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2300 - Southern California Edison - Bus Shelter License Agreement on Walnut Grove and Klingerman AvenueDocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-l354D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 CITY OF ROSEMEAD 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. 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 MATERIALS AND WASTE 15. SIGNS 16. FENCING AND EXISTING FIXTURES 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 LAWS AND REGULATIONS 26. GOVERNING LAW 27. INDEMNIFICATION; ASSUMPTION OF RISK; RELEASE 28. TERMINATION 29. EVENTS OF DEFAULT 30. REMEDIES 31. LICENSEE'S PERSONAL PROPERTY UPON TERMINATION OR EXPIRATION 32. LIMITATION OF LIABILITY 33. NON -POSSESSORY INTEREST 34. WAIVER 35. AUTHORITY 36. ELECTRIC AND MAGNETIC FIELDS -1- Rev9 2023-03-08 JR -KB DS DS Ge Initial ( ) / Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 37. INDUCED VOLTAGES 38. NOTICES 39. RECORDING 40. COMPLETE AGREEMENT 41. SIGNATURE AUTHORITY 42. SURVIVAL APPENDIX: GUIDELINES FOR STANDARD LICENSEE IMPROVEMENTS ADDENDUM(S1 -2- Rev9 2023-03-08 JR -KB DS DS GO, b� Initial ) / ) Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 LICENSE AGREEMENT THIS AGREEMENT between SOUTHERN CALIFORNIA EDISON COMPANY, a corporation organized under the laws of the State of California, called "Licensor", and CITY OF ROSEMEAD, 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 Numbers 5282-022-806 and 5283-031-817, situated in the City of Rosemead, County of Los Angeles, State of California, subject to any and all covenants, restrictions, reservations, exceptions, rights and easements, whether or not of record. Acknowledgment of License and Disclaimer of Tenancy Licensee acknowledges and agrees that the License constitutes a limited, revocable, non -possessory, personal and non -assignable privilege to use the Property solely for those permitted uses and activities expressly identified in the Agreement (the "License Privilege"). Licensee further acknowledges and agrees that: • The consideration paid by Licensee pursuant to Article 3 of the Agreement is consistent with the value of the rights comprising the License Privilege; the consideration is not consistent with the higher market value for a greater right, privilege or interest (such as a lease) in the Property or similarly situated parcels. • Licensee is not a tenant or lessee of Licensor and holds no rights of tenancy or leasehold in relation to the Property. • The Agreement and/or any prior and/or future acts or omissions of Licensor shall not create (or be construed as creating) a leasehold, tenancy or any other interest in the Property. • Licensor may terminate the License and revoke the License Privilege at any time, subject, if applicable, to a notice period agreed upon by the parties, as more particularly set forth in the Agreement. • In consideration of Licensor's grant of the License, Licensee specifically and expressly waives, releases and relinquishes any and all right(s) to assert any claim of right, privilege or interest in the Property other than the License. • Licensee further acknowledges and agrees that without the representations and agreements set forth herein, Licensor would not enter into the Agreement. -3- Rev9 2023-03-08 JR -KB D S Initial) Licensor/Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 1. Use: Licensee will use the Property for bus shelter purposes only. Licensor makes no representation, covenant, warranty or promise that the Property, and any fixtures thereon, are fit or suitable 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 use of the property for any other purpose and/or failure to utilize the Property in accordance with this License as determined by the Licensor in its sole discretion will be deemed a material default and grounds for immediate termination of this Agreement in accordance with Articles 28 and/or 30. 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 August, 2024 and ending on the last day of July, 2029. 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. insurance: 3. Consideration: GRATIS 4. Insurance: During the term of this Agreement, Licensee shall maintain the following (a) Workers' Compensation with statutory limits, under 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 and $2,000,000.00 in the aggregate. Such insurance shall: (i) name Licensor, its officers, agents and employees as additional insureds, but only for Licensee's negligent 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. The failure to maintain such insurance may be deemed by Licensor a material default of this Agreement and grounds for immediate termination pursuant to Articles 28 and/or 30. Licensee shall provide Licensor with proof of such insurance by submission of certificates of insurance, pursuant to Article 38 "Notices", at least ten days prior to the effective date of this Agreement, and thereafter at least ten days prior to each insurance renewal date. Licensee must provide Licensor at least thirty (30) days notice before any such insurance will be canceled, allowed to expire, or materially reduced. However, in the event insurance is canceled for the non-payment of a premium, Licensee must provide to Licensor at least ten (10) days' prior written notice before the effective date of cancellation. 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. St Rev9 2023-03-08 JR -KB DS DS GC �- Initial ( ) / ) Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 5. Licensor's Use of the Property: Licensee agrees that Licensor, its successors and assigns, have the right to enter 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, structures, and/or crops located on the Property, nor shall Licensee be entitled to any compensation for any loss of use of the Property or a portion thereof, and/or any related damages, as a result of Licensor's activities under this Article. 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, 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. To the extent Licensor reviews and/or approves any improvement plans, Licensor is doing so only for purposes of determining whether said improvements are compatible with Licensor's use of the Property. Under no circumstances shall such review and/or approval be construed as a warranty, representation, or promise that the Property is fit for the proposed improvements, or that said improvements comply with any applicable city, state, or county building requirements, other legal requirements, or the generally accepted standard of care. 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 compensation from Licensor. Licensor is not required, at any time, to make any repairs, improvements, alterations, changes or additions of any nature whatsoever to the Propertyand/or any fixtures thereon. Licensee expressly acknowledges that any expenditures or improvements will in no way alter Licensor's right to terminate in accordance with Articles 28, and/or 30. 7. Licensee's Personal Property: (i) Licensor grants Licensee permission to place Licensee's personal property on the Property consistent with the use identified in Article 1 and other terms of this Agreement. Such permission granted by Licensor shall be revoked upon the earlier of the termination or expiration of this Agreement. All 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. Licensee shall be responsible for any damage to the Property and/or Licensor's personal property arising out of Licensee's activities on the Property, including its use and/or removal of Licensee's personal property. Licensee further acknowledges and agrees that Licensor is not responsible for Licensee's personal property during the effectiveness of this Agreement, or upon termination or expiration. Licensor further assumes no duty or obligation to maintain or secure Licensee's personal property at any time. (ii) Unless as specifically provided for in an Addendum to this Agreement, Licensee shall not store on the Property, for a period longer than twenty-four (24) consecutive hours, any personal property owned by a non-party to this Agreement. -5- Rev9 2023-03-08 JR -KB DS DS Initial Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 Licensee will defend and indemnify Licensor, its directors, officers, agents, subcontractors, and employees, and its successors and assigns, from any and all claims, loss, damage, actions, causes of action, expenses and/or liability arising from the storage of, damage to, and/or loss of use of such non- party's personal property. 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: 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 or relocate 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, personnel, 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, 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: 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 by Licensor 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 a writing executed by Licensor. 11. Weeds, Brush, Rubbish and Debris (Weed Abatements: 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 allow 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, caased qe 6� Initial )A ) Licensor/ Licensee -6- Rev9 2023-03-08 JR -KB Vehicle/ Equipment Vertical Clearance 500 kV 35 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 or relocate 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, personnel, 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, 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: 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 by Licensor 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 a writing executed by Licensor. 11. Weeds, Brush, Rubbish and Debris (Weed Abatements: 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 allow 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, caased qe 6� Initial )A ) Licensor/ Licensee -6- Rev9 2023-03-08 JR -KB DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 by any trespasser, 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, and all materials contaminated by such substances, including but not limited to, containers, clothing and equipment, in the manner prescribed by law. 14. Hazardous Material and 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 the use, management, storage, or disposal of waste, including, but not limited to hazardous, toxic or infectious materials. Unless permitted by Licensor in writing, Licensee will not, or allow others to, place, use, or store any hazardous, toxic or infectious materials and/or waste on the Property. Licensee will indemnify and hold Licensor, its directors, officers, agents and employees, and its successors and assigns, harmless from 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 learns of the graffiti remove any signs containing graffiti or shall otherwise remove such graffiti from the signs in a manner reasonably acceptable to Licensor. Notwithstanding any other language in this Article, Licensee shall not advertise on any sign any product, service, or good which is (i) not directly related to Licensee's use of the Property, (ii) offensive to the public, or (iii) which Licensor, in its reasonable discretion, deems objectionable. 16. Fencing and Existing Fixtures: Licensor disclaims any and all express or implied warranties for any fencing and/or other fixtures affixed to the Property, and further disclaims any liability arising from any disrepair of the same. Licensee may install fencing on the Property with prior written approval from Licensor. Such fencing will include double drive gates, in locations specified by Licensor, a minimum of twenty (20) feet in width and designed to accommodate separate Licensor and Licensee locks. Licensee will maintain and repair all fencing and other fixtures affixed to the Property, including any grounding of the same as deemed necessary by Licensor, 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. -7- Rev9 2023-03-08 JR -KB Qs vs GC. Initial Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 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 in accordance with Article 6. 20. Underground Facilities: Any underground facilities must be approved by Licensor pursuant to Article 6. Licensee must contact Dig Alert and comply with the applicable processes, policies and/or procedures of 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 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 may pay the same and charge the amount to the Licensee. All accounts not paid within thirty (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 required by Licensee will be performed and paid for at the sole cost and expense of Licensee, without obligation by 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 Laws and Regulations: 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. Licensee shall also comply with the requirements of every addendum attached hereto. 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 resulting from any violation of this provision. 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; Assumption of Risk; Release: Licensee shall hold harmless, defend and indemnify Licensor, its officers, agents and employees, and its successors and assignsand innst GC 15� Initial ) / ) Licensor/ Licensee -8- Rev9 2023-03-08 JR -KB DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 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 agrees to assume all risk of loss by fire, flood, earthquake, theft, accident, or casualty of any kind, which may affect the Property, any improvements constructed or installed thereon by Licensee, Licensee's use of the Property, or exercise of the rights granted herein. Licensee releases and waives all claims against Licensor and each of the indemnified parties for loss or damage caused by, arising out of, or in any way connected with Licensor's or Licensee's use of the Property or the exercise of the rights granted herein. 28. Termination: Licensor or Licensee may terminate this Agreement, at any time, for any reason, upon thirty (30) days notice in writing. Additionally, Licensor may immediately terminate this Agreement pursuant to Article 30. Termination does not release Licensee from any liability or obligation (indemnity or otherwise) which Licensee may have incurred. Upon termination, 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. Licensee's continued presence after termination shall be deemed a trespass. In 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, to the extent such fees exceed any offset claimed by Licensor under the Agreement 29. Events of Default: In addition to material defaults otherwise described herein, 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 under Article 3, or to make any other payment required to be made by Licensee 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 applicable to Licensee's activities under this Agreement. (e) Any attempt to exclude Licensor from the licensed premises. (fl 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. BE Rev9 2023-03-08 JR -KB DS DS GC Initial ) / ) Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 (g) Any case, proceeding or other action brought against Licensee seeking any of the relief mentioned in "clause f' of this Article which has not been stayed or dismissed within thirty (30) days after the commencement thereof. (h) Any claim by Licensee that it has a possessory interest and/or irrevocable license in the Property. (i) With respect to items not otherwise listed in Article 29.a -h, the failure by Licensee to observe and perform any other provision of this Agreement to be observed or performed by Licensee. Licensor shall provide written notice of such failure and Licensee shall be considered in material default where such failure continues for a total of ten (10) or more consecutive days from the date of the notice. Further, with respect to items not otherwise listed in Article 29.a -h, Licensee shall be considered in material default should Licensee fail to observe or perform any other provision of this Agreement for more than fifteen (15) days during the entire Term of the Agreement in the aggregate, after Licensor provides an initial written notice of such failure. After providing initial notice under this provision, Licensor will not be required to provide any subsequent notice of breach of this Agreement. 30. Remedies: Notwithstanding the notice requirement in Article 28, in the event of any material default by Licensee, then in addition to any other remedies available to Licensor at law or in equity, Licensor shall have the option to immediately terminate this Agreement and all rights of Licensee hereunder by giving written notice of such immediate termination to Licensee. 31. Licensee's Personal Property Upon Termination or Expiration: In the event that this Agreement is terminated, whether termination is effected pursuant to Article 28 and/or 30, or in the event this Agreement expires pursuant to Article 2, Licensee shall, at Licensee's sole cost and expense and prior to the earlier of the effective termination date or expiration date, remove all weeds, debris, and waste from the Property and peaceably quit, surrender and restore the licensed Property to the condition it was in prior to the Licensee's use of the Property, in a manner satisfactory to Licensor. If Licensee fails or refuses to remove any of Licensee's personal property, building(s), fixture(s) or structure(s) from the Property prior to the earlier of the termination date or expiration date, said personal property, building(s), fixture(s) or structure(s) shall be deemed abandoned by the Licensee, and the Licensor shall have the right, but not the obligation, to remove, destroy, sell or otherwise dispose of them with no further notice to Licensee. Licensor shall not be required to seek and/or obtain judicial relief (including, but not limited to, the filing of an unlawful detainer action), nor shall Licensor be responsible for the value of Licensee's personal property. Licensor shall have the right to charge and recover from Licensee all costs and expenses incurred by Licensor related to (i) the removal, disposal or sale of Licensee's personal property, building(s), fixture(s) or structure(s), (ii), the removal of any waste, weeds, or debris on the Property, (iii) environmental studies and environmental remediation and/or cleanup attributable to Licensee's use of the Property, and (iv) the restoration of the Property to the condition it was in prior to Licensor's initial use of the Property. Licensee agrees to pay such expenses to Licensor upon demand. -10- Rev9 2023-03-08 JR -KB 10- DS DS GO, Initial ) / (6� ) Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-l354D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 32. Limitation of Liability: IN ORDER FOR LICENSEE TO OBTAIN THE BENEFIT OF THE FEE IDENTIFIED IN ARTICLE 3, WHICH INCLUDES A LESSER ALLOWANCE FOR RISK FUNDING FOR LICENSOR, LICENSEE AGREES TO LIMIT LICENSOR'S LIABILITY PURSUANT TO THIS AGREEMENT. AS SUCH, IF LICENSEE IS ENTITLED TO ANY RELIEF FOR LICENSOR'S NEGLIGENCE, INCLUDING GROSS NEGLIGENCE, FOR DAMAGE OR DESTRUCTION OF LICENSEE'S PERSONAL PROPERTY, BUILDING(S), STRUCTURE(S) OR FIXTURE(S), THE TOTAL LIABILITY OF LICENSOR SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY LICENSEE TO LICENSOR DURING THE TERM OF THIS AGREEMENT. FURTHER, IN NO EVENT SHALL LICENSOR BE LIABLE UNDER ANY CIRCUMSTANCES FOR INJURY OR DAMAGE TO LICENSEE'S BUSINESS, IF ANY, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF RENTS OR OTHER EVENTS, LOSS OF BUSINESS OPPORTUNITY, LOSS OF GOODWILL OR LOSS OF USE, IN EACH CASE, HOWEVER OCCURRING, RELATED TO THIS AGREEMENT. THE PROVISIONS OF THIS SECTION 32 SHALL EXPRSSLY SURVIVE THE TERMINATION OR EXPIRATION OF THIS AGREEMENT. 33. Non -Possessory Interest: Licensor retains full possession of the Property and Licensee will not acquire any possessory interest, whether temporary, permanent, 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 and Licensee will not claim that it has or ever had an irrevocable license in the Property. 34. Waiver: Licensor shall not be deemed to waive any provision of this Agreement orally or by conduct. Any waiver by Licensor of any provision of this Agreement must be in a writing signed by Licensor. No waiver by Licensor of any provision shall be deemed a waiver of any other provision 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. Licensor's acceptance of payment after providing notice of termination to Licensee shall not constitute a waiver of Licensor's termination of the Agreement. 35. Authority: This 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 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 that property (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 federal, state and local laws and regulations. This Agreement should not be construed as a subordination of Licensor's rights, title and interest in and to its fee ownership, nor should this 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. 36. 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 this scientific research and public concerns. -11- Rev9 2023-03-08 JR -KB DS DS Initial ) / ) Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-l354D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 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 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 regarding the planned use of this property. 37. 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 cause 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 in or around the Structures. 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 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 against 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. (THIS SPACE LEFT INTENTIONALLY BLANK) -12- Rev9 2023-03-08 JR -KB DS DS Initial ) / ) Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-l354D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 38. Notices: All notices required to be given by either party shall be made in writing and shall be deemed to have been given and received (a) when personally delivered, or delivered by same- day courier; or (b) on the third business day after mailing by registered or certified mail, postage prepaid, return receipt requested; or (c) upon delivery when sent by prepaid overnight express delivery service (e.g., FedEx, UPS); or (d) when sent by email and upon the receipt by the sending party of written confirmation by the receiving party. Notices shall be addressed as follows: To Licensor: Southern California Edison Company Vegetation & Land Management Land Management - Metro Region East 2 Innovation Way Pomona, CA 91768 Email: landuse(gsce. com To Licensee: City Of Rosemead 8838 East Valley Boulevard Rosemead, CA 91770 Email: bkim@cityofrosemead.org Business Telephone No. (626) 578-5838 Notice will be deemed effective on the third calendar day after mailing. A party will immediately notify the other party in writing of any address change. 39. Recording: Licensee will not record this Agreement. 40. 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. Any appendices, addenda and exhibits attached hereto are incorporated herein and made an integral part hereof. This Agreement may not be modified, amended, contradicted, supplemented or altered in any way by any previous written or oral agreements or any subsequent oral agreements or unsigned written agreements. This Agreement may be modified or amended only by way of a writing executed by both parties. In case any provision in this Agreement shall be deemed invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby and such provision shall be ineffective only to the extent of such invalidity, illegality or unenforceability. 41. 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. 42. Survival: Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the termination or expiration of this Agreement. -13- Rev9 2023-03-08 JR -KB DS DS G0' 6� Initial ) / ) Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-l354D-D28C3802C6AE SCE Doc. 108272 Att. Contract No. 9.5470 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate. T .Tr..F.NROR- SOUTHERN CALIFORNIA EDISON COMPANY DocuSigned by: G C.M By Qi1z S3r ... GINA CASTILLE Real Estate Specialist Land Management - Metro Region East Vegetation & Land Managment 1/17/2024 Date LICENSEE: CITY OF ROSEMEAD DocuSigned by: B btu, 6M By 55 457 BENZ K ity1\4anager 1/16/2024 Date -14- Rev9 2023-03-08 JR -KB DS DS GC �- Initial ) / ( ) Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108727 Att. APPENDIX Guidelines for Standard Licensee Improvements Contract No. 9.5470 The following criteria are provided to aid in developing 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 any construction on "Licensor" property. Plans should be developed indicating the size and location of all planned improvements. The plan should specify the dimensions of all planned improvements and 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 in accordance with plans approved and stamped by a California electrical engineer d. Shade covering must be non-flammable and manufactured with non -hydrocarbon materials. -1- Rev9 2023-03-08 JR- KB DS DS Initial Licensor/ Licensee DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108727 Att. Contract No. 9.5470 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 in accordance with plans approved and stamped by a California 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 pipes 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 os os 1qe Initial ) / ( ) Licensor/ Licensee -2- Rev9 2023-03-08 JR- KB DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108727 Att. Contract No. 9.5470 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 area directly located under the outer circumference of the overhead conductors, which is commonly known as the "drip line." 2. Trees must have slow to moderate growth, and must be of a variety that grows to a maximum height of only 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 7. No crushed or freshly laid asphalt will be permitted 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 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 DS os Initial Licensor/ Licensee -3- Rev9 2023-03-08 JR- KB DocuSign Envelope ID: 9D7811 D6-FD3D-4DC4-B54D-D28C3802C6AE SCE Doc. 108727 Att. Contract No. 9.5470 e. Under or within 10 feet of the conductor "drip lines" 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 in accordance with plans approved and stamped by a California 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. Parking spaces to be identified under the approved site plan. "No Parking" striping may be required in areas where additional clearance is required. MATERIAL STORAGE 1. If an emergency occurs, Licensee must immediately relocate all materials specified by Licensor 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. -4- Rev9 2023-03-08 JR- KB DS DS G(? L__) Initial ) / Licensor/ Licensee Certificate Of Completion Envelope Id: 9D7811 D6FD3D4DC4B54DD28C3802C6AE Subject: Complete with DocuSign: 9. 5470- City of Rosemead.pdf Custom Envelope Field: 9.5470 City of Rosemead Source Envelope: Document Pages: 18 Signatures: 2 Certificate Pages: 5 Initials: 36 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -08:00) Pacific Time (US & Canada) Record Tracking Status: Original 1/16/2024 1:06:16 PM Signer Events Ben Kim bkim@cityofrosemead.org City Manager Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 10/5/2023 10:57:00 AM ID: 8662bcd9-17e6-453e-87c3-6fdd6cc2ceae Gina Castille gina.castille@sce.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Witness Events Notary Events Envelope Summary Events Envelope Sent Certified Delivered Holder: Gina Castille Gina.Castille@sce.com Signature EE DocuSigned by: t AA, 6M 2669E256552D457... Signature Adoption: Pre -selected Style Using IP Address: 64.60.168.162 DocuSigned by: DDBAD01 A537F449... Signature Adoption: Pre -selected Style Using IP Address: 163.116.248.50 Signature Status Status Status Status Status Signature Signature Status Hashed/Encrypted Security Checked DocuSign Status: Completed Envelope Originator: Gina Castille P.O. Box 700 Rosemead, CA 91770 Gina.Castille@sce.com IP Address: 163.116.248.72 Location: DocuSign Timestamp Sent: 1/16/2024 1:14:54 PM Viewed: 1/16/2024 3:58:37 PM Signed: 1/16/2024 4:00:30 PM Sent: 1/16/2024 4:00:32 PM Viewed: 1/17/2024 7:57:48 AM Signed: 1/17/2024 8:00:01 AM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamps 1/16/2024 1:14:54 PM 1/17/2024 7:57:48 AM Envelope Summary Events Status Signing Complete Security Checked Completed Security Checked Payment Events Status Electronic Record and Signature Disclosure Timestamps 1/17/2024 8:00:01 AM 1/17/2024 8:00:01 AM Timestamps EVIDENCE OF COVERAGE and ADDITIONAL PROTECTED PARTY January 11 2024 7:59 PM COVERAGE PROVIDER MEMBER California Joint Powers Insurance Authority Rosemead 8081 Moody Street 8838 East Valley Boulevard La Palma CA 90623 www.c i)p a.oro Rosemead, CA 91770-1714 Contact Name: Jim Thyden, Insurance Programs Manager Encka Hernandez Phone: (562) 467-8700 ehemandez@cityofrosemead.org EOC Number 2024011IRM7292 THIS IS TO CERTIFY THAT THE MEMBER LISTED ABOVE PARTICIPATES IN THE CALIFORNIA JOINT POWERS INSURANCE AUTHORITY'S SELF- INSURANCE AND COMMERCIAL INSURANCE PROGRAM WITH THE COVERAGES AND LIMITS LISTED BELOW, SUBJECT TO ALL THE TERMS, DEFINITIONS, EXCLUSIONS, CONDITIONS, AND RESPONSIBILITIES OF THE MEMORANDA OF COVERAGE FOR EACH LINE OF COVERAGE. COVERAGES THE COVERAGES LISTED BELOW HAVE BEEN ISSUED TO THE MEMBER NAMED ABOVE FOR THE COVERAGE PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM, OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EVIDENCE MAY BE ISSUED OR MAY PERTAIN, THE COVERAGE AFFORDED BY THE MEMORANDA DESCRIBED HERIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS, AND CONDITIONS OF SUCH MEMORANDA AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TYPE OF COVERAGE MEMORANDUM COVERAGE EFFECTIVE DATE LIMIT'S LIABILITY AGGREGATE $2,000,000 X OCCURRENCE MOC LP 07/0123-06/3026 PRODUCTS-COMP/OP AGG $ N/A X PERSONAL INJURY PERSONAL & ADV INJURY $2,000,000 X ERRORS & OMISSIONS EACH OCCURRENCE $2,000,000 X EMPLOYMENT PRACTICES FIRE DAMAGE (Any one fire) $ N/A X SEXUAL ABUSE AND MED EXP (Any one person) $ N/A MOLESTATION AUTOMOBILE LIABILITY ANY AUTOS ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS 07/0123-06/3026 COMBINED SINGLE LIMIT $2,000,000 X BODILY INJURY (Per rson) $ N/A BODILY INJURY (Per accident) $ N/A PROPERTY DAMAGE $N/A X WORKERS COMPENSATION AND MOC WC 07/0123-06/3026 WC LIMITS $ STATUTORY EMPLOYERS LIABILITY EMPLOYER'S LIABILITY $1,000,000 ADDITIONAL REMARKS When required by written agreement, the California Joint Powers Insurance Authority agrees to include the Evidence Holder as an Additional Protected Party under the Memorandum of Coverage Liability Program, subject to the above -stated limits, but only for "Occurrences" caused by the activity described in the written agreement between the Member and the Evidence Holder for the date(s) and time(s) specified in the written agreement. If the written agreement requires, coverage shall be primary and non-contributory. If the written agreement requires, subrogation is waived. EVIDENCE HOLDER CANCELLATION Southern California Edison The California JPIA will endeavor to provide at least thirty (30) days notice 2 Innovation Way, 2nd Floor of any cancellation of coverage or reduction in coverage limits to the Pomona, CA 91768 Evidence Holder. Gina Castilla (626)302- e@sce.com (626) 302-1144 � AUTHORIZED REPRESENTATIVE, Jim T'hyden California joint Powers Insurance Authority is a joint powers authority pursuant to Article I (commencing with Section 6500) Chapter 5 of Division 7 of Tide 1 of the California ADDITIONAL PROTECTED PARTY Southern California Edison ADDITIONAL COVERAGE NOTES $0 Lease of two bus shelters on Walnut Grove Avenue and Xlingerman Avenue and Walnut Grove Avenue and Edison Way Lease of two bus shelters on Walnut Grove Avenue and I(lingerman Avenue and Walnut Grove Avenue and Edison Way will be use by the general public for use of public transportation. Electronic Record and Signature Disclosure created on: 1/26/2021 9:55:29 PM Parties agreed to: Ben Kim ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, Southern California Edison Company (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check -box next to `I agree to use electronic records and signatures' before clicking `CONTINUE' within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. 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Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact Southern California Edison Company: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: IGInformationgovernance@sce.com To advise Southern California Edison Company of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at IGInformationgovernance@sce.com and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address. 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Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check -box next to `I agree to use electronic records and signatures' before clicking `CONTINUE' within the DocuSign system. By selecting the check -box next to `I agree to use electronic records and signatures', you confirm that: • You can access and read this Electronic Record and Signature Disclosure; and • You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and Until or unless you notify Southern California Edison Company as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by Southern California Edison Company during the course of your relationship with Southern California Edison Company. 0 • SCE Doc. 108272 Att. Contract No. 9.5470 CITY OF ROSEMEAD 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 AND EXISTING FIXTURES 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. LICENSEE'S PERSONAL PROPERTY UPON TERMINATION OR EXPIRATION 32. LIMITATION OF LIABILITY 33. NON-POSSESSORY INTEREST 34.WAIVER 35.AUTHORITY 36. ELECTRIC AND MAGNETIC FIELDS Initial (\/C1/( 1 ) Licensor/Li isee -1- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 37. INDUCED VOLTAGES 38. NOTICES 39. RECORDING 40. COMPLETE AGREEMENT 41. SIGNATURE AUTHORITY 42. SURVIVAL APPENDIX: GUIDELINES FOR STANDARD LICENSEE IMPROVEMENTS ADDENDUM(S) Initial ( )/( Licensor/Lic see -2- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 LICENSE AGREEMENT THIS AGREEMENT between SOUTHERN CALIFORNIA EDISON COMPANY, a corporation organized under the laws of the State of California, called "Licensor", and CITY OF ROSEMEAD, 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 Numbers 5282-022-806 and 5283-031-817, situated in the City of Rosemead, County of Los Angeles, State of California, subject to any and all covenants, restrictions, reservations, exceptions, rights and easements, whether or not of record. Acknowledgment of License and Disclaimer of Tenancy Licensee acknowledges and agrees that the License constitutes a limited, revocable, non-possessory, personal and non-assignable privilege to use the Property solely for those permitted uses and activities expressly identified in the Agreement (the "License Privilege"). Licensee further acknowledges and agrees that: • The consideration paid by Licensee pursuant to Article 3 of the Agreement is consistent with the value of the rights comprising the License Privilege; the consideration is not consistent with the higher market value for a greater right, privilege or interest (such as a lease) in the Property or similarly situated parcels. • Licensee is not a tenant or lessee of Licensor and holds no rights of tenancy or leasehold in relation to the Property. • The Agreement and/or any prior and/or future acts or omissions of Licensor shall not create (or be construed as creating) a leasehold, tenancy or any other interest in the Property. • Licensor may terminate the License and revoke the License Privilege at any time, subject, if applicable, to a notice period agreed upon by the parties, as more particularly set forth in the Agreement. • In consideration of Licensor's grant of the License, Licensee specifically and expressly waives, releases and relinquishes any and all right(s) to assert any claim of right, privilege or interest in the Property other than the License. • Licensee further acknowledges and agrees that without the representations and agreements set forth herein, Licensor would not enter into the Agreement. Initial ( )/( Licensor/Li nsee -3- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 1. Use: Licensee will use the Property for bus shelter purposes only. Licensor makes no representation, covenant, warranty or promise that the Property, and any fixtures thereon, are fit or suitable 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 use of the property for any other purpose and/or failure to utilize the Property in accordance with this License as determined by the Licensor in its sole discretion will be deemed a material default and grounds for immediate termination of this Agreement in accordance with Articles 28 and/or 30. 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 August, 2019 and ending on the last day of July, 2024. 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: GRATIS 4. Insurance: During the term of this Agreement, Licensee shall maintain the following insurance: (a) Workers' Compensation with statutory limits, under 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 and $2,000,000.00 in the aggregate. Such insurance shall: (i) name Licensor,its officers, agents and employees as additional insureds, but only for Licensee's negligent 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. (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. Bus shelter use is an approved Secondary Use Category; Licensee may submit written verification of self- insurance to meet the above insurance requirements. The failure to maintain such insurance may be deemed by Licensor a material default of this Agreement and grounds for immediate termination pursuant to Articles 28 and/or 30. Licensee shall provide Licensor with proof of such insurance by submission of certificates of insurance, pursuant to Article 38 "Notices", at least ten days prior to the effective date of this Agreement, and thereafter at least ten days prior to each insurance renewal date. Licensee must provide Licensor at least thirty (30) days notice Initial ( )/( Licensor/Li nsee -4- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 before any such insurance will be canceled, allowed to expire, or materially reduced. However, in the event insurance is canceled for the non-payment of a premium, Licensee must provide to Licensor at least ten (10) days'prior written notice before the effective date of cancellation. 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 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, structures, and/or crops located on the Property, nor shall Licensee be entitled to any compensation for any loss of use of the Property or a portion thereof, and/or any related damages, as a result of Licensor's activities under this Article. 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, 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. To the extent Licensor reviews and/or approves any improvement plans, Licensor is doing so only for purposes of determining whether said improvements are compatible with Licensor's use of the Property. Under no circumstances shall such review and/or approval be construed as a warranty,representation, or promise that the Property is fit for the proposed improvements, or that said improvements comply with any applicable city, state, or county building requirements, other legal requirements, or the generally accepted standard of care. 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 compensation from Licensor. Licensor is not required, at any time, to make any repairs, improvements, alterations, changes or additions of any nature whatsoever to the Propertyand/or any fixtures thereon. Licensee expressly acknowledges that any expenditures or improvements will in no way alter Licensor's right to terminate in accordance with Articles 28, and/or 30. 7. Licensee's Personal Property: (i) Licensor grants Licensee permission to place Licensee's personal property on the Property consistent with the use identified in Article 1 and other terms of this Agreement. Such permission granted by Licensor shall be revoked upon the earlier of the termination or expiration of this Agreement. All 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. Licensee shall be responsible for any damage to the Property and/or Licensor's personal property arising out of Licensee's activities on the Property, including its use and/or removal of Licensee's personal property. Licensee further acknowledges and agrees that Licensor is not responsible for Licensee's Initial O/ Licensor/L' nsee -5- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 personal property during the effectiveness of this Agreement,or upon termination or expiration. Licensor further assumes no duty or obligation to maintain or secure Licensee's personal property at any time. (ii) Unless as specifically provided for in an Addendum to this Agreement, Licensee shall not store on the Property, for a period longer than twenty-four (24) consecutive hours, any personal property owned by a non-party to this Agreement. Licensee will defend and indemnify Licensor, its directors, officers, agents, subcontractors, and employees, and its successors and assigns, from any and all claims, loss, damage, actions, causes of action, expenses and/or liability arising from the storage of, damage to, and/or loss of use of such non- party's personal property. 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 35 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 Licensors facilities on the Property and at no time will there be any interference with the free movement of Licensor's equipment, personnel, 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, 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: 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 by Licensor 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 a writing executed by Licensor. Initial ( )/ ) Licensor/Li nsee -6- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 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 allow 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 any trespasser, 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, and 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 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 learns of the graffiti remove any signs containing graffiti or shall otherwise remove such graffiti from the signs in a manner reasonably acceptable to Licensor. Notwithstanding any other language in this Article, Licensee shall not advertise on any sign any product, service, or good which is (i) not directly related to Licensee's use of the Property, (ii) offensive to the public, or (iii) which Licensor, in its reasonable discretion, deems objectionable. 16. Fencing and Existing Fixtures: Licensor disclaims any and all express or implied warranties for any fencing and/or other fixtures affixed to the Property, and further disclaims any liability arising from any disrepair of the same. Licensee may install fencing on the Property with prior written approval from Licensor. Such fencing will include double drive gates, in locations specified by Licensor, a minimum of twenty (20) feet in width, and designed to accommodate separate Licensor and Licensee locks. Licensee will maintain and repair all fencing and otherfixtures affixed to the Property, including any grounding of the same as deemed necessary by Licensor, 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 Initial A&)/( ) Licensor/Li nsee -7- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 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: Any underground facilities must be approved by Licensor pursuant to Article 6. Licensee must contact Dig Alert and comply with the applicable processes,policies and/or procedures of 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 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 may pay the same and charge the amount to the Licensee. All accounts not paid within thirty (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 required by Licensee will be performed and paid for at the sole cost and expense of Licensee,without obligation by 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. 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 resulting from any violation of this provision. 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. Initial ( v )/( ) Licensor/L ensee -8- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 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 or Licensee may terminate this Agreement, at any time, for any reason, upon thirty (30) days notice in writing. Additionally, Licensor may immediately terminate this Agreement pursuant to Article 30. Termination does not release Licensee from any liability or obligation (indemnity or otherwise) which Licensee may have incurred. Upon termination, 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. Licensee's continued presence after termination shall be deemed a trespass.In 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, to the extent such fees exceed any offset claimed by Licensor under the Agreement 29. Events of Default: In addition to material defaults otherwise described herein, 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 under Article 3, or to make any other payment required to be made by Licensee 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 for Licensee's activities under this Agreement. (e) Any attempt to exclude Licensor from the licensed premises. (f) 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. (g) Any case, proceeding or other action brought against Licensee seeking any of the relief mentioned in "clause f' of this Article which has not been stayed or dismissed within thirty (30) days after the commencement thereof. Initial (\i)/( ) Licensor/Licensee -9- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 (h) Any claim by Licensee that it has a possessory interest and/or irrevocable license in the Property. (i) With respect to items not otherwise listed in Article 29.a-h, the failure by Licensee to observe and perform any other provision of this Agreement to be observed or performed by Licensee. Licensor shall provide written notice of such failure and Licensee shall be considered in material default where such failure continues for a total of ten (10) or more consecutive days from the date of the notice. Further, with respect to items not otherwise listed in Article 29.a-h, Licensee shall be considered in material default should Licensee fail to observe or perform any other provision of this Agreement for more than fifteen (15) days during the entire Term of the Agreement in the aggregate, after Licensor provides an initial written notice of such failure. After providing initial notice under this provision, Licensor will not be required to provide any subsequent notice of breach of this Agreement. 30. Remedies: Notwithstanding the notice requirement in Article 28, in the event of any material default by Licensee, then in addition to any other remedies available to Licensor at law or in equity, Licensor shall have the option to immediately terminate this Agreement and all rights of Licensee hereunder by giving written notice of such immediate termination to Licensee. 31. Licensee's Personal Property Upon Termination or Expiration: In the event that this Agreement is terminated, whether termination is effected pursuant to Article 28 and/or 30, or in the event this Agreement expires pursuant to Article 2, Licensee shall, at Licensee's sole cost and expense and prior to the earlier of the effective termination date or expiration date, remove all weeds, debris, and waste from the Property and peaceably quit, surrender and restore the licensed Property to the condition it was in prior to the Licensee's use of the Property, in a manner satisfactory to Licensor. If Licensee fails or refuses to remove any of Licensee's personal property, building(s), fixture(s) or structure(s)from the Property prior to the earlier of the termination date or expiration date, said personal property, building(s), fixture(s) or structure(s) shall be deemed abandoned by the Licensee, and the Licensor shall have the right, but not the obligation, to remove, destroy, sell or otherwise dispose of them with no further notice to Licensee. Licensor shall not be required to seek and/or obtain judicial relief (including, but not limited to, the filing of an unlawful detainer action), nor shall Licensor be responsible for the value of Licensee's personal property. Licensor shall have the right to charge and recover from Licensee all costs and expenses incurred by Licensor related to (i) the removal, disposal or sale of Licensee's personal property, building(s), fixture(s) or structure(s), (ii),the removal of any waste,weeds,or debris on the Property, (iii)environmental studies and environmental remediation and/or cleanup attributable to Licensee's use of the Property, and (iv) the restoration of the Property to the condition it was in prior to Licensor's initial use of the Property. Licensee agrees to pay such expenses to Licensor upon demand. 32. Limitation of Liability: IN ORDER FOR LICENSEE TO OBTAIN THE BENEFIT OF THE FEE IDENTIFIED IN ARTICLE 3, WHICH INCLUDES A LESSER ALLOWANCE FOR RISK FUNDING FOR LICENSOR, LICENSEE AGREES TO LIMIT LICENSOR'S LIABILITY PURSUANT TO THIS AGREEMENT. AS SUCH, IF LICENSEE IS ENTITLED TO ANY RELIEF FOR LICENSOR'S NEGLIGENCE, INCLUDING GROSS NEGLIGENCE, FOR DAMAGE OR DESTRUCTION OF LICENSEE'S PERSONAL PROPERTY, Initial (_/( ) Licensor/Li nsee -10- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 BUILDING(S), STRUCTURE(S) OR FIXTURE(S) AFTER THE TERMINATION OR EXPIRATION OF THIS AGREEMENT, THE TOTAL LIABILITY OF LICENSOR SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY LICENSEE TO LICENSOR DURING THE TERM OF THIS AGREEMENT. FURTHER, IN NO EVENT SHALL LICENSOR BE LIABLE UNDER ANY CIRCUMSTANCES FOR INJURY OR DAMAGE TO LICENSEE'S BUSINESS, IF ANY, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF RENTS OR OTHER EVENTS, LOSS OF BUSINESS OPPORTUNITY, LOSS OF GOODWILL OR LOSS OF USE, IN EACH CASE, HOWEVER OCCURRING, RELATED TO THIS AGREEMENT. 33. Non-Possessory Interest: Licensor retains full possession of the Property and Licensee will not acquire any possessory interest, whether temporary, permanent, 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 and Licensee will not claim that it has or ever had an irrevocable license in the Property. 34. Waiver: Licensor shall not be deemed to waive any provision of this Agreement orally or by conduct. Any waiver by Licensor of any provision of this Agreement must be in a writing signed by Licensor. No waiver by Licensor of any provision shall be deemed a waiver of any other provision 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. Licensor's acceptance of payment after providing notice of termination to Licensee shall not constitute a waiver of Licensor's termination of the Agreement. 35. Authority: This 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 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 that property (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 federal, state and local laws and regulations. This Agreement should not be construed as a subordination of Licensor's rights, title and interest in and to its fee ownership, nor should this 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. 36. 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 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 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. Initial (\ _)/( Licensor/Li nsee -11- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 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 regarding the planned use of this property. 37. 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 cause 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 in or around the Structures. 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 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 against 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. 38. 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 2 Innovation Way Pomona, CA 91768 To Licensee: City Of Rosemead 8838 East Valley Boulevard Rosemead, CA 91770 Business Telephone No. (626) 569-2158 Notice will be deemed effective on the third calendar day after mailing. A party will immediately notify the other party in writing of any address change. Initial ( / )/(74) Licensor/ see -12- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 39. Recording: Licensee will not record this Agreement. 40. 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. This Agreement may not be modified, amended, contradicted, supplemented or altered in any way by any previous written or oral agreements or any subsequent oral agreements or unsigned written agreements. This Agreement may be modified or amended only by way of a writing executed by both parties. 41. 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. 42. Survival: Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the termination or expiration of this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate. LICENSOR: SOUTHER , CAL O' IA II ON COMPANY By AMMAN? VAN' .'AR p ENAS La : - ,4 ces agent Lan• 'an:.- ent—Metro Region Real Properties Department -fig t,(1 Date LICENSEE: CITY OF ROSEMEAD B A 1'• 1§10\1) _ \ ;! GLORIA MOLLEDA, City Manager Date Initial ( /( ) Licensor/L' ensee -13- Rev8 2016-05-11 GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 APPENDIX Guidelines for Standard Licensee Improvements The following criteria are provided to aid in developing 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 any 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 and 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 ( V2-1/( Licensor/Li see - 1 - 2014.12.01_V11-GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 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/Li nsee - 2 - 2014.12.01 V11-GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 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 only 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 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 ( V`--' )/ Licensor/ pensee - 3 - 2014.12.01_V11-GS-JC SCE Doc. 108272 Att. Contract No. 9.5470 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 under the approved site plan. "No Parking" striping may be required in areas where additional clearance is required. MATERIAL STORAGE 1. If an emergency occurs, Licensee must immediately relocate all materials specified by Licensor 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/L' nsee - 4 - 2014.12.01_V11-GS-JC i • KLINGERMAN _ ` STREET ' 41: o KLINGERMAN _ STREET o "' W W - z r PARCEL iM AP e} 6.5' SIDEWALK NO. 211E1 ^ M.B. 31/7E1 d. SEE DETAIL'A"—\. 1 50' �I 1 ; I DETAIL "A" t NOT TO SCALE W APN: /....—7 .. • >0 5282-022-806 50' 3' 1 PARCEL MAP a W N0. 2129 Ems,W W 66.5' M.B. 31/80 Z > SIDEWALK SEE DETAIL"B" E-11; in I 5283-031-817 APN: I. I , d rn t 1 o d EDISON, EDISON EDISON N ;_ WAY WAY WAY loo' - "- DETAIL "B" \ 50' 50' ,7 NOT TO SCALE 1 LEGEND PROPERTY OF SOUTHERN CALIFORNIA EDISON COMPANY N ///// PROPERTY BEING LICENSED TO THE CITY OF ROSEMEAD 0 75 1 50 FOR PARKS AND PUBLIC RECREATION PURPOSES ONLY ' SCALE IN FEET = PAVED ROAD EXHIBIT "A" FACILITY NAME: INLAND STEAM STATION SITE LICENSED AREA (GROSS) SQ.FT.: 84 AC.: 0.002 LICENSEE: CITY OF ROSEMEAD CONTRACT NO.: 9.5470 ACCOUNT NO.: N/A CITY: ROSEMEAD COUNTY: LOS ANGELES STATE: CA T.G.: 636/G3 M.S.: 053-088 APN.(S): 5282-022-806; 5283-031-817 INLAND STEAM STATION SITE: 108272/001 SCE SANDERS MAP: N/A SCE LAND BOOK: N/A REF: 2014NOT202715217_9.5470SOUTHERN CALIFORNIA R.P. LAND AGENT: V. CARDENAS LANDBASE MAPPING: WESTLAND GROUP, INC. CHECKED BY: N. MICHEL LE SOu ° ORDER NO.: 801167420 NOT. NO.: 202715217 DATE: 04/03/2019 FILE NAME: 9.5470.DWG An EDISON INTERNATIONALO Company 4/3/2019 8:36 AM, P:\YEAR_2019\2019-001 METRO LAND MANAGEMENT L & L EXHIBITS — SCE — RYAN WADDELL\9.5470 CITY OF ROSEMEAD\MAPPING\9.5470.OWG : AlIit11: NIA 1 • 1' • I • A April 15,2019 Vanessa Cardenas vanessa.cardenas@sce.com Souther California Edison 2 Innovation Way,2nd Floor, Pomona,California 91768 Member Name: City of Rosemead Activity: Lease of two bus shelters on Walnut Grove Avenue and Klingerman Avenue%3B Walnut Grove and Edison Way Coverage Period: From 12:01 AM on 8/1/2019 to 11:59 PM on 6/30/2020 This Evidence of Coverage is issued on an annual basis and will be reissued every June by the City of Rosemead until expiration of the written contract. The City of Rosemead(Member)along with other California public agencies,is a member of the California Joint Powers Insurance Authority(California JPIA),and participates in the following self-insurance and commercial insurance program that is administered by the California JPIA for its members: Primary Liability Program,Including Automobile Liability Coverage Limit: $2,000,000 per occurrence Annual Aggregate Limit: $2,000,000 Workers'Compensation Program Coverage Limits Statutory Employers Liability $1,000,000 Coverage is subject to all the terms,Definitions,Exclusions,Conditions and Responsibilities of the Memorandum of Coverage-Primary Liability Program and the Limits of Coverage stated above. Sincerely, joe,/ Jim Thyden Insurance Programs Manager cc: Ericka Hernandez,Rosemead,ehernandez@cityofrosemead.org Rey Alfonso,Rosemead,ralfonso@cityofrosemead.org Vanessa Cardenas, Southern California Edison,vanessa.cardenas@sce.com CALIFORNIA JOINT POWERS INSURANCE AUTHORITY SOUTHFE N CAtlFO NI' EON, ,5.,i,,,r$$ON INTFRx'A ONAL C.ctrnpto Via U.S. Mail May 22, 2019 Rey Alfonso Director of Public Works City of Rosemead 8838 E Valley Boulevard Rosemead, CA 91770 Subject: Subsequent License Agreement dually executed Licensee: City of Rosemead License Agreement: 9.5470 Dear Mr. Alfonso, Enclosed, please find the original dually signed subsequent License Agreement for continuance of your secondary land use on Southern California Edison Company("SCE")-owned property Thank you for your assistance in this process and should you have any questions, please do not hesitate to contact me at: (909) 274-1866 or Vanessa.Cardenas@sce.com. Si cere , / I v.nes a I a -enas and .ervi s Agent -: 'Prope ies—Land Management f et /So ern Region 2 Innovation Way,Pomona,CA 91768 Ericka Hernandez From: Rey Alfonso Sent: Tuesday,April 9, 2019 2:11 PM To: Gloria Molleda; Ericka Hernandez Subject: FW: License 9.5470 - Out for signature Attachments: 9.5470- City of Rosemead 2019.pdf; 9.5470_CITY OF ROSEMEAD.PDF Hi Gloria/Ericka, This is for the two bus shelters on Walnut Grove Ave in front of the SC Edison Offices.The two shelters sit on two separate 3'-wide x 14'-long strips of SCE property licensed to the City for"Parks and Public Recreation Purposes."The License Agreement is for another 5 years (until July 31, 2024) and there is no charge to the City. I'm not sure if this has to go to Council, or if Gloria can just sign and return it.Any thoughts? Thanks, Rey From:Vanessa Cardenas [mailto:Vanessa.Cardenas@sce.com] Sent:Tuesday,April 09, 2019 11:23 AM To: Rey Alfonso<Ralfonso@cityofrosemead.org> Subject: License 9.5470-Out for signature Hi Rey, Attached, please find the final license draft for license 9.5470; original copies are being sent to your attention in the mail. Please have both originals signed; once they are signed, I will be happy to pick them up. I also need to request at this time a certificate of insurance, as I will need that in order to activate the license. Thank you and if you have any questions, please let me know. vavtessa a rdet.0 s Land Services Agent Real Properties—Land Management Metro/Southern Region T.909-274-1866 I M.909-201-1680 I PAX 61866 2 Innovation Way,2nd Floor, Pomona CA 91768 I Cube 275F 1 ffhl ,t Vlii Ni51Y ED I SON Enegy� io-I,N•la1's A.-ea:i 1 a;,( YA THHE\ (. \III 01 NIA EDISON >,, (11eo( r. n in "I'll v co.,,, February 19, 2014 City of Rosemead David M. Scott 8838 E. Valley Blvd. Rosemead, CA 91770 Subject: Subsequent License Agreement Location: East and West of Walnut Grove; South of Klingerman St. Facility: G.O. 1, and G.O.2 Parking Lots Account Number: 9.5470 Dear Mr. Scott : Alejandro Ramirez Rini PropmMs Dep =N Flejamro.RamYez a�sce.oxn — Hand Delivered * A License Agreement has been prepared for your signature. The agreement is for five years commencing August 1, 2014 and ending on July 31, 2019. The fees for the License Agreement are outlined in Article 3 of the new enclosed License Agreement. Please execute the enclosed Licensee Copy and File Copy. The Licensee's Copy will be returned, fully executed by Southern California Edison, for your records. Please note Article 4, Insurance, of the enclosed License Agreement which requires you to secure and keep in force an insurance policy, including Southern California Edison Company as an additional insured, and to provide evidence of such insurance. Please make sure your insurance company references the above Contract Number. This Agreement is not valid until we have received the signed License Agreement, and proof of insurance. Please note that any changes made to the attached License Agreement will render this agreement null and void. If you have any questions, please contact me at Alejandro.Ramirez @sce.com or by telephone at (626) 302 -4160. V•yYn�= Enclosures ?I S!AC'a l )U1 Gi u, cArvnue 0� f 4116: a f1 1�,O Rose,nkaJ. (A 91:1(1 SCE Doc. 108272 Att. Contract No. 9.5470 (Formerly Contract No. L1209) CITY OF ROSEMEAD 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 (MODIFIED) 5. LICENSORS 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. NOTICES Initial L -)/ Licensor /Li A. -I- 2013.07.30 V10 ((�� pp t� LIUVIIJee Cc y SCE Doc. 108272 Att. Contract No. 9.5470 (Formerly Contract No. 1,1209) 37. RECORDING 38. COMPLETE AGREEMENT APPENDIX: GUIDELINES FOR STANDARD LICENSEE IMPROVEMENTS _2_ 2013.07.30_V IO Initial '14)/ Licensor /L1 ensee SCE Doc. 108272 Aft. Contract No. 9.5470 (Formerly Contract No. L1209) 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, 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 0.01 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 bus shelter 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 August, 2014 and ending on the last day of July, 2019. 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: (MODIFIED) 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 $2,000,000.00 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 $1,000,000.00 per occurrence. Such insurance shall: (i) name Licensor, its officers, agents and employees as additional insureds, but only for Initial Licensor/ censee 3- 2013.07.30_V10 SCE Doc. 108272 All. Contract No. 9.5470 (Formerly Contract No. 1,1209) 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 tights 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 Liabiliri 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. Bus shelter 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. 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 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 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. -4- 2013.07.30 VIO Initial ,I ACV I� Licensor /L en see SCE Doc. 109272 Att. Contract No. 9.5470 (Formerly Contract No. L1209) 7. Licensee's Personal Prooer[v: 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 Cleannee 500 kV 36 feet 220 kV - 66kV 30 feet ,66kV Distribution facilities 25 feet Telecom 1 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. 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. -5- 2013.07.30_V10 Initial (�) /( lcensor /Li ensee SCE Doc. 108272 Art. Contract No. 9.5470 (Formerly Contract No. L1209) 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 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 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. Sims: 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. Few: 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 Licensors 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. -6- 2013.07.30_V10 Initial /( Licensor /Li mace SCE Doc. 108272 Att. Contract No. 9.5470 (Formerly Contract No. L1209) 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 Licenser's prior written approval. 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 fortunes 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. Assimments: 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 governments] 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. -7- 2013.07.30_V10 Initia/ Licensor /LL c SCE Doc. 108272 Art. Contract No. 9.5470 (Formerly Contract No. L1209) 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. (t) 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 tq Initial) /( Licensor /Licensee -8- 2013.07,30. VIO SCE Doc. 108272 Art, Contract No. 9.5470 (Formerly Contract No. L1209) 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 me 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. 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 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 I "EMF"L 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 lnitmdl_�)1 Licensor /Licensee -9- 2013.07.30 V10 SCE Doc. 108272 Art, Contract No. 9.5470 (Formerly Contract No. L1209) 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 Boulevard Rosemead, CA 91770 Business Telephone No. (626) 288 -6671 Licensee will immediately notify Licensor of any address change. 37. Recordine: 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) Licensor] ensee 10- 2013.07.30_V10 SCE Doc. 108272 Att. Contract No. 9.5470 (Formerly Contract No. L1209) IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate. SOUTHERN CALL KIA- EDISON COMPANY By -- LICENSOR Date ALEJANDRO RAMIREZ Land Services Agent Land Management– Metro Region Real Properties Department CITY OF ROSEMEAD By LICENSEE Date Print Name: 1,T1- Initi a)/ /! "lT) Licensor11! censce -11- 2013.07.30_V10 43.5' 6.5 3' 'c �1 O C EDISON WAY LEGEND: LANDS OF SOUTHERN CALIFORNIA EDISON COMPANY BEING E3LICENSED TO CITY OF ROSEMEAD 0 10 20 40 SECONDARY USAGE: PARK AND PUBLIC RECREATION (M) SCALE IN FEET EXHIBIT "All TOTAL AREA (GROSS) JSFT. C. 42 =DjW/A FACILITY NAME: G.O. 2 PARKING LOT I NOT#202715217 I w 1801' 67420 LICENSEE: CITY OFROSEMEAo -==ZEEP 4C-,T—y. ROSEMEAD j�T r-636 G/3 SGE No ZFJ 1H272 -2 �RCZUAGENTI ALEX RAMIREZ I COUNTY: LOS ANGELES STATE: CA 61S_ MAPPING I. TAN N/A CONTRACT : 9.5470 SANDERS MAP NO.: N/A OTHER REF., APN 5283-031-817 I.J M.S.: N/A DATE: 02/13/2014 1 RIO Name 014NOT2027152179.54701---*— CIL KLINGERMAN ST. � alO hl 6.57 43.5 LEGEND: LANDS OF SOUTHERN CALIFORNIA EDISON COMPANY BEING EMLICENSED TO CITY OF ROSEMEAD 0 10 20 40 SECONDARY USAGE: PARK AND PUBLIC RECREATION (M) SCALE IN FEET EXHIBIT "All TOTAL AREA (GROSS) I SOFT. 42 FACILITY NAME: G.O. 2 PARKING LOT jP.I.D.jN/A NOT# 202715217 1 W.O.#801167420 LICENSEE CITY OF ROSEMEAD CITY: ROSEMEAD T.G.: '6 G��,3 SCE DOC NO.: 108272-2 C.R.E. AGENT: ALEX RAMIREZ COUNTY: LOS AND !'T—AT CA GIS MAPPING: I. TAN ACCOUNT : N/A CONTRACT : 9.5470 SWIMaPI SANDERS MAP NO, N/A OTHER REF.: APN 5283-031-817 M.S.: N/A DATE: 02/13/2014 IFI. Name 014NOT2027152179.54701----*— SOUIHERN CALIFORNIA EDISON� M EDISON INTERNATIONAL® Cump�y RECEIVED JUN 14 2004 CITY OF ROSEMEAD June 10, 2004 8838 E. VALLEY BLVD. FINANCE ROSEMEAD, CA 91770 Attn: Mike Burbank Subject: Subsequent License Agreement GENERAL OFFICE ROSEMEAD Account No: 1209 (RP File No: P86S035 -1 -22) Prop No: OLGEN6366 Your present bus shelter License Agreement expires on July 31, 2004. A subsequent License Agreement has been prepared and executed on behalf of Southern California Edison Company. Please have the enclosed "File Copy" executed by the appropriate party, and return it along with the completed "Address Information Sheet ", in the self - addressed envelope provided. The "Licensee's Copy" is for your records. Please note Article 4, of the enclosed License Agreement requiring you to secure and keep in force an insurance policy including Southern California Edison Company as an additional insured to include general liability of 51,000,000 or evidence of proof of self- insurance. PLEASE EXPEDITE AS YOUR THIS AGREEMENT EXPIRES JULY 31, 2004. The Agreement is not valid until we have received the signed License Agreement and proof self insurance. If you have any questions, or would like to discuss this matter, please call me at (909) 930 -8569. Sincerely, DEBRA E.11OLL RIGHT OF WAY DH Enclosures 1351 East Francis Ave. Ontario, CA 91761 Page 1 of 2 NANCY VALDERRAMA From: info @cjpia.org Sent: Thursday, July 29, 2004 2:44 PM To: NANCY VALDERRAMA Subject: Evidence of Coverage Request - 20040729144425061428 Activity: Bus Shelter License Agreement between Southern California Edison Company and City of Rosemead Description: City will use property for bus shelter purposes only. Comments: Request From: . Nancy Valderrama (626)569 -2171 00 /00 /00 Debra Holley Southern California Edison Corporate Real Estate 1351 E. Francis Street Ontario, CA 91761 -9724 Re: City Rosemead Activity: Bus Shelter License Agreement between Southern California Edison Company and City of Rosemead Coverage Period: From 9:00 AM on 8/1/04 to 5:00 PM on 7/31/05 The City Rosemead (Member) along with other California public agencies, is a member of the California Joint Powers Insurance Authority (California JPIA), and participates in the following self - insurance and commercial insurance program that is administered by the California JPIA for its members: General Liability Program, Including Automobile Liability Coverage Limit: $1,000,000 per occurrence Annual Aggregate Limit: $1,000,000 On behalf of the Member, the California JPIA agrees to include Southern California Edison Company as an additional covered party under the general liability program but solely as to the activity and coverage period shown above. The California JPIA will provide defense and payment for claims of Bodily Injury and Property Damage by individuals and entities, in accord with the terms of its Memorandum of Coverage. This coverage applies only to negligence of the Member arising out of the Member's participation in the covered activity at the covered location. This coverage does not include liability attributable to the sole negligence of the additional covered party. This letter does not in any way alter the coverage provided by the Memorandum of Coverage nor by the California JPIA's insurance policies in effect during the coverage period. 7/29/04 Page 2 of 2 The California JPIA will endeavor to provide at least thirty (30) days notice of any change in the foregoing in£ormatio n. Sincerely, Jami Ewals . Risk Management /Training Assistant cc: Nancy Valderrama, City Clerk, Rosemead l 7/29/04 NLIMA i To: Jim - CJPIA From: Nancy Valderrama, City Clerk Fax: 562 402 -8692 Pages: 9 plus cover page Phone: 626 569 -2171 Date: July 29, 2004 Re: License Agreement w/ SCE CC: ❑ FYI ❑ For Review ❑ Please Comment ❑ Please Reply ❑ For Your Files • Comments: ROSEMEAD CITY HALL, 8838 E. VALLEY BLVD., ROSEMEAD, CA PH: 626/569 -2171 FAX: 626/307 -9218 CITY OF ROSEMEAD RP File No. P86S035 -1 -22 Property No. OLGEN636G34 Account No. 1209 L I C E N S E A G R E E M E N T INDEX 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 9. ACCESS AND CLEARANCES 10. PARKING 11. FLAMMABLES, WASTE AND NUISANCES 12. PESTICIDES AND HERBICIDES 13. HAZARDOUS WASTE 14. SIGNS 15. FENCING 16. PARKWAYS AND LANDSCAPING 17. IRRIGATION EQUIPMENT 18. UNDERGROUND TANKS 19. UNDERGROUND FACILITIES 20. UTILITIES 21. TAXES, ASSESSMENTS AND LIENS 22. EXPENSE 23. ASSIGNMENTS 24. COMPLIANCE WITH LAW 25. GOVERNING LAW 26. INDEMNIFICATION 27, TERMINATION 28. EVENTS OF DEFAULT 29. REMEDIES 30. NON - POSSESSORY INTEREST 31. WAIVER 32. AUTHORITY 33. ATTORNEY FEES 34. ELECTRIC AND MAGNETIC FIELDS 35. NOTICES 36. RECORDING 37. COMPLETE AGREEMENT RP File No. P86S035 -1 -22 Property No. OLGEN636G34 Account No. 1209 LICENSE AGREEMENT THIS AGREEMENT, made as of the 13' day of June 20 04. between SOUTHERN CALIFORNIA EDISON COMPANY (SCE), 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 SUBJECT TO: Covenants, conditions, restrictions, reservations, exceptions, rights and easements, whether or not of record: 1. Use: Licensee will use the Property for bus shelter 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 tern of ten (10) years commencing on the first day of August, 2004 and ending on the last day of July, 2014. 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) Commercial General Liability Insurance, including contractual liability and products liability, with a combined single limit of $1,000,000.00. Such insurance shall: (i) name Licensor, its officers, agents and employees as additional insureds, but only for Licensee's acts or omissions; (it) be primary for all purposes and (iii) contain standard cross - liability provisions. 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 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. 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 Licensors 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 -1- 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 seventeen (17) feet from all overhead electrical conductors. All trees and plants on the Property will be maintained by Licensee at a maximum height of fifteen (15) feet. If requested by Licensor; Licensee will remove any tree and /or other planting. 9. Access and Clearances: Licensee will provide Licensor with adequate access to all of Licensor's facilities on the Property and at no time will there be any interference with the free movement of Licensor's equipment and materials over the Property. Licensor may require Licensee to provide and maintain access roads within the Property, at a minimum usable width of sixteen (16) feet, together with commercial driveway aprons and curb depressions capable of supporting a gross load of fort (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 25- foot - radius around all tower legs. b. A 10- foot - radius around all steel and wood poles. NOTE: Additional clearance shall be required for structures and other material improvements 10. Parkin 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. 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. All horticulture Licensees are required to provide a copy of the annual License for Pest Exclusion/Nursery Program from the State of California, Department of Food and Agriculture. Licensee will dispose of all pesticides, herbicides and any other toxic substances declared to be either a health or environmental hazard as well as all materials contaminated by such substances, including but not limited to, containers, clothing and equipment in the manner prescribed by law. 13. Hazardous Waste: Licensee will not engage in, or permit any other party to engage in. any activity on the Property that violates federal, state or local laws, rules or regulations pertaining to hazardous, toxic or infectious materials and /or waste. Licensee will indemnify and hold Licensor; its directors, officers, agents and employees, and its successors and assigns, harmless from any and all claims, loss, damage, actions, causes of action, expenses and /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 -2- 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 Licensors locks, in locations specified by Licensor. Licensee will ground and maintain all fencing. 16. Parkways and Landscap;: 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. 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 Licensors 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. -3- 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: (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, M 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 - Possessor, 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 ("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 electric 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 respect to your planned use of this property. 35. Notices: All notices required to be given by either party will be made in writing and deposited in the United States mail, first class, postage prepaid, addressed as follows: To Licensor: Southern California Edison Company Corporate Real Estate Department Real Estate Operations Division 1351 E. Francis St. Ontario CA 91761 To Licensee: CITY OF ROSEMEAD 8838 E. Valley Boulevard Rosemead, CA 91770 Business Telephone No. (626) 288 -6671 -5- 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 addenda and exhibits attached hereto constitute the entire Agreement between the parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate as of the day and year herein first above written. 1;11 -6- SOUTHERN CALIFORNIA EDISON COMPANY M DEBRA E. HOLLEY Right of Way Agent Real Estate Operations Corporate Real Estate Department CITY OF ROSEMEAD 0 Print Name: LICENSEE KLINGERMAN CL 0 a ST -T-- 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 NOTE: 42 SO. FT. = 0.001 AC. LLJ Q 50 43.5 C-)j LICENSE TO THE CITY OF ROSEMEAD ® LANDS OF S.C.E. CO. DRAWN BY I R. S. THOMAS I SERIAL CHECKED BY M.IRIGOYEN I DATE I JULY 16, 1986 SCE 22 -53 -B NEW 9/85 W O cD Z J a J.O. O SCALE 0 30' GiiRnnsmiiil EXHIBIT 11 All P.I.D. DRAW. SEQ. R/W FILE #'01 -86 -035 M.S. LICENSE FOR BUS SHELTER TO THE CITY OF ROSEMEAD WITHIN LANDS OF SOUTHERN CALIFORNIA EDISON CO. CITY OF ROSEMEAD, LOS ANGELES CO., �0�01 Southern California Edison Company w KLINGERMAN w a 50' 43.5 W c--j O cD H z J a � I ST. EDISON LQ N m 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 NOTE: 42 SO. FT. = 0.001 AC. LICENSE TO CITY OF ROSEMEAD ® LANDS OF S.C.E. CO. DRAWN BY R.S. THOMAS SERIAL CHECKED BY M. IRIGO.YEN DATE JULY 17, 1986 SCE 22 -S J'© NEW 9105 O SCALE EXHIBIT "A" WAY P.1. D. # DRAW. # SEQ. -# R/W FILE # 01 -86 -035 LICENSE FOR BUS SHELTER TO THE CITY OF ROSEMEAD WITHIN LANDS OF SOUTHERN CALIFORNIA EDISON CO. CITY OF ROSEMEAD, LOS ANGELES CO., CA. ./—drdrSouthern California Edison Company 0 • �® R.uD f'CSrrEMEAD Southern California Edison Company CITY 0F' NOV P. O. BOX 410 NO 1,3 1990 LONG BEACH, CALIFORNIA 90801 100 LONG BEACH BOULEVARD CITY CLERKS Off(gI- WESTERN REGION LONG BEACH, CALIFORNIA 90802 T HONE LAND SERVICES DIVISION (213) 491 -2946 REAL PROPERTIES AND ADMINISTRATIVE SERVICES FAX(213)491 -2675 City of Rosemead September 27, 1990 8838 E. Valley Boulevard Rosemead, CA 91770 Attention: City Clerk Subject: License Renewal General Office Property File No. WO1- 86 -035RJ The Southern California Edison Company has received your response to our letter regarding the renewal of your license agreement indicating you do wish to renew your license. You will receive the renewal agreement, for your signature, within 90 days of the termination date, July 31, 1991, of your current license agreement. Thank you for your cooperation. Sincerely, JANET LICHT Real Properties Assistant j .j Southern California Edison Company City of Rosemead 8838 E. Valley Boulevard Rosemead, CA 91770 Attention: City Clerk: SUBJECT: License Renewal Agreement General Office Property FYIe No. W01- 86 -035RJ RECEIVEC) Ci1'Y OF RO$EMEAD JUL ;31999 CITY CLERK'S OFFICE TELEPHONE (213) 491 -2946 FP% (213) 491 -2675 ( v &a' „ July 19, 1990 � C, ��v��t�V �— Yo TG r (L­,,. 7- ,2.? -90 Your present Agreement covering use of Southern California Edison Company land will expire July 31, 1991. Subject to our management's approval (and clearance of any infractions on the property), your license will be renewed for an additional ten -year term on a gratis basis. Please indicate on the lines below whether or not you wish to renew the Agreement. Please return this letter within ten (10) days to provide sufficient time in which to prepare the necessary renewal Agreement or to make other arrangements. Very truly yours, r .- j ROSEMARY B. JONES Real Properties Agent RJ /jl Enclosures I wish to renew the above - mentioned Agreement. nI do not wish to renew the above- mentioned Agreement. SIGNED: CITY: TELEPHONE NO: DATE: ZIP: P. O. BOX 410 LONG BEACH. CALIFORNIA 90801 100 LONG BEACH BOULEVARD WESTERN REGION LONG BEACH. CALIFORNIA 90802 LAND SERVICES DIVISION REAL PROPERTIES AND ADMINISTRATIVE SERVICES City of Rosemead 8838 E. Valley Boulevard Rosemead, CA 91770 Attention: City Clerk: SUBJECT: License Renewal Agreement General Office Property FYIe No. W01- 86 -035RJ RECEIVEC) Ci1'Y OF RO$EMEAD JUL ;31999 CITY CLERK'S OFFICE TELEPHONE (213) 491 -2946 FP% (213) 491 -2675 ( v &a' „ July 19, 1990 � C, ��v��t�V �— Yo TG r (L­,,. 7- ,2.? -90 Your present Agreement covering use of Southern California Edison Company land will expire July 31, 1991. Subject to our management's approval (and clearance of any infractions on the property), your license will be renewed for an additional ten -year term on a gratis basis. Please indicate on the lines below whether or not you wish to renew the Agreement. Please return this letter within ten (10) days to provide sufficient time in which to prepare the necessary renewal Agreement or to make other arrangements. Very truly yours, r .- j ROSEMARY B. JONES Real Properties Agent RJ /jl Enclosures I wish to renew the above - mentioned Agreement. nI do not wish to renew the above- mentioned Agreement. SIGNED: CITY: TELEPHONE NO: DATE: ZIP: J TO: HONORABLE MAYOR AND MEMBERS ROSEMEAD CITY COUNCIL FROM: FRANK G. TRIPEPI, CITY MANAG$R -/ DATE: AUGUST 20, 1986 RE: LEASE AGREEMENT WITH SOUTHERN CALIFORNIA EDISON - WALNUT GROVE AVENUE BUS SHELTERS Attached for your consideration is a five -year lease agreement between the City and Southern California Edison for the installation of two bus shelters on Edison.property on Walnut Grove Avenue. Edison has agreed to lease the City the property at no cost to the City. Approval of this agreement is required before the City can install the shelters. It is recommended that Council approve the agreement and authorize the Mayor to execute said agreement. FGT:Is COUNCIL AGENDA ITEM No. C` -� MAYOR: JAY T. IMPERIAL MAYOR PRO TEM: G.H. 'PAT' CLEVELANO COUNCILMEN: ROBERT W BRUESCH GARY A. TAYLOR LOUIS TURY. JR. August 28, 1986 Ppsmcad 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TEL. (818) 288 -6671 Southern California Edison Co. P. 0. Box 2217 221 South Brookhurst Fullerton, California 92633 Dear Mr. Avery Enclosed is an agreement which has been signed by Mayor.Imperial for the City of Rosemead for Bus Shelters on Walnut Grove Avenue. Sincerely Ellen Poochigian City Clerk Encl. Southern California Edison Company P. O. BOX 2217 221 SOUTH BROOKHURST FULLERTON. CALIFORNIA 92633 REAL PROPERTIES DEPARTMENT TELEPHONE 0141 570.3115 City of Rosemead August 13, 1986 8838 E. Valley Rosemead, CA 91770 Dear Sir: SUBJECT: License Agreement -Bus Shelters SCE General Office Our File No. 01 -86 -035 The enclosed Agreement has been prepared at your request. It has been executed on behalf of the Southern California Edison Company. The copy marked "Licensee's Copy11 is for your records. Please sign the copy marked "File Copy" in the space provided, and return it promptly to us in the enclosed envelope. .Your attention is called to Paragraph 10 "Licensee's Improvements" of the enclosed License. Please read and review this clause. In addition, please note Paragraph 5 "Liability Insurance" of the enclosed License requires you to secure and keep in force a $1,000,000.00 insurance policy including Southern California Edison Company as an additional insured. Please initial page 9 under Special Terms and Conditions. If you have any questions concerning this Agreement, please call me at (714) 870 -3140. Very truly yours, etj W. K. AVERY Right of Way Agent Property Management 1695p:lk Enclosures 01- 86- 035WKA L I C E N S E A G R E E M E N T I N D E X 1. USE 2. TERM 3. CONSIDERATION 4. NOTICES 5. LIABILITY INSURANCE 6. HEIGHT LIMITATIONS 7. ASSIGNMENTS S. NON - POSSESSORY INTEREST 9. LICENSOR'S RESERVATIONS 10. LICENSEE'S IMPROVEMENTS 11. ACCESS AND CLEARANCES 12. PARKING 13. FLAMMASLES, WASTE AND NUISANCES 14. PESTICIDES AND HERBICIDES 15. UNDERGROUND FACILITIES 16. IRRIGATION EQUIPMENT 17. PARKWAYS AND LANDSCAPING 18. FENCING 19. SIGNS 20. AUTHORITY 21. INDEMNIFICATION 22. UTILITIES 23. TAKES, ASSESSMENTS AND LIENS 24. GOVERNING LAW 25. HOLDING OVER 26. TERMINATION 27. ABANDONMENT 28. REMEDIES 29. ATTORNEY'S FEE 30. RECORDING ADDENDUM SPECIAL TERMS AND CONDITIONS LICENSEE'S COP% 01- 86- 035WKA LICENSE AGREEMENT THIS AGREEMENT, made as of the 1�_day of 19 Zk, between SOUTHERN CALIFORNIA EDISON COMPANY, a cor ation 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 here- inafter set forth to be kept and performed by Licensee, does hereby give to Licensee the license to use that certain real property here- inafter described and referred to as "licensed property," solely for the purpose hereinafter specified, upon and subject to the terms, reservations, covenants and conditions hereinafter set forth. The licensed property hereinabove referred to is located in the City of Rosemead. County of Los Angeles, State of California, and being the parcel delineated on the print attached hereto and made a part hereof, marked Exhibit "A" and Exhibit "B ". SUBJECT TO: Covenants, conditions, restrictions, reservations, exceptions, rights and easements, whether or not of record. The foregoing license is made subject to the following terms and conditions, all of which Licensee hereby agrees to comply with and perform. Additionally, this License agreement is made subject to the terms and conditions of the addendum attached hereto and made a part hereof, all of which Licensee further agrees to comply with and perform. 1. Use: Licensee agrees to use the licensed property for bus shelter purposes only. Licensor makes no representation, covenant warranty or promise that said licensed property is fit for any particular use, including the use for which this license is granted and Licensee is not relying on any such representation, covenant, warranty or promise. 2. Term: Unless otherwise terminated as provided herein, this license shall be for a term of five (5) years commencing on August 1, 1966, and ending on July 31, 1991. 3. Consideration: "No monetary consideration - Gratis." 4. Notices: All notices which are required to be given by either party hereto to the other, shall be deemed to have been duly given when made in writing and deposited in the United States mail, first class, postage prepaid, addressed as follows: -1- To Licensor: Southern California Edison Company Real Properties Department Property Management Section P. O. Box 410 Long Beach, California 90801 To Licensee: City of Rosemead 8838 E. Valley Road Rosemead, CA 91770 Telephone No. (818) 288 -6671 Licensee agrees to promptly notify Licensor of any address change. 5. Liability Insurance: Licensee agrees to insure its liabilities which may arise 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 shall include Licensor as an additional insured. Licensee agrees to Provide evidence of such insurance upon request. 6. Height Limitations: Licensee agrees that at all times during the term of this license any equipment used by it or its agent employees or contractors on and adjacent to the licensed property shall be used and operated so as to at all times maintain a minimum clearance of N/A ( ) feet from all overhead electrical conductors located on said licensed property. Licensee also agrees that all trees or plants located on the licensed property shall be maintained by Licensee and Licensee shall trim or if requested by Licensor shall remove any tree or other planting which exceeds fifteen (15) feet in height. 7. Assignments: This license is personal to Licensee, and Licensee shall not assign or transfer this license or any privilege thereunder, in whole or in part, and any attempt so to do shall be void and shall confer no right on any third party. 8. Non - Possessory Interest: No permanent or possessory interest shall accrue to Licensee in the licensed property by reason of this license or by exercise of the permission given and Licensee agrees to claim no such interest. 9. Licensors Reservations: Licensor reserves for itself, its successors and assigns, the right to construct, maintain, including the periodic washing of Licensor's electrical insulators, operate, repair, replace and /or inspect, in, on, over, under and across said licensed property, electric power lines, telephone lines and /or pipelines or conduits, together with appurtenant structures. Licensor also reserves the right to construct, maintain and use roads across said licensed property, and the right to use said licensed property, or any portion thereof, for any purpose that said Licensor may desire in connection with its business, together with the right -2- to enter upon said licensed property, or any portion thereof, at all times, for any or all of the above mentioned purposes. All of the aforementioned rights may be exercised without the payment of any compensation or damages whatsoever for destruction of or damage to crops or personal property on the licensed property resulting from the exercise of said rights. 10. Licensee's Improvements: Licensee must submit complete improvement plans for the licensed property, including grading plans, identifying all existing and proposed improvements. Licensee shall obtain Licensor's written approval of said plans, including any subsequent modification thereof, prior to making any use of the licensed property. Said written approval may be modified and /or rescinded if the Licensor's operating requirements are changed for any reason whatsoever. In any event, however, the Licensee may be required to modify and /or remove any or all such previously approved buildings and /or structures at Licensee's sole risk and expense and without any compensation from Licensor. Licensor shall not be called upon or required, at any time, to make any improvements, alterations, changes or additions of any nature whatsoever to the licensed property. 11. Access and Clearances: Licensee shall provide Licensor with adequate access to all of Licensor's facilities and at no time is there to be any interference with the free movement of Licensor's equipment and materials. If required at any time by Licensor, Licensee shall provide, at its own expense. access roads sixteen.:(16) feet in width together with commercial driveway aprons and curb depressions as specified by Licensor. Said roads, commercial drive- way aprons and curb depressions shall be capable of supporting a gross load of forty (40) tons on a three -axle vehicle, and shall be maintained by Licensee, at Licensee's expense, so as to be passable at all times. and shall be kept clear of any planting or other obstructions at all times so as to provide ready access to Licensor's facilities. In connection with the use of said licensed property, it is specifically agreed that Licensee shall, unless otherwise specified in writing by Licensor, make no use of the area directly underneath Licensor's towers and shall maintain the following clearances, at all times: a. A 25- foot - radius around all tower legs. b. A 10- foot - radius around all steel poles. C. A 5- foot - radius around all wood poles. 12. Parkins: Licensee agrees not to park, store, repair or refuel any motor vehicles or to allow the parking, storage, repairing or refueling of any motor vehicles on any portion of said licensed property, unless specifically approved in writing by Licensor. 13. Flammables. Waste and Nuisances: Licensee agrees that it will not place or store any flammable materials within the boundaries of the licensed property, that it will not commit any waste or damage, nor suffer any to be done. Licensee also specifically agrees that it will not allow others to take such actions within the -3- boundaries of the licensed property. Licensee further agrees that it will keep the licensed property clean, free from weeds, rubbish and debris, and in a condition satisfactory to Licensor. Licensee shall also provide adequate controls for dust, odors and noise and take appropriate steps necessary to prevent dust contamination of Licensor's facilities located on, near or adjacent to the licensed property. Licensee also agrees to take preventive action to eliminate such dust, odors, noise or any other nuisance which may disturb the adjacent or nearby community and agrees to be responsible for and to assume all liability for such dust, odor, noise or other nuisance disturbances. 14. Pesticides and Herbicides: Licensee agrees that any pesticide or herbicide applications on the licensed property shall be made in accordance with all Federal, State, County and local laws. Licensee further agrees to dispose of any pesticides, herbicides or any other toxic substances which are declared to be either a health or environmental hazard in such a manner as prescribed by law. This will include, but not be limited to, contaminated containers, clothing, equipment or any other contaminated material. 15. Underground Facilities: Any underground facilities installed or maintained by Licensee within the licensed property shall have a minimum cover of three feet. All said underground facilities shall be constructed so as to withstand a gross load of forty (40) tons on a three -axle vehicle. It is expressly understood that in the event such facilities of Licensee interfere with the construction of additional facilities by Licensor, Licensee will reimburse Licensor for the difference in cost to construct and maintain Licensor's proposed facilities so as not to interfere with Licensee's facilities, or at the option of Licensor. Licensee will relocate its facilities at its own expense so as not to interfere with Licensor's proposed facilities. Licensee shall compact any earth disturbed by Licensee within licensed property to a compaction of ninety (903) percent. 16. Irrigation Equipment: Licensee agrees that any and all irrigation pipelines, well pumping equipment and other structures, buildings and fixtures appurtenant thereto, hereinafter collectively referred to as "irrigation equipment ", located on the licensed property at the commencement of Licensee's occupancy thereof, are the property of Licensor and. shall remain upon and be surrendered with the premises upon the termination of this license or any renewal or extension thereof. In consideration of the privilege of using the same. Licensee agrees to maintain, operate, repair and replace if necessary, at Licensee's sole cost and expense, said irrigation equipment during the continuance of this license. Any irrigation equipment placed on the licensed property by Licensee, the installa- tion of which is made with the consent of Licensor and for which a rent adjustment is made, and all irrigation equipment installed by Licensee to replace such equipment located on said licensed property at the time Licensee entered into possession thereof, shall there p n be and become the property of Licensor and shall remain upon an � ge -4- surrendered with the licensed property upon the termination of this license or any renewal or extension thereof. Licensee agrees to promptly deliver to Licensor a good and sufficient bill of sale for all such irrigation equipment installed on said licensed property at the time the same is installed. Licensee further agrees that no such irrigation equipment shall be purchased on other than a cash basis. 17. Parkways and Landscaping: Licensee agrees to keep parkwa and sidewalk areas adjacent to said licensed property free of weeds and trash. Licensee further agrees to maintain said parkways and to provide landscaping in a manner that is compatible with the adjoining properties and in a manner satisfactory to Licensor. 18. Fencing: Licensee may install fencing on said licensed property, provided Licensee obtains the prior written approval of Licensor therefor. In the event Licensee installs fencing, double drive gates sixteen (16) feet in width shall be provided in such locations as specified by Licensor and shall be designed to accommo- date Licensor's locks. Any metallic fencing shall be effectively grounded by Licensee. Licensee agrees to promptly deliver to Licensor, a good and sufficient bill of sale for said fencing and agrees to maintain said fencing at Licensee's sole cost and expense. Notwithstanding the above, Licensee shall not install, operate or maintain or cause or permit to be installed, operated or maintained any electrically charged fence on the licensed property. 19. Signs: Licensee agrees not to allow the construction or placement of any sign, signboard or other form of outdoor advertising on said licensed property, without prior written approval of Licensor. In the event of a violation of this provision by Licensee or any one claiming under Licensee. Licensor shall have the right to enter upon said licensed property and to remove and dispose of any such sign, signboard or other outdoor advertising and to charge the cost and expense of any such removal and disposal to Licensee who agrees to pay the same on demand. 20. Authority: This license is given pursuant to the author- ity of and upon and 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. 21. Indemnification: Licensee hereby agrees to save harmless 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 Licensors own personal property, or injury to or death of persons, including employees of Licensor resulting in any manner whatsoever, directly or indirectly, by reason of this license or the use or occupancy of said licensed property by Licensee or any person claiming under Licensee. -5- 22. Utilities: Licensee agrees to pay all charges and assessments for or in connection with water, electric current or other utilities which may be furnished to or used upon said licensed property by Licensee during the continuance of this license. It is further agreed that in the event Licensee shall fail to pay the above - mentioned charges when due, Licensor shall have the right to pay the same and charge the amount thereof to Licensee, who agrees to pay the same on demand, together with interest at the maximum rate allowed by law from the date of expenditure by Licensor. 23. Taxes, Assessments and Liens: Licensee agrees to pay, when due, all taxes and assessments which may be levied upon any crops or personal property which Licensee caused to be grown, placed or maintained upon the said licensed property, and agrees to keep said licensed property free from all liens, including but not limited to mechanics liens, and encumbrances by reason of the use or occupancy of said licensed property by Licensee or any person claiming under Licensee. It is further agreed that in the event Licensee shall fail to pay the above - mentioned taxes, assessments, or liens when due. Licensor shall have the right to pay the same and charge the amount thereof to Licensee, who agrees to pay the same on demand, together with interest at the maximum allowed by law from the date of expenditure by Licensor. 24. Governing Law: Licensee agrees that in the exercise of its rights under this license. Licensee shall comply with all applicable Federal, State, County and local laws, and regulations in connection with its use of the licensed property. The existence, validity, construction, operation and effect of this license and all of its terms and provisions shall be determined in accordance with the laws of the State of California. 25. Holding Over: It is further agreed that if Licensee shall retain possession of said licensed property beyond the term hereof, or any renewal or extension hereof, with the consent, express or implied, of Licensor, such holding over may be terminated by Licensor at any time by giving to Licensee thirty (30) days' prior notice in writing for that purpose, and shall be subject to all of the terms, covenants and conditions of this license, and Licensee shall pay for such license during any such holding over, at the last prevailing rate specified in paragraph 3, "Consideration" hereof. 26. Termination: The parties hereto agree that during the initial term or any extension thereof, this license may be canceled and terminated by either Licensor or Licensee, at any time, upon sixty (60) days' notice in writing to that effect given by either party hereto to the other. In such event or when this license expires. Licensee agrees, if so requested in writing by Licensor, to remove at that time all of its personal property from the licensed property and to restore the ground to as near its original condition and appearance as possible within said period of sixty (60) days, at its sole expense and risk. No such termination, cancellation or am expiration hereof shall release Licensee from any liability or obligation (whether of indemnity or otherwise) which may have attached or accrued previous to or which may be accruing at the time of, or by reason of such termination, cancellation or expiration. Upon the termination of this license by the expiration of the term hereof or otherwise, Licensee agrees to peaceably quit and surrender- the licensed property to Licensor in good order and condi- tion. Any and all property of whatsoever kind or character remaining upon the licensed property upon the expiration or sooner termination of this license shall thereupon be and become the personal property of Licensor, unless otherwise agreed in writing by Licensor, but this shall not prevent Licensor from requiring Licensee to remove, at Licensee's expense and risk, any and all such property remaining upon the licensed property. 27. Abandonment: In the event the use of said licensed property shall be abandoned by Licensee or said licensed property shall not be used by Licensee for the period of Ninety (90) days, then at the option of Licensor, the license hereby granted shall be deemed terminated without. further notice. Upon such termination. Licensee agrees to comply with the conditions as specified in paragraph 26, "Termination" hereof. 28. Remedies: In case of the failure or refusal of Licensee to comply with and perform each and all of the terms and covenants on its part herein contained, this license and all rights.. hereby given shall, at the option of Licensor, cease and terminate, and Licensor shall have the right forthwith to remove Licensee's personal property from the licensed property at the sole cost, expense and risk of Licensee, which cost and expense Licensee agrees to pay to Licensor upon demand, together with interest at the maximum rate allowed by law from the date of expenditure by Licensor. 29. Attorneys' Fees: In' case Licensor shall bring suit to compel performance of or to recover for breach of any covenant, agreement or condition herein contained and such suit results in a judgment for Licensor, Licensee will pay to Licensor reasonable attorney's fees in addition to the amount of judgment and costs. 30. Recording: Licensee agrees that it will not record this License. -7- IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed in duplicate as of the day and year herein first above written. lszapm/dj SOUTHERN CALIFORNIA EDISON COMPANY By R. J. lif Manager of Real Properties Department LICENSOR CITY OF ROSEMEAD By LICENSEE -8- A D D E N D U M SPECIAL TERMS AND CONDITIONS: Installation is to be closely coordinated with K. W. Rebensdorf of Real Properties to minimize the disruption of landscaping and irrigation lines. Shelter design is to be the same as indicated in attached Exhibit foci, C I Licensee's Initials ME KLINGERMAN ST 0 a NOTE: CLEARANCES OF 25FEET AROUND ALL TOWERS, 10 FEET AROUND STEEL POLES AND 5 FEET AROUND ALL WOOD POLES MUST BE KEPT CLEAR AT ALL TIMES NOTE: 42 SO. FT.: 0.001 AC. A i 50, 43.5' tip LICENSE TO THE CITY OF ROSEMEAD © LANDS OF S.C.E. CO. W 8 Z J 3 O SCALE tiia� EXHIBIT 'W' P. 1. D. .#'o tl 0,0 /S DRAW. # .r14076 7f e SEO. # R/W FILE # 01 -86 -035 MS. LICENSE FOR BUS SHELTER TO THE CITY OF ROSEMEAD WITHIN LANDS OF SOUTHERN CALIFORNIA EDISON CO. DRAWN BY R. S. THOMAS I SERIAL CITY OF ROSEMEAD, LOS ANGELES CO., CA. CHECKED BY IM.IRIGOYEN I DATE I JULY 16,1986 _! C SoutMrn California Edison Company _� eau -• Hrcw •/u KLINGERMAN I Li I Q 1 50, r o 43.5' W 8 Of C7 I H r � I Z J 3 I ST. t -- EDISON 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 NOTE: 42 SO. FT. • 0.001 AC. WAY O SCALE 0' 30' EXHIBIT #fall P. I. D. # 7&/00/5 DRAW. #S/0767V SEQ. 4A R/W FILE # 01 -66 -035 J.O. M.S. ® LICENSE TO CITY OF ROSEMEAD GENERAL OFFICE COMPLEX LICENSE FOR BUS SHELTER TO THE © LANDS OF S.C.E. CO. CITY OF ROSEMEAD WITHIN LANDS OF SOUTHERN CALIFORNIA EDISON CO. RAWN BY R.S. THOMAS SERIAL CITY OF ROSEMEAD LOS ANGELES CO. CA. HECKED BY M. IRIGQYEN DATE JULY 17, 1986 —/—vc3rS"th*fn CaNfomlapEdlaon Company EXHIBIT "C" LICENSE FOR BUS SHELTER CITY OF ROSEMEAD WITHIN LANDS OF SCE 01 -86 -035 0 0 MAYOR: JAY I. IMPERIAL MAYOR PRO TEM: G.H. "PAT' CLEVELAND COUNCILMEN: ROBERT W. BRUESCH GARY A. TAYLOR LOUIS TURY, JR. August 28, 1986 s, Rosemead 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TEL. (818) 288 -6671 Southern California Edison Co. P. O. Box 2217 221 South Brookhurst Fullerton, California 92633 Dear Mr. Avery Enclosed is an agreement which has been signed by Mayor.Imperial for the City of Rosemead for Bus Shelters on Walnut Grove Avenue. Sincerely, Ellen Poochigian City Clerk Encl. Southern California Edison Company P. O. BOX 2217 221 SOUTH BROOKHURST FULLERTON. CALIFORNIA 92633 REAL PROPERTIES DEPARTMENT City of Rosemead 8838 E. Valley Rosemead, CA 91770 Dear Sir: SUBJECT: License Agreement -Bus Shelters SCE General Office Our File No. 01 -86 -035 TELEPHONE 01415')03115 August 13, 1986 The enclosed Agreement has been prepared at your request. It has been executed on behalf of the Southern California Edison Company. The copy marked "Licensee's Copy" is for your records. Please sign the copy marked "File Copy" in the space provided, and return it promptly to us in the enclosed envelope. Your attention is called to Paragraph 10 "Licensee's Improvements" of the enclosed License. Please read and review this clause. In addition, please note Paragraph 5 "Liability Insurance" of the enclosed License requires you to secure and keep in force a $1,000,000.00 insurance policy including Southern California Edison Company as an additional insured. Please initial page 9 under Special Terms and Conditions. If you have any questions concerning this Agreement, please call me at (714) 870 -3140. Very truly yours, W. K. AVERY Right of Way Agent Property Management 1695p:lk Enclosures 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19.. 20. 21. 22. 23. 24. 25. 26. 27. ..28. 29. 30. L I C E N S E A G R E E M E N T I N D E X USE TERM CONSIDERATION NOTICES LIABILITY INSURANCE HEIGHT LIMITATIONS :ASSIGNMENTS =.. NON- POSSESSORY INTEREST 'LICENSOR'Z ;RESERVATIONS LICENSEE'S= IMPROVEMENTS ACCESS AND;CLEARANCES PARKING '> FLAMMABLES.;-WASTE:AND NUISANCES PESTICIDES %?AND HERBICIDES +UNDERGROUND, FACILITIES IRRIGATION EQUIPMENT ''PARKWAYS-AND LANDSCAPING .;FENCING SIGNS AUTHORITY INDEMNIFICATION UTILITIES,`: TAXES. ASSESSMENTS AND LIENS GOVERNING LAW HOLDING OVER TERMINATION 'ABANDONMENT ':REMEDIES '.ATTORNEY'S FEE . 'RECORDING. :ADDENDUM SPECIAL TERMS'AND CONDITIONS LICENSEE'S COPIC 01- 86- 035WKA 01- 86- 035WKA LICENSE AGREEMENT THIS AGREEMENT, made as of the 1�day of 19 between SOUTHERN CALIFORNIA EDISON COMPANY, a cor ation 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 here- inafter set forth to be kept and performed by Licensee, does hereby give to Licensee the license to use that certain real property here- inafter described and referred to as "licensed property," solely for the purpose hereinafter specified, upon and subject to the terms, reservations, covenants and conditions hereinafter set forth. The licensed property hereinabove referred to is located in the City of Rosemead, County of Los Angeles, State of California, and being the parcel delineated on the print attached hereto and made a part hereof, marked Exhibit "A" and Exhibit "B ". SUBJECT TO: Covenants, conditions, restrictions, reservations, exceptions, rights and easements, whether or not of record. The foregoing license is made subject to the following terms and conditions, all of which Licensee hereby agrees to comply with and perform. Additionally, this License agreement is made subject to the terms and conditions of the addendum attached hereto and made a part hereof, all of which Licensee further agrees to comply with and perform. 1. Use: Licensee agrees to use the licensed property for bus shelter purposes only. Licensor makes no representation, covenant, warranty or promise that said licensed property is fit for any particular use, including the use for which this license is granted and Licensee is not relying on any such representation, covenant, warranty or promise. 2. Term: Unless otherwise terminated as provided herein, this license shall be for a term of five (5) years commencing on August 1, 1986, and ending on July 31, 1991. 3. Consideration: "No monetary consideration - Gratis.,$ 4. Notices: All notices which are required to be given by either party hereto to the other, shall be deemed to have been duly given when made in writing and deposited in the United States mail, first class, postage prepaid, addressed as follows: me To Licensor: Southern California Edison Company Real Properties Department Property Management Section P. O. Box 410 Long Beach, California 90801 To Licensee: City of Rosemead 8838 E. Valley Road Rosemead, CA 91770 Telephone No. (818) 288 -6671 Licensee agrees to promptly notify Licensor of any address change. 5 Liability Insurance: Licensee agrees to insure its liabilities which may arise 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 shall include Licensor as an additional insured. Licensee agrees to provide evidence of such insurance upon request. 6. Height Limitations: Licensee agrees that at all times during the term of this license any equipment used by it or its agent employees or contractors on and adjacent to the licensed property shall be used and operated so as to at all times maintain a minimum clearance of N/A ( ) feet from all overhead electrical conductors located on said licensed property. Licensee also agrees that all trees or plants located on the licensed property shall be maintained by Licensee and Licensee shall trim or if requested by Licensor shall remove any tree or other planting which exceeds fifteen (15) feet in height. 7. Assignments: This license is personal to Licensee, and Licensee shall not assign or transfer this license or any privilege thereunder, in whole or in part, and any attempt so to do shall be void and shall confer no right on any third party. 8. Non - Possessory Interest: No permanent or possessory interest shall accrue to Licensee in the licensed property by reason of this license or by exercise of the permission given and Licensee agrees to claim no such interest. 9. Licensor's Reservations: Licensor reserves for itself, its successors and assigns, the right to construct, maintain, including the periodic washing of Licensor's electrical insulators, operate, repair, replace and /or inspect, in, on, over, under and across said licensed property, electric power lines, telephone lines and /or pipelines or conduits, together with appurtenant structures. Licensor also reserves the right to construct, maintain and use roads across said licensed property, and the right to use said licensed property, or any portion thereof, for any purpose that said Licensor may desire in connection with its business, together with the right -2- to enter upon said licensed property, or any portion thereof, at all times, for any or all of the above mentioned purposes. All of the aforementioned rights may be exercised without the payment of any compensation or damages whatsoever for destruction of or damage to crops or personal property on the licensed property resulting from the exercise of said rights. 10. Licensee's Improvements: Licensee must submit complete . improvement plans for the licensed property, including grading plans, identifying all existing and proposed improvements. Licensee shall obtain Licensor's written approval of said plans, including any subsequent modification thereof, prior to making any,;!:use ;of the licensed property. Said written approval may be modified and /or rescinded if the Licensoe's operating requirements are- l:vhanged for any reason whatsoever. In any event, however, the Licensee..,may be required to modify and /or remove any or all such previously, approved buildings and /or structures at Licensee's sole risk and:'expense and without any compensation from Licensor. Licensor shall not::be.called ,upon or required, at,any time, to make any improvements :;'alterations. :changes or additions of any nature whatsoever to .the'.:licensed property. 11. Access and Clearances: Licensee shall provide Licensor with adequate access to all of Licensor'.s facilities and -atno`;time . Is there to be any interference with the free - movement of`` <Licensor'Is equipment and :materials. If required at any time,; by2-_Liceneor', Licensee shall provide, at its own expense. access road.`.sixteen1(36) feet in .width etogether -with commercial driveway ­aprons`:rand:,'turb depressions as•. specified". by - Licensor. Said - roads, commercial :drive- way aprons and curb depressions shall be capable ',of.suppo.rting,;;a gross load of forty '(40) :tons on a three -axle vehicle. ,+s:and hall';be maintained by 'Licensee, at Licensee's'- expense; so as ".io be ,'passable at all times. and shall %be kept':iclear :of any planting ^or. ; other obstructions.at all times so as to provide wady access:to,Licensox's facilities.. In.:connection -with the,•use of 'said licensed.:pLOperty, ".it is specifically :agreed that Licensee shall, -unlese`'sotherwise specified in writing by Licensor, make no use of the' iarea' 'directly ,underneath Licensoe's - towers and shall maintain the- following clearances, at all times: a. A 25- foot - radius around all tower legs. b. A 10- foot - radius around all steel poles. C. A 5- foot - radius around all wood poles. 12. Parkins: Licensee agrees not to .park, store,'zepaix -or refuel any motor vehicles or to allow the parking, storage, repairing or refueling of any motor vehicles on any. portion of said ..,licensed Property. unless specifically approved in writing by Licensor.`` 13. Flammables, Waste and Nuisances: Licensee agrees that it will not place or store any flammable materials within the boundaries of the licensed property, that it will not commit any waste or damage, nor suffer any to be done. Licensee also specifically agrees that it will not allow others to take such actions within the -3- boundaries of the licensed property. Licensee further agrees that it will keep the licensed property clean, free from weeds, rubbish and debris, and in a condition satisfactory to Licensor. Licensee shall also provide adequate controls for dust, odors and noise and take appropriate steps necessary to prevent dust contamination of Licensor's facilities located on, near or adjacent to the licensed property. Licensee also agrees to take preventive action to eliminate such dust, odors, noise or any other nuisance which may disturb the adjacent or nearby community and agrees to be responsible for and to assume all liability for such dust, odor, noise or other nuisance disturbances. 14. Pesticides and Herbicides: Licensee agrees that any pesticide or herbicide applications on the licensed property shall be made in accordance with all Federal, State, County and local laws. Licensee further agrees to dispose of any pesticides, herbicides or any other toxic substances which are declared to be either a health or environmental hazard in such a manner as prescribed by law. This will include, but not be limited to, contaminated containers, clothing, equipment or any other contaminated material. 15. Underground Facilities: Any underground facilities installed or maintained by Licensee within the licensed property shall have a minimum cover of three feet. All said underground facilities shall be constructed so as to withstand a gross load of forty (40) tons on a three -axle vehicle. It is expressly understood that in the event such facilities of Licensee interfere with the construction of additional facilities by Licensor, Licensee will reimburse Licensor for the difference in cost to construct and maintain Licensor's proposed facilities so as not to interfere with Licensee's facilities, or at the option of Licensor, Licensee will relocate its facilities at its own expense so as not to interfere with Licensor's proposed facilities. Licensee shall compact any earth disturbed by Licensee within licensed property to a compaction of ninety (90 %) percent. 16. Irrigation Equipment: Licensee agrees that any and all irrigation pipelines, well pumping equipment and other structures, buildings and fixtures appurtenant thereto, hereinafter collectively referred to as "irrigation equipment ", located on the licensed property at the commencement of Licensee's occupancy thereof,, are the property of Licensor and shall remain upon and be surrendered with the premises upon the termination of this license or any renewal or extension thereof. In consideration of the privilege of using the same, Licensee agrees to maintain, operate, repair and replace if necessary, at Licensee's sole cost and expense, said irrigation equipment during the continuance of this license. Any irrigation equipment placed on the licensed property by Licensee, the installa- tion of which is made with the consent of Licensor and for which a rent adjustment is made, and all irrigation equipment installed by Licensee to replace such equipment located on said licensed property at the time Licensee entered into possession thereof, shall there be and become the property of Licensor and shall remain upon an�pge -4- surrendered with the licensed property upon the termination of this license or any renewal or extension thereof. Licensee agrees to promptly deliver to Licensor a good and sufficient bill of sale for all such irrigation equipment installed on said licensed property at the time the same is installed. Licensee further agrees that no such irrigation equipment shall be purchased on other than a cash basis. 17. Parkways and Landscaping: Licensee agrees to keep parkwa and sidewalk areas adjacent to said licensed property free of weeds and trash. Licensee further agrees to maintain said parkways and to provide landscaping in a manner that is compatible with the adjoining properties and in a manner satisfactory to Licensor. 18. Fencing: Licensee may install fencing on said licensed property, provided Licensee obtains the prior written approval of Licensor therefor. In the event Licensee installs fencing, double drive gates sixteen (16) feet in width shall be provided in such locations as specified by Licensor and shall be designed to accommo- date Licensor's locks. Any metallic fencing shall be effectively grounded by Licensee. Licensee agrees to promptly ,deliver to Licensor, a good and sufficient bill of sale for said fencing and agrees to maintain said fencing at Licensee's sole cost and expense. Notwithstanding the above. Licensee shall not install, operate or maintain or cause or permit to be installed, operated or maintained any electrically charged fence on the licensed property. 19. Signs: Licensee. agrees not to allow the construction or placement of any sign, signboard or other form of outdoor advertising on said licensed property, without prior written approval of Licensor. In the event of a violation of this provision by Licensee or any one claiming under Licensee, Licensor shall have the right to enter upon said licensed property and to remove and dispose of any such sign, signboard or other outdoor advertising and to charge the cost and expense of any such removal and disposal to Licensee who agrees to pay the same on demand. 20. Authority: This license is given pursuant to the author- ity of and upon and 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. 21. Indemnification: Licensee hereby agrees to save harmless 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 Licensor 's own personal property, or injury to or death of persons, including employees of Licensor resulting in any manner whatsoever, directly or indirectly, by reason of this license or the use or occupancy of said licensed property by Licensee or any person claiming under Licensee. -5- 22. Utilities: Licensee agrees to pay all charges and assessments for or in connection with water, electric current or other utilities which may be furnished to or used upon said licensed property by Licensee during the continuance of this license. It is further agreed that in the event Licensee shall fail to pay the above - mentioned charges when due. Licensor shall have the right to pay the same and charge the amount thereof to Licensee, who agrees to pay the same on demand, together with interest at the maximum rate allowed by law from the date of expenditure by Licensor. 23. Taxes, Assessments and Liens: Licensee agrees to pay, when due, all taxes and assessments which may be levied upon any crops or personal property which Licensee caused to be grown, placed or maintained upon the said licensed property, and agrees to keep said licensed property free from all liens, including but not limited to mechanics liens, and encumbrances by reason of the use or occupancy of said licensed property by Licensee or any person claiming under Licensee. It is further agreed that in the event Licensee shall fail to pay the above - mentioned taxes, assessments, or liens when due, Licensor shall have the right to pay the same and charge the amount thereof to Licensee, who agrees to pay the same on demand, together with interest at the maximum allowed by law from the date of expenditure by Licensor. 24. Governing Law: Licensee agrees that in the exercise of its rights under this license, Licensee shall comply with all applicable Federal, State, County and local laws, and regulations in connection with its use of the licensed property. The existence, validity, construction, operation and effect of this license and all of its terms and provisions shall be determined in accordance with the laws of the State of California. 25. Holding Over: It is further agreed that if Licensee shall retain possession of said licensed property beyond the term hereof, or any renewal or extension hereof, with the consent, express or implied, of Licensor, such holding over may be terminated by Licensor at any time by giving to Licensee thirty (30) days' prior notice in writing for that purpose, and shall be subject to all of the terms, covenants and conditions of this license, and Licensee shall pay for such license during any such holding over, at the last prevailing rate specified in paragraph 3, "Consideration" hereof. 26. Termination: The parties hereto agree that during the initial term or any extension thereof, this license may be canceled and terminated by either Licensor or Licensee, at any time, upon sixty (60) days' notice in writing to that effect given by either party hereto to the other. In such event or when this license expires, Licensee agrees, if so requested in writing by Licensor, to remove at that time all of its personal property from the licensed property and to restore the ground to as near its original condition and appearance as possible within said period of sixty (60) days, at its sole expense and risk. No such termination, cancellation or am expiration hereof shall release Licensee from any liability or obligation (whether of indemnity or otherwise) which may have attached or accrued previous to or which may be accruing at the time of, or by reason of such termination, cancellation or expiration. Upon the termination of this license by the expiration of the term hereof or otherwise, Licensee agrees to peaceably quit and surrender the licensed property to Licensor in good order and condi- tion. Any and all property of whatsoever kind or character remaining upon the licensed property upon the expiration or sooner termination of this license shall thereupon be and become the personal property of Licensor, unless otherwise agreed in writing by Licensor, but this shall not prevent Licensor from requiring Licensee to remove, at Licensee's expense and risk, any and all such property remaining upon the licensed property. 27. Abandonment: In the event the use property shall be abandoned by Licensee or said shall not be used by Licensee for the period of then at the option of Licensor, the license hereb deemed terminated without further notice. Upon Licensee agrees to comply with the conditions paragraph 26, "Termination" hereof. of said licensed licensed property Ninety (90) days, V granted shall be such termination, as specified in 28. Remedies: In case of the failure or refusal of Licensee to comply with and perform each and all of the terms and covenants on its part herein contained, this license and all rights hereby given shall, at the option of Licensor, cease and terminate, and Licensor shall have the right forthwith to remove Licensee's personal property from the licensed property at the sole cost, expense and risk of Licensee, which cost and expense Licensee agrees to pay to Licensor upon demand, together with interest at the maximum rate allowed by law from the date of expenditure by Licensor. 29. Attorneys' Fees: In case Licensor shall bring suit to compel performance of or to recover for breach of any covenant, agreement or condition herein contained and such suit results in a judgment for Licensor, Licensee will pay to Licensor reasonable attorney's fees in addition to the amount of judgment and costs. 30. Recording: Licensee agrees that it will not record this License. MWa IN WITNESS WHEREOF. the parties hereto have caused this instrument to be executed in duplicate as of the day and year herein first above written. 1sz4pm/dj SOUTHERN CALIFORNIA EDISON COMPANY By R. J. lif 5;� Manager of Real Properties Department LICENSOR CITY OF ROSEMEAD By a LICENSEE -a- LICENSEE'S COPY A D D E N D U M SPECIAL TERMS AND CONDITIONS: Installation is to be closely coordinated with K. W. Rebensdorf of Real Properties to minimize the disruption of landscaping and irrigation lines. Shelter design is to be the same as indicated in attached Exhibit 11c". Licensee -s Initials 50 LICENSEE'S COPY. KL INGERMAN ST. 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 NOTE: 42 SO, FT.: 0.001 AC. [xia N O SCALE Q__a0' EXHIBIT II^I1 P. 1. D- #'O V 0015' DRAW Z -14076 %`X R/W FILE # 01 -86 -035 M.S. LICENSE TO THE CITY OF ROSEMEAD GENERAL OFFICE COMPLEX LICENSE FOR BUS SHELTER TO THE CITY OF ROSEMEAD WITHIN LANDS OF © LANDS OF S.C.E. CO- SOUTHERN CALIFORNIA EDISON CO. DRAWN BY R. S. THOMAS SERIAL CITY OF ROSEMEAD LOS ANGELES CO. CA. CHECKED BY IMARIGOYEN DATE JULY 16,1986 � southern California Edison Company i 9 .. -H -e nKW 9/92 KLINGERMAN I w I a I 50, 43.5 w � in CC I H 2 Q 3 ST. EDISON WAY 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 NOTE: 42 $0. FT. • 0,001 AC. LICENSE TO CITY OF ROSEMEAD © LANDS OF S.C.E. CO. DRAWN BY R.S. THOMAS SERIAL CHECKED eY M. IRIGQYEN DATE ,JULY 17, 1986 Ct awe/., O SCALE EXHIBIT t'8" P. I. D. # 7b/oois DRAW. #s/0767V SEQ. .M R/W FILE fW o1 -ee -035 M.S. LICENSE FOR BUS SHELTER TO THE CITY OF ROSEMEAD WITHIN LANDS OF SOUTHERN CALIFORNIA EDISON CO. CITY South*rn d4IIf0 ~dlson Company =OIL a Y` MAYOR: MARGARET CLARK MAYOR PRO TEM: JAY T. IMPERIAL COUNCILMEMBERS. BILL ALARCON GARY A. TAYLOR JOE VASOUEZ July 29, 2004 Debra E. Holly Right of Way Agent Southern California Ediwon Corporate Real Estate 1351 E. Francis Street Ontario, CA 91761 -9724 Pose cad 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569 -2100 FAX (626) 307 -9218 , Re: Subsequent License Agreement . RP File Nok. P86S035 -1 -22 Prop No: OLGEN636G Dear Ms. Holly. G Enclosed is one executed copy of the bus shelter License Agreement and a completed Address Information Sheet. The City is self - insured through California Joint Powers Insurance Authority ( CJPIA). A confirmation letter from CJPIA will be forwarded to you within the next few days.. If you have any questions, please call me at 626/569 -2171 Sincerely,� /� NANCY VALDERRAMA City Clerk Encl. CITY OF ROSEMEAD RP File No. PMS035-1 -22 Property No. OLGEN636G34 Account No. 1209 L I C E N S E A G R E E M E N T INDEX 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 9. ACCESS AND CLEARANCES 10. PARKING 11. FLAMMABLES, WASTE AND NUISANCES 12. PESTICIDES AND HERBICIDES 13. HAZARDOUS WASTE 14. SIGNS 15. FENCING 16. PARKWAYS AND LANDSCAPING 17. IRRIGATION EQUIPMENT 18. UNDERGROUND TANKS 19. UNDERGROUND FACILITIES 20. UTILITIES 21. TAXES, ASSESSMENTS AND LIENS 22. EXPENSE 23. ASSIGNMENTS 24. COMPLIANCE WITH LAW 25. GOVERNING LAW 26. INDEMNIFICATION 27. TERMINATION . 28. EVENTS OF DEFAULT 29. REMEDIES 30. NON - POSSESSORY INTEREST 31. WAIVER 32. AUTHORITY 33. ATTORNEY FEES 34. ELECTRIC AND MAGNETIC FIELDS 35. NOTICES 36. RECORDING 37. COMPLETE AGREEMENT RP File No. P86S035 -1 -22 Property No. OLGEN636G34 Account No. 1209 LICENSE AGREEMENT THIS AGREEMENT, made as of the 13'" day of June 20 04 between SOUTHERN' CALIFORNIA EDISON COMPANY (SCE), 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 SUBJECT TO: Covenants, conditions, restrictions, reservations, exceptions, rights and easements, whether or not of record: 1. Use: Licensee will use the Property for bus shelter 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 fast day of August, 2004 and endptg on the last day of July, 2014. 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) Commercial General Liability Insurance, including contractual liability and products liability, with a combined single limit of $1,000,000.00. 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. 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 of this License Agreement. 5. Licensor's Use of the Propertv: 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 Licenser'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 _I_ ,, 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. - Heiaht Limitations: Any equipment used by Licensee or its agents, employees or contractors, on and /or adjacent to the Property, will be used and operated so as to maintain a minimum clearance of seventeen _(17) feet from all overhead electrical conductors. All trees and plants on the Property will be maintained by Licensee at a maximum height of fifteen (15) feet. If requested by Licensor, Licensee will remove any tree and /or other planting. 9. Access and Clearances: Licensee will provide Licensor with adequate access to all of Licensor's facilities on the Property and at no time will there be any interference with the free movement of Licensor's equipment and materials over the Property. Licensor may require Licensee to provide and maintain access roads within the Property, at a minimum 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 25- foot - radiu6 around all ioa,er legs. b. A 10- foot - radius around all steel and wood poles. NOTE: Additional clearance shall be required for structures and other material improvements 10. Parkin: Licensee will not park, store, repair or refuel any motor vehicles or allow parking, storage, . repairing or refueling of any motor vehicles on the Property unless specifically approved in writing by Licensor. 11. Flammables, Waste and 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. All horticulture Licensees are required to provide a copy of the annual License for Pest Exclusion/Nursery Program from the State of California, Department of Food and Agriculture. Licensee will dispose of all pesticides, herbicides and any other toxic substances declared to be either a health or environmental hazard as well as all materials contaminated by such substances, including but not limited to, containers, clothing and equipment in the manner prescribed by law. 13. Hazardous Waste: Licensee will not engage in, or permit any other party to engage in, any activity on the Property that violates federal, state or local laws, rules or regulations pertaining to hazardous, toxic or infectious materials and /or waste. Licensee will indemnify and hold Licensor, its directors, officers, agents and employees, and its successors and assigns, harmless from any and all claims, loss, damage, actions, causes of action, expenses and /or liability arising from leaks of, spills-of, and /or contamination by of from hazardous materials as defined by applicable laws or regulations, which may V, 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. 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 Licensors 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 tine 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. a 22. Expense: Licensee will perfortn 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. -3- 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: (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) Tire 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, M 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. 33. Attorneys' Fees: In the event of anv 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 ( "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 electric 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 respect to your planned use of this property. 35. Notices: All notices required to be given by either party will be made in writing and deposited in the , United States mail, first class; postage prepaid, addressed as follows: To Licensor: Southern California Edison Company Corporate Real Estate Department Real Estate Operations Division 1351 E. Francis St.. Ontario CA 91761 To Licensee: CITY OF ROSEMEAD 8838 E. Valley Boulevard Rosemead, CA 91770 Business Telephone No. (626) 288 -6671 -5- Licensee will immediately notify Licensor of any address change. 36. Recording: Licensee will not record this Agreement. 37. Comolete Agreement: Licensor and Licensee acknowledge that the foregoing provisions and any addenda and exhibits attached hereto constitute the entire Agreement between the parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate as of the day and year herein first above written. dh -6- SOUTHERN CALITIORNJA EDISON COMPANY DEBRA E. HOLLEY Right of Way Agent Real Estate Operations Corporate Real Estate Department CITY OF ROSEMEAD' By j LICENSEE f Print Name: on J. Wa er, Asst. City Manager i KLINGERMAN ST. .-T 0 v LLI Q 50,� 43.5' LLI O c� Z J Q a O SCALE 0 30 EXHIBIT 11 All P.I.D. NOTE: CLEARANCES OF 25 FEET AROUND ALL TOWERS, DRAW. - 10 FEET AROUND STEEL POLES AND 5 FEET SEO AROUND ALL WOOD POLES MUST. BE KEPT � - CLEAR AT ALL TIMES R/W FILE -# 01 -86 -035 NOTE: 42 SQ. FT. = 0.001 AC, LICENSE TO THE CITY OF ROSEMEAD ® LANDS OF S.C.E. CO.- DRAWN BY I R.S. THOMAS SERIAL CHECKED BY IM.IRIGOYEN I DATE I JULY 16, 1966 SGE 22 -53 -6 NEW BIBS J. 0. M.S. GENERAL OFFICE COMPLEX LICENSE FOR BUS SHELTER TO THE CITY OF ROSEMEAD WITHIN LANDS OF SOUTHERN CALIFORNIA EDISON CO. CITY OF ROSEMEAD, LOS ANGELES CO, CA: Southern California Edison Company KLINGERMAN + w I a 0 50, 43.5 W ST. C� 81 Z J Q N p EXHIBIT "A" EDISON WAY P.I.D. # DRAW. # NOTE: CLEARANCES OF 25 FEET AROUND ALL TOWERS, 10 FEET SEQ. AROUND STEEL POLES AND 5 FEET AROUND ALL WOOD, POLES MUST BE KEPT CLEAR AT ALL TIMES SEQ. FILE # 01 -86 -035 NOTE: 42 SO. FT. = 0.001 AC. J.D. M.S. LICENSE TO CITY OF ROSEMEAD GENERAL OFFICE COMPLEX LICENSE FOR BUS SHELTER TO THE LANDS OF S.C.E. CO. CITY OF ROSEMEAD WITHIN LANDS OF SOUTHERN CALIFORNIA EDISON CO. DRAWN BY R.S. THOMAS SERIAL CITY OF ROSEMEAD, LOS ANGELES CO. CA, CHECKED BY M. IRIGOYEN DATE JULY 17, 1936 Southern California Edison Company SCE 22 -53 -0 NEW 9/65 ST. N p EXHIBIT "A" EDISON WAY P.I.D. # DRAW. # NOTE: CLEARANCES OF 25 FEET AROUND ALL TOWERS, 10 FEET SEQ. AROUND STEEL POLES AND 5 FEET AROUND ALL WOOD, POLES MUST BE KEPT CLEAR AT ALL TIMES SEQ. FILE # 01 -86 -035 NOTE: 42 SO. FT. = 0.001 AC. J.D. M.S. LICENSE TO CITY OF ROSEMEAD GENERAL OFFICE COMPLEX LICENSE FOR BUS SHELTER TO THE LANDS OF S.C.E. CO. CITY OF ROSEMEAD WITHIN LANDS OF SOUTHERN CALIFORNIA EDISON CO. DRAWN BY R.S. THOMAS SERIAL CITY OF ROSEMEAD, LOS ANGELES CO. CA, CHECKED BY M. IRIGOYEN DATE JULY 17, 1936 Southern California Edison Company SCE 22 -53 -0 NEW 9/65 ADDRESS INFORMATION FORM SCE File No: 1209 NAME ON LICENSE AGREEMENT: City of Rosemead.. CONTACT PERSON(If it's a company) Donald J. Wagner MAILING ADDRESS: City of Rosemead CITY, STATE, ZIP 8838 E. Valley Blvd., Rosemead, CA 91770 PHONE NO: (include area code) 626/569 -2104 ALTERNATE PHONE NO: (include area code) 626/569 -2100 FAX NO: (include area code) 6261107-9218 PAGER NO: (include area code) MOBILE NO: (include area code) Please check the items you are sending and sign below where indicated Sigued License Agreement ❑ Proof of Self Insurance Signature Printed Name: Nancy Valderrama City Clerk Date: