. SHADE STRUCTURES (Definition: A non-flammable frame covered on the top with a material designed to provide shade to aid in growing plants) 1. Shade structures must maintain minimum spacing of 50 feet between shade structure locations, should be placed perpendicular to Licensor's overhead electrical conductors (wires) unless otherwise approved in writing by Licensor, and should not exceed maximum dimensions of: a. 100 feet in length b. 50 feet in width c. 15 feet in height 2. Shade structures will not be permitted within the following areas reserved for Licensoe's access: a. Within 2 feet from edge of 16 -foot wide access roads b. 50 foot radius around suspension tower legs, H- Frames and poles c- 100 foot radius around dead -end tower legs, H- Frames and poles d. 25 foot radius around anchors /guy wires, poles and wood poles 3. Shade structures must utilize the following design: a. Temporary/ slip joint construction only b. Non - flammable frame only c. Adequately grounded by a licensed electrical engineer d. Shade covering must be non - flammable and manufactured with non - hydrocarbon materials. Initial V ) / ( ) Licensor /Licensee - 1 - 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) SHADEHOUSES /HOTHOUSES (Definition: A simple, non flammable, enclosed structure designed to control temperature without the benefit of heating and /or air conditioning units to aid in propagating and /or growing plants) 1. Shadehouses /hothouses must maintain minimum spacing of 50 feet between shadehouse /hothouse locations, should be placed in perpendicular to Licensor's overhead electrical conductors (wires) unless otherwise approved in writing by Licensor, and should not exceed maximum dimensions of: a. 100 feet in length b. 50 feet in width c. 15 feet in height 2. Shadehouses /hothouses will not be permitted within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16 -foot wide access roads b. 50 foot radius around suspension tower legs, H- Frames and poles c. 100 foot radius around dead -end tower legs, H- Frames and poles d. 25 foot radius around anchors /guy wires, poles and wood poles 3. Shadehouses /hothouses must utilize the following design: a. Temporary/ slip joint construction only b. Non - flammable frame only c. Adequately grounded by a licensed electrical engineer d. Covering must be non - flammable and manufactured with non - hydrocarbon materials GREENHOUSES (Definition: An enclosed structure designed to control temperature and /or humidity by the use of heating and /or air conditioning units to aid in propagating and /or growing plants) Greenhouses will be considered on a case -by -case basis. IRRIGATION SYSTEMS / WELLS 1. Maximum diameter of pipe: 3 inches 2. All pipe must be plastic Schedule 40 or better 3. No irrigation system will be permitted within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16 -foot wide access roads b. 50 foot radius around suspension tower legs, H- Frames and poles Initial 1,&—) / ( ) Licensor /Licensee -2- 2013.07.30_V10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) c. 100 foot radius around dead -end tower legs, H- Frames and poles 4. Sprinkler controllers must be located at the edge of the right of way 5. Suitable identification markers will be required on main controllers and valves 6. Locations of main shut off valve will be provided and shown on a plot plan 7. Underground facilities must have a minimum cover of three feet 8. Earth disturbed must be compacted to ninety percent (90 %) LANDSCAPING 1. No trees will be permitted under the overhead electrical conductors or within 20 feet of the "drip line" of the conductors 2. Trees must have slow to moderate growth, and must be of a variety that grows to a maximum height of no more than 40 feet and must be maintained by the Licensee at a height not to exceed 15 feet 3. Placement of large rocks (boulders) must be approved in writing by Licensor 4. Any mounds or change of grade must be approved in writing by Licensor 5. No cactus or thorny shrubs will be permitted 6. Retaining walls, planters, etc., must be approved in writing by Licensor TRAILERS (Definition: Removable / portable office modules are not permitted without Licensor's prior permission. Trailers must meet the following criteria to be considered: Trailers must meet the following criteria: a. Must have axles and wheel and be able to be moved at any time b. Maximum length: 40 feet c. Maximum height: 15 feet d. Maximum width: 12 feet 2. No trailers will be permitted within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16 -foot wide access roads b. 50 foot radius around suspension tower legs, H- Frames and poles c. 100 foot radius around dead -end tower legs, H- Frames and poles d. 25 foot radius around anchors/ guy wires, poles and wood poles e. Under or within 10 feet of the conductor "drip lines" Initial (4/9- w Licensor/ Licensee -3- 2013.07.30_V10 SCE Doc. 32996 Att. 3. Sewer or gas lines to trailers must be approved in writing by Licensor Contract No. 9.4143 (Formerly Contract No. L1587) 4. Location of all electrical and telephone lines must be approved in writing by Licensor 5. Electrical lines must be installed by a licensed electrical engineer. 6. Trailers shall not be used for residential purposes 7. Toxic or flammable materials will not be permitted in trailers 8. Adequately grounded by a licensed electrical engineer PARKING AREAS Parking areas should not be designed under the overhead electrical conductors or within 10 feet of the "drip lines" without Licensor's prior written approval. MATERIAL STORAGE 1. In the event of an emergency, Licensee must, within a four -hour period, relocate all materials specified by Licensor in order to provide Licensor clear access to its facilities. 2. Licensee must provide Licensor with a list of material stored on the right of way 3. No toxic or flammable materials will be permitted 4. No materials shall be stored within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16 -foot wide access roads b. 50 foot radius around suspension tower legs, H- Frames and poles c. 100 foot radius around dead -end tower legs, H- Frames and poles d. 25 feet from anchors /guy wires, poles and wood poles 5. Storage of materials not to exceed a maximum height of 15 feet 6. No storage of gasoline, diesel or any other type of fuel will be permitted 7. Any fencing around the storage areas must have Licensor's prior written approval. Initial Licensor /Licensee -4- 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) ADDENDUM PARK USE A. Licensee must obtain the prior written approval from Licensor for the installation of any facilities, including any subsequent modifications. Licensee will maintain all facilities in a safe condition satisfactory to Licensor. B. At any time, Licensor may require the relocation of any portion of the facilities. Licensee will relocate same, at its expense, to a location satisfactory to Licensor within sixty (60) days after receiving notice to relocate from Licensor. C. At Licensee's expense, Licensee will post signs at all access points to the Property that read: "No Kite Flying, Model Airplanes or Metallic Balloons Permitted, High Voltage Wires Overhead." D. At Licensee's expense, Licensee will post signs at all access points of the Property that read: "No Motorcycles, Motorbikes, Horseback Riding or Hunting Permitted." E. Licensee must close the park at any time Licensor deems it necessary for the safety of the general public. If it is necessary to close the park for a period of more than three days, Licensee will notify the general public of the closure by posting at all access points to the property. F. At Licensee's expense, Licensee will install removable post -type barriers designed to accommodate Licensor's locks, to prevent unauthorized vehicular use or parking, including but not limited to, motorcycles, off -road vehicles, and "all- terrain" vehicles. G. Trespass discouragers shall be installed on Licensor's towers. The discourager installation will be performed by Licensor. Licensee shall pay Licensor in advance, for all Licensor's direct and indirect costs associated with the engineering, purchase, and installation of the discouragers. All towers shall be equipped with signs so worded as to warn the public of the danger - of climbing the towers. Such signs shall be placed and arranged so that they may be read from the four corners of the structure. Such signs shall be neither less than 8 feet nor more than 20 feet above the ground except where the lowest horizontal member of the tower or structure is more than 20 feet above the ground in which case the sign shall be not more than 30 feet above the ground. H. Licensee must design and construct all walkways, underground sprinkler systems, lighting facilities, and drains to be capable of withstanding a gross load of forty (40) tons on a three - axle vehicle. Initial )/( ) Licensor /Licensee 1- 2013.07.30_V 10 SCE Doc. 32996 Att. ADDENDUM INDUCED VOLTAGES Contract No. 9.4143 (Formerly Contract No. L1587) A. Licensee hereby acknowledges that any structures (including, but not limited to buildings, fences, light poles) it may construct or erect under the terms of this License will be in close proximity to one or more high voltage (66 kilovolt or above) electric transmission lines and /or substation facilities. Such structures ( "Structures ") may be susceptible to induced voltages, static voltages and /or related electric fault conditions (hereinafter collectively referred to as "Induced Voltages ") unless appropriate grounding or other mitigation measures are incorporated into the Structures. If not properly mitigated, Induced Voltages can result in a variety of safety and /or nuisance conditions including, but not limited to, electric shocks or other injury to individuals contacting the Structures or other utilities connected to the Structures (including, but not limited to, natural gas lines, water lines or cable television lines), or interference with or damage to sensitive electronic equipment located in or around the Structures. Appropriate measures to mitigate Induced Voltages, if required, will vary from case to case because of factors such as electric facility configuration and voltage, other utilities involved, or sensitivity of electronic equipment. Licensee will be responsible to determine what, if any, Induced Voltages mitigation measures should be undertaken regarding the Structures and to implement such mitigation measures at its sole cost and expense. B. Licensee agrees for itself and for its contractors, agents, licensees, invitees, and employees, to save harmless and indemnify Licensor, its parent, subsidiaries, and affiliated entities and their respective officers and employees from and against any and all claims, loss, damage, actions, causes of action, expenses and /or liability arising from or growing out of loss or damage to property, including Licensor's own personal property, or injury to or death of persons, including employees of Licensor caused by or resulting from or connected to Induced Voltages on or related to the Structures. Initial LA— ) Licensor /Licensee - 1 - 2013.07.30_V10 NOTE: CLEARANCES OF 25 FEET AROUND ALL TOWERS, 10 FEET AROUND STEEL POLES, AND 5 FEET AROUND ALL WOOD POLES MUST BE KEPT CLEAR AT ALL TIMES. c E 1 XI ,r � � J Qaa B° l / /I I I 2 a ®LICENSED AREA TO CITY OF ROSEMEAD 3 TOTAL AREA (GROSS) SQ.FT. 12,440 ACRES: .29 1 EXHI BIT ' A I LICENSEE: CITY OF ROSEMEAD - GUESS PARK CITY: ROSEMEAD 596 G5 PROPERTY ADDRESS: WALNUT GROVE & MISSION DR. AGENT: MART VALENZUELA LA CO BUSINESS PARTNER: 10050227 ACCOUNT NO. 9.4143 SANDERS MAP NO: 533935 DATE: 9 -1 -2011 EXPIRES: 8 -31 -2016 SOUTHERN CALIFORNIA EDISON n EDISON INTERNATIONAL Company ACQUISITION DOC: 25855 - PCL 40 SOOTHFRN CALIFORNIA EDISON ,U�EIYI3(�N If�'ItRRA71UNAl.� Cumpem City of Rosemead c% David Montgomery Scott 8838 East Valley Blvd. Rosemead, CA 91770 Maria I. Valenzuela Real Properties — Land Management Maria.i.valenzuela @sce.com October 15, 2013 Sent via certified U.S. mail Subject: Subsequent License Agreement Contract No: 9,4143 (Formally Contract No. L1587) Dear David: Your "Guess Park" License Agreement expired August 31, 2011 and as I mentioned to you last week, I was given this file to get the license signed and in place. A Subsequent License Agreement has been prepared and executed on behalf of Southern California Edison Company and included in this mail to you, for signatures. Upon execution from City Managers office, please forward an executed original copy to my attention as soon as it becomes ready. I am including a self- addressed stamped envelope for your convenience. If you have any questions, please contact me at mada.i.valenzuela @sce.com or by telephone at (626) 302 -4142. Sincerely, ria . enzuela R ht f ay Agent Enclosures Page 1 of 1 2131 Walnut Grove Ave. G.O.3, 2° Floor Rosemead, CA 91770 53 SCE Doc. 32996 Att. CITY OF ROSEMEAD Contract No. 9.4143 (Formerly Contract No. L1587) L I C E N S E A G R E E M E N T INDEX OF ARTICLES 1. USE 2. TERM 3. CONSIDERATION 4. INSURANCE 5. LICENSER'S USE OF THE PROPERTY 6. LICENSEE'S IMPROVEMENTS 7. LICENSEE'S PERSONAL PROPERTY 8. HEIGHT LIMITATIONS AND VERTICAL CLEARANCES 9. ACCESS AND CLEARANCES 10. PARKING 11. WEEDS, BRUSH, RUBBISH AND DEBRIS (WEED ABATEMENT) 12. FLAMMABLES, WASTE AND NUISANCES 13. PESTICIDES AND HERBICIDES 14. HAZARDOUS WASTE 16. FENCING 17. PARKWAYS AND LANDSCAPING 18. IRRIGATION EQUIPMENT 19. UNDERGROUND TANKS 20. UNDERGROUND FACILITIES 21. UTILITIES 22. TAXES, ASSESSMENTS AND LIENS 23.EXPENSE 24. ASSIGNMENTS 25. COMPLIANCE WITH LAW 26. GOVERNING LAW 27. INDEMNIFICATION 28. TERMINATION 29. EVENTS OF DEFAULT 30. REMEDIES 31. NON - POSSESSORY INTEREST 32. WAIVER 33. AUTHORITY 34. ATTORNEY FEES 35. ELECTRIC AND MAGNETIC FIELDS 36. NOTICES Initial ( / Licensor /Licensee Be 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 37. RECORDING 38. COMPLETE AGREEMENT APPENDIX GUIDELINES FOR STANDARD LICENSEE IMPROVEMENTS ADDENDUM: PARK USE INDUCED VOLTAGE Initial (-) /( ) Licensor /Licensee -2- 2013.07.30_V10 SCE Doc. 32996 Att. LICENSE AGREEMENT Contract No. 9.4143 (Formerly Contract No. L1587) THIS AGREEMENT between SOUTHERN CALIFORNIA EDISON COMPANY, a corporation organized under the laws of the State of California, hereinafter called "Licensor ", and CITY OF ROSEMEAD, 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, does hereby give to Licensee the license to use that certain real property solely for the purpose hereinafter specified, upon and subject to the terms, reservations, covenants and conditions hereinafter set forth, hereinafter designated as 'Property" on the Exhibit "A" attached hereto and made a part hereof, being 0.29 acres, situated in the City of Rosemead, County of Los Angeles, 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 park and public recreation 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 utilize the Property in accordance with this License as determined by the Licensor in its sole discretion will be grounds for immediate termination of this Agreement in accordance with Article 29. 2. Term: Unless otherwise terminated as provided herein, this Agreement will be in effect for a term of five (5) years commencing on the first day of September, 2011 and ending on the last day of August, 2016. 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 no monetary consideration - Gratis. insurance: 4. Insurance During the term of this Agreement, Licensee shall maintain the following (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 $1,000.000.00 each accident, disease /each employee, and disease /policy limit. Licensee shall require its insurer to waive all rights of subrogation against Licensor, its officers, agents and employees, except for any liability resulting from the willful or grossly negligent acts of the Licensor. (b) Commercial General Liability Insurance including contractual liability and products liability, with limits not less than $2,000,000.00 per occurrence. 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 separation Initial f) /( ) Licensor /Licensee -3- 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) of insureds or cross - liability clause, and (iv) require its insurer to waive all rights of subrogation against Licensor, its officers, agents and employees, except for any liability resulting from the willful or grossly negligent acts of the Licensor. (c) Commercial Automobile Liability insurance with a combined single limit of $1,000,000.00. Such insurance shall cover the use of owned, non -owned and hired vehicles on the Property. (d) Self Insurance Licensee may self - insure all of the insurance requirements above if they belong to an approved Secondary Use Category and the self - insurance is maintained under a self- insurance program reasonably satisfactory to Licensor. Parks and recreation use is an approved Secondary Use Category; Licensee may submit written verification of self- insurance to meet the above insurance requirements. Licensee shall provide Licensor with proof of such insurance by submission of certificates of insurance, pursuant to Article 36 "Notices ", at least ten days prior to the effective date of this Agreement, and thereafter at least ten days prior to each insurance renewal. Such insurance shall not be canceled nor allowed to expire, nor be materially reduced, without thirty days prior written notice to Licensor, ten days for non - payment of premium. The required insurance policies shall be maintained with insurers reasonably satisfactory to Licensor, and shall be primary and non - contributory with any insurance or self- insurance maintained by Licensor. 5. Licensor's Use of the Property Licensee agrees that Licensor, its successors and assigns, have the right to enter upon the Property, at all times, 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's conceptual plans for proposed improvements shall be developed in accordance with the guidelines contained in the Appendix to this License. It is understood and agreed that the general guidelines contained in the Appendix are intended to provide a framework for the development of conceptual plans only; and that Licensor may modify or add to the conditions contained in the Appendix hereto, based on individual site characteristics, Licensor's existing or potential operating needs or Licensee's proposed use(s). 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 28. 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 the expiration or earlier termination of this Initial LZ )/( ) Licensor /Licensee me 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 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. Licensee further acknowledges and agrees that Licensor is not responsible for Licensee's property. Licensor further assumes no duty or obligation to maintain or secure Licensee's property including, but not limited to such times when Licensee's property may not be removed by Licensee from the Property in the event of a default. 8. Height Limitations and Vertical Clearances 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 minimum clearances from all overhead electrical conductors as designated in the table below: Vehicle/ Equipment Vertical Clearance 500 kV 36 feet 220 kV - 66kV 30 feet <66kV Distribution facilities 25 feet Telecom 18 feet 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, at Licensee's expense, any tree and /or other planting. 9. Access and Horizontal 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 usable width of sixteen (16) feet, together with commercial driveway aprons and curb depressions capable of supporting a gross load of forty (40) tons on a three -axle vehicle. The minimum width of all roads shall be increased on curves by a distance equal to 400 /inside radius of curvature. All curves shall have a radius of not less than 50 feet measured at the inside edge of the usable road surface. 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 50- foot - radius around suspension tower legs, H- Frames and poles and 100 -foot radius around dead -end tower legs, H- Frames and poles. b. A 25- foot - radius around all other poles. NOTE: Additional clearance may be required for structures. 10. Parkin e : 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. Weeds, Brush, Rubbish and Debris (Weed Abatement) Licensee will keep the Property clean, free from weeds, brush, rubbish and debris and in a condition satisfactory to Licensor. Initial Lo—) / ) Licensor /Licensee -5- 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 12. Flammables, Waste and Nuisances Unless permitted by Licensor in writing, Licensee will not, or allows others to place, use, or store any flammable or combustible materials or waste materials on the Property or commit any waste or damage to the Property or allow any to be done. 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 animals on the Property. 13. Pesticides 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, containers, clothing and equipment, in the manner prescribed by law. 14. Hazardous Waste Licensee will not engage in, or permit any other parry 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 /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. 15. Signs Licensee must obtain written approval from Licensor prior to the construction or placement of any sign, signboard or other form of outdoor advertising. Licensee shall within three (3) days from the date on which the Licensee becomes aware of the graffiti remove any signs containing graffiti or shall otherwise remove such graffiti from the signs in a manner reasonably acceptable to Licensor. Licensee shall not advertise on any Sign any product, service, or good which is offensive to the public or which Licensor, in its reasonable discretion, deems objectionable. 16. Fencing Licensee may install fencing on the Property with prior written approval from Licensor. Such fencing will include double drive gates, a minimum of twenty (20) feet in width, designed to accommodate Licensor's locks, in locations specified by Licensor. Licensee will ground and maintain all fencing in a manner acceptable to Licensor. 17. Parkways and Landscaping Licensee will keep parkway and sidewalk areas adjacent to the Property free of weeds, brush, rubbish and debris. Licensee will maintain parkways on the Property and provide landscaping that is compatible with adjoining properties and that is satisfactory to Licensor. 18. 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 upon termination of this Agreement. Should Licensee desire to use the irrigation equipment, Licensee will maintain, operate, repair and replace, if necessary, all irrigation equipment at its own expense. 19. Underground and Above - Ground Tanks above - ground storage tanks, as defined by any and Licensor's prior written approval. Licensee will not install underground or all applicable laws or regulations, without Initial (,) /( ) Licensor /Licensee M 2013.07.30_V to SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) 20. 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 excavated 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. 21. 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. 22. 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. 23. Expense 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. 24. Assignments 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 will be void and confer no right on any third party. 25. Compliance with Law 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. 26. 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. 27. Indemnification Licensee shall hold harmless, defend and indemnify Licensor, its officers, 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 damage to property, including that of Licensor, or injury to or death of persons, including employees of 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 claiming under Licensee. Licensee understands and acknowledges that it has maintained a non - possessory interest and occupancy of the Property for the entire term as specified in its prior License Agreement with Licensor, dated as of , and has continued to maintain such occupancy from the termination date of such License Agreement up to and through the date upon which this Agreement is executed, Initiall) /( ) Licensor/ Licensee -7- 2013.07.30_V10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) all in accordance with the terms, covenants, and conditions specified in the prior Agreement. By executing this Agreement, Licensee hereby agrees that the terms and obligations of Licensee under Article 26 of the prior License Agreement shall be effective and binding upon Licensee throughout the period the Licensee remained in occupancy on the Property up to the date upon which this Agreement is executed. 28. Termination: Licensor may cancel and terminate this agreement, at any time, for any reason for all or any portion of the licensed Property, upon thirty (30) days notice in writing. Licensee may cancel and terminate this agreement at any time, for any reason for all of the licensed Property, upon thirty (30) days notice in writing. In the event Licensee wishes to cancel and terminate this agreement for a portion of the licensed property, Licensee will request Licensor's consent to either an amendment or a new license, such consent may be withheld in Licensor's sole and absolute discretion. To the extent an amendment or new license is granted, Licensee shall peaceably quit, surrender and, prior to termination date, restore the Property being vacated to the condition in which it existed prior to Licensee's use of the Property in a manner satisfactory to 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. To the event of a termination for any reason other than non - payment of the License fee, Licensor shall refund any previously collected /pre -paid License fees covering the unused portion of the remaining term. 29. 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 24. (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. (f) 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. Initial )/( ) Licensor /Licensee ME 2013.07.30_V 10 GYN � . Y.L•i7:�:[� Contract No. 9.4143 (Formerly Contract No. L1587) (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. 30. 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 any and all of Licensee's personal property from the Property, including but not limited to, buildings, structures, fixtures, or goods. 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. Such amounts shall include, but are not limited to environmental studies and environmental remediation and /or cleanup attributable to Licensee's use of the Property. Licensor shall have no obligation to keep or otherwise maintain Licensee's property and may, at its option sell such property or otherwise dispose of it. 31. Non - Possessory 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. 32. Waiver 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. 33. Authori ty : 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. 34. 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. 35. Electric and Magnetic Fields ( "EMF ") : There are numerous sources of power frequency electric and magnetic field ("EMIT"), including household or building wiring, electrical appliances and electric power transmission and distribution facilities. There have been numerous scientific studies about the potential health effects of EMIT. Interest in a potential link between long -term exposures to EMF and certain diseases is based on the combination of this scientific research and public concerns. While some 40 years of research have not established EMIT as a health hazard, some health authorities have identified magnetic field exposures as a possible human carcinogen. Many of the questions about specific diseases have been successfully resolved due to an aggressive international research program. However, potentially important public health questions remain about whether there is a link between EMIT exposures in homes or work and some diseases including childhood leukemia and a variety of other adult diseases (e.g. adult cancers and miscarriages). While scientific Initial Licensor/ Licensee WE 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) research is continuing on a wide range of questions relating to exposures at both work and in our communities, a quick resolution of the remaining scientific uncertainties is not expected. Since Licensee plans to license or otherwise enter Licensor property that is in close proximity to Licensor electric facilities, Licensor wants to share with Licensee and those who may enter the property under this agreement, the information available about EMF. Accordingly, Licensor has attached to this document a brochure that explains some basic facts about EMF and that describes Licensor policy on EMF. Licensor also encourages Licensee to obtain other information as needed to assist in understanding the EMF with respect to the planned use of this property. 36. 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 Real Properties Department Land Management – Metro Region 2131 Walnut Grove Avenue Rosemead, CA 91770 To Licensee: City of Rosemead 8838 East Valley Blvd. Rosemead, CA 91770 Business Telephone No. (626) 569 -2161 Licensee will immediately notify Licensor of any address change. 37. Recording Licensee will not record this Agreement. 38. Complete Agreement Licensor and Licensee acknowledge that the foregoing provisions and any appendix, addenda and exhibits attached hereto constitute the entire Agreement between the parties. Initial L'A—) /( ) Licensor /Licensee -10- 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate. SOUTHERN CALIFORNIA EDISON COMPANY By a LICENSOR !D /s -/ 3 Date ALEJANDRO RAMIREZ Land Services Agent Land Management - Metro Region Real Properties Department C61YIIYUy LICENSEE Date Print Name: Initial ( /( ) Licensor /Licensee 360 2013.07.30_V 10 SCE Doc. 32996 Att. APPENDIX Contract No. 9.4143 (Formerly Contract No. L1587) Guidelines for Standard Licensee Improvements The following criteria are provided to aid in the development of a conceptual plot plan to be submitted to Southern California Edison Company herein after referred to as "Licensor" for consideration and approval prior to the start of anu construction on "Licensor" prope rtil. Plans should be developed indicating the size and location of all planned improvements. The plan should specify the dimensions of all planned improvements as well as the distance of all planned improvements from property lines and all adjacent "Licensor" towers, poles, guy wires or other "Licensor" facilities. The plan must show the locations of all "Licensor" towers and poles, 16 -foot wide access roads, main water lines and water shut -off valves, electrical service lines and parking areas. All plans must indicate adjacent streets and include a "north arrow" and the Licensee's name. SHADE STRUCTURES (Definition: A non-flammable frame covered on the top with a material designed to provide shade to aid in growing plants) 1. Shade structures must maintain minimum spacing of 50 feet between shade structure locations, should be placed perpendicular to Licensor's overhead electrical conductors (wires) unless otherwise approved in writing by Licensor, and should not exceed maximum dimensions of: a. 100 feet in length b. 50 feet in width c. 15 feet in height 2. Shade structures will not be permitted within the following areas reserved for Licensoe's access: a. Within 2 feet from edge of 16 -foot wide access roads b. 50 foot radius around suspension tower legs, H- Frames and poles c- 100 foot radius around dead -end tower legs, H- Frames and poles d. 25 foot radius around anchors /guy wires, poles and wood poles 3. Shade structures must utilize the following design: a. Temporary/ slip joint construction only b. Non - flammable frame only c. Adequately grounded by a licensed electrical engineer d. Shade covering must be non - flammable and manufactured with non - hydrocarbon materials. Initial V ) / ( ) Licensor /Licensee - 1 - 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) SHADEHOUSES /HOTHOUSES (Definition: A simple, non flammable, enclosed structure designed to control temperature without the benefit of heating and /or air conditioning units to aid in propagating and /or growing plants) 1. Shadehouses /hothouses must maintain minimum spacing of 50 feet between shadehouse /hothouse locations, should be placed in perpendicular to Licensor's overhead electrical conductors (wires) unless otherwise approved in writing by Licensor, and should not exceed maximum dimensions of: a. 100 feet in length b. 50 feet in width c. 15 feet in height 2. Shadehouses /hothouses will not be permitted within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16 -foot wide access roads b. 50 foot radius around suspension tower legs, H- Frames and poles c. 100 foot radius around dead -end tower legs, H- Frames and poles d. 25 foot radius around anchors /guy wires, poles and wood poles 3. Shadehouses /hothouses must utilize the following design: a. Temporary/ slip joint construction only b. Non - flammable frame only c. Adequately grounded by a licensed electrical engineer d. Covering must be non - flammable and manufactured with non - hydrocarbon materials GREENHOUSES (Definition: An enclosed structure designed to control temperature and /or humidity by the use of heating and /or air conditioning units to aid in propagating and /or growing plants) Greenhouses will be considered on a case -by -case basis. IRRIGATION SYSTEMS / WELLS 1. Maximum diameter of pipe: 3 inches 2. All pipe must be plastic Schedule 40 or better 3. No irrigation system will be permitted within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16 -foot wide access roads b. 50 foot radius around suspension tower legs, H- Frames and poles Initial 1,&—) / ( ) Licensor /Licensee -2- 2013.07.30_V10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) c. 100 foot radius around dead -end tower legs, H- Frames and poles 4. Sprinkler controllers must be located at the edge of the right of way 5. Suitable identification markers will be required on main controllers and valves 6. Locations of main shut off valve will be provided and shown on a plot plan 7. Underground facilities must have a minimum cover of three feet 8. Earth disturbed must be compacted to ninety percent (90 %) LANDSCAPING 1. No trees will be permitted under the overhead electrical conductors or within 20 feet of the "drip line" of the conductors 2. Trees must have slow to moderate growth, and must be of a variety that grows to a maximum height of no more than 40 feet and must be maintained by the Licensee at a height not to exceed 15 feet 3. Placement of large rocks (boulders) must be approved in writing by Licensor 4. Any mounds or change of grade must be approved in writing by Licensor 5. No cactus or thorny shrubs will be permitted 6. Retaining walls, planters, etc., must be approved in writing by Licensor TRAILERS (Definition: Removable / portable office modules are not permitted without Licensor's prior permission. Trailers must meet the following criteria to be considered: Trailers must meet the following criteria: a. Must have axles and wheel and be able to be moved at any time b. Maximum length: 40 feet c. Maximum height: 15 feet d. Maximum width: 12 feet 2. No trailers will be permitted within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16 -foot wide access roads b. 50 foot radius around suspension tower legs, H- Frames and poles c. 100 foot radius around dead -end tower legs, H- Frames and poles d. 25 foot radius around anchors/ guy wires, poles and wood poles e. Under or within 10 feet of the conductor "drip lines" Initial (4/9- w Licensor/ Licensee -3- 2013.07.30_V10 SCE Doc. 32996 Att. 3. Sewer or gas lines to trailers must be approved in writing by Licensor Contract No. 9.4143 (Formerly Contract No. L1587) 4. Location of all electrical and telephone lines must be approved in writing by Licensor 5. Electrical lines must be installed by a licensed electrical engineer. 6. Trailers shall not be used for residential purposes 7. Toxic or flammable materials will not be permitted in trailers 8. Adequately grounded by a licensed electrical engineer PARKING AREAS Parking areas should not be designed under the overhead electrical conductors or within 10 feet of the "drip lines" without Licensor's prior written approval. MATERIAL STORAGE 1. In the event of an emergency, Licensee must, within a four -hour period, relocate all materials specified by Licensor in order to provide Licensor clear access to its facilities. 2. Licensee must provide Licensor with a list of material stored on the right of way 3. No toxic or flammable materials will be permitted 4. No materials shall be stored within the following areas reserved for Licensor's access: a. Within 2 feet from edge of 16 -foot wide access roads b. 50 foot radius around suspension tower legs, H- Frames and poles c. 100 foot radius around dead -end tower legs, H- Frames and poles d. 25 feet from anchors /guy wires, poles and wood poles 5. Storage of materials not to exceed a maximum height of 15 feet 6. No storage of gasoline, diesel or any other type of fuel will be permitted 7. Any fencing around the storage areas must have Licensor's prior written approval. Initial Licensor /Licensee -4- 2013.07.30_V 10 SCE Doc. 32996 Att. Contract No. 9.4143 (Formerly Contract No. L1587) ADDENDUM PARK USE A. Licensee must obtain the prior written approval from Licensor for the installation of any facilities, including any subsequent modifications. Licensee will maintain all facilities in a safe condition satisfactory to Licensor. B. At any time, Licensor may require the relocation of any portion of the facilities. Licensee will relocate same, at its expense, to a location satisfactory to Licensor within sixty (60) days after receiving notice to relocate from Licensor. C. At Licensee's expense, Licensee will post signs at all access points to the Property that read: "No Kite Flying, Model Airplanes or Metallic Balloons Permitted, High Voltage Wires Overhead." D. At Licensee's expense, Licensee will post signs at all access points of the Property that read: "No Motorcycles, Motorbikes, Horseback Riding or Hunting Permitted." E. Licensee must close the park at any time Licensor deems it necessary for the safety of the general public. If it is necessary to close the park for a period of more than three days, Licensee will notify the general public of the closure by posting at all access points to the property. F. At Licensee's expense, Licensee will install removable post -type barriers designed to accommodate Licensor's locks, to prevent unauthorized vehicular use or parking, including but not limited to, motorcycles, off -road vehicles, and "all- terrain" vehicles. G. Trespass discouragers shall be installed on Licensor's towers. The discourager installation will be performed by Licensor. Licensee shall pay Licensor in advance, for all Licensor's direct and indirect costs associated with the engineering, purchase, and installation of the discouragers. All towers shall be equipped with signs so worded as to warn the public of the danger - of climbing the towers. Such signs shall be placed and arranged so that they may be read from the four corners of the structure. Such signs shall be neither less than 8 feet nor more than 20 feet above the ground except where the lowest horizontal member of the tower or structure is more than 20 feet above the ground in which case the sign shall be not more than 30 feet above the ground. H. Licensee must design and construct all walkways, underground sprinkler systems, lighting facilities, and drains to be capable of withstanding a gross load of forty (40) tons on a three - axle vehicle. Initial )/( ) Licensor /Licensee 1- 2013.07.30_V 10 SCE Doc. 32996 Att. ADDENDUM INDUCED VOLTAGES Contract No. 9.4143 (Formerly Contract No. L1587) A. Licensee hereby acknowledges that any structures (including, but not limited to buildings, fences, light poles) it may construct or erect under the terms of this License will be in close proximity to one or more high voltage (66 kilovolt or above) electric transmission lines and /or substation facilities. Such structures ( "Structures ") may be susceptible to induced voltages, static voltages and /or related electric fault conditions (hereinafter collectively referred to as "Induced Voltages ") unless appropriate grounding or other mitigation measures are incorporated into the Structures. If not properly mitigated, Induced Voltages can result in a variety of safety and /or nuisance conditions including, but not limited to, electric shocks or other injury to individuals contacting the Structures or other utilities connected to the Structures (including, but not limited to, natural gas lines, water lines or cable television lines), or interference with or damage to sensitive electronic equipment located in or around the Structures. Appropriate measures to mitigate Induced Voltages, if required, will vary from case to case because of factors such as electric facility configuration and voltage, other utilities involved, or sensitivity of electronic equipment. Licensee will be responsible to determine what, if any, Induced Voltages mitigation measures should be undertaken regarding the Structures and to implement such mitigation measures at its sole cost and expense. B. Licensee agrees for itself and for its contractors, agents, licensees, invitees, and employees, to save harmless and indemnify Licensor, its parent, subsidiaries, and affiliated entities and their respective officers and employees from and against any and all claims, loss, damage, actions, causes of action, expenses and /or liability arising from or growing out of loss or damage to property, including Licensor's own personal property, or injury to or death of persons, including employees of Licensor caused by or resulting from or connected to Induced Voltages on or related to the Structures. Initial LA— ) Licensor /Licensee - 1 - 2013.07.30_V10 NOTE: CLEARANCES OF 25 FEET AROUND ALL TOWERS, 10 FEET AROUND STEEL POLES, AND 5 FEET AROUND ALL WOOD POLES MUST BE KEPT CLEAR AT ALL TIMES. c E 1 XI ,r � � J Qaa B° l / /I I I 2 a ®LICENSED AREA TO CITY OF ROSEMEAD 3 TOTAL AREA (GROSS) SQ.FT. 12,440 ACRES: .29 1 EXHI BIT ' A I LICENSEE: CITY OF ROSEMEAD - GUESS PARK CITY: ROSEMEAD 596 G5 PROPERTY ADDRESS: WALNUT GROVE & MISSION DR. AGENT: MART VALENZUELA LA CO BUSINESS PARTNER: 10050227 ACCOUNT NO. 9.4143 SANDERS MAP NO: 533935 DATE: 9 -1 -2011 EXPIRES: 8 -31 -2016 SOUTHERN CALIFORNIA EDISON n EDISON INTERNATIONAL Company ACQUISITION DOC: 25855 - PCL 40 SOOTHFRN CALIFORNIA EDISON ,U�EIYI3(�N If�'ItRRA71UNAl.� Cumpem City of Rosemead c% David Montgomery Scott 8838 East Valley Blvd. Rosemead, CA 91770 Maria I. Valenzuela Real Properties — Land Management Maria.i.valenzuela @sce.com October 15, 2013 Sent via certified U.S. mail Subject: Subsequent License Agreement Contract No: 9,4143 (Formally Contract No. L1587) Dear David: Your "Guess Park" License Agreement expired August 31, 2011 and as I mentioned to you last week, I was given this file to get the license signed and in place. A Subsequent License Agreement has been prepared and executed on behalf of Southern California Edison Company and included in this mail to you, for signatures. Upon execution from City Managers office, please forward an executed original copy to my attention as soon as it becomes ready. I am including a self- addressed stamped envelope for your convenience. If you have any questions, please contact me at mada.i.valenzuela @sce.com or by telephone at (626) 302 -4142. Sincerely, ria . enzuela R ht f ay Agent Enclosures Page 1 of 1 2131 Walnut Grove Ave. G.O.3, 2° Floor Rosemead, CA 91770 r Property No. PLGME596G52 Account No. 1587 LICENSE AGREEMENT THIS AGREEMENT, made as of the I I day of 20 V4O , between SOUTHERN CALIFORNIA EDISON COMPANY (SCE), a corpo ion ganized under the laws of the State of California, hereinafter called "Licensor", and CITY OF OSEMEAD 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, 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 Rosemead, County of Los Angeles, 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 park beautification 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 five (5) years commencing on the first day of September, 2006 and ending on the last day of August, 2011. 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: No monetary consideration - Gratis. 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 $1,000,000.00. Licensee shall require its insurer to waive all rights of subrogation against Licensor, 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 $2,000,000.00. 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. -1- • • (c) Commercial Automobile Insurance with a combined single limit of $1,000,000.00. Such insurance shall: (i) 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 shall provide Licensor with proof of such insurance by submission of certificates of insurance, pursuant to Section 35 "Notices," at least ten days prior to the effective date of this Agreement. Such insurance shall not be canceled nor allowed to expire nor be materially reduced without thirty days prior written notice to Licensor, or provide a certificate 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 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 Twenty Five (25) 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 usable width of sixteen (16) feet, together with commercial driveway aprons and curb depressions capable of supporting a gross load of forty (40) tons on a three-axle vehicle. The minimum width of all roads shall be increased on curves by a distance equal to 400/inside radius of curvature. All curves shall have a radius of not less than 50 feet measured at the inside edge of the usable road surface. 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: -2- • • a. A 50-foot-radius around suspension tower legs and 100-foot radius around dead-end tower legs. b. A 10-foot-radius around all steel and wood poles. NOTE: Additional clearance may be required for structures. Plant material in 1 gallon containers (maximum size) may be permitted outside the 25-foot radius around tower legs. 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. Flammables. 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 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. Licensee will dispose of all pe--ticides, 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/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. Signs: Licensee must obtain written approval from Licensor prior to the construction or placement of any sign, signboard or other form of outdoor advertising. 15. Fencing: 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 and Landscaping: 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 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 Licensor's prior written approval. -3- • • 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. Expense: 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 or 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 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. Indemnification: Licensee shall hold harmless, defend and indemnify Licensor, its officers, 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 damage to property, including that of Licensor, or injury to or death of persons, including employees of 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 claiming under Licensee. 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: -4- • 0 (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. (f) 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-Possessory 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. 31. Waiver: 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. Licensoe's consent to or approval of any act shall not be deemed to render unnecessary the obtaining of Licensoe's consent to or approval of any subsequent act by Licensee. , 32. Authority: 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. -5- • 0 33. Attornevs' 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 parry in such action, suit or proceeding shall be entitled to recover from the other party reasonable attorney fees incurred. 34. Electric and Magnetic Fields (`EMF"): There are numerous sources of power frequency electric and magnetic field (`EMF"), including household or building wiring, electrical appliances and electric power transmission and distribution facilities. There have been numerous scientific studies about the potential health effects of EMF. Interest in a potential link between long-term exposures to EMF and certain diseases is based on the combination of this scientific research and public concerns. While some 30 years of research have not established EMF as a health hazard, some health authorities have identified magnetic field exposures as a possible human carcinogen. Many of the questions about specific diseases have been successfully resolved due to an aggressive international research program. However, potentially important public health questions remain about whether there is a link between EMF exposures in homes or work and some diseases including childhood leukemia and a variety of other adult diseases (e.g. adult cancers and miscarriages). While scientific research is continuing on a wide range of questions relating to exposures at both work and in our communities, a quick resolution of the remaining scientific uncertainties is not expected. Since Licensee plans to license or otherwise enter SCE's property that is in close proximity to SCE's elcctric facilities, SCE wants to share with Licensee and those who may enter the property under this agreement, the information available about EMF. Accordingly, SCE has attached to this document, a brochure that explains some basic facts about EMF and that describes SCE's policy on EMF. SCE also encourages you to obtain other information as needed to assist you in understanding the EMF with respect to your planned use of this property. 35. Notices: All notices required to be given by either parry 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 Operations Division 14799 Chestnut Street Westminster, CA 92683 To Licensee: City of Rosemead 8838 East Valley Boulevard Rosemead, CA 91770 Business Telephone Number: (626) 288-6671 Licensee will immediately notify Licensor of any address change. 36. Recording: Licensee will not record this Agreement. -6- • • 37. Complete 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 hkve caused this Agreement to be executed in duplicate as of the day and year herein first above written. SOUTHERN CALIFORNIA EDISON COMPANY By C'Ms Ct, N ua1'l. - /'-L"O ENSOR CHRISTINA M. NUANEZ Right of Way Agent Real Estate Operations Corporate Real Estate Department CITY OF ROSEMEAD , • • • • • , , , • By / ~~LICEtFS` Print Name: ab -7- • 0 ADDENDUM PARK USE A. Licensee must obtain the prior written approval from Licensor for the installation of any facilities, including any subsequent modifications. Licensee will maintain all facilities in a safe condition satisfactory to Licensor. B. At any time, Licensor may require the relocation of any portion of the facilities. Licensee will relocate same, at its expense, to a location satisfactory to Licensor within sixty (60) days after receiving notice to relocate from Licensor. C. At Licensee's expense, Licensee will post signs at all access points to the Property that read: "No Kite Flying, Model Airplanes or Metallic Balloons Permitted, High Voltage Wires Overhead." D. At Licensee's expense, Licensee will post signs at all access points of the Property that read: "No Motorcycles, Motorbikes, Horseback Riding or Hunting Permitted." E. Licensee must close the park at any time Licensor deems it necessary for the safety of the general public. If it is necessary to close the park for a period of more than three days, Licensee will notify the general public of the closure by posting at all access points to the property. F. At Licensee's expense, Licensee will install removable post-type barriers designed to accommodate Licensor's locks, to prevent unauthorized vehicular use or parking, including but not limited to, motorcycles, off-road vehicles, and "all-terrain" vehicles. G. Trespass discouragers shall be installed on Licensor's towers. The discourager installation will be performed by SCE. Licensee shall pay SCE in advance, for all SCE direct and indirect costs .associated with the engineering, purchase, and installation of the discouragers. All towers shall be equipped with signs so worded as to warn the public of the danger of climbing the towers. Such signs shall be placed and arranged so that.they may be read from the four corners of the structure. Such signs shall be neither less than 8 feet nor more than 20 feet above the ground except where the lowest horizontal member of the tower or structure is more than 20 feet above the ground in which case the sign shall be not more than 30 feet above the ground. H. Licensee must design and construct all walkways, underground sprinkler systems, lighting facilities, and drains to be capable of withstanding a gross load of forty (40) tons on a three- axle vehicle. - Ifl~ Licensee's Initials . -1- ADDENDUM INDUCED VOLTAGES 6 A. Licensee hereby acknowledges that any structures (including, but not limited to buildings, fences, light poles) it may construct or erect under the terms of this License will be in close proximity to one or more high voltage (66 kilovolt or above) electric transmission lines and/or substation facilities. Such structures (`Structures") may be susceptible to induced voltages, static voltages and/or related electric fault conditions (hereinafter collectively referred to as "Induced Voltages") unless appropriate grounding or other mitigation measures are incorporated into the Structures. If not properly mitigated, Induced Voltages can result in a variety of safety and/or nuisance conditions including, but not limited to, electric shocks or other injury to individuals contacting the Structures or other utilities connected to the Structures (including, but not limited to, natural gas lines, water lines or cable television lines), or interference with or damage to sensitive electronic equipment located in or around the Structures. Appropriate measures to mitigate Induced Voltages, if required, will vary from case to case because of factors such as electric facility configuration and voltage, other utilities involved, or sensitivity of electronic equipment. Licensee will be responsible to determine what, if any, Induced Voltages mitigation measures . should be. undertaken regarding the Structures and to implement such mitigation measures at its sole cost and expense. B. Licensee agrees for itself and for its contractors, agents, licensees, invitees, and employees, to save harmless and indemnify SCE, its parent, subsidiaries, and affiliated entities and their respective officers and employees from and against any and all claims, loss, damage, actions, causes of action, expenses and/or liability arising from or growing out of loss or damage to property, including SCE's own personal property, or injury to or death of persons, including employees of SCE caused by or resulting from or connected to Induced Voltages on or related to the Structures. ~I Licen e 's Initials 1- NOTE: CLEARANCES OF 25 FEET AROUND ALL TO 10 FEET AROUND ST:= ! P^ GS AND 5 FEET AROUND ALL WOOD POLES MUST BE KEPT CLEAR AT ALL TIMES E [ of N ' ° tv 1 v M9 a2 I ~ z_ 4 3 EXHIBIT "A" H[0.. souLD- MESA {*E;t?-5 L ZRANS. LIKE R[W License for Beautific.ltion to - CjTy OF POSF.M-+D i.os Anecles County sOVTNLNN CALIFORNIA COliON CO. • • LLJ LLJ Y LL. 0 N r 11.1 ,Q^ V Z oo~ N . 'J r- ~ 7 _ V (J ~ J y anaKa NOISSIIN `r !'R l ti} L rte' alifornia Jt' IA • Page 1 of 2 the ey. ut, sofutiort it, in.9449,4n , n* 'e'vidence of Coverage Evidence of Coverage_Confirmation: Donald Wagner, your request has been received. Your confirmation- numberis20060605142720009810. IMPORTANT: Within 10 days of completing this request form, fax a copy of the contract or use agreement that confirms the coverage limits you have requested to Jasmin Elepano at (562) 402-8692. This back-up information will be placed in the Authority's files along with a copy of the letter. Each request is carefully reviewed before a letter is created. If there are questions, you will be contacted. If your request does not follow the criteria below or if you have special needs, please contat Jasmin Elepano at (562) 467-8778 orjosmin@cjpia.org Member Information: Rosemead 8838 East Valley Boulevard Rosemead, CA 91770-1787 (626) 569-2100 (626) 307-9218 Agency Information: Christina Nuanez Southern California Edison 1851 West Valencia Drive, Bldg F Fullerton, CA 92833 Activity Information: Lease of SCE Right of Way for use as a Park Use as a Park. The Property has grassy play area. ttp://www.cjpia.org/4dcgi/services/coverage confirm. shtm1?sessionID=200606051405290085326061 6/5/2006 alifomia HiA • • Page 2 of 2 Coverage Start Date: Saturday, July 1, 2006 - 12:01 AM Coverage End Date: Thursday, June 30, 2011 - 11:59 PM Please print and save this information for future reference. If your request does not follow the criteria below or if you have special needs, please contact Jasmin Elepano at (562) 467-8777 or at jasmin@cjpia.org. CALIFORNIA JOINT POWERS INSURANCE AUTHORITY 8081 Moody Street, La Palma, CA 90623 Phone: (800) 229-2343 Email: info@cj ip a.org Copyright © 2001-2006 ttp://www.cjpia.org/4dcgi/services/coverage_confinn. shtml?sessionID=200606051405290085326061 6/5/2006 0 • • RP File No. P70S082-1-22 LICENSE AGREEMENT THIS AGREEMENT, made as of the 12th day of December _,19 95 between SOUTHERN CALIFORNIA EDISON COMPANY, a corporation organized under the laws of the State of California, hereinafter called "Licensor", and CITY OF ROSEMEAD 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, 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 Rosemead, County of Los Angeles, State of California. SUBJ ECT TO: Covenants, conditions, restrictions, reservations, exceptions, rights and easements, whether or not of record. 1. Use: Licensee will use the Property for park beautification 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 September, 1996 and ending on the last day of August, 31. 2006 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: "No monetary consideration - Gratis. 4. Liability Insurance: Licensee will insure its liabilities which may result from its activities hereunder by the purchase of a liability insurance policy with a Combined Single Limit of not less than One Million and 00/100 Dollars ($1,000,000.00) and will include Licensor as an additional insured. Licensor acknowledges that Licensee is self-insured through the Southern California Joint Powers Insurance Authority. Evidence of such participation is satisfactory compliance with the liability insurance requirement of this License Agreement. 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. -2- 6. Licensee's Imorovements: Licensee must submit, for Licensor'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 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 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 twentyfive (25) 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 Lree 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, 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 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. Flammables. 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 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. 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. -3- 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/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. i n.: Licensee must obtain written approval from Licensor prior to the construction or placement of any sign, signboard or other form of outdoor advertising. 15. Fencing: 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 and Landscaping: Licensee will keep parkway and sidewalk areas adjacent to the Property free of weeds and Lrash. Licensee will maintain parkways and provide landscaping that is compatible with adjoining properties and that is satisfactory to Licensor. 17. Irrigation Enuioment: 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 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 Licensor'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 real property, 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. Expense: 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. -4- • 0 23. AssiE<nments: 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 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 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. Indemnification: Licensee shall hold harmless, defend and indemnify Licensor, its officers, 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 damage to property, including that of Licensor, or injury to or death of persons, including employees of 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 claiming under Licensee. 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. Evens 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 clue 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. (q Any attempt to exclude Licensor from the licensed premises. -5- • E (9) 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-Possessory 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. 31. Waiver: 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. Authority: 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. 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 Fields: in recent years there have been numerous scientific studies about the effects of electric and magnetic fields (EMF). There are several sources of EMF, 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 them the balanced information or literature we have about EMF 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 let us 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: -6- 0 To Licensor: Southern California Edison Company Real Properties and Administrative Services Land Services Division 14803 Chestnut Street Westminster, CA 92683-5240 To Licensee: City of Rosemead 8838 E. Valley Blvd. Rosemead, CA 91770 Business Telephone No. (213) 288-6671 Licensee will immediately notify Licensor of any address change. 36. Recording: Licensee will not record this Agreement. 37. Complete Agreement: Licensor and Licensee acknowledge that the foregoing provisions and any addendum's 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 CALIF RNIA EDISON COMPANY By- LICENSOR DANNY BREMGARTNER Real Properties Agent Land Services Division Real Properties and Administrative Services js -7- NOTE: CLEARANCES OF 25 FEET AROUND ALL TO RS, 10 FEET AROU'`v'D S T Ci 1. POLES. AND 5 FEET AROUND ALL WOOD POLES MUST BE KEPT CLEAR AT ALL TIMES - E~ of N Y4 St C 13 /S Rl2w SB ~i;,l ph pA I - V~ v 00 v i /0 ti 1 v \ M9 / l 6ID~ • 2 i I 2 a L1-aW.:;~5=~ 3 yY9,T err / EXHIBIT "A'° DER. f -w-e. 66ULD- MESA »-e. -$£-L-); TRANS, LINE R License for Beautification to - CITY OF ROSE. EAD Los An.cles Count 0 0 • LICENSE AGREEMENT THIS AGREEMENT made as of the 12th day between SOUTHERN State of California, "Licensee"; of • RP File No. P70S082-1-22 December , 19 95 CALIFORNIA EDISON COMPANY, a corporation organized under the laws of the hereinafter called "Licensor", and CITY OF ROSEMEAD hereinafter called 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, 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 Rosemead, County of Los Angeles, State of California. SUBJECTTO Covenants, conditions, restrictions, reservations, exceptions, rights and easements, whether or not of record. 1. Use: Licensee will use the Property for park beautification 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 September, 1996 and ending on the last day of August, 31. 2006 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: "No monetary consideration - Gratis." 4. Liability Insurance: Licensee will insure its liabilities which may result from its activities hereunder by the purchase of a liability insurance policy with a Combined Single Limit of not less than One Million and 00/100 Dollars ($1,000,000.00) and will include Licensor as an additional insured. Licensor acknowledges that Licensee is self-insured through the Southern California Joint Powers Insurance Authority. Evidence of such participation is satisfactory compliance with the liability insurance requirement of this License Agreement. 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. -2- 6. Licensee'sll~fhrovements: Licensee must submit,rLicensor'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 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 Lime, 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 Licensoe'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 a lien thereon to the extent thereof. 8. Hei?ht 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 twentyfive (25) 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, 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-Coot-radius around all steel and wood poles. 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 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 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. 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. -3- • 0 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/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. Sins: Licensee must obtain written approval from Licensor prior to the construction or placement of any sign, signboard or other form of outdoor advertising. 15. Fencing: 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 and Landscapin : 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. Irrintion 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 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 Licensor's prior written approval. 19. UnderE!rourid 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 real property, 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. Expense: 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. -4- 23. AssiLFnmel s: 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 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 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 will obtain all permits and other governmental approvals required in connection with Licensee's activities hereunder. 25. Governin>? 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. indemnification: Licensee shall hold harmless, defend and indemnify Licensor, its officers, 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 damage to property, including that of Licensor, or injury to or death of persons, including employees of 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 claiming under Licensee. 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 perfonmed by Licensee, where such failure continues for the time period specified in a written notice thereof by Licensor to Licensee. (f) Any attempt to exclude Licensor from the licensed premises. -5- (g) The makinny Licensee of any general assign At 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-Possessory 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. 31. Waiver: 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. Authority: 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. 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 Maisnetic Fields: In recent years there have been numerous scientific studies about the effects of electric and magnetic fields (EMF). There are several sources of EMF, 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 them the balanced information or literature we have about EMF if they are interested. We have attached to this license an Edison brochure that explains sonic basic facts about EMF and outlines Edison's policy in this area. Please let us 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: -6- ` To Licensor: Southern California Edison Company Real Properties and Administrative Services Land Services Division 14803 Chestnut Street Westminster, CA 92683-5240 To Licensee: City of Rosemead 8838 E. Valley Blvd. Rosemead, CA 91770 Business Telephone No. (213) 288-6671 Licensee will immediately notify Licensor of any address change. 36. Recordin?: Licensee will not record this Agreement. 37. Complete Agreement: Licensor and Licensee acknowledge that the foregoing provisions and any addendum's 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 LICENSOR DANNY BREMOARTNER Real Properties Agent Land Services Division Real Properties and Administrative Services CITY OF ROSEMEAD By LICENSEE js -7-. NOTE: CLEARANCES OF 25 FEET AROUND ALL TO 10 FEET AROUND S-1`171. POLES AND 5 FEET AROUND ALL WOOD POLES MUST BE KEPT CLEAR AT ALL TIMES f I ~y\ EY2 of N 4 sec 13 iS 60 R12w SB ~M P ~Q ga 1 1 I /0 ti P P I 2 Q 3 .T'. I.D. ;~O /c;-/O ov E, v J0 EXHIBIT "A" /ER. 60ULD- MESA ,K tttt-t},t TRANS. LINE R/W License for Beautiric.,tion to - CITY OF ROSE1-9-AD Los An.cles Count SOUTHERN CALIFORNIA EDISON CO.