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Home My WebLink AboutReso 91-005 - Approve & Sale agreement between PG&E & COR covering electric dist facilities of PG&E CO within unincorporated area known as S Hawley Rd Annexation No. 89-2 1 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING APPROVING PURCHASE AND SALE AGREEMENT BETWEEN PACIFIC GAS AND ELECTRIC COMPANY AND THE CITY OF REDDING COVERING THE ELECTRIC DISTRIBUTION FACILITIES OF PACIFIC GAS AND ELECTRIC COMPANY WITHIN THE UNINCORPORATED AREA KNOWN AS "SOUTH HAWLEY ROAD, ANNEXATION NO. 89-2," AND AUTHORIZING THE MAYOR TO SIGN ALL NECESSARY DOCUMENTATION. i i i WHEREAS, by Resolution No. 89-454, the City of Redding annexed the unincorporated area known as the "South Hawley Road, Annexation No. 89-2" ; and WHEREAS, said annexation was certified by the Executive Officer of the Shasta County Local Agency Formation Commission on December 18, 1989; and WHEREAS, Pacific Gas and Electric Company (PGandE) serves electricity to 13 domestic and three commercial customers within the annexed area; and WHEREAS, PGandE is willing to sell its electric distribution facilities within the annexed area to the City of Redding; NOW, THEREFORE, IT IS HEREBY RESOLVED by the City Council of the City of Redding as follows: 1 . That the City Council of the City of Redding hereby approves Purchase and Sale Agreement for "South Hawley Road, Annexation No. 89-2" between PGandE and the City of Redding, a true copy of which is attached hereto and incorporated herein by reference, on the terms and conditions set forth therein. 2. That the Mayor of the City of Redding is hereby authorized and directed to sign said Purchase and Sale Agreement for "South Hawley Road, Annexation No. 89-2" and all necessary documentation in connection therewith on behalf of the City of Redding, and the City Clerk is hereby authorized and directed to attest the signature of the Mayor and to impress the official seal of the City '! of Redding on the aforesaid documents, when appropriate. I HEREBY CERTIFY that the foregoing Resolution was introduced • I and read at a regular meeting of the City Council of the City of Redding on the 2nd day of January , 1991, and was duly adopted at said meeting by the following vote: AYES: COUNCIL MEMBERS: Arness, Dahl , Fulton, Moss & Buffum NOES: COUNCIL MEMBERS: None ABSENT: COUNCIL MEMBERS: None ABSTAIN: COUNCIL MEMBERS: None NANCYB FFU ,Mayor City of Redding i i ATTEST: ET�EL�. ICH S, City Clerk, FO PPROVED: R DALL A. HAYS, ity Attorney i 2 Pacific Gas and Electir.Cay Purchase and Sale Agreement COPIES: ❑ Buyer 1 ❑ Region ❑ Marketing Services-RJR REFERENCE: PG&E COMPANY GM NO.4817524 MARKETING SERVICES DEPT. CDA NO. 12932 COPY THIS AGREEMENT is made between PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (PG&E), and CITY OF REDDING, a California municipal corporation, Shasta County, California (City); a ' RECITALS: City, by Resolution No. 89-454, annexed an unincorporated area known as "South Hawley Road, Annexation No. 89-2". The annexation was certified on December 18, 1989 by the Executive Officer of the Shasta County Local Agency Formation Commission; PG&E serves electricity to 13 domestic and 3 commercial customers within the ' annexed area; 1 PG&E is willing to sell its electric distribution facilities within the annexed area to City; NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS: 1. PG&E shall sell to City and City shall purchase from PG&E, PG&E's electric distribution facilities (Facilities), located in the annexed area. The location of the Facilities are shown on the map attached hereto and made a part hereof as Exhibit "A". In addition, the Facilities are further described on the List of Materials marked Exhibit"B", attached hereto and made a part hereof. 2. The Facilities are to be sold as is. PG&E does not warrant the condition of the Facilities. PG&E also does not warrant that adequate land rights cover all of the 1 Facilities. In the absence of such land rights, City shall assume any and all liability in connection therewith. PG&E shall assign, in whole or in part, private grants of rights of way and easements for the Facilities concurrently with the delivery of the Bill of Sale deeds for the Facilities described in Sections 5 and 6 hereof. i' d 3. City shall pay to PG&E as the purchase price for the inventoried Facilities, as of September 21, 1990, the sum of $16,071.25 (excluding any sales tax legally due) which is the value of the Facilities, including 15 percent for value as a going concern. In addition, City shall pay to PG&E its severance costs of $2,560, including Contributions-In-Aid-of-Construction (CIRC) tax, for a total amount of $18,631.25. Further, City shall pay to PG&E (1) the net value, as determined in accordance with PG&E's standard accounting practice, of any additions to and retirements from the Facilities that may be made by PG&E subsequent to September 21, 1990 and prior to the conveyance of the Facilities to City, and (2) 15 percent of such net value, and (3) j any severance costs that may be involved because of the installation of said additions and retirements from the Facilities. PG&E shall deliver to City the Bill of Sale provided for in Sections 5 and 6 concurrently with the payment by City of the purchase price. 4. The current ad valorem taxes for the tax year in which the Facilities and any additions and betterments are conveyed shall be prorated as of the date of conveyance. City shall pay to PG&E on demand such part thereof as is attributable to the portion of the tax year from and after delivery of the deed of conveyance hereunder. PG&E shall supply City with a retention of the tax bill received from the County of Shasta and any supporting documentation supplied by the State Board of Equalization. i 5. PG&E shall execute and deliver to City a Bill of Sale (a copy of which is attached as Exhibit "C) conveying Facilities to City within the time set by order of the California Public Utilities Commission(Commission), authorizing this agreement. 6. The facilities sold are presently subject to the lien of PG&E's First and Refunding Mortgage Indenture. Within a reasonable time following execution of this agreement and bill of sale, PG&E shall obtain the removal of this encumbrance from the trustee of the indenture. 7. Upon execution and delivery by PG&E of the Bill of Sale, City shall assume all public utility obligations of PG&E to provide electric service to the 16 customers in the area now supplied from the Facilities and any other customers added by PG&E prior to the delivery of the Bill of Sale. -2- i I 8. City acknowledges that some of the Facilities sold under this agreement may contain polychlorinated biphenyls (PCBs), a hazardous material. City warrants that any and all of such Facilities that may contain PCBs are being purchased for its own use, and not for resale. City warrants that, in the event that it ever sells such Facilities, it will disclose, in writing, to all potential buyers, that such Facilities may contain PCBs. City j shall obtain and comply with all permits necessary for the purchase, transportation, use, handling, treatment, storage and/or disposal of the Facilities, whether as a result a of the PCB content or otherwise. City shall comply with all applicable federal, state and local laws, standards, rules and ordinances, including, but not limited to: 15 USC, Section 2601 et seu., the Code of Federal Regulations, Title 40 Paragraph 761 et the California Health and Safety Code, Section 25100 gl aM and the California Administration Code Title 22, Section 66100 gl sed Buyer is aware that Environmental Protection Agency or other public agency regulation may require the i removal, replacement and/or relocation of this equipment at certain times. i - 9. From the date of conveyance forward, City shall assume all responsibilities of the Facilities and City shall indemnify PG&E, its officers, agents and employees, against loss, damage, expense and liability resulting from injury to or death of person, including, but not limited to, employees of PG&E or City, or injury to property, including, but not limited to, property of PG&E or City, arising out of or in any way connected with City's ownership, operation and maintenance of the Facilities, excepting only such injury or death as may be caused by the sole negligence or willful �1 misconduct of PG&E, its officers, agents or employees. City shall pay costs that may l be incurred by PG&E in enforcing this indemnity provision, including reasonable attorney's fees. City further agrees that any loss, damage, expense and liability that arises out of or is in any way connected with the Facilities that may contain PCBs will be assumed by the City from date of conveyance forward and is expressly within scope of this indemnity. 1� d 10. Any action by City arising out of or in any way connected with the sale contemplated 1 by this agreement,whether sounding in tort, contract, strict liability or otherwise, must be commenced within two years after the cause of action therefore has accrued. 11. This writing is intended by the parties hereto as the final and complete expression of their agreement concerning the sale of the Facilities described herein and there are no warranties, terms or conditions not otherwise stated herein. -3- i 12. No agent, employee or representative of PG&E has any authority to bind PG&E to j any affirmation, representation or warranty concerning the Facilities sold under this agreement, and unless an affirmation, representation or warranty made by an agent, employee or representative is specifically included within this agreement, it has not formed a part of the basis of this bargain and shall not in any way be binding on PG&E or otherwise enforceable. 13. This agreement can be modified only by a writing signed by both parties. i 14. This agreement and interpretation of the terms hereof shall be governed in all respects by the laws of State of California. 15. For and in consideration of the receipt of the Facilities, City hereby releases and forever discharges PG&E, of and from any and all claims, demands, actions or causes of actions, known or unknown, including all injuries, deaths and property damage arising out of or in any way connected with the hazardous properties of the PCBs which may be contained in the Facilities that occur after the date of conveyance of the Facilities. 16. This agreement shall not become effective until the Commission shall, by its order, authorize PG&E to carry out its terms and conditions. Dated: ' 1990. ACCEPTANCE: CITY OF REDDING PACIFIC GAS & ELECTRIC COMPANY BY: BY: Sr. 1P and General Manager Distribution Business Unit TITLE: AND BY: ATTEST: AfhJ8taAt Secretary City Clerk APPROVED:. 6, of M -- MANAGER, MARKETING SERVICES DEPT. ' -4- 't.� a ,, ' • •.. . '' ," •� .. , a:. `• •.i it _ .: L,. � f :. 1 ' „f' ,�• I,�f r �•�: .i' /►_ �'J ''� •,�a�:�� Y .4 '�'ia.• '� is�:� ��Y• ,J`i F is a: •••, .fit,. � ,.. 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'�'.1'A/�/a w .•b 1.'a•* r �'Y" �7. j�/.Z1"-, cb m I �/a O NpOc� OONL -� 7C �[ Z M � �3 O O ,oJ �- rpt • o • z < i 4 � N a o yr 1 20 G co n r 7� rl W n tvJ1 o a O t7 n r: C: rl OMK C7 r l -10 Z � � Vt � 70 Z � T} :DO Y .O C7 O ) Lc) U) Z Z �i Ivy CJ O!W �, w � Z m �, r �, n z O Lo vv _ N --4 �-i�1 / RR _ — rvi r- V) z rl �v n 00b D 0 N � W 0 y 910 C7 2 ry o �► lb O 3 Z W N N 0 W 2 C C x r 7p o -. o yr o co N o w z co N '� a -4 cr o f o � � r V ri m r Ln THIS IS ONLY A PORTION OF THE MAP ATTACHED TO PGandE/CITY AGREEMENT; SEE ORIGINAL AGREE- FOR FULL MAP. EXHIBIT "B" PACIFIC GAS AND ELECTRIC COMPANY CA5020C - R037CA CAPITAL ACCOUNTING AND ANALYSIS • PLANT VALUATION APPRAISAL NO. 2140 PROPOSED SALE OF ELECTRIC TRANSMISSION AND DISTRIBUTION FACILITIES INVENTORY AS OF SEPTEMBER 1990 HAWLEY ROAD ANNEXATION 089 2 ........................................................... .......... i ITEM QUANTITY ........................................................... .......... a ACCOUNT 204 (364) POLES, TOWERS AND FIXTURES ANCHOR, GUY 5/16" E.H.S. 5M EA 2 jI ! ANCHOR, GUY 3/8" E.N.S. 7.5M EA 1 i ANCHOR, GUY 7/16" E.N.S. IOM EA 2 ANCHOR, GUY GUARD PLASTIC EA 5 ANCHOR, JOINT EXP. 1" X 10' 10M EA 1 ANCHOR, EXPANDING 5/8" X 8' 2.5M EA 1 ANCHOR, EXPANDING 3/4" X 9' 7.5M EA 2 ANCHOR, POWER INSTALLED SCREW 15M EA 1 BRACKET, EXTENSION FIGURE 14 18.6055 EA 4 BRACKET, VERTICAL 9" EA 6 CROSSARM, STEEL 4' EA 4 i EXTENDED RACK, SECONDARY 3 SPOOL EA 3 I HEADGUY, GALV. STEEL 7/32" EA 1 POLE, JOINT, 30 FT EA 1 i POLE, JOINT, 40 FT EA 3 POLE, JOINT, 45 FT EA 4 POLE, SOLELY OWNED 30 FT EA 1 POLE, SOLELY OWNED 40 FT EA 1 POLE, SOLELY OWNED 45 FT EA 1 STEPS, JOINT POLE 0 - 45' EA 1 SIGN, HIGH VOLTAGE PLASTIC EA 12 POLE,WOOD 1/3 INTEREST EA 2 21-Sep-90 PAGE 1 EXHIBIT "B" PACIFIC GAS AND ELECTRIC COMPANY CA5020C - R037CA CAPITAL ACCOUNTING AND ANALYSIS • PLANT VALUATION APPRAISAL NO. 2140 PROPOSED SALE OF ELECTRIC TRANSMISSION AND DISTRIBUTION FACILITIES INVENTORY AS OF SEPTEMBER 1990 HAWLEY ROAD ANNEXATION #89-2 - ........................................................... .......... ITEM QUANTITY ........................................................... ..........ACCOUNT 205 (365) OVERHEAD CONDUCTORS AND DEVICES CABLE, ACSR, 6/1 4 FT 1,712 CABLE, TRIPLEX (N-SD) AL. 2 FT 120 GROUND, TRANSFORMER EA 8 INSULATOR, PRIMARY PIN TYPE PART 8 EA 2 INSULATOR, PRIMARY POST TYPE PART 1 EA 4 i i li INSULATOR, PRIMARY SUSPENSION 1 - EA 8 1 INSULATOR, SPOOL 8 CLEVIS PART 1 EA 1 I INSULATOR, SPOOL 8 CLEVIS PART 4 EA 3 INSULATOR, SPOOL 8 CLEVIS PART 6 EA 9 ACCOUNT 210 (369) SERVICES - OVERHEAD CABLE, TRIPLEX (N-SD) AL. 1/0 FT 285 i CABLE, TRIPLEX (N•SD) AL. 2 FT 835 1 ACCOUNT 211 (369) SERVICES - UNDERGROUND I RISER MOULDING U•SHAPE 211/30' PVC EA 1 a 'I i I 21-Sep-90 PAGE 2 I 1 PACIFIC GAS AND ELECTRIC COMPANY CA5020C • R037CA CAPITAL ACCOUNTING AND ANALYSIS - PLANT VALUATION APPRAISAL NO. 2140 PROPOSED SALE OF ELECTRIC TRANSMISSION AND DISTRIBUTION FACILITIES INVENTORY AS OF SEPTEMBER 1990 HAWLEY ROAD ANNEXATION 089.2 ........................................................... .......... ITEM QUANTITY ........................................................... .......... ACCOUNT 212 (370) METERS METER, 1PH. 3W. 240V. CL. 200 EA 16 UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 UNKNOWN i UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 UNKNOWN 1 ACCOUNT 220 (368) LINE TRANSFORMERS - OVERHEAD XFORMER, 1PH. 12KV•120/240V 10KVA EA 1 UNKNOWN 88A253475 XFORMER, 1PH. 12KV-120/240V 25KVA EA 1 UNKNOWN F682611.63K XFORMER, S.P. 12KV•120/240V 10KVA EA 1 1 UNKNOWN L688776044A XFORMER, S.P. 12KV-120/240V 15KVA EA 1 UNKNOWN 71AL6690 XFORMER, S.P. 12KV-120/240V 25KVA EA 1 ' UNKNOWN F26724 XFORMER, S.P. 12KV-120/240V 37.5KVA EA 1 UNKNOWN C-13237-18 I ACCOUNT 221 (368) LINE TRANSFORMER DEVICES - OVERHEAD CUTOUT, BUSHNG MT 7.5KV 20A PT 738 EA 4 FUSE, LIQUID FILLED PT 10A EA 4 LIGHTNING ARRESTOR, 10KV EA 8 21-Sep-90 PAGE 3 EXHIBIT"C" GWWO NO. CDA NO. CPUC DECISION NO. i BILL OF SALE i PACIFIC GAS AND ELECTRIC COMPANY, a California corporation (PG&E), in consideration of the sum of (severance costs and a value for going concern is included), does hereby sell,grant an convey, as is, to the CITY OF a California municipal corporation, County, California (City), its successors and assigns, all of PG&E's right, title and interest in and to certain electric distribution facilities (Facilities), located within annexation area known as Annexation No. , in the location(s) shown on the sketch attached ereto marked Exhibit"A"and as more particularly described on the attached List of Materials marked Exhibit"B". The Facilities are used to serve approximately electric customers within the City's corporate limits. This Bill of Sale is executed pursuant to authorization contained in the order of the California Public Utilities Commission in its Decision No. dated and is sub'ect to all the terms an conditions of the Purchase an Sae Agreement etween City an�PG&E dated , 19_. This Bill of Sale does not cover additions or betterments, if any, made to Facilities by PG&E after , and is limited to the Facilities described in Exhibits "A" an "B". Additions and betterments, if any,will be covered by a supplemental bill of sale to be delivered to City concurrently with the payment by City to PG&E of the price thereof. Dated: , 1990. ACCEPTANCE: PACIFIC GAS& ELECTRIC COMPANY BY: BY: Vice President, General Services TITLE: AND BY: ATTEST: Secretary City Clerk