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Home My WebLink AboutMINUTES - 02021999 - C83 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA Adapted this Order on February 2, 1999 by the following vete: AYES: Supervisors Gioia, Uilkwa, Gerber, DeSaulnier, and Canciamilla NOES: Norge ABSENT: Nome ABSTAIN: None RESOLUTION NO. 99/54 SUBJECT: TRANSFER OF PIPELINE FRANCHISE TO VENOCO LLC This Beard on October 5, 1993, granted a franchise to operate pipelines on certain County rights of gray per Resolution No. 93/585, pursuant to Ordinance No. 1327 (as amended by Ordinance No. 79/50 and Ordinance No. 92/64) to Chevron USA. Subsequent to the date the franchise was granted, Chevron USA sold this asset to Venoco LLC on October 30, 1998. Venoco has requested that the franchise be transferred to the proper entity. IT IS BY THE BOARD ORDERED that the franchise granted per Resolution No. 93/588 under Ordinance No. 1827 (as amended by Ordinance No. 79/50 and Ordinance No. 92/64) to Chevron USA is hereby transferred to Venoco LLC, and that the Chair is authorized to sign a duly executed agreement consenting to the transfer of the pipeline franchise to Venoco LLC. t hereby certify that this is a true and correct copy of an action taken end entered on the minutes of the ward of Supervisors on the date shown, ATTESTED" 1 Contact Person: Cliff Hansen (935)313-2341 SCHJv PHIL BATCHELOR, Cl of the hoard g:Ev\bdordv2-2.doc of Supervisors and County Administrator Or g. Deot,. Pudic Works (A€]) y ��. � �� Deputy c: PW Accounting RESOLUTION NO. 99/54 AGREEMENT RELATING TO THE CONSENT OF THE COUNTY OF CONTRA COSTA TO THE ASSIGNMENT AND TRANSFER OF THE FRANCHISE GRANTED TO CHEVRON USA, INC. This Agreement (the '"Transfer Agreement") is entered into on - ( and is between and among the County of Contra Costa "County"), Chevron USA, Inc. (the "Transferor") and Venoco LLC (the '"Transferee"). WHEREAS, on October 5, 1993, the Board of Supervisors (The "Board") of the County granted a pipeline franchise (the "franchise") to Transferor by Resolution No. 93/588 pursuant to the provisions of County Ordinance Code #1827 (as amended by Ordinance #79/50) (the "Ordinance") for a term of twenty (20) years to operate an oil pipeline within the County; and WHEREAS, the Transferor sold on October 30, 1998, the franchise to Venoco LLC; and WHEREAS, the Transferee has filed a written application to the County, dated December 7, 1.998 (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. 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. [02(99] gin.I Acknowledgment Mate of California County of Santa Barbara " A9W before me,_ Michael G.Edwards,Notary Public T)A NA�vtE,TITLE OF OFFICER-E.C."JANE DOE,NOTARY PUBLIC" personally appeared R€ D ESON NAIvSE(S)OF SIGNER(S) personally known to me - OR - proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in 8AL his/her/their authorized capacity(ies), and that by his/her/their MKMAE 4,EDyyAADS signature(s) on the instrument the person(s), or the entity upon MARY due-C 4 f behalf of which the person(s)acted,executed the instrument. tMyMpstoN#1;0-AM C UApAA A Com' .. Witness my hand and official seal. 40RjWwylkAM (Seal) ignaiure of Notary Acknowledgment State of California County of On before me,- -_ Michael G.Edwards.Notary public DATE NAME,TITLE OF OFFICER-E.C."JANE DOE,NOTARY PUBLIC" personally appeared r NAME(S)OF SIGNER(S) personally known to me - OR - proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their 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. 4 (Seal) Signature of Notary a nikeldocslscknowlg.doc 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 oblications thereof, subject to and assuming liability for all existing disclosed and undlsclosed 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 Jong 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. COUNTY Of,CONTRA COSTA CHEVRON USA. INC. By 8v its VjWow PHIL BATCHELOR, CLERK OF THE VENOCO,we:7*e- BOARD OF SUPERVISORS AND COUNP( A - NI 'I 7 ' sT y- Its 6%r-cu+L-' L2,'an. scH:lV lg:!v�chiev-venoccl.do,' 102/993 pg.2 STATE OF CALIFORNIA COUNTY OF KERN On February 23, 2000,before me, Darlene IMcGlothin, Notary Public,personally appeared V. L. Byers, III, personally known to me (er- proved to me on the basis ef satisfeetery evifleffec4 to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the within instrument in his authorized capacity, and that by his signature on the within instrument the person, or the entity upon behalf of which the person acted, executed the within instrument. WITNESS my hand and official seal. DARLENE MC G;-OTHINN _ CommFssior 3 378483 Notary E UbBC-CalifGM10 Notary's Signatur (SEAL) Kerr:County My COMM.EKPIre=Apr4,X02