Assignment Agreement btw RPV Redevelopment Agency and Improvement Authority (ACLAD) e;..rtASSIGNMENT AGREEMENT
This Agreement is entered into this 4th day of Ap r i 1
2000, between the Rancho Palos Verdes Redevelopment Agency (hereinafter referred to
as "RDA" or"Assignor") and the Rancho Palos Verdes Improvement Authority
("Authority" or"Assignee").
RECITALS
WHEREAS, on April 5, 1994,Assignor and the Abalone Cove Landslide
Abatement District (hereinafter referred to as"ACLAD") entered into an agreement
whereby RDA could connect its five newest dewatering wells to the existing ACLAD
drainage network and would be financially responsible and reimburse ACLAD for the
operation, repair, maintenance and monitoring of RDA's dewatering wells and the
facilities connecting the RDA wells to the existing drainage network, as set forth in the
Agreement, a copy of which is attached hereto as Exhibit"A"; and
WHEREAS, Assignor wishes to assign its rights and obligations under the
Agreement to Assignee, and Assignee desires to acquire the rights and is willing to
undertake Assignor's duties under the Agreement;
NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS:
1. Assignor hereby assigns to Assignee all of its interest in the
Agreement with ACLAD, dated April 5, 1994.
2. Assignee hereby assumes and agrees to perform all of Assignor's
duties under the Agreement.
IN WITNESS WHEREOF the parties hereto have executed this
instrument as of the day and year first written above.
Dated: Apr i 1 18 ,, 2 0 0 0 Rancho Palos Verdes Redevelopment
Agency ("Assignor")
By:
Chairm� : ,rd
ATTEST:
I9
gency Secretary
[Signatures continue]
000328 lsj CWL\0691413.3.doc
.l 4
r ,
Dated: Apr i 1 18, 2000 Rancho Palos Verdes Improvement
Authority ("As ' nee"
By.
Cha' Byrd
ATTEST:
116
uthority Secretary
CONSENT TO ASSIGNMENT
The Abalone Cove Landslide Abatement District hereby consents to the
foregoing assignment.
Dated: itt/01) Abalone Cove Landslide Abatement
District
By:
ChC"--kt....air
AT EST:
.A.44/L1LA_ rkg141a1(
District Secretary
000328 lsj CWL\0691413.3.doc 2
a 1 y
AGREEMENT
This Agreement is entered into this 5th day of
April , 1994 , between the Rancho Palos Verdes
Redevelopment Agency (hereinafter referred to as "RDA") and the
Abalone Cove Landslide Abatement District (hereinafter referred
to as "ACLAD") .
RECITALS
WHEREAS, ACLAD has installed a network of pumps and
wells to remove water from the Abalone Cove Landslide; and
WHEREAS, ACLAD also has installed and maintains a
drainage system to remove the water which is generated by its
dewatering wells; and
WHEREAS, consulting Geologist, Dr. Perry Ehlig, has-
made a recommendation to RDA to install five additional
dewatering wells to remove water from areas within the Abalone
Cove Landslide in an attempt to stop landslide "creep" caused by
the recent heavy rains; and
WHEREAS, pursuant to Dr. Ehlig's recommendation, RDA
wishes to install five additional dewatering wells, at RDA's
expense, and to use the existing ACLAD drainage system to
discharge the water which will be produced by the five new
dewatering wells;
1111
NOW, THEREFORE, RDA AND ACLAD AGREE AS FOLLOWS:
1. RDA may connect its five new dewatering wells to
the existing ACLAD drainage network. All costs associated with
the installation of the five new dewatering wells and connection
to the existing drainage network including, without limitation,
drilling; installation of new drain pipes; acquisition of
easements from affected property owners; repairs or remediation
of any problems caused by the installation of the new wells,
pipes and connections; and any clean-up after the work is
completed, shall be borne by RDA.
2 . RDA also shall be financially responsible for the
operation, repair, maintenance and monitoring of its existing
dewatering wells, the five new dewatering wells and the
facilities connecting the RDA wells to the existing drainage
network.
3 . Except as provided in Section 7 of this Agreement,
none of the costs referred to in Sections 1 and 2 of this
Agreement shall be borne by ACLAD.
4. Within thirty (30) days of completion of the
installation of the new facilities referred to in Section 1 of
this Agreement, RDA shall provide to ACLAD a map which
demonstrates the location of the five new dewatering wells, the
facilities which will be installed to carry the water to the
111- 110
existing ACLAD drainage network, and the connections of the new
facilities to the existing drainage system.
1111
5. If the output from the five new dewatering wells
causes the volume carried by all, or any portion, of ACLAD's
existing drainage system to exceed its capacity, and if RDA
chooses to continue using ACLAD's existing drainage system to
discharge the water produced by the new dewatering wells, then
RDA will bear the cost of designing and improving the existing
ACLAD drainage system so that it will have the capacity to accept
the output from the new dewatering wells in addition to the
output from the existing dewatering wells.
6. ACLAD shall bear the cost of maintenance and
repair of any drainage facilities which serve only dewatering
wells owned by ACLAD, . and RDA shall bear the cost of maintenance
and repair of any drainage facilities which serve only dewatering
wells owned by RDA.
7. ACLAD and RDA shall share the cost of maintenance
and repair of any drainage facilities which serve both ACLAD
wells and RDA wells. These costs shall be shared proportionally
and shall be based upon the annual output of the wells which are
servedby the particular drainage facilities. By way of example,
a particular drainage facility discharges water produced from
five dewatering wells; three of the wells are owned by ACLAD and
two of the wells are owned by RDA. To compute each entity's
share of the annual maintenance or repair cost of the drainage
110 facilities which serve those five wells, a percentage will be
determined by dividing the total output of all five wells into
the output of the wells owned by the particular entity.
Annually, ACLAD and RDA shall estimate the total cost
of repairing and maintaining the drainage facilities which serve
wells owned by both entities and each entity's share of that
cost. In April, 1994, and in January of each calendar year after
1994 that this Agreement is in effect, RDA shall deposit with
ACLAD a sum of money which is equal to RDA's estimated share of
the annual maintenance and repair cost for that year.
At the conclusion of the calendar year, ACLAD and RDA
shall determine the actual cost of maintenance and repair and
each entity's share of the cost, based on the formula set forth
in this Section 7 . If the estimated amount paid by RDA to ACLAD
exceeded RDA's actual share of the maintenance and repair cost,
then ACLAD shall refund the difference to RDA or apply the
difference to RDA's share of the estimated cost for the following
year. If the estimated amount paid by RDA to ACLAD is less than
RDA's actual share of the maintenance and repair cost, then RDA
shall pay the difference to ACLAD within thirty (30) days of the
date of the determination of the actual amount.
7 •
f
•
8. ACLAD shall monitor and maintain all of the
dewatering wells owned by RDA which are on property within the
1111 Abalone Cove Landslide. Annually, ACLAD and RDA shall estimate
the cost of labor for the monthly monitoring and maintenance
work. This sum is currently estimated to be $200. 00 per month or
$2 ,400.00 per year.
In April, 1994, and in January of each calendar year
after 1994 that this Agreement is in effect, RDA shall deposit
with ACLAD a sum of money which is equal to the estimated cost of
labor for the monthly monitoring and maintenance of the
dewatering wells during that year.
At the conclusion of the calendar year, ACLAD and RDA
shall determine the actual cost of the monitoring and maintenance
work. If the estimated amount paid by RDA to ACLAD exceeded the
actual cost of the monitoring and maintenance, then ACLAD shall
refund the difference to RDA or apply the difference to RDA's
share of the estimated cost for the following year. If the
estimated amount paid by RDA to ACLAD is less than the actual
cost of monitoring and maintaining the RDA dewatering wells, then
RDA shall pay the difference to ACLAD within thirty (30) days of
the date of the determination of the actual amount.
9. If any of RDA's wells require repair, and ACLAD is
willing to make such repairs, ACLAD shall first advise RDA of the
need to make the repairs and the Estimated cost of the repairs.
1111 If RDA authorizes ACLAD to perform the repair work, RDA shall
reimburse ACLAD for the cost of the repairs.
10. The term of this Agreement shall be from the date
first written above until terminated by one or both of the
parties pursuant to the provisions of Section 11.
11. Either ACLAD or RDA may terminate this Agreement
byprovidingnot g• •
less than thirty (30) days notice in writing to
the other party.
12 . This Agreement shall be interpreted under the laws
of the State of California.
13 . This Agreement may be amended by the parties,
provided that said amendment is in writing and executed by both
parties.
•
14. This Agreement contains the entire agreement
between the parties hereto. No promise, representation,
warranty, or covenant not included in the agreement has been or
is relied upon by any party hereto.
• A
411
15. Each provision of this Agreement is separate,
1111 distinct and individually enforceable. If any section or portion
of this agreement is found to be invalid, such findings shall not
affect the validity of the remainder of the Agreement, which
shall continue in full force and effect.
16. An action arising from the terms and provisions of
this Agreement shall entitle the prevailing party to recovery of
reasonable attorneys' fees and court costs.
17. All notices pertaining to this Agreement shall be
in writing and addressed as follows:
If to RDA: Rancho Palos Verdes Redevelopment Agency
30940 Hawthorne Boulevard
Rancho Palos Verdes, California 90274-5391
Attention: Executive Director
If to ACLAD: Abalone Cove Landslide Abatement District
P.O. Box 7000-169
Rancho Palos Verdes, California 90274-5391
Attention: Executive Director
IN WITNESS WHEREOF, the parties have executed this
Agreement as of the day and year first written above.
111/ Dated: April 5, 1994 Rancho Palos Verdes Redevelopment
Agency
i J2/1
By. C , �/
Chairman Y
Kuykendall
ATTEST:
16 )1
Agency Secretary
Dated: #7007/ Abalone Cove Landslide Abatement
District
By: 4 AittIr/
airman Whitmore
ATTES
lt
District Clerk