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Home My WebLink AboutMINUTES - 10201998 - C57 CS 7 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY CALIFORNIA Adopted this Order on October 13, 1998 by the following vote: AYES: Supervisors Uilkema, Gerber, DeSaulnier, Canciamilla, ',and Rogers NOES: None ABSENT: None ABSTAIN: None RESOLUTION NO. 98/546 SUBJECT: Transfer of Pipeline Franchise to Calpine Pittsburg, Inc. This Beard on June 4, 1983, granted a franchise to operate pipelines on certain County rights of way pursuant to Ordinance No. 1735 to Dow Chemical Company. Subsequent to the date the franchise was granted Dow Chemical Company transferred this asset, effective October 27, 1983, to a newly formed subsidiary of Dow Chemical Company named Creat Western Pipeline Company, Inc., an entity charged with the ownership and operation of refinery assets, including the pipeline for which the franchise was granted. Great Western Pipeline Company, Inc. sold and transferred this asset to Calpine Pittsburg, Inc., effective July 21, 1998. Dow Chemical Company Inc. has requested that the franchise be transferred to the proper entity, Calpine Pittsburg, Inc. IT IS BY THE BOARD ORDERED that the franchise granted under Ordinance 1735 to Dow Chemical Company, Inc. is hereby transferred to Calpine Pittsburg, Inc., and that the Chair is authorized to sign a duly executed agreement consenting to the transfer of the pipeline franchise to Calpine Pittsburg, Inc. I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown, ATTESTED: October 20 1998 PHIL BATCHELOR, Clerk of the Board of Supervisors and county dministrator Contact Person: Cliff Hansen(925)313-2341 By Deputy SCH:Iv g:Ivtbdord110-13.doc Orig. Dept.: Public Works(AD) c: RESOLUTION NO. 98/546 ' AGREEMENT RELATING TO THE CONSENT OF THE COUNTY OF CONTRA COSTA TO THE ASSIGNMENT AND TRANSFER OF THE FRANCHISE GRANTED TO THE DOW CHEMICAL COMPANY ,~ This Agreement (the 'Transfer Agreement") is enter into on _.�r j� � , and is between and among the County of Contra Costa ("County" w Chemical Company (the "Transferor") and Calpine Pittsburg, Inc. (the "Transferee"). WHEREAS, on June 4, 1963, the Board of Supervisors (The "Board") of the County granted a pipeline franchise (the "franchise") to Transferor pursuant to the provisions of County Ordinance Code #1735 (the "Ordinance") for a term of forty (40) years to operate an oil pipeline within the County; and WHEREAS, the Transferor transferred on October 27, 1983, the franchise to Great Western Pipeline Company, Inc., a wholly-owned subsidiary of the Transferor charged with the ownership and operation of refinery assets, including the pipeline for which the franchise was granted; and WHERAS, Great Western Pipeline Company, Inc. sold and transferred this asset to Transferee effective July 21, 1998; and WHEREAS,the Transferor has filed a written application to the County, dated April 25, 1998 (the"Application"), wherein it has requested the consent of the County to the transfer and assignment of the franchise to Transferee (the"Asset Transfer"}; and WHEREAS, it is the intent of the County to approve the transaction whereby ownership and control of the franchise shall be held by the Transferee (said transaction shall be referred to herein as the"Transfer"), and WHEREAS, the Board of the County has reviewed the Transfer as well as all relevant documents, staff reports and recommendation; and WHEREAS, based upon the evidence presented to the Board, it has determined that it would be in the public interest to conditionally approve the Transfer. NOW THEREFORE, it is agreed by and between the parties as follows: 1. The Board of the County hereby gives its consent and approval to the Transfer whereby the franchise, including all the assets thereof, shall be directly acquired and held by Transferee. 2. The granting of this consent to the Transfer does not waive the right of the County to approve any subsequent change in the ownership of the License or the ownership or control of the Transferee and there shall be no further material change, amendment or modification of the ownership or equity composition of the Transferee which requires prior consent of the County pursuant to the Ordinance without the further written consent of the Board. [10198] pg.f 3. By executing this Transfer Agreement, the Transferee hereby accepts all the terms and conditions of the franchise, the Ordinance and any orders and directives of any administrative agency relating to the franchise including, but not limited to this Transfer Agreement and represents and warrants that it has examined the requirements of the franchise, the Ordinance, this Transfer Agreement, as well as applicable federal, state or local laws or regulations and agrees to abide by all the terms and conditions thereof. The Transferee agrees and acknowledges that it has found the Ordinance, the franchise, and the other documents specified herein to be legally sufficient, enforceable, valid, and binding and accept the same without condition or reservation. The Transferee accepts the franchise and all obligations thereof, subject to and assuming liability for all existing disclosed and undisclosed breaches and defaults. The Transferee agrees to cooperate and furnish relevant information in relation thereto. The Transferor agrees to cooperate and furnish relevant information in relation to any audit and/or investigation relative to breaches and/or defaults accruing prior to the Transfer. To the extent that the Transferee, or any related person or entity, challenges the validity or interpretation of said above listed documents in the future in any administrative proceeding or court of law, such a challenge shall be subject to all defenses which would have been available to the County had the Transferor, or any related person or entity, brought said challenge(s) including, but not limited to, waiver, estoppel, consent, unclean hands and accord and satisfaction, as well as any and all defense independently available to the Transferee. 4. Any violation of this Transfer Agreement shall be deemed to be a violation of the Ordinance and the franchise. 5. This Transfer Agreement shall be deemed effective upon receipt of it by the County, so long as it has been executed and so long as the existing bond has been reissued or has a rider attached which names Transferee as the new principal. COUN OF CONTRA COSTA THE DOW CHEMICAL COMPANY By By Its Y PHIL BATCHELOR, CLERK OF THE CALPINE PITTSBURG, INC. BOARD OF SUPERVISORS AND COUNTY ADMINISTRATOR By Its Vice President scH:tv g:lv\dow-ca!pJne.doc totse� pg.2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT" Mate of California ss. County of Santa Clam _ On , November , before me, Aerie To Iism , Date Name and Title of Officer(o.g.,"Jane Doe,Notary Public") personally appeared Lary R. „Krumland. Name{s)of Signerls', personally known to me ❑ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are . ,rr►.=.:�.r:.�w., subscribed to the within instrument and ARLENE IN acknowledged to me that he/shelthey executed Corr�mirY UbRC- t1E ornli the same in his/her/their authorized Tanta Cl fc ounty . capacity(ies), and that by his/her/their Santa CIGxcT Cr�f,rnfy Ir W COMM Eiret Nov 1 273? signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. �-'WITNESS my hand and official Seal. Plane Notary Seal Above Signature of Notary Public OPTIONAL Though the information below is not required by law,it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: _ Document mate: '._ _ Number of Pages: Signer(s)Other Than Named Above: Capacity(les) Claimed by Signer Signer's Name: Individual Top of thumb bare LJ Corporate Officer—Title(s): Partner—❑ Limited ❑ General ❑ Attorney in Fact Ej Trustee EJ Guardian or Conservator i Other: __— Signer Is Representing: t Q 1997 National Notary Association•0350 De Soto Ave.,P.O.Bax 2402•Chatsworth,GA 91313-2402 Prod.No.6907 Reorder:Gait Tall-Free 1-800-876-6827 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT T State of California ' County of Contra Costa On December 1, 1998 before me, P ll.iss A. as. Notary Public , Date Name and Tate of Officer(e.g.,`Jane Doe.Notary Public") :} personally a ----Mary Jo Ladd--------------------------------------- p Y eared pp -_.-_- > Name(s)of Signer(s) FX personally known to me-OR-:=1 proved to me an the basis of satisfactory evidence to be the person/, ` whose name(s) is/a*e subscribed to the within instrument and acknowledged to me that he/she/trey executed the _ same in kfher/tbeir authorized capacity(ges),and that by _ hts/her/their'signature( on the instrument the person(s), c or the entity upon behalf of which the person(,$) acted, N&ary tic C<�i o"m executed the instrument. Contra Coda County my Comm,bores"9 2001 Y �i WITNESS m hand and official seal. Signature of Notary Public OPTIONAL Though the information below is not required by late it may prove valuable to persons retying on the document and could prevent "a fraudulent removal and reattachment of this form to another document. Description of Attached Document �9 Title or Type of Document. gc l ' Document Date: nr)ne SbCMM Number of Mages: tom, ' s Signer(s) Other Than Named Above: County of Contra Costa Phil Batchelor. CalPine Capacity(ies) Claimed by Signer(s) Signer's Name: MarY Jo Ladd _ I Signer's Name: F1 Individual ❑ Individual 17 Corporate Officer ❑ Corporate Officer Title(s): _ �._ i Title(s): Partner—C? Limited ❑J, General ^J Partner— Limited J General IJ Attorney-in-Pact i ❑ Attorney-in-Tract ❑ Trustee ❑ Trustee ' I Guardian or Conservator • Li Guardian or Conservator •,• ' Other: Site Manacter 7T,,P*.,thumb here E-] Other: Top of thumb here Signer Is Representing: Signer Is Representing: n r 0 1495 National Notary Association•8236 Rennet Ave.,P.0,Sox 7184•Canoga Park,CA 91309-7184 Prod,No.5907 Reorder:Call Tall-Free 1-800-878.6827