HomeMy WebLinkAboutReso 107-21 Approving a License Agreement with Pacific Gas and Electric (PG&E) Regarding a Public Safety Power Shutoff Customer Resource Center at the Shannon Community Center
Reso. No. 107-21, Item 4.4, Adopted 09/21/2021 Page 1 of 2
RESOLUTION NO. 107 - 21
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
APPROVING A LICENSE AGREEMENT WITH PACIFIC GAS AND ELECTRIC (PG&E)
REGARDING A PUBLIC SAFEY POWER SHUTOFF CUSTOMER RESOURCE CENTER AT
THE SHANNON COMMUNITY CENTER
WHEREAS, in 2019 PG&E began the practice of instituting Public Safety Power Shutoff
(PSPS) as a preventive measure to reduce wildfire risk during extreme and potentially dangerous
weather conditions; and
WHEREAS, during a worst case PSPS event, upwards of 20,000 Dublin PG&E customers
could lose power for multiple days at a time, with most of those customers located in the eastern
and far western portions of the City; and
WHEREAS, the City has experienced PSPS events in 2019 and 2020 with approximately
3,245 and 709 customers impacted, respectively; and
WHEREAS, during a PSPS event, PG&E will open Customer Resource Centers (CRC) to
serve as a location where impacted customers can obtain water, snacks, charge electronics, and
get information on the PSPS outages; and
WHEREAS, during the previous PSPS events, Staff worked with PG&E to execute one-
year License Agreements for PG&E to use City property as CRCs, with the Shannon Community
Center parking lot being utilized as a CRC for the 2020 PSPS event; and
WHEREAS, the City desires to enter into a long-term License Agreement with PG&E to
ensure that prior to a PSPS event, the City has an approved designated location for a CRC.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin hereby
approves the License Agreement with PG&E, attached hereto as Exhibit A; and
BE IT FURTHER RESOLVED that the City Manager is authorized to execute the
amendments to the agreement and make any necessary, non-substantive changes to carry out
the intent of this Resolution.
PASSED, APPROVED AND ADOPTED this 21st day of September 2021, by the following
vote:
AYES: Councilmembers Hu, Josey, Kumagai, McCorriston and Mayor Hernandez
NOES:
ABSENT:
ABSTAIN:
{Signatures to follow on next page}
Reso. No. 107-21, Item 4.4, Adopted 09/21/2021 Page 2 of 2
______________________________
Mayor
ATTEST:
_________________________________
City Clerk
02898.999 4818-5744-3734.3 1 of 5
LICENSE AGREEMENT
(PUBLIC SAFETY POWER SHUTOFF)
This License Agreement ("License Agreement") is made and entered into this September
day of 21, 2021 (the "Effective Date") by CITY OF DUBLIN, hereinafter called "CITY," and
PACIFIC GAS AND ELECTRIC COMPANY, a California corporation, hereinafter called
"PG&E." PG&E and CITY are sometimes hereinafter each singularly referred to as “PARTY”
and collectively as “PARTIES”.
R E C I T A L S:
A.CITY owns or leases that certain real property commonly known as SHANNON
COMMUNITY CENTER located at 11600 SHANNON AVE, Assessor's Parcel Number 941-
102-1-22, hereinafter called the "Property," located in the City of DUBLIN, County of
ALAMEDA, State of California.
B.PG&E desires to partner with CITY in connection with a Public Safety Power
Shutoff Event ("PSPS Event") as defined in Section 3 below.
C.The PARTIES desire to memorialize this mutual understanding and agreement for
making the Property available to PG&E in connection with a PSPS Event.
NOW, THEREFORE, for good and valuable consideration, CITY and PG&E agree as
follows:
1.License Area. The real property that is the subject of this License Agreement is
described in EXHIBIT A (the "License Area").
2.Grant of License. Subject to the terms and conditions set forth in this License
Agreement, CITY grants PG&E, PG&E's Representatives, and PG&E's customers, the right to
use the License Area in connection with a PSPS Event, together with rights of ingress and egress
to and from the License Area. PG&E shall give CITY at least 24 hours' prior notice of the date
and time that PG&E needs to access and use the License Area. If the License Area is not
available for access and use by PG&E on the date and time specified in PG&E's notice, CITY
must so notify PG&E within 4 hours after receipt of PG&E's notice.
3.Use of License Area. During Use Days (as defined in Section 4 below), PG&E
and its employees, contractors, agents, and representatives ("PG&E's Representatives") may
enter the License Area for purposes of establishing and operating a customer resource center in
the case of a PSPS Event. CITY acknowledges that PG&E's Activities may include the
following: setting up tents with tables and seating where PG&E customers can obtain water and
snacks, charge phones, and get up-to-date information on outages; installing trailers, portable
toilets, portable back-up generators, and temporary fencing; parking mobile vehicle units and
other vehicles. For purposes of this License Agreement, a "PSPS Event" means the existence of
one or more environmental conditions creating extreme fire danger that results in the shutoff of
power for public safety. Examples of PSPS Events include red flag warnings issued by the
United States National Weather Service, low humidity levels, high winds, and dry vegetation.
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• Personnel. During Use Days PG&E shall have the non-exclusive right to
use the License Area, up to twenty-four (24) hours per day. Hours for use to PG&E customers
shall be from 8:00 am to 10:00 pm. On Use Days, the License Area shall be fully staffed by
PG&E and its representatives, at PG&E’s sole cost and expense. PG&E shall provide uniformed
unarmed security at its cost and expense to ensure the protection of its equipment, the safety of
the public and to prevent any damage to the Property.
4. Term. This License Agreement shall be for a term of five (5) years, commencing
on October 24, 2021 (the “Commencement Date”), and expiring October 24, 2026 (the
“Termination Date”). The license granted herein shall be revocable at the option of either
CITY or PG&E, provided that the revoking party provides at least one hundred eighty (180)
days' written notice of the revocation to the other party. Notwithstanding the term of this
License Agreement, PG&E anticipates that it will use the License Area on an occasional basis, if
at all, for periods of two (2) to ten (10) days at a time. The days (including any partial days)
during which any of PG&E's Activities are occurring in or on the License Area are referred to
herein as "Use Days."
5. License Fee. PG&E shall pay a license fee of Fifty Dollars ($50) per day for each
Use Day.
6. Use of License Area.
• As Is. To CITY'S current actual knowledge, the Property complies with
all laws, including the Americans with Disabilities Act and other accessibility laws. PG&E
accepts the License Area "AS-IS," "WHERE-IS" and "WITH ALL-FAULTS," subject to all
applicable zoning, municipal, county and state laws, ordinances, and regulations governing and
regulating the use of the License Area. PG&E may request CITY to perform alterations, repairs,
or improvements to the License Area, but PG&E understands and agrees that CITY shall not be
obligated to make any such alterations, repairs, or improvements at any time.
• Restoration. PG&E shall exercise reasonable care in the conduct of
PG&E's Activities in the License Area. Upon PG&E's ceasing to use the License Area in
connection with a particular PSPS Event, PG&E shall remove all vehicles and personal property
of PG&E and PG&E's Representatives, remove all debris and waste material resulting from
PG&E's Activities, and repair and restore the License Area as nearly as possible to the condition
that existed prior to PG&E's entry hereunder.
• Water Discharge. PG&E’s activities may require potable water-filled
equipment, such as barrels or water barriers to weigh down tents or other equipment, or to
delineate outside areas on the Property. All potable water-filled equipment shall be cleaned prior
to use and filled with water from a potable water source only. Any water discharged from the
water-filled equipment shall be discharged to onsite unpaved land (i.e., soil) only, excluding the
bioretention facilities on the property, and shall not cause any erosion, runoff, or sediment
discharge. PG&E and PG&E’s representatives shall ensure best management practices are
implemented including but not limited to ensuring water is observed for any potential sediments,
trash, or other contaminants; the discharge area selected is 100 feet from a water body; and the
discharge is done to avoid ponding and erosion. If the water needs to be discharged to the
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sanitary sewer, PG&E will obtain local sewer utility agency approval. This License Agreement
authorizes the discharge of potable water from water-filled equipment on to the Property as
described above. PG&E shall notify CITY if water discharge is necessary.
• Safe Condition. PG&E, at PG&E's sole cost and expense, shall maintain
the License Area in a good, clean, safe, and sanitary condition during Use Days.
• Lawful Use Only. PG&E shall not use the License Area or permit
anything to be done in or about the License Area during Use Days that will in any way conflict
with any law, statute, zoning restriction, ordinance or governmental rule or regulation or
requirement relating to the use or occupancy of the License Area. During Use Days, PG&E shall
not allow the License Area to be used for any unlawful or objectionable purpose, nor shall
PG&E cause, maintain or permit any nuisance in, on or about the License Area.
• Mechanic's Liens. PG&E shall keep the Property free and clear of all
mechanic's liens arising, or alleged to arise, in connection with any work performed, labor or
materials supplied or delivered, or similar activities performed by PG&E or at PG&E's request or
for PG&E's benefit. If any mechanic's liens are placed on the Property in connection with
PG&E's use or PG&E's Activities, PG&E shall diligently pursue all necessary actions to remove
such liens from title, either by payment or by recording a lien release bond in the manner
specified in California Civil Code Section 8424 or any successor statute.
7. Notices. All notices under this License Agreement shall be sent by email to the
addresses set forth in EXHIBIT B. In addition, CITY will provide PG&E with telephone or
cellphone numbers of staff in calling order to contact in an emergency as set forth in
EXHIBIT B. EXHIBIT B shall be updated as needed to reflect current names and contact
information.
8. Indemnity. PG&E shall indemnify, defend and hold harmless CITY and its
governing body, officers, agents, and employees from and against all claims, losses, actions,
demands, damages, costs, expenses (including, but not limited to, reasonable attorneys' fees and
court costs) (collectively, "Claims") which arise from or are connected with PG&E's Activities,
or the entry on, occupancy or use of, the Property by PG&E or PG&E's Representatives under
this License Agreement, including, but not limited to, Claims arising out of (i) injury to or death
of persons, including, but not limited to, employees of CITY or PG&E; (ii) injury to property or
other interest of CITY and (iii) violation of any applicable federal, state, or local laws, statutes,
regulations, or ordinances by PG&E or PG&E's Representatives. The indemnification
obligations of PG&E under this Section 8 shall survive the expiration or earlier termination of
this License Agreement.
9. Insurance. PG&E shall at all times during the Term of this License Agreement
self-insure for PG&E’s activities pursuant to this License Agreement in accordance with
EXHIBIT C.
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10. Miscellaneous.
• Governing Law. This License Agreement shall in all respects be
interpreted, enforced, and governed by and under the laws of the State of California.
• Attorneys' Fees. Should either party bring an action against the other
party, by reason of or alleging the failure of the other party with respect to any or all of its
obligations hereunder, whether for declaratory or other relief, and including any appeal thereof,
then the party which prevails in such action shall be entitled to its reasonable attorneys' fees and
expenses related to such action, in addition to all other recovery or relief.
• No Waiver. Any waiver with respect to any provision of this License
Agreement shall not be effective unless in writing and signed by the party against whom it is
asserted. The waiver of any provision of this License Agreement by a party shall not be
construed as a waiver of a subsequent breach or failure of the same term or condition or as a
waiver of any other provision of this License Agreement.
• Counterparts. This License Agreement may be executed in identical
counterpart copies, each of which shall be an original, but all of which taken together shall
constitute one and the same agreement.
• Authority. Each party to this License Agreement warrants to the other that
it has the right and authority to enter into and to perform its obligations under this License
Agreement, without the consent of any third party, and that the person signing below is
authorized to bind such party.
• Exhibits. Exhibits A, B, and C attached to this License Agreement are a
part hereof and incorporated herein by this reference.
• Electronic Signatures. This License Agreement may be executed by
electronic signatures (e.g., using DocuSign or e-SignLive) or signatures transmitted in portable
document format ("pdf"), and copies of this License Agreement executed and delivered by
means of electronic or pdf signatures shall have the same force and effect as copies hereof
executed and delivered with original manually executed signatures. The parties may rely upon
electronic and pdf signatures as if such signatures were manually executed originals and agree
that an electronic or pdf signature page may be introduced into evidence in any proceeding
arising out of or related to this License Agreement as if it were an original manually executed
signature page.
• Successors and Assigns. This License Agreement shall be binding upon
and inure to the benefit of the heirs, personal representatives, successors, and assigns of each
party.
• Entire Agreement. This License Agreement supersedes all previous oral
and written agreements between and representations by or on behalf of the parties and constitutes
the entire agreement of the parties with respect to the subject matter hereof. This License
Agreement may not be amended, except by a written agreement executed by both parties.
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IN WITNESS WHEREOF, the parties have executed this License Agreement as of the
date set forth below each signature, effective upon the Effective Date first written above.
"PG&E"
PACIFIC GAS AND ELECTRIC COMPANY,
a California corporation
By:
Name: Chris Medders
Its: Land Acquisition Manager
Date:
"CITY"
CITY OF DUBLIN
_______________________
By:
Name: Linda Smith
Its: City Manager
Date:
DocuSign Envelope ID: DE0D85A5-4151-4BFC-848A-A880DBF0216D
9/8/2021
02898.999 4818-5744-3734.3 Exhibit A
EXHIBIT A
Outdoor CRC License Area (1.36 acres)
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02898.999 4818-5744-3734.3 Exhibit B
EXHIBIT B
NOTICES
TO CITY:
Any notice to City, including the notice to be given pursuant to Section 7 of the License
Agreement, shall be sent to the following:
Email address: city.manager@dublin.ca.gov
public.works@dublin.ca.gov
john.stefanski@dublin.ca.gov
Phone Number: 925-452-2166
Office: 330-518-1528 Cell
In addition, in the event of an emergency, PG&E shall contact the following persons in
the order set forth below:
1) Linda Smith, City Manager
linda.smith@dublin.ca.gov // Cell: 925-321-5319
2) Dublin Public Works Director
925-833-6630
3) John Stefanski, Assistant to the City Manager
john.stefanski@dublin.ca.gov // Cell: 330-518-1528
Weekends and After Hours:
Dublin Police Services, Dispatch, Phone 945-462-1212
Dublin Public Works Director, Andrew Russell, Phone 510-872-4905
TO PG&E:
Any notice to PG&E, including the notice pursuant to Section 7 of the License
Agreement shall be sent to Chris Medders at the following email address: CMMK@PGE.COM
cc’ing CRCHelp@pge.com.
DocuSign Envelope ID: DE0D85A5-4151-4BFC-848A-A880DBF0216D
02898.999 4818-5744-3734.3 Exhibit C
EXHIBIT C
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