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Home My WebLink AboutMINUTES - 10191999 - C90 d THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA Adopted this Order on October 19, 1999, by the following vete: AYES: SUPERVISORS GIOIA, UILREMA, DESAULNIER AND CANCIAMILLA NOES: NONE ABSENT: GERBER ABSTAIN: NONE RESOLUTION 1O. 99/542 SUBJECT: Transfer of Pipeline Franchise to sera Energy LLP. This Board on September 15, 1964; granted a franchise to operate numerous pipelines on certain County rights of way per Resolution #3352 pursuant to Ordinance #1827 to Shell Cil Company, Subsequent to the date the franchise was granted shell Oil Company sold five (5) pipelines, for which the franchise was granted, to shell Western E & P, Inc., effective February 1, 1995. Shell Western E & P, Inc. assigned the pipelines to CalResources LLP, a Shell Oil Company affiliate, effective July 5, 1995. CalResources LLP transferred the pipelines to Aera Energy LLP when Aera Energy LLP was formed on May 27, 1997, from the combined California exploration and producing'assets of CalResources LLP and Mobil Exploration & Producing U,S. Inc. shell Oil Company has requested that the franchise for these five (5) pipelines be transferred to the proper entity, Aera Energy LLP, IT IS BY THE BOARD ORDERED that the portion of the franchise granted under Ordinance #1827 to Shell Oil Company that pertains to the assets now owned by Aera Energy LLP, is hereby transferred to Aera Energy LLP, and that the Chair Is authorized to sign a duly executed agreement consenting to the transfer of the aforementioned portion of the pipeline franchise to Aera Energy LLP. hereby e'er.?¢y that. this i'' a true -an,,4tcorreci copy oG ars a�ti n 8[2i"k� en and entered on t-,Ile I"9r,$S4 s o` the Baal,d of ; UPPEr ilsors on the date shovm3 OCTOBER 199 1999 ATTESTED - — Contact Person: Cliff Hansen (925)313-2341 ��'.� �� .3�G a fid! e _ork of the ��0ard sCH:v of Caper iso;s a ,d County AdrninistratOr g:Mbdordll o-' ��y 9.doc N� Deputy Orig. Dept.: Public Works (AD) RESOLUTION No. 99/542 AGREEMENT RELATING TO THE CONSENT FT 'E COUNTY OFCO T A TO THE ASSIGNMENT AND TRANSFER OF THE FRANCHISE TE' T SHED. OIL COMPANY This Agreement (the "Transfer Agreement") is entered into on , and is between and among the County of Contra Costa ("County"), Shell Oil Company (the "Transferor'} and Aera Energy LLC (the "'Transferee"). Whereas, on September 15, 1954, the Hoard of Supervisors (The "Board"') of the County granted a pipeline franchise (the "'franchise""), per resolution #3352, to Shell tail Company (the "Transferor') pursuant to the provisions of County Ordinance Code #1827 (the"Ordinance") for a terra of forty (40) years to operate an oil pipeline within the County; and Whereas, the Transferor sold to Shell Western &P, Inc. effective February 1, 1995, five (5) pipelines for which the franchise was granted, specifically identified as Dutch Slough Gas Line (8"), Los Medanos Gas Line (18"), Taylor Slough No. 2 (4'"), Depco Field Cas Gathering (8"'), and Depco Field Gas Gathering (4„)t and Whereas, Shell Western E&P, Inc. assigned the pipeline and franchise to Calresources LLP (a Shell Oil Company affiliate) effective July 5,1995; and Whereas, CalResources LLP transferred the pipeline and franchise to Transferee when Transferee was formed on May 27, 1997, from the combined California exploration and producing assets of CalReSources LLP and Mobil Exploration & Producing U. Ss Inc.; and Whereas, the Transferor has filed a written application to the County, dated September 25, 1998 (the "'Application"), wherein it has requested the consent of tete 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 Ripon the evidence presented to the Board, it has determined that it would be in the public interest to conditionally approve the Transfer. .��ss� pg. 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 thea 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 teres 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 teas 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 accepts 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 persona or entity, brought said challenge(s) including, but not limited to, waiver, estoppel, consent, unclean lands 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. ti/9] p9.2 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. COUNTY OF CONTRA COSTA. SHELL OIL COMPANY v By 13 S.Its J. POW AMA SL BATCHELOR,, Clerk of the AERA ENERGY LLC Board of Supervisors and County Administrator Byj4o — By putt' girls °rise Mate of County of OL t' Before me �&c,-IA ,a Notary Public, on this day personally known to me(or proved to me on the oath of ( p identity or throws ,x dei tion.of ident' carat�,r other document to be the person whose,name is subscribed to the foregoing instrument and acknowledged to ane that he executed the same for the .: purposes and consideration therein expressed. £' s Given under my hand and seal of office this, Ai day of , A.D., j� otasy Public in and for the Mate of Texas SCH':iv g:1v\sme11-aera.doc .3 CALIFORNIAALL-PURPOSE SE ClCN' WL.EDGMENT state oZ County of On before me, t Bete Name and oUe of ificere. t 9•,",lane Jas,Notary Pttbidc") �l personalty appeared e , Narne(s)of&gner(s) ❑personally known to me–OR–❑proved to me on the basis of satisfactory evidence to be the person{, r whose nameW is subscribed to the within instrument same in hisfe and acknowledgedto me that het executed the authorized capacity(aee),and that by � S&NDRA KAY ASHLOC his*. r sign ature(eon the instrument the person,/A, CommWion* 12Ds7Y6 or the entity upon behalf of which the pe>rson�a) acted, executed the instrument, KSMCounty 2>MY Comm.Bv*w Jan. ' wJ3 WITLESS my hand and official seal. !ZA z4AA60,� Srg ure of Notary Pubsc j OPTIONAL -though the information below is not required bylaw it may prove valuable to persons relying on the document and coup prevent fraudulent removal,and reattachment of this farm to another document. Description of Attached Document �. Title or Type of Document: }ocurrent Sate: �l�fe N bei of Pages: _ Signer(s) Cather Than Named Above: �apacity(les) Claimed by Signer(s) 6Si 's flame. � �°�'� Signer's dame: 16g ner ❑ Individual 71 Individual E/Gorporate,OPH i r EllCorporate Officer Title'(s): r is Title(s): ' Fr Partner—:] Limited ❑ General ❑ Partner—❑ Limited ❑ General ❑ attorney-in-Fact ❑ Attorney-in-f=act ❑ Trustee s ❑ Trustee ❑ Guardian or Conservator y s � ❑ Guardian or Conservator X - ❑ Other: Tod of,hu ab here y ❑ Other: Top Of thumb here 3 i f Signer Is Representing: Signer Is Representing: UG a f � zs 01995 Nabonat?votary Association>8236 Remrnet Ave.,P.O.Box 7184•Canoga Park,CA 91309-7:84 Prod.No.5907 Reorder:C0 Toti-Free 1-800-876-6a27