REQUEST FOR CITY COUNCIL ACTION

MEETING DATE: OCTOBER 13, 2015

TITLE: HARVARD LANDSCAPE REHABILITATION

Ci~ 1. Approve the plans, specifications, and contract documents for Harvard Avenue

Landscape Rehabilitation, Capital Improvement Project (CIP) 341504.

2. Approve the Engineer's Estimate, Construction Contingency, and Funding Summary.

3. Authorize staff to solicit competitive bids and award the construction contract to the lowest responsive bidder in accordance with the City's financial policies and purchasing procedures.

EXECUTIVE SUMMARY

Plans, specifications, and contract documents for the rehabilitation of landscaping on the east side of Harvard Avenue between Irvine Center Drive and the railroad tracks are complete and ready for City Council approval. These documents are available for public review in the Public Works department. Approval of the recommended actions will allow staff to proceed with solicitation of competitive bids for construction and award of contract to the lowest responsive bidder, subject to the City's financial policies and purchasing procedures.

The proposed landscape improvements will be constructed on property owned by Southern California Edison (SCE) and leased by the City for public use and trail purposes for the past 28 years with a current lease expiration date of January 31, 2018. Under the lease arrangement, the City previously used the SCE property for the operation and maintenance of the City's Edible Park until 2013 when the Edible Park was relocated to the Great Park. In accordance with SCE's property lease policies, the lease agreements are renewed every five years and contain provisions that allow SCE to terminate the lease without cause. These provisions were included in the SCE lease agreement approved by the City Council in November 2012 and the City Council subsequently approved funding for the proposed landscape improvement project to enhance the appearance of the SCE property as part of the annual Capital Improvement Program budget. The City has similar lease arrangements with SCE for landscaping and trail improvements throughout the City.

As a result of discussions with SCE initiated by City staff to obtain more favorable contract terms, SCE agreed to renew the existing lease 18 months prior to its expiration

REQUEST FOR CITY COUNCIL ACTION

MEETING DATE: OCTOBER 13, 2015

TITLE: HARVARD LANDSCAPE REHABILITATION

Ci~ 1. Approve the plans, specifications, and contract documents for Harvard Avenue

Landscape Rehabilitation, Capital Improvement Project (CIP) 341504.

2. Approve the Engineer's Estimate, Construction Contingency, and Funding Summary.

3. Authorize staff to solicit competitive bids and award the construction contract to the lowest responsive bidder in accordance with the City's financial policies and purchasing procedures.

EXECUTIVE SUMMARY

Plans, specifications, and contract documents for the rehabilitation of landscaping on the east side of Harvard Avenue between Irvine Center Drive and the railroad tracks are complete and ready for City Council approval. These documents are available for public review in the Public Works department. Approval of the recommended actions will allow staff to proceed with solicitation of competitive bids for construction and award of contract to the lowest responsive bidder, subject to the City's financial policies and purchasing procedures.

The proposed landscape improvements will be constructed on property owned by Southern California Edison (SCE) and leased by the City for public use and trail purposes for the past 28 years with a current lease expiration date of January 31, 2018. Under the lease arrangement, the City previously used the SCE property for the operation and maintenance of the City's Edible Park until 2013 when the Edible Park was relocated to the Great Park. In accordance with SCE's property lease policies, the lease agreements are renewed every five years and contain provisions that allow SCE to terminate the lease without cause. These provisions were included in the SCE lease agreement approved by the City Council in November 2012 and the City Council subsequently approved funding for the proposed landscape improvement project to enhance the appearance of the SCE property as part of the annual Capital Improvement Program budget. The City has similar lease arrangements with SCE for landscaping and trail improvements throughout the City.

As a result of discussions with SCE initiated by City staff to obtain more favorable contract terms, SCE agreed to renew the existing lease 18 months prior to its expiration

City Council Meeting October 13, 2015 Page 2 of 3

date for an additional five years, extending the termination date to January 31, 2023. SCE declined staff's request to make any changes to the termination clause since this area is an operative property of SCE. A copy of the SCE letter agreeing to the lease extension and a copy of the current lease are included as Attachment 5.

The proposed landscaping and irrigation systems associated with this project will use drought tolerant plants and recycled water. This supports the City's water conservation efforts by ensuring water efficiency for landscape irrigation and plant types with minimal water consumption.

COMMISSION/BOARD/COMMITTEE RECOMMENDATION

On August 6, 2015, the Planning Commission (Commissioner Duong was absent) unanimously voted to recommend the City Council approve the proposed design plans for the Harvard Avenue Landscape Rehabilitation project.

ANALYSIS

The City's Capital Improvement Program Budget allocated funding for the Harvard Avenue Landscape Rehabilitation project. This project includes the rehabilitation of a portion of the area previously occupied by the Edible Park, surrounding a portion of the existing Peters Canyon Bicycle Trail, located in the Southern California Edison (SCE) right-of-way, east of Harvard from Irvine Center Drive to the railroad tracks. The general vicinity of the project is depicted in Attachment 1.

The project includes the installation of a variety of drought tolerant shrubs, grasses, and groundcovers. The design also includes a butterfly garden and access paths, as well as the preservation of existing bicycle trails and citrus groves, as depicted in the attached Site Plan (Attachment 2). In addition, benches will be placed along the project site once completed as part of the City's annual trail maintenance and rehabilitation efforts. The irrigation systems associated with this project will use recycled water. This supports the City's water conservation efforts by ensuring water efficiency for landscape irrigation with minimal water consumption.

The project area is adjacent to the Windwood Garden Homes Homeowners Association. Staff coordinated with the Windwood Association during the design process and has incorporated its comments in the proposed landscaping plans. Staff also coordinated and obtained SCE's approval of the proposed design. SCE is the owner of the property and the City leases the area per the attached five-year license agreement (Attachment 5) from SCE for bicycle trail and landscaping purposes. While the agreement is set to expire in 2018, SCE has confirmed its intent to renew this lease for an additional five years, 18 months prior to the current expiration date of January 31, 2018.

The construction contract cost estimate prepared by the project design engineer is $195,000. A budget allowance of $14,540 for construction engineering (site surveying and inspection) and $14,600 for construction contingency is recommended as shown in

City Council Meeting October 13, 2015 Page 2 of 3

date for an additional five years, extending the termination date to January 31, 2023. SCE declined staff's request to make any changes to the termination clause since this area is an operative property of SCE. A copy of the SCE letter agreeing to the lease extension and a copy of the current lease are included as Attachment 5.

The proposed landscaping and irrigation systems associated with this project will use drought tolerant plants and recycled water. This supports the City's water conservation efforts by ensuring water efficiency for landscape irrigation and plant types with minimal water consumption.

COMMISSION/BOARD/COMMITTEE RECOMMENDATION

On August 6, 2015, the Planning Commission (Commissioner Duong was absent) unanimously voted to recommend the City Council approve the proposed design plans for the Harvard Avenue Landscape Rehabilitation project.

ANALYSIS

The City's Capital Improvement Program Budget allocated funding for the Harvard Avenue Landscape Rehabilitation project. This project includes the rehabilitation of a portion of the area previously occupied by the Edible Park, surrounding a portion of the existing Peters Canyon Bicycle Trail, located in the Southern California Edison (SCE) right-of-way, east of Harvard from Irvine Center Drive to the railroad tracks. The general vicinity of the project is depicted in Attachment 1.

The project includes the installation of a variety of drought tolerant shrubs, grasses, and groundcovers. The design also includes a butterfly garden and access paths, as well as the preservation of existing bicycle trails and citrus groves, as depicted in the attached Site Plan (Attachment 2). In addition, benches will be placed along the project site once completed as part of the City's annual trail maintenance and rehabilitation efforts. The irrigation systems associated with this project will use recycled water. This supports the City's water conservation efforts by ensuring water efficiency for landscape irrigation with minimal water consumption.

The project area is adjacent to the Windwood Garden Homes Homeowners Association. Staff coordinated with the Windwood Association during the design process and has incorporated its comments in the proposed landscaping plans. Staff also coordinated and obtained SCE's approval of the proposed design. SCE is the owner of the property and the City leases the area per the attached five-year license agreement (Attachment 5) from SCE for bicycle trail and landscaping purposes. While the agreement is set to expire in 2018, SCE has confirmed its intent to renew this lease for an additional five years, 18 months prior to the current expiration date of January 31, 2018.

The construction contract cost estimate prepared by the project design engineer is $195,000. A budget allowance of $14,540 for construction engineering (site surveying and inspection) and $14,600 for construction contingency is recommended as shown in

City Council Meeting October 13, 2015 Page 3 of 3

the Funding Summary (Attachment 3). The proposed construction contract and estimate work quantities are included in the staff report as Attachment 4.

Subject to City Council approval of the recommended actions, the project bid opening is scheduled to occur on November 5, 2015. Construction is anticipated to begin in December 2015 with completion in May 2016. Work will take place Monday through Friday between the hours of 9 a.m. and 5:30 p.m., with temporary closures of portions of the existing bicycle trail to facilitate the work. There will be no impact to Harvard Avenue traffic since the work is scheduled to take place outside of travel lanes. The contractor will be required to open the trail to the public at the completion of work activity each day.

ENVIRONMENTAL REVIEW

Pursuant to Section 4 of the City of Irvine California Environmental Quality Act (CEQA) Procedures and Article 19 of the State of California CEQA Guidelines, the proposed project has been found to be categorically exempt from the requirements of CEQA, under State Guideline Section 15301, Class 1 (c), and Existing Facilities.

ALTERNATIVES CONSIDERED

The City Council could direct staff to defer the project to a future time, scale down the project, or not approve the project altogether. This alternative is not recommended because the proposed project would improve the appearance of this area by providing landscaping on the vacant property.

FINANCIAL IMPACT

The City Council approved funding in the amount of $250,000 for this project with the Annual Capital Improvement Program Budget. Funding is available in CIP project number 341504. A complete funding summary is provided in Attachment 3.

REPORT PREPARED BY Tim Kirkham, Right-of-Way Administrator

ATTACHMENTS

1. Vicinity Map 2. Site Map 3. Funding Summary 4. Construction Contract and Schedule of Work (Specifications and contract

documents on file in the Public Works Department) 5. SCE Letter and License Agreement

City Council Meeting October 13, 2015 Page 3 of 3

the Funding Summary (Attachment 3). The proposed construction contract and estimate work quantities are included in the staff report as Attachment 4.

Subject to City Council approval of the recommended actions, the project bid opening is scheduled to occur on November 5, 2015. Construction is anticipated to begin in December 2015 with completion in May 2016. Work will take place Monday through Friday between the hours of 9 a.m. and 5:30 p.m., with temporary closures of portions of the existing bicycle trail to facilitate the work. There will be no impact to Harvard Avenue traffic since the work is scheduled to take place outside of travel lanes. The contractor will be required to open the trail to the public at the completion of work activity each day.

ENVIRONMENTAL REVIEW

Pursuant to Section 4 of the City of Irvine California Environmental Quality Act (CEQA) Procedures and Article 19 of the State of California CEQA Guidelines, the proposed project has been found to be categorically exempt from the requirements of CEQA, under State Guideline Section 15301, Class 1 (c), and Existing Facilities.

ALTERNATIVES CONSIDERED

The City Council could direct staff to defer the project to a future time, scale down the project, or not approve the project altogether. This alternative is not recommended because the proposed project would improve the appearance of this area by providing landscaping on the vacant property.

FINANCIAL IMPACT

The City Council approved funding in the amount of $250,000 for this project with the Annual Capital Improvement Program Budget. Funding is available in CIP project number 341504. A complete funding summary is provided in Attachment 3.

REPORT PREPARED BY Tim Kirkham, Right-of-Way Administrator

ATTACHMENTS

1. Vicinity Map 2. Site Map 3. Funding Summary 4. Construction Contract and Schedule of Work (Specifications and contract

documents on file in the Public Works Department) 5. SCE Letter and License Agreement

Funding Summary Harvard Avenue Landscape Rehabilitation

CIP 341504

September 8, 2015

Project Expenditures

Design Engineering $ 25,860

Construction Contract (Engineer’s Estimate) $195,000

Construction Engineering $ 14,540

Construction Contingency $ 14,600

Total Estimated Project Cost $250,000

Project Funding

Rehabilitation Reserve Revenues $250,000

Total Funding Available $250,000

ATTACHMENT 3

CONSTRUCTION CONTRACT FOR CAPITAL IMPROVEMENTS

CITY OF IRVINE

HARVARD LANDSCAPE REHABILITATION from Irvine Center Drive to Orange County Transportation Authority Right of Way

CIP NO. 341504

This Contract made and entered into this day of , 20__, by and between City of Irvine, a municipal corporation of the State of California, hereinafter referred to as "CITY" and __________________________________________________, hereinafter referred to as "CONTRACTOR."

W I T N E S S E T H: That the CITY and the CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: 1. The complete Contract includes all of the Contract Documents, which are

incorporated herein by this reference, to wit: a) Permits issued by jurisdictional agencies b) Contract c) Addenda d) Instructions to Bidders, Proposal Requirements and Conditions e) Special Provisions f) Contract Plans g) Standard Plans h) Standard Specifications i) Reference Specifications j) Irvine Ranch Water District Specifications k) Southern California Edison Specifications

The Contract Documents are complementary, and that which is required by one shall be as binding as if required by all. CONTRACTOR shall provide and furnish all labor, materials, necessary tools, expendable equipment, and all utility and transportation services required for the following work of improvement: weed control; soil preparation and fine grading; installation of irrigation controllers, mainline, lateral lines, pop up irrigation heads, rotors, and other components necessary for a fully functional irrigation systems; point of connection retrofits; removal and replacement of irrigation controllers and electrical meter enclosures; installation of

ATTACHMENT 4

 

shrubs, ground covers, mulch and gravel and other items not mentioned here, but are required by the plans and the Special Provisions.

CONTRACTOR agrees to perform all the said work and furnish all the said materials at his own cost and expense that are necessary to construct and complete in strict conformance with Contract Documents and to the satisfaction of the Engineer, the work hereinafter set forth in accordance with the Contract therefore adopted by the City Council and as prepared by David Volz Design, Landscape Architects, Inc., 151Kalmus Drive, Suite M-8, Costa Mesa California 92626. CITY agrees to pay and CONTRACTOR agrees to accept in full payment for performance of this work of improvement as described, the stipulated sum of __________________________________________________________________ ($_________________) the “Contract Price.”

CITY agrees to make progress payments and final payment in accordance with the

method set forth in the Special Provisions. 2. CONTRACTOR agrees to commence construction of the work provided for herein

within ten (10) calendar days after the date specified in the Notice to Proceed, and to continue diligently in strict conformance with Contract Documents and without interruption, and to complete the construction thereof within Eighty (80) Working Days after the date specified in the Notice to Proceed.

The CONTRACTOR shall diligently prosecute all the work (including plant

establishment) to completion before the expiration of One Hundred Ten (110) Working Days from the date specified in the Notice to Proceed.

3. Time is of the essence of this Contract, and it is agreed that it would be

impracticable or extremely difficult to ascertain the extent of actual loss or damage which the CITY will sustain by reason of any delay in the performance of this Contract. It is, therefore, agreed that CONTRACTOR will pay as liquidated damages to the CITY the following sum: One Thousand Five Hundred Dollars ($1,500) per Calendar Day, for each and every Calendar Day’s delay in finishing the Work except plant establishment work in excess of the number of working days prescribed above. The CONTRACTOR shall pay to the CITY the sum of Seven Hundred Fifty Dollars ($750) per Calendar Day, for each and every Calendar Day’s delay in completing the plant establishment work in excess of the number of Working Days prescribed above. In no case will liquidated damages be assessed more than One Thousand Five Hundred Dollars ($1,500) per day. If liquidated damages are not paid, as assessed by the CITY, the CITY may deduct the amount thereof from any money due or that may become due the CONTRACTOR under this Contract in addition to any other remedy available to CITY. By executing this Contract, Contractor agrees that the amount of liquidated damages is reasonable and shall not constitute a penalty.

 

4. In accordance with State of California Senate Bill No. 854, CONTRACTOR will maintain and will require all subcontractors to maintain valid and current Department of Industrial Relations (DIR) Public Works Contractor registration during the term of this project. CONTRACTOR shall notify the CITY in writing immediately, and in no case more than twenty-four (24) hours, after receiving any information that CONTRACTOR’S or any of its SUBCONTRACTOR’S DIR registration status has been suspended, revoked, expired, or otherwise changed.

5. CONTRACTOR will pay, and will require all subcontractors to pay, all employees on said Contract a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations and wage standards applicable to this work, a copy of which is on file in the office of the City Clerk of the City of Irvine. Federal prevailing wage rates apply for federally funded projects. Travel and subsistence pay shall be paid in accordance with Labor Code § 1773.1.

6. CONTRACTOR shall be subject to the penalties in accordance with Labor Code of

§ 1775 for each worker paid (either by him or by any subcontractors under him) less than the prevailing rate described above on the work provided for in this Contract.

7. CONTRACTOR and subcontractors shall comply with Labor Code § 1810 and §

1811 which stipulates that eight hours labor constitutes a legal day's work, and § 1812 which stipulates that the CONTRACTOR and subcontractors shall keep an accurate record showing the name of and actual hours worked each calendar day and each calendar week by each worker employed by him in connection with the work performed under the terms of the Contract. Failure to comply with these sections of the Labor Code will subject the CONTRACTOR to penalty and forfeiture provisions of the Labor Code § 1813.

8. CONTRACTOR will comply with the provisions of Labor Code § 1777.5 pertaining

to the employment of apprentices to the extent applicable to this Contract. 9. CONTRACTOR, by executing this Contract, hereby certifies:

"I am aware of, and will comply with the Labor Code § 3700 by securing payment for, and maintaining in full force and effect for the duration of the contract, complete Workers’ Compensation Insurance, and shall furnish a Certificate of Insurance to the Agency before execution of the Contract. The CITY, its officers, or employees, will not be responsible for any claims in law or equity occasioned by failure of the CONTRACTOR to comply with this paragraph."

 

CONTRACTOR further agrees to require all subcontractors to carry Workers’ Compensation Insurance as required by the Labor Code of the State of California.

10. CONTRACTOR shall, concurrent with the execution of this Contract, furnish two

bonds approved by the CITY, one in the amount of One Hundred Percent (100%) of the Contract Price, to guarantee the faithful performance of the work “Performance Bond”, and one in the amount of One Hundred Percent (100%) of the Contract Price to guarantee payment of all claims for labor and materials furnished “Payment Bond.” This Contract shall not become effective until such bonds are supplied to and approved by the CITY.

11. CONTRACTOR shall, prior to commencing work, furnish certificates evidencing

compliance with all requirements of the Contract Documents pertaining to insurance.

12. Any amendments to any of the Contract Documents must be in writing executed by

the CONTRACTOR and the CITY. Any time an approval, time extension, or consent of the CITY is required under the Contract Documents, such approval, extension, or consent must be in writing in order to be effective.

IN WITNESS WHEREOF, the said CONTRACTOR and the Director of Public Works, City Manager. CONTRACTOR (If Corporation, 2 signatures are required) By Print Name Title By Print Name Title

ATTEST:

AS FORM: RUTAN & TUCKER, LLP

Todd

Sean City of the

ATTEST:

AS FORM: RUTAN & TUCKER, LLP

Todd

Sean City of the

 

SCHEDULE OF WORK All applicable sales taxes, state and/or federal taxes, and any other special taxes, patent rights or royalties are included in the prices quoted in this Proposal. ______________________________________________________________________

ITEM

EST.

UNIT

NO. ITEM DESCRIPTION UNIT QTY PRICE TOTAL

BASE BID 1 Mobilization LS 1 2 Clearing and Grubbing LS 1 3 Dust Control LS 1 4 Soil Prep and Fine Grading SF 51,800 5 Weed Abatement SF 57,300 6 Shrub - 15 Gallon Agave

Americana EA 9

7 Shrub – 15 Gallon EA 24 8 Shrub – 5 Gallon Agave EA 90 9 Shrub – 1 Gallon EA 6,636 10 Irrigation System LS 1 11 Wood Mulch (3-inch depth) CY 354 12 ¾ Inch Angular Rock CY 142 13 30-day Establishment Period LS 1

TOTAL BASE BID PRICE

(Amount written in words)

Total Base Bid Price (in figures) $____________________________

ATTACHMENT 5

lE] roT SO"N· An EDISON I VTERNATIONAL® Company

September 18, 2015

City of Irvine One Civic Center Drive Irvine, CA 92623-9575

SUBJECT: Subsequent License Agreement Johanna-Santiago 220kV T/L RIW S/0 Irvine Center Dr, E/S Harvard Ave, City of Irvine Account Number: 9.1893

Your present Parks and/or Public Recreation License Agreement expires on January 31, 2018. This letter will serve as confirmation that a subsequent License Agreement will be prepared and executed on behalf of Southern California Edison Company 18 months prior to the expiration date. At which time the license agreement can be renewed for the term beginning February 1, 2018 to January 31, 2023.

Please feel free to contact me at (626) 302-4243 if you should have any questions or concerns on this matter.

Best Regards, \.\ ~ ~

C)0 .. -'4 .u~ Delia M. Jimenez Land Services Agent Southern California Edison Company

cc: Jennifer Johnson, LPA, SCE

2131 Walnut Grove Avenue Rosemead CA 91770 (626) 302-4243 fax (626) 302-4171

SOUTHERN CALiFOllNIA

EDISON~ An EDISON INTERNATIONAL~ Comp,ny

September 18, 2015

City of Irvine One Civic Center Drive Irvine, CA 92623-9575

SUBJECT: Subsequent License Agreement Johanna-Santiago 220kV TIL RJW SIO Irvine Center Dr, EIS Harvard Ave, City of Irvine Account Number: 9.1893

Your present Parks andlor Public Recreation License Agreement expires on January 31, 2018. This letter will serve as confirmation that a subsequent License Agreement will be prepared and executed on behalf of Southern California Edison Company 18 months prior to the expiration date. At which time the license agreement can be renewed for the term beginning February 1, 2018 to January 31, 2023.

Please feel free to contact me at (626) 302-4243 if you should have any questions or concerns on this matter.

Best Regards, ~

~,\'t . ' ~ cJ ~

Delia M. Jimenez Land Services Agent Southern California Edison Company

cc: Jennifer Johnson, LPA, SCE

2131 Walnut Grove Avenue Rosemead, CA 91770 (626) 302·4243 fax (626) 302-4171

CITY OF IRVINE

Contract No. 9.1894 {formerly Contract No. L2206)

LICENSE AGREEMENT

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. ATI'ORNEY FEES

34. ELECTRIC AND MAGNETIC FIELDS

35. NOTICES

36. RECORDING

37. COMPLETE AGREEMENT

APPENDIX: GUIDELINES FOR STANDARD LICENSEE IMPROVEMENTS

ADDENDUM

BICYCLE PATH

CITY OF IRVINE

Contract No. 9.1894 (formerly Contract No. L2206)

LICENSE AGREEMENT

IN D EX 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

II. 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

2I. 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

3l. WAIVER

32. AUTHORITY

33. ATI'ORNEY FEES

34. ELECTRIC AND MAGNETIC FIELDS

35. NOTICES

36. RECORDING

37. COMPLETE AGREEMENT

APPENDIX: GUIDELINES FOR STANDARD LICENSEE IMPROVEMENTS

ADDENDUM

BICYCLE PATH

LICENSE AGREEMENT

Contract No. 9.1894 (formerly Contract No. L2206)

THIS AGREEMENT, made as of the Y1~ day of _tl\QD eJ~---' 20 ~' between SOUTHERN CALIFORNIA EDISON COMPANY (SCE), a corporation organized under the laws

of the State of California, hereinafter called "Licensor", and CITY OF IRVINE, 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 Irvine, County of Orange, 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 Bike Path, Edible Landscaping, Landscape and

Beautification 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 five (5) years commencing on the first day of February and ending on the last day of

January, 2018. 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: Licensee will pay to Licensor the sum of Seven Hundred Twenty Five

And 00 / 100 Dollars ($725.00) annual payments to be made as follows:

Yearly Payment Due

Term Year Due Amount First Day Of

First Year 2013 $725.00 February ----

Second Year 2014 $725.00 February

Third Year 2015 $725.00 February

I Fourth Year 2016 $725.00 February

Fifth Year 2017 $725.00 February

All payments subsequent to the initial payment will be paid to the Southern California Edison

Company, Post Office Box 800, Rosemead, California, 91770, Attention: Corporate Accounting

Department- Accounts Receivable.

-1-

LICENSE AGREEMENT

Contract No. 9.1894 (formerly Contract No. L2206)

THIS AGREEMENT, made as of theYl~ day of ~l\QD ~,~ ___ , 20 ~, between SOUTHERN CALIFORNIA EDISON COMPANY (SCE), a corporation organized under the laws of the State of California, hereinafter called "Licensor", and CITY OF IRVINE, 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 Irvine, County of Orange, 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 Bike Path, Edible Landscaping, Landscape and Beautification 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 five (5) years commencing on the first day of February and ending on the last day of January, 2018. 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: Licensee will pay to Licensor the sum of Seven Hundred Twenty Five And 00 / 100 Dollars ($725.00) annual payments to be made as follows:

Yearly Payment Due Term Year Due Amount First Day Of

First Year 2013 $725.00 February - ---

Second Year 2014 $725.00 February

Third Year 2015 $725.00 February

I Fourth Year 2016 $725.00 February

Fifth Year 2017 $725.00 February

All payments subsequent to the initial payment will be paid to the Southern California Edison Company, Post Office Box 800, Rosemead, California, 91770, Attention: Corporate Accounting Department - Accounts Receivable.

-1-

All accounts not paid within 30 days of the agreed upon due date will be charged a late fee equal to ten percent (10%) of the amount due.

4.Insurance: 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 $1,000,000.00. 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 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.

(c) Commercial Automobile Insurance with a combined single limit of $1,000,000.00. Such insurance shall: (i) cover the use of owned, non-owned and hired vehicles on the Property and (ii) name Licensor, its officers, agents and employees as additional insureds.

Licensee shall provide Licensor with proof of such insurance, issued by an insurance company with an A.M. Best's insurance rating of A-VII or better, by submission of certificates of insurance, pursuant to Section 35 "Notices," no later than ten (10) days following the effective date of this Agreement. Such insurance shall not be canceled nor allowed to expire nor be materially reduced without thirty (30) days prior written notice to Licensor.

Licensee can also opt to provide certificates of self-insurance, covering in all instances the required insurances above, so long as Licensee maintains a credit rating of BBB by Standard & Poor's or Baa3 by Moody's or better. Licensee shall provide Licensor with certificates or letters of self-insurance, in a form acceptable to Licensor no later than ten (10) days following the effective date of this. In the event that Licensee shall elect to self-insure as provided for herein above, any such self-insurance or self­insured retentions shall provide Licensor with all rights and benefits that would be provided by traditional insurance required under the terms of this Agreement; including, but not limited to, the defense obligations that insurers are required to or normally undertake in liability policies.

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 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 27.

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All accounts not paid within 30 days of the agreed upon due date will be charged a late fee equal to ten percent (10%) of the amount due.

4.Insurance: 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 $1,000,000.00. 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 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.

(c) Commercial Automobile Insurance with a combined single limit of $1,000,000.00. Such insurance shall: (i) cover the use of owned, non-owned and hired vehicles on the Property and (ii) name Licensor, its officers, agents and employees as additional insureds.

Licensee shall provide Licensor with proof of such insurance, issued by an insurance company with an A.M. Best's insurance rating of A-VII or better, by submission of certificates of insurance, pursuant to Section 35 "Notices," no later than ten (10) days following the effective date of this Agreement. Such insurance shall not be canceled nor allowed to expire nor be materially reduced without thirty (30) days prior written notice to Licensor.

Licensee can also opt to provide certificates of self-insurance, covering in all instances the required insurances above, so long as Licensee maintains a credit rating of BBB by Standard & Poor's or Baa3 by Moody's or better. Licensee shall provide Licensor with certificates or letters of self-insurance, in a form acceptable to Licensor no later than ten (10) days following the effective date of this. In the event that Licensee shall elect to self-insure as provided for herein above, any such self-insurance or self­insured retentions shall provide Licensor with all rights and benefits that would be provided by traditional insurance required under the terms of this Agreement; including, but not limited to, the defense obligations that insurers are required to or normally undertake in liability policies.

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 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 27.

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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 andjor adjacent to the Property, will be used and operated so as to maintain a minimum clearance of twenty-seven (27) 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, at Licensee's expense, 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 50-foot-radius around suspension tower legs and 100-foot radius around dead-end tower legs.

b. A 10-foot-radius around all steel and wood 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.

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. 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

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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 twenty-seven (27) 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, at Licensee's expense, 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 50-foot-radius around suspension tower legs and 100-foot radius around dead-end tower legs.

b. A 10-foot-radius around all steel and wood 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.

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. 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

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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.

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 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.

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

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.

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.

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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.

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 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.

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 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.

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.

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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, for any reason, 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 exdude 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 (.S) rlays; the rJttrJchment, exer.11tion or other j11dici8l 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.

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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, for any reason, 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 exdude 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) riays; the ClttClchment, execlltion or other jl1dici81 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.

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(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,

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.

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. Authoritv: 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 vvith 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 Licensee to obtain other information as needed to assist in understanding the EMF

with respect to the planned use of this property.

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(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, 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. 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. Authoritv: 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 "vith 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 SeE's policy on EMF. SCE also encourages Licensee to obtain other information as needed to assist in understanding the EMF with respect to the planned use of this property.

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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:

To Licensee:

Southern California Edison Company Real Properties Department Land Management 2131 Walnut Grove Avenue Rosemead, CA 91770

CITY OF IRVINE One Civic Center Plaza, P.O. Box 19575 Irvine, CA 92623

Business Telephone No. (949) 724-6000

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.

-7-

SOUTHERN CALIFORNIA EDISON COMPANY

Right of Way Agent Land Management-Metro Region Real Properties Department

CITY OF IRVINE

Sukhee Kang, Mayor City of Irvine

LICENSEE

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:

To Licensee:

Southern California Edison Company Real Properties Department Land Management 2131 Walnut Grove Avenue Rosemead, CA 91770

CITY OF IRVINE One Civic Center Plaza, P.O. Box 19575 Irvine, CA 92623

Business Telephone No. (949) 724-6000

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.

-7-

SOUTHERN CALIFORNIA EDISON COMPANY

Right of Way Agent Land Management-Metro Region Real Properties Department

CITY OF IRVINE

By ______ ~~------~.-------------

Sukhee Kang, Mayor City of Irvine

LICENSEE

APPENDIX

Guidelines for Standard Licensee Improvements

The following criteria are provided to aid in the development of a conceptual plot plan to be submitted to SCE for consideration and approval prior to the start o[any construction on SCE property.

Plans should be developed indicating the size and location of all planned improvements. The plan should specify the dimensions of all planned improvements as well as the distance of all planned improvements from property lines and all adjacent SCE towers, poles, guy wires or other SCE facilities.

The plan must show the locations of all SCE 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

c. 100 foot radius around dead end tower legs

d. 10 foot radius around anchors/guy wires, tubular steel poles and wood poles

3. Shade structures must utilize the following design:

a. Temporary j slip joint construction only

b. Non-flammable frame only

c. Adequately grounded

d. Shade covering must be non-flammable and manufactured with non-hydrocarbon materials.

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. Shadehousesjhothouses must maintain minimum spacing of 50 feet between shadehousejhothouse locations, should be placed in perpendicular to Licensor's overhead

1

APPENDIX

Guidelines for Standard Licensee Improvements

The following criteria are provided to aid in the development of a conceptual plot plan to be submitted to SCE for consideration and approval prior to the start o[any construction on SeE property.

Plans should be developed indicating the size and location of all planned improvements. The plan should specify the dimensions of all planned improvements as well as the distance of all planned improvements from property lines and all adjacent SCE towers, poles, guy wires or other SCE facilities.

The plan must show the locations of all SCE 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

c. 100 foot radius around deadend tower legs

d. 10 foot radius around anchors/guy wires, tubular steel 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

d. Shade covering must be non-flammable and manufactured with non-hydrocarbon materials.

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

1

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. Shadehousesjhothouses 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

c. 100 foot radius around deadend tower legs

d. 10 foot radius around anchors/guy wires, tubular steel poles and wood poles

3. Shadehousesjhothouses must utilize the following design:

a. Temporary I slip joint construction only

b. Non-flammable frame only

c. Adequately grounded

d. Covering must be non-flammable and manufactured with non-hydrocarbon materials

GREENHOUSES (Definition: An enclosed stmcture designed to control temperature and/ or humidity by the use of heating and/ or air conditioning units to aid in propagating and/ or qrowin_q plants)

Greenhouses will be considered on a case-by-case basis.

IRRIGATION SYSTEMS

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 m:c:ess roads

b. 50 foot radius around suspension tower legs

c. 100 foot radius around deadend tower legs

4. Sprinkler 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. U11derground facilities m1.1st have a minimum cover of three feet

8. Earth disturbed must be compacted to ninety percent (90%)

2

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

c. 100 foot radius around dead end tower legs

d. 10 foot radius around anchors/guy wires, tubular steel poles and wood poles

3. Shadehouses/hothouses must utilize the following design:

a. Temporary I slip joint construction only

b. Non-flammable frame only

c. Adequately grounded

d. Covering must be non-flammable and manufactured with non-hydrocarbon materials

GREENHOUSES (Definition: An enclosed stmcture designed to control temperature and/ or humidity by the use of heating and/ or air conditioning units to aid in propagating and/ or wowing plants)

Greenhouses will be considered on a case-by-case basis.

IRRIGATION SYSTEMS

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 m:C:C88 roads

b. 50 foot radius around suspension tower legs

c. 100 foot radius around deadend tower legs

4. Sprinkler 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. U11derground facilitieS ill1..lst have a minimum cover of three feet

8. Earth disturbed must be compacted to ninety percent (90%)

2

LANDSCAPJNG (Parkways, setbacks, etc.)

1. No trees will be permitted under the overhead electrical conductors or within 10 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 no more than 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., must be approved in writing by Licensor

TRAILERS

1. Trailers must meet the following criteria:

a. Must have axles and wheel and be able to be moved at any time

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

c. 100 foot radius around deadend tower legs

d. 10 foot radius around anchors/guy wires, tubular steel poles and wood poles

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. Trailers shall not be used for residential purposes

6. Toxic or flammable materials will not be permitted in trailers

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.

3

LANDSCAP1NG (Parkways, setbacks, etc.)

1. No trees will be permitted under the overhead electrical conductors or within 10 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 no more than 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., must be approved in writing by Licensor

TRAILERS

1. Trailers must meet the following criteria:

a. Must have axles and wheel and be able to be moved at any time

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

c. 100 foot radius around deadend tower legs

d. 10 foot radius around anchors/guy wires, tubular steel poles and wood poles

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. Trailers shall not be used for residential purposes

6. Toxic or flammable materials will not be permitted in trailers

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.

3

1. In the event of an emergency, Licensee must, within a four-hour period, relocate all materials

specified by Licensor in order 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

c. 100 foot radius around deadend tower legs

d. 10 feet from anchors/guy wires, tubular steel poles and wood poles

5. Maximum height: 15 feet

6. No storage of gasoline will be permitted

7. Storage of diesel fuel on the property may be permitted with Licensor's prior written approval. The

following are guidelines:

a. Maximum 200 gallon tank (temporary)

b. Only above-ground tanks will be permitted

c. Tank (with containment basin) must include a 10' x 10' cement pad

d. Tanks will not be permitted within the access areas or directly under or within 10 feet of

the conductor drip lines.

8. Any fencing around the storage areas must have Licensor's prior written approval

4

1. In the event of an emergency, Licensee must, within a four-hour period, relocate all materials specified by Licensor in order 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

c. 100 foot radius around deadend tower legs

d. 10 feet from anchors/guy wires, tubular steel poles and wood poles

5. Maximum height: 15 feet

6. No storage of gasoline will be permitted

7. Storage of diesel fuel on the property may be permitted with Licensor's prior written approval. The following are guidelines:

a. Maximum 200 gallon tank (temporary)

b. Only above-ground tanks will be permitted

c. Tank (with containment basin) must include a 10' x 10' cement pad

d. Tanks will not be permitted within the access areas or directly under or within 10 feet of the conductor drip lines.

8. Any fencing around the storage areas must have Licensor's prior written approval

4

ADDENDUM

BICYCLE PATH

A. Licensee must obtain the prior written approval from Licensor for the installation of any bicycle path, including any subsequent modifications. Licensee will maintain the bicycle path at all times in a safe condition satisfactory to Licensor.

B. At any time, Licensor may require the relocation of any portion of the bicycle path. Licensee will relocate same, at its expense, to a location satisfactory to Licensor within sixty (60) days after receiving notice to relocate from Licensor.

C. At Licensee's expense, Licensee will post signs at all access points to the Property that read: "Bicycles Only. No Other Uses Permitted."

D. At Licensee's expense, Licensee will post signs at all access points to the Property that read: "No Kite Flying, Metallic Balloons and Model Airplanes Permitted, High Voltage Wires Overhead."

E. Licensee must close the path at any time Licensor deems it necessary for the safety of the general public. If it is necessary to close the path for a period of more than three days, Licensee will notify the general public of the closure by posting at all access points to the property.

F. At Licensee's expense, Licensee will install removable post-type barriers designed to accommodate Licensor's locks, to prevent unauthorized vehicular use or parking on the Property, including but not limited to, motorcycles, off-road vehicles, and "all-terrain" vehicles.

G. Licensee is responsible for all erosion control in connection with the construction, operation, maintenance, and use of the bicycle path, including but not limited to, water flowing onto lands of others. Licensee will perform any work deemed necessary by Licensor to correct any damage to the Property or the lands of others.

H. Use of the Property is a joint use with Licensor and other tenants of Licensor. Licensor may use the bicycle 'Path at any time for access to its facilities.

Licensee's Initials

5

ADDENDUM

BICYCLE PATH

A. Licensee must obtain the prior written approval from Licensor for the installation of any bicycle path, including any subsequent modifications. Licensee will maintain the bicycle path at all times in a safe condition satisfactory to Licensor.

B. At any time, Licensor may require the relocation of any portion of the bicycle path. Licensee will relocate same, at its expense, to a location satisfactory to Licensor within sixty (60) days after receiving notice to relocate from Licensor.

C. At Licensee's expense, Licensee will post signs at all access points to the Property that read: "Bicycles Only. No Other Uses Permitted."

D. At Licensee's expense, Licensee will post signs at all access points to the Property that read: "No Kite Flying, Metallic Balloons and Model Airplanes Permitted, High Voltage Wires Overhead."

E. Licensee must close the path at any time Licensor deems it necessary for the safety of the general public. If it is necessary to close the path for a period of more than three days, Licensee will notify the general public of the closure by posting at all access points to the property.

F. At Licensee's expense, Licensee will install removable post-type barriers designed to accommodate Licensor's locks, to prevent unauthorized vehicular use or parking on the Property, including but not limited to, motorcycles, off-road vehicles, and "all-terrain" vehicles.

G. Licensee is responsible for all erosion control in connection with the construction, operation, maintenance, and use of the bicycle path, including but not limited to, water flowing onto lands of others. Licensee will perform any work deemed necessary by Licensor to correct any damage to the Property or the lands of others.

H. Use of the Property is a joint use with Licensor and other tenants of Licensor. Licensor may use the bicycle 'Path at any time for access to its facilities.

Licensee's Initials

5

LANDS OF SOUTHERN CALIFORNIA EDISON CO. BEING LICENSED TO

THE CITY Or IRVI~~E / O.C. HARVEST

SECONDARY USE: LANDSCAPE & BEAUTIFICATION

EDIBLE LANDSCAPE/BIKE PATH

0 APPROXIMATE TOWER LOCATION

APPROXIMATE POLE LOCATION

TOT ;\L i\REl\ (GROSS) I SO.FT. 152,080

FACILITY NA,\IE JOHA~L'JA- SANTIAGO 220KV Til R/VV

LICENSEE : CITY OF IRVINE I O.C. HARVEST

I AC. 3.49

g M4-S2

0 100 200 400 , .. -SCALE IN FEET

EXHIBIT "A" NO# 201798565

PROPERTY NO.: P87S034-1-43 C.R.E. AGENT: A. Barrett COUNTY: ORANGE STATE: CA

GIS lviAPPING: M. Nguyen

~:~.~ER=AP i'!O.: 5151278 ~~~~~~E~.: L~206 CONTRACT NO. 9.1894 ~ [t::J')~§{yf~f DATE: 04/02/2012 File Name: 201798565_9.1894.DWG J;:.wJsCNINT;;"NAT:CIIAL•C•mr~,

LANDS OF SOUTHERN CALIFORNIA EDISON CO. BEING LICENSED TO THE CITY or IRVI~~E / O.C. HARVEST

SECONDARY USE: LANDSCAPE & BEAUTIFICATION EDIBLE LANDSCAPE/BIKE PATH

o APPROXIMATE TOWER LOCATION

APPROXIMATE POLE LOCATION

TOT I\L ,l\RE,£\ (GROSS) I SO. FT. 152,080 FACILITY NA,\IE JOHA~I;'JA - SANTIAGO 220KV TIL RIVV

LICENSEE: CITY OF IRVINE I O.C. HARVEST

lAc. 3.49

g M4-S2

o 100 200 400 ,-- -SCALE IN FEET

EXHIBIT "A" NO# 201798565

PROPERTY NO.: P87S034-1-43 C.R.E. AGENT: A. Barrett COUNTY: ORANGE STATE; CA

GIS lviAPPING: M. Nguyen

~:!.~ER=AP NO.: 5151278 ~~~~~~E~.: L~206 CONTRACT NO. 9.1894 ----1 [E::J)~§{Yf~r DATE: 04/02/2012 File Name: 201798565_9.1894.DWG I;:'WJSCNiNT;;"NAr:CIIAL,c.mp~,