HomeMy WebLinkAboutCO 2025-040 - LADWP - Los Angeles Department of Water and Power
1
COOPERATIVE AGREEMENT
BETWEEN THE CITY OF RANCHO CUCAMONGA
AND THE LOS ANGELES DEPARTMENT OF WATER
AND POWER
FOR THE EARLY WILDFIRE DETECTION SYSTEM
PROJECT
1. Parties and Date
THIS COOPERATIVE AGREEMENT ("Agreement") is made and is effective this 6th
day of March, 2025, ("Effective Date") by and between the CITY OF RANCHO
CUCAMONGA, a municipal corporation ("City"), and Los Angeles Department of
Water and Power a public agency (“LADWP”). City and LADWP are individually
referred to herein as "Party" and collectively as "Parties."
2. Recitals
2.1 The City is implementing an Early Wildfire Detection System Project
("Project") which includes installation of Lindsey FIREBird devices in certain parts of
the City. Said devices provide wildfire detection and notification through sensors and
optical imagery (“Devices”). The City intends to place the Devices on certain lands and
affix them to Electrical Transmission Towers, located in the City of Rancho
Cucamonga, owned by LADWP (collectively, "Assets") as part of the Project. The City
desires to power the Devices that are installed on the Assets by connecting the Devices
to solar panels installed in conjunction with the FIREbird cameras by LADWP to the
Assets (collectively, "Improvements"). The City is the Lead Agency, will be responsible
for all permitting and environmental requirements on the Project and shall be solely
responsible for all cost and expense, for providing all FIREbird equipment, including
but not limited to the necessary solar panels, to LADWP for the initial installation, and
in addition to any additional parts or equipment required for maintenance repairs or
upgrades. LADWP shall bear sole responsibility for the physical installation of the
equipment on its electrical towers.
2.2 The Project is located within the jurisdictional boundaries of both
LADWP and the City. Wildfire detection, through implementation of the Project, will
provide benefits to City residents and LADWP customers.
2.3 The Parties desire to set forth their respective responsibilities and
obligations in regard to each Party's participation and funding of the Project.
3. Terms
3.1 Term. The term of this Agreement shall commence upon the Effective
Date and shall remain in effect for three (3) years from the Effective Date unless
terminated earlier pursuant to pursuant to Section 3.4.4.
City of Rancho Cucamonga
CONTRACT NUMBER
2025-040
DWP No. xxxx
Docusign Envelope ID: 8F76B7F8-267D-45BC-B2A7-2385E6442001
2
3.2 City’s Responsibilities. City shall:
3.2.1 Prepare all plans and specifications for the construction of
Improvements and installation of Devices (collectively, the “Work”) on LADWP
Assets and provide final plans and specifications to LADWP for its prior approval,
which shall not be unreasonably withheld. City shall submit each package of plans and
specifications for an Improvement and/or Device to LADWP, which may be permitted
individually on a case-by-case basis. Upon approval of said plans and specifications by
LADWP the City shall provide LADWP with the FIREbird system and all related
equipment for installation
3.2.2 The City shall provide LADWP with full unrestricted access to
imagery and data collected from the installed Devices in the same manner and at the
same time as said imagery and data are accessible to the City. The Parties hereby
acknowledge and agree that LADWP willingness to enter into this Agreement, and the
consideration therefor, is contingent upon the City providing the access to imagery and
data as described herein.
3.3 LADWP Responsibilities. LADWP shall:
3.3.1 LADWP understands that the City is gaining access to specific
LADWP electrical tower Assets for the purposes of receiving imagery and data the
incident to the installation of the FIREbird system and related equipment on these
Assets. It is understood by all Parties that all Devices and Improvements will be
independent of existing LADWP Assets, including facilities, infrastructure,
transmission right of ways, towers, conductors fencing, and gates. Any request for a
connection to such facilities, to any degree whatsoever, shall be subject to the prior
written consent and policies and procedures of LADWP which may be granted or
denied in LADWP’s sole discretion.
3.3.2 LADWP will be solely responsible for the installation and
maintenance of up to twenty FIREbird systems and related equipment on LADWP
towers. These towers are on the LADWP Transmission line named the Victorville
Century Line 2 (VIC-CEN L2). (Attachment A)
3.3.3 Upon completion of each installation LADWP will notify the
City in writing that the unit and related equipment are deployed and ready for service.
This will include the tower name and approximate geographic location. If there are no
cross streets to reference, a geographic location using and longitude will be provided.
3.3.4 If repairs, replacements or upgrades need to be executed on the
FIREbird system and related equipment this will be performed by or in conjunction
with LADWP personnel. Prior notification in writing will be required to allow for
LADWP to schedule personnel. Written notification must be requested at least 10
business days prior to when work is needed to be scheduled.
Docusign Envelope ID: 8F76B7F8-267D-45BC-B2A7-2385E6442001
3
3.3.5 If LADWP personnel need to perform maintenance on the
transmission line or related equipment and the FIREbird system and related equipment
could restrict and/or prevent this or possibly be a safety concern, it may be removed
until the work is complete. If this is required, the City will be notified in writing when
the unit will be off line and for approximately how long.
3.3.6 The City shall understand and agree that installation and
maintenance of the FIREbird system and related equipment will be dependent on the
availability of LADWP resources and subordinate to the operational requirements of
the LADWP.
3.3.7 LADWP shall have the right to deny the permitting of an
Improvement or Device at any given Asset.
3.3.8 At no cost to City, LADWP conveys to City permission to
place and use the FIREbird system and related equipment on specified LADWP Assets
in accordance with this Agreement, which may not be revoked except as provided in
Section 3.3.7.
3.3.9 LADWP shall also have the right to revoke an already permitted
and installed Improvement or Device at any given time. LADWP shall provide an
explanation in writing for revoking the permit. After the City has received written
notice LADWP will remove the Improvement or Device and return them to the City in
an AS-IS condition.
3.4 General Provisions.
3.4.1 The Project is primarily the installation, construction, continued
operation and maintenance of the Improvements and Devices. The City’s involvement
is to provide and operate, ensuring the flow of imagery and data, and maintain the
Improvements and Devices.
3.4.2 The City shall indemnify, defend, save and hold harmless
LADWP, City of Los Angeles, Board of Commissioners of the City of Los Angeles,
their elected officials, officers, directors, employees, agents, and volunteers from and
against any and all loss, damages, liability, claims, allegations of liability, suits, costs
and expenses for damages of any nature whatsoever, including but not limited to bodily
injury, death, personal injury, property damages, or any claims caused by the willful
actions or active negligence of the City, its elected officials, officers, directors,
employees, agents, volunteers, contractors or subcontractors in the performance of its
obligations pursuant to this Agreement and throughout the duration of this Agreement,
and shall include attorneys' fees and other reasonable costs incurred in defending any
such claim.
3.4.3 LADWP shall indemnify, defend, save and hold harmless the
City, its elected officials, officers, directors, employees, agents, and volunteers from
Docusign Envelope ID: 8F76B7F8-267D-45BC-B2A7-2385E6442001
4
and against any and all loss, damages, liability, claims, allegations of liability, suits,
costs and expenses for damages of any nature whatsoever, including but not limited to
bodily injury, death, personal injury, property damages, or any claims caused by the
willful actions or active negligence of LADWP, its elected officials, officers, directors,
employees, agents, volunteers, contractors or subcontractors in the performance of its
obligations pursuant to this Agreement, and shall include attorneys' fees and other
reasonable costs incurred in defending any such claim.
3.4.4 This Agreement shall, unless terminated earlier by either Party,
automatically terminate upon the date on which all City facilities relating to the Project
have been removed from LADWP Assets. Either Party may terminate this Agreement,
for cause, based on a material breach by the other Party, following written notice of
such breach to the other Party and a reasonable opportunity for cure. Notwithstanding
the foregoing, either Party may elect, in its sole discretion, to terminate this Agreement
upon at least one (1) year prior written notice to the other Party.
3.4.5 All notices permitted or required under this Agreement shall be
given to the respective Parties at the following address, or at such other address as the.
respective Parties may provide in writing for this purpose:
To LADWP:
LADWP
11761 Roscoe Bl.
Sun Valley, CA 91352
Attn: TCM Superintendent
To City:
City of Rancho Cucamonga
10500 Civic Center Dr.
Rancho Cucamonga, CA 91729
Attn: City Manager
Docusign Envelope ID: 8F76B7F8-267D-45BC-B2A7-2385E6442001
5
Such notice shall be deemed made when personally delivered or when mailed,
forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid
and addressed to the Party at its applicable address.
3.4.6 If any portion of this Agreement is declared invalid, illegal, or
otherwise unenforceable by a court of competent jurisdiction, the remaining provisions
shall constitute in full force and effect.
3.4.7 This Agreement contains the entire Agreement between the
Parties and supersedes any prior oral or written statements or agreements between the
Parties. This Agreement may be amended at any time by the mutual consent of the
Parties by an instrument in writing.
3.4.8 This Agreement may be signed in counterparts, each of which shall constitute an original
and which collectively shall constitute one instrument. The Parties further agree that facsimile
signatures or signatures scanned into .pdf and sent by e-mail shall be deemed original signatures.
3.4.8 Time is of the essence for each provision of this Agreement in
which a deadline is provided.
IN WITNESS WHEREOF, the parties, through their respective authorized
representatives, have executed this Agreement as of the date first written above.
Los Angeles Department of Water and Power
By: _________________________________
Name Date
Los Angeles Department of Water and Power
Superintendent of Transmission Construction
and Maintenance
Title
City of Rancho Cucamonga
By: ______________________________
Name Date
______________________________
Title
City of Rancho Cucamonga
By: ______________________________
Name Date
______________________________
Title
Graham Peace Digitally signed by Graham Peace
Date: 2025.04.17 08:27:10 -07'00'
Docusign Envelope ID: 8F76B7F8-267D-45BC-B2A7-2385E6442001
4/22/2025 | 10:37 AM PDT
Mayor/President
6
Docusign Envelope ID: 8F76B7F8-267D-45BC-B2A7-2385E6442001
Payment Events Status Timestamps
Certificate Of Completion
Envelope Id: 8F76B7F8-267D-45BC-B2A7-2385E6442001 Status: Completed
Subject: Complete with Docusign: Cooperative Agreement - City of Rancho Cucamonga Wildfire Early D (LADW...
Source Envelope:
Document Pages: 6 Signatures: 1 Envelope Originator:
Certificate Pages: 2 Initials: 0 Michael Parmer
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
michael.parmer@cityofrc.us
IP Address: 199.201.174.250
Record Tracking
Status: Original
4/21/2025 2:28:41 PM
Holder: Michael Parmer
michael.parmer@cityofrc.us
Location: DocuSign
Signer Events Signature Timestamp
L. Dennis Michael
dennis.michael@cityofrc.us
Mayor/President
City of Rancho Cucamonga
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 174.219.199.155
Signed using mobile
Sent: 4/21/2025 2:39:12 PM
Viewed: 4/22/2025 10:36:47 AM
Signed: 4/22/2025 10:37:12 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
City Clerk's Office
clerkcontracts@cityofrc.us
City Clerk
City of Rancho Cucamonga
Security Level: Email, Account Authentication
(None)
Using IP Address: 199.201.174.250
Sent: 4/22/2025 10:37:14 AM
Viewed: 4/23/2025 3:11:03 PM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Michael Parmer
michael.parmer@cityofrc.us
Assistant to the City Manager
City of Rancho Cucamonga
Security Level: Email, Account Authentication
(None)
Using IP Address: 199.201.174.250
Sent: 4/23/2025 3:11:03 PM
Viewed: 5/21/2025 9:17:48 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Carbon Copy Events Status Timestamp
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 4/21/2025 2:39:12 PM
Certified Delivered Security Checked 5/21/2025 9:17:48 AM
Signing Complete Security Checked 4/22/2025 10:37:12 AM
Completed Security Checked 5/21/2025 9:17:49 AM
Payment Events Status Timestamps