HomeMy WebLinkAboutAgreement A-19-417 with Little Bear Solar 1 LLC.pdf1 maintain throughout the life of the PROJECT financial assurance, in an amount sufficient to ensure
2 restoration of the PROPERTY to its pre-PROJECT conditions. COUNTY requires that such financial
3 assurance take the form of (i) a cash deposit ("CASH EQUNALENT"), (ii) an irrevocable standby letter
4 of credit, issued to COUNTY from a state or national financial institution ("LETTER OF CREDIT"}, or (iii)
5 a surety or performance bond issue and delivered by an admitted surety in good standing with and
6 authorized by the California Insurance Commissionertotransact business ("BOND''); and
7 WHEREAS, OWNER elects to provide CASH SECURITY (as defined herein) to secure its
8 obligations under the RECL.AfW1.TION PLAN and this RECLAMATION AGREEMENT; and
9 WHEREAS, the initial estimated cost to decommission the PROJECT, as identified in CUP No.
1 O 3550, is Six Hundred Forty Thousand Two Hundred Dollars and no cents ($640,200.00); and
11 WHEREAS, to enable OWNER to comply with the above-referenced requirements of the
12 RECLAI\/IATION PLAN and to memorialize the respective responsibilities of OWNER and COUNTY
13 with respectto the RECLAMATION PLAN, and COUNTY's rights with respectto the CASH SECURITY,
14 COUNTY and OWNER enter into this RECLAMATION AGREEMENT.
15 NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is
16 hereby acknowledged, PARTIES hereby agree as follows:
17 SECTION 1. EFFECTIVE DATE
18 This RECLAMATION AGREEMENT is effective as of the date that it is signed by the PARTIES.
19 SECTION 2. DEFINITIONS
20 A "BUSINESS DAY" means the business day of the PARTY required to perform an
21 obligation herein, provided however, a business day of PARTY who is an individual shall mean 1\/bnday
22 through Friday, inclusive.
23 B."CASH SECURITY'' means and includes the then-current amount of the cash irrevocably
24 delivered by OWNER to COUNTY and held on deposit, or any portion thereof, including any increases
25 of the cash as a result of ANNUAL INCREASE TO SECURrTY (as herein defined), all as held on
26 deposit for the sole benefit of COUNTY thereunder, less any COUNTY drawings of cash under this
27 RECLAM£\TION AGREEMENT.
28 C."SECURITY'' means and includes the then-current form of security delivered to
4844.6456-9245. 7 2
1 COUNTY to secure OWNER'S obligations under this RECL.AMA.TION AGREEMENT hereinafter
2 collectively referred to as CASH SECURITY, CASH EQUIVALENT, BOND and. LETTER OF CREDIT,
3 unless specifically identified.
4 D."COUNTY BUSINESS DAY' means Monday through Friday, inclusive, but excluding any
5 day which is recognized as a legal holiday by COUNTY.
6 E."DAY' means a calendar day unless specified to the contrary in this RECLAMATION
7 AGREEMENT.
8 F."DIRECTOR" means the Director of COUNTYS Department of Public Works and Planning
9 or his or her designee.
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SECTION 3. OBLIGATIONS OF THE OWNER.
A OWNER shall at its own cost, fully comply with all provisions of the RECL.A.flMTION PLAN,
12 including but not limited to, Section 13 thereof.
13 B.OWNER shall provide written notice to COUNTY within seven (7) calendar days of the
14 occurrence of either (i) the expiration or termination of CUP No. 3550 or (ii) the abandonment of
15 PROJECT without OWNER making efforts to cure a disruption of electricity production, whichever
16 occurs first. Such notice shall be provided to the person set forth in Section 8 of this RECLAMATION
17 AGREEMENT.
18 C.It is understood that time is of the essence in the performance of all obligations under
19 this RECLAMATION AGREEMENT and the ,RECLAMATION PLAN.
20 SECTION 4. SECURITY FOR OWNER'S OBLIGATIONS.
21 A As security to COUNTY for OWNER'S faithful performance of all of its obligations herein,
22 OWNER shall, not later than five (5) business days subsequent to the final execution of this
23 RECL.AMA.TION AGREEMENT by the PARTIES, submit Six Hundred Forty Thousand Two Hundred
24 Dollars and no cents ($640,200.00) as the CASH SECURITY to COUNlY via wire transfer, pursuant to
25 wiring instructions to be provided by DIRECTOR or DIRECTOR's designee. The CASH SECURITY shall
26 secure OWNER'S timely, full, and faithful performance of all of its obligations under this RECLArv1ATION
27 AGREEMENT and the RECLAMA.TION PLAN, which may only be drawn upon by COUNTY upon the
28 occurrence of an EVENT OF DEFAULT pursuant to Section 5 of this RECLAMA.TION AGREEMENT.
4844-$456-9245. 7 3
1 Upon receipt from OWNER, DIRECTOR shall deposit the CASH SECURITY in a non-interest bearing
2 account to be managed by COUNTY and with an accounting of deposited funds specific to the PROJECT
3 (the "CASH SECURITY ACCOUNT"). The amount of the CASH SECURITY, including any increases in
4 the amount of SECURITY thereof as required herein, is not a limitation on OWNER'S obligation under this
5 RECLAMATION AGREEMENTorthe RECLAMATION PLAN.
6 B. On or before the 25th of August for each year that this RECLAI\IIATION AGREEMENT is
7 in effect, OWNER shall remit to DIRECTOR the sum of Nineteen Thousand Two Hundred Six Dollars
8 ($19,206.00), calculated based on three percent (3%) of the initial estimate of reclamation costs.
9 Alternatively, OWNER may elect to remit the amount of the annual increase of the CASH SECURITY
10 calculated on the basis of the then-current Consumer Price Index ("CPI"). OWNER'S annual
11 remittance to the DIRECTOR of the additional sums set forth in this Section 4.8, collectively referred to
12 as the "ANNUAL INCREASE TO SECURITY'', shall be added to the amount secured by the SECURITY
13 to satisfy OWNER'S obligation to increase OWNER'S security obligations by three percent (3%) per
14 year or by the CPI. OWNER shall provide notice, as required by Section 8 of this RECLAMATION
15 AGREEMENT, of the election to use the CPI at least sixty (60) CALENDAR DAYS before the due date
16 to remit the ANNUAL INCREASE TO SECURITY, identified above, and provide documentation to the
17 satisfaction of COUNTY of the then-current CPI rate. Upon receipt from OWNER, DIRECTOR shall
18 deposit the ANNUAL INCREASE TO SECURITY to the CASH SECURITY ACCOUNT.
19 C.In the event OWNER replaces the CASH SECURITY with a LETTEROFCREDITor
20 BOND under this RECLAMATION AGREEMENT, then the replacement SECURITY shall be in initially
21 in the then-current amount of the CASH SECURITY, and the replacement SECURITY shall be
22 increased each year according to the requirements set forth in Section 4.8 of this RECL..AMA.TION
23 AGREEMENT. Any such change in the SECURITY shall be subject to written consent of the PARTIES
24 as set forth in Section 10 of this RECL...Mvtl\TION AGREEMENT.
25 D.OWNER shall promise, covenant, and warrant that that if COUNTY attempts to draw
26 upon, or draws upon, the SECURITY, OWNER (including OWNER'S successors or assigns, or anyone
27 claiming through OWNER, or any other persons, firms, or entities acting at the direction, or under the
28 authority, of OWNER) shall not in any way whatsoever defeat, interfere with, obstruct, or cause delay to
48�5�9245.7 4
1 said right of COUNTY to do so, or take any legal action against COUNTY to stay, enjoin, or prevent
2 COUNTY from drawing upon the SECURITY, provided however, nothing in this Section 4.D shall
3 prohibit OWNER from bringing any legal action against COUNTY, after making any drawing upon the
4 SECURITY, for having drawn upon the SECURITY in violation of the terms of this RECLAMI\TION
5 AGREEMENT.
6 E.DIRECTOR is hereby authorized by COUNTY to make any determination by COUNTY,
7 or to take any action on behalf of COUNTY, required under this RECLAMATION AGREEMENT.
8 SECTION 5. DEFAULT.
9 A For purposes of this RECLAMATION AGREEMENT, the occurrence of any one or more of
10 the following events shall constitute an "EVENT OF DEFAULT" by OWNER under this RECI..AMA.TION
11 AGREEMENT:
12 i.OWNER fails to timely deliver the CASH SECURITY, as required by Section 4 of
13 this RECLAMATION AGREEMENT;
14 ii.The breach or default, in any material respect, in the performance of any
15 obligation in this RECLAMATION AGREEMENT, or falsity of any representations or warranties, of
16 OWNER contained in this RECLAMATION AGREEMENT;
17 iii.The failure of OWNER to timely pay any amount due or owed by OWNER in
18 connection with the RECLAMATION PLAN or this RECLAMATION AGREEtvENT;
19 iv.The failure of OWNER to observe or perform, in any material respect, any other
20 obligation under this RECLAMATION AGREEMENT or the RECLAMATION PLAN for a period of thirty
21 (30) calendar days after COUNTY provides written notice to OWNER stating the obligation OWNER
22 has failed to perform, provided however, if the nature of the default is such that OWNER cannot
23 reasonably cure the default within thirty (30) calendar days, OWNER shall have an additional
24 reasonable time to cure, subject to OWNER commencing to cure within the thirty (30) calendar day
25 period and diligently pursuing the cure to completion and completing the cure not later one hundred
26 twenty (120) calendar days from the date of COUNTY's notice of such failure to perform.
27 Notwithstanding anything to the contrary in this RECLAMATION AGREEMENT, this subsection (v) shall
28 not apply to any of OWNER'S obligations under Section 4 of this RECLAMATION AGREEMENT;
4844-6456-9245.7 5
1 v.The failure of OWNER or any TRANSFEREE as defined in Section 11 of this
2 RECLAMATION AGREEMENT to fulfill any obligation stated in said Section 11; or
3 vi.Bankruptcy, reorganization, liquidation, arrangement, insolvency, receivership or
4 conservatorship proceedings, or other proceedings for relief under any bankruptcy or similar law or
5 laws for the relief of debtors, are instituted by or against OWNER, are not dismissed within ninety (90)
6 days of institution, or there is an assignment by OWNER for the benefit of creditors, or any similar
7 action taken by or against OWNER, or OWNER is insolvent.
8 SECTION 6. REMEDIES AVAILABLE TO THE COUNTY.
9 A Upon the determination of CO UNTYs Board of Supervisors, by an official action, that an
10 EVENT OF DEFAULT has occurred with respect to OWNER, COUNTYs Board of Supervisors shall have
11 the right to declare that OWNER is in material breach of this RECLAMA.TION AGREEMENT, and
12 COUNTY thereupon shall be entitled to immediately draw upon the SECURITY, or from time to time
13 immediately make partial draws upon the SECURITY, which partial draws shall permanently reduce the
14 total amount of SECURITY. COUNTY will provide OWNER at least twenty-one (21) calendar days'
15 advance written notice of the date, time and place of the public meeting at which the CO UNTY's Board of
16 Supervisors will consider and determine whether OWNER is in material breach of this RECLAMATION
17 AGREEMENT. Notwithstanding anything to the contrary herein, in the event that there is an EVENT OF
18 DEFAULT under Sections 5. A(v) and A(vi) of this RECLAMA.TION AGREEMENT, or there are any
19 circumstances entirely beyond the COUNTYS (including the COUNTYs Board of Supervisors') control
20 that would frustrate COUNTY'S ability to provide such notice, then (a) such notice shall not be required to
21 be provided by COUNTY to OWNER, (b) such action by COUNTY's Board of Supervisors shall not be
22 required, (c) COUNTY shall have the right to determine that an EVENT of DEFAULT has occurred, (d)
23 COUNTY shall have the right to declare that OWNER is in material breach of this REC�TION
24 AGREEMENT, (e) for an EVENT OF DEFAULT under Section 5 of RECLAMATION AGREEMENT,
25 COUNTY thereupon shall be entitled to draw upon the SECURITY of this RECLAMA.TION AGREEMENT.
26 B.tf COUNTY draws upon the SECURITY, COUNTY shall use the proceeds thereof solely
27 to perform the reclamation of the PROPERTYin substantial conformity with the RECL.MIMTION PLAN;
28 provided however, any such act by COUNTY shall not obligate COUNTY to continue performance
4844-6456-9245. 7 6
1 under, or to complete, such RECLAMATION PLAN, beyond the amount of such funds so drawn.
2 Subject to the limitation of COUNTY's obligations in the foregoing sentence, COUNTY may also use a
3 portion of such proceeds for COUNTY's reasonable administrative and overhead costs in connection
4 with such reclamation of the PROPERTY pursuant to the RECLAMATION PLAN. COUNTY shall
5 maintain records, for a period of one (1) year following the final use of any proceeds of the CASH
6 SECURITY, and such records shall be made available to OWNER within ten (10) calendar days
7 following written request thereof by OWNER.
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SECTION 7. SEVERABILITY.
If any provision of this RECLAMATION AGREEMENT is determined to be illegal, invalid, void, or
1 O unenforceable in a final judgment by a court of competent jurisdiction, each and every other provision
11 hereof shall remain in full force and effect.
12 SECTION 8. NOTICES.
13 A The persons and their addresses having authority to give and receive notices under this
14 RECLAMATION AGREEMENT include the following:
15 COUNTY
County of Fresno
Department of Public Works and Planning Attn: Director
2220 Tulare Street, 6 th Floor
Fresno, CA 93721
Copies of notices to COUNTY shall also be given to:
Fresno County Counsel
Attn: Deputy Counsel Assigned to Land Use Matters
2220 Tulare Street, 5th Floor
Fresno, CA 93721
Email: CountyCounsel@fresnocountyca.gov
OWNER
Little Bear Solar 1, LLC c/o First Solar, Inc.
Attn: Robert Holbrook - Manager, Project
Development
135 Main Street. 6th Floor
San Francisco, CA 94105
Copies of notices to OWNER shall be given
to
First Solar Development, LLC
Attn: General Counsel
350 West Washington Street, Suite 600
Tempe, AZ 85281Email: generalcounsel@firstsolar.com
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26 8.Any and all notice, consents, approvals, requests correspondences, documents, reports,
27 demands and other communications (collectively, "NOTICE") between COUNTY and OWNER provided
28 for or permitted under this RECLAMATION AGREEMENT or by law shall be in writing and delivered
4844-6456-9245. 7 7
1 either by personal service, by first-class United States mail, by an overnight commercial courier service,
2 by telephonic facsimile transmission, or by Portable Document Format (PDF) document attached to an
3 email. A NOTICE delivered by personal service is effective upon service to the recipient. A NOTICE
4 delivered by first-class United States mail is effective three COUNTY business days after deposited in
5 the United States mail, postage prepaid, addressed to the recipient. A NOTICE delivered by first-class
6 United States mail is effective three COUNTY business days after deposited in the United States mail,
7 postage prepaid, addressed to recipient. A NOTICE delivered by an overnight commercial courier is
8 effective one COUNTY business day after deposit with the overnight commercial courier service,
9 delivery fees prepaid, with delivery instructions for next-day delivery, addressed to the recipient. A
1 O NOTICE delivered by telephonic facsimile or by PDF document attached to an email is effective when
11 transmission is completed {but, if such transmission is completed outside of COUNTY business hours,
12 then such delivery shall be deemed to be effective at the next beginning of a COUNTY business day),
13 provided that the sender maintains a machine record of the completed transmission.
SECTION 9. LEGAL AUTHORITY. 14
15 Each individual executing or attesting this RECL.AMA.TION AGREEMENT hereby covenants,
16 warrants, and represents to the other PARTY: (1) that he or she is duly authorized to execute and deliver
17 this RECLAMATION AGREEMENT on behalf of his or her respective PARTY in accordance with the
18 following: for OWNER, its articles of organization and operating agreement; and for COUNTY, its
19 governing legal authority; (2) that this RECL.AMA.TION AGREEMENT is binding upon his or her respective
20 PARTY; and (3) that his or her respective PARTY is duly organized and legally existing in good standing in
21 the State of California.
22 SECTION 10. MODIFICATION.
23 My matters of this RECL.ANLA.TIONAGREEMENT may be modified from time to time by the
24 written consent of all PARTIES without, in any way, affecting the remainder.
25 SECTION 11. NOTICE OFTRANSFER.
26 A Subject to the condition that there is not an EVENT OF DEFAULT, OWNER may transfer
27 its interest in this RECLAMATION AGREEMENT, without COUNTY'S consent as to such transfer but
28 subject to COUNTY'S consent or satisfaction, as applicable, as further provided in this Section 11,
8
1 provided that such transfer is only in its entirety, to any entity or person that becomes the sole permittee
2 under CUP No. 3550 ("TRANSFEREE").
3 B.No transfer shall be effective unless and until, not later than sixty (60) calendar days after
4 the transfer, OWNER shall (a) provide written notice of the transfer to COUNTY, together with the contact
5 information for the TRANSFEREE'S duly authorized representative for purposes of receiving and giving
6 notices under Section 8 of this RECLAMATION AGREEMENT, (b) cause TRANSFEREE to execute an
7 assignment and assumption agreement, in a form and substance satisfactory to COUNTY, expressly
8 assuming all of the obligations of the OWNER under this RECLAMATION AGREEMENT, and (c) provide
9 evidence satisfactory to COUNTY that the TRANSFEREE is, or shall become, a permittee under CUP No.
10 3550. Upon such satisfaction of the above conditions, OWNER shall be relieved from all further
11 obligations under this RECL.Afv1A.TION AGREEMENT, save and except those obligations that. by their
12 express language, survive such an assignment and transfer.
13 C.In the event that OWNER transfers this RECL.Arv1ATION AGREEMENT as provided in
14 this Section 11, COUNTY shall continue to have all rig hts relating to the CASH SECURITY, unless and
15 until COUNTY accepts a replacement SECURITY, in a form approved by COUNTY as provided for in
16 Section 11(0), delivered by TRANSFEREE. If COUNTY accepts such replacement SECURITY and
17 upon the TRANSFEREE and COUNTY executing an assignment and assumption agreement of this
18 REC�TION AGREEMENT, COUNTY shall promptly, but not later than thirty (30) calendar days
19 thereafter, release and return the original CASH SECURITY (in the then-current available amount
20 thereo� to OWNER.
21 D.In the event OWNER transfers this RECLAfv1,t\TION AGREEMENT as provided for in this
22 Section 11, TRANSFEREE shall provide replacement SECURITY to secure TRANSFEREE'S
23 obligations under the assignment and assumption agreement pursuant to this RECLAMATION
24 AGREEMENT as either (i) CASH EQUIVALENT, (ii) LETTER OF CREDIT or (iii) BOND with terms and
25 conditions and requirements and in a form subject to the approval of COUNTY. A replacement CASH
26 EQUIVALENT shall include terms, conditions, and requirements ,as identified in Section 4 of this
27 RECLAMATION AGREEMENT. The replacement LETTER OF CREDIT or BOND shall satisfy the
28 following creditworthiness terms, conditions, and requirements, which creditworthiness terms,
4844-6466-9245.7 9
1 conditions and requirements are not the only terms, conditions and requirements of the replacement
2 LETTER OF CREDIT or BOND that are subject to the COUNTY'S approval.
3 i.For a LETTER OF CREDIT, the Financial Institution issuing the LETTER OF
4 CREDIT to COUNTY shall (1) be charted or licensed under the laws of the United States, any State
5 thereof, or the District of Columbia, and if it receives retail deposits, it shall be insured by the Federal
6 Deposit Insurance Corporation, and (2) have an issuer longer-term rating of "Investment Grade"
7 (provided however, if a Rating Agency has more than one issuer longer-term rating for a Financial
8 Institution, then all such issuer long-term ratings for the Financial Institution shall be "Investment
9 Grade") by at least two (2) of (a) Fitch Ratings Ltd, (b) Moody's Investor Service, Inc ("Moody's") or (c)
10 Standard & Poor's Rating Services ("S&P") or their respective successors (collectivel,y, the "RATING
11 AGENCIES"), which "Investment Grade" as of final execution of this RECLAM\TION AGREEMENT by
12 the PARTIES is at least BBB- (S&P and Fitch) and Baa3 (rvloody's), or the equivalent rating to satisfy
13 this ''Investment Grade" rating requirement at the time TRANSFERE E submits replacement SECURITY
14 for COUNTY'S approval; and
15 ii.For a BOND, the BOND shall be issued by an admitted surety, in good standing with
16 and authorized by the California Insurance Commissioner to transact business, in the State, and having '
17 a minimum Best's rating of at least A FSC VII, unless COUNTY'S Personnel Services Manager, Risk
18 Management Division, expressly consents in writing to a lower Best's rating or rating from a different
19 rating service.
20 SECTION 12. RECORDATION OF EASEMENT.
21 A To enable COUNTY to access the PROPERTY for purposes contemplated by this
22 RECLAMATION AGREEMENT, OWNER shall grant to COUNTY a non-exclusive easement over, under,
23 on, and across the PROPERTY (the "EASEMENT"). A true and complete copy of the form of the
24 EASEMENT is attached hereto and incorporated herein by reference as EXHIBIT C. COUNTY shall have
25 the right, upon PARTIES' execution of this RECLAMATION AGREEMENT, to record the EASEMENT in
26 the official records of the County Recorder with respect to the PROPERTY.
27 8.OWNER promises, covenants, and warrants to COUNTY that OWNER shall not,
28 subsequent to the date of this RECLAMATION AGREEMENT, record any liens, encumbrances,
4844-6456-9245. 7 10
1 covenants, conditions, restrictions, reservations, contracts, leases or licenses, easements, or rights of
2 way in the official records of the County Recorder with respect to the PROPERTY, which interferes or
3 will interfere with COUNTYs rights under the EASEMENT, without the COUNTYs express written
4 consent, which shall be unreasonably withheld, conditioned or delayed.
5 SECTION 13. SATISFACTION OF THE RECLAMATION PLAN.
6 A Upon OWNER'S determination, in its sole discretion, that it has satisfied each of the
7 provisions of the RECLAMATION PLAN, OWNER shall submit written notification to the COUNTY of such
8 determination, which notice shall be prominently entitled "Satisfaction Notice under Reclamation
9 Agreement" ("SATISFACTION NOTICE"). COUNTY shall have forty-five (45) calendar days from
10 receiving OWNER'S SATISFACTION NOTICE to determine, in its sole discretion, whether OWNER has
11 satisfied the provisions of the RECLAMATION PLAN. Within fifteen (15) calendar days following such
12 determination, COUNTY shall notify OWNER in writing of its determination. If COUNTY has determined
13 that any provisions of the RECLAMATION PLAN remain unsatisfied, such notice shall be prominently
14 entitled "Notice of Dissatisfaction Under Reclamation Agreement" ("NOTICE OF DISSATISFACTION").
15 W�hin sixty (60) calendar days of receipt of a NOTICE OF DISSATISFACTION, OWNER shall satisfy
16 those provisions of the RECLAMATION PLAN identified in the NOTICE OF DISSATISFACTION, except in
17 those instances where such compliance shall take longer than sixty (60) calendar days, OWNER shall
18 have such time as is reasonably necessary as long as OWNER has begun such compl!ance and diligently
19 continues to pursue such compliance to completion, provided however that all such compliance actions
20 shall be finalized within one hundred and eighty (180) calendar days of OWNER'S rece!pt of the first
21 NOTICE OF DISSATISFACTION. OWNER shall provide COUNTY a further SATISFACTION NOTICE
22 upon completion of the actions set forth in the NOTICE OF DISSATISFACTION. Upon OWNER'S
23 completion of the actions set forth in the SATISFACTION NOTICE and delivery of COUNTY's written
24 determination as set forth herein, shall be deemed OWNER'S satisfaction of its obligations under the
25 RECLAMA.TION PLAN and this RECLAMATION AGREEMENT. Within thirty (30) calendar days following
26 such notice being given by COUNTY to OWNER, COUNTY shall release and return the then-current
27 CASH SECURITY (in the then-current available amount thereof) to OWNER, and upon the delivery
28 thereof, this RECLAMATION AGREEMENT shall terminate and the rights and obligations herein shall be
11
1
2
of no further force or effect.
B.COUNTY'S failure to timely respond to OWNER'S SATISFACTION NOTICE submitted
3 to COUNTY, as provided herein, with COUNTY's NOTICE OF DISSATISFACTION, as provided herein,
4 shall be deemed approval of the SATISFACTION NOTICE and OWNER'S completion of its obligations
5 under the RECLAMATION PLAN and this RECLAMATION AGREEMENT, provided however, such
6 COUNTY failure to so timely respond shall not be deemed to be a cure of any uncured EVENT OF
7 DEFAULT. Within thirty (30) calendar days following such deemed approval, following written notice
8 from OWNER, and so long as there is no uncured EVENT OF DEFAULT, COUNTY shall return the
9 then-current CASH SECURITY (in the then-current available amount thereof) to OWNER, and upon the
1 O delivery thereof, this RECLAMATION AGREEMENT shall terminate and the rights and obligations
11 herein shall be of no further force or effect.
12 SECTION 14. GOVERNING LAW; VENUE.
13 A The rights and obligations of PARTIES and all interpretation and performance of this
14 RECLAMATION AGREEMENT shall be governed in all respects by the laws of the State of California.
15 8.Venue for any action arising out of or related to this RECLAMATION AGREEMENT shall
16 only be in Fresno County, California.
17 SECTION 15. CONSTRUCTION OF AGREEMENT.
18 PARTIES hereby acknowledge that they and their respective counsel have cooperated in the
19 drafting and preparation of this RECLAMATION AGREEMENT, for which reason this REC�TION
20 AGREEMENT shall not be construed against any PARTY as the drafter hereof.
21 SECTION 16. COUNTERPARTS.
22 This RECLAMATION AGREEMENT may be executed in one or more original counterparts, all of
23 which together will constitute one and the same agreement.
24 SECTION 17. ENTIRE AGREEMENT.
25 This RECLAMATION AGREEMENT constitutes the entire agreement between OWNER and
26 COUNTY with respect to the subject matter hereof and supersedes all previous agreements, negotiations,
27 proposals, commitments, writings, advertisements, publications, and understanding of any nature
28 whatsoever unless expressly included in this RECL.ArvtATION AGREEMENT. In the event of any
4844-6456-9245. 7 12
.. 1:, ...... ·� ... ����·'��� .. _____ ,.._._ _______ ,�---�"' .....,._..,. .... �
CLOSURE, DECO MMISSIONING, AND
RECLAMATION PLAN
[Update to February 2017 Prellminary Closure, Decommissioning, and Reclamation Plan)
LITTLE BEAR SOLAR PROJECT
FRESNO COUNTY, CA
Unclassified CUP Nos. 3550, 3551, 3552, 3553, 3577
SUBMITTED TO:
Fresno County Department of Public Works and Planning
Development Services Division
2220 Tulare Street, 6th Floor
Fresno, California 93721
PREPARED BY:
Little Bear Solar 1, LLC; Little Bear Solar 3, LLC;
Little Bear Solar 4, LLC; Little Bear Solar 5, LLC
June, 2019
RECEIVED COUNlY OF FRESNO
JUL 1 7 2019
DEPAATl.1EIH OF PUBLIC WOAi<S AND ?LANI/ING DEVELOP/.IE/li SERVICES OIVISIOI/
�i� 7l.Z..:S,
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( . -. -· .. . . &..e-�,...-..---.. __ -._w.,._,-... .... _ � • ...:_. ..... --c,�-•------\II�'-•-..-. -�,_..._ri._t.__,_.�� -�., ,_ .,,_ •"--_ ___).,_....,_,..,.. ... •-.,._
Table of Contents
1 lntroduction ............................................................................................ , ................................................... 1
1.1 Purpose of the Reclamation Plan ................................................................................................. 1
1.2 Project location ........................................................................................................................... 2
1.3 Project Overview .......................................................................................................................... 2
2 Regulatory Criteria ...................................................................................................................................... 3
3 Decommissioning and Reclamation Procedures ........................................................................................ S
3.1 Pre-Decommissioning Activities ................................................................................................... 5
3.2 Removal of Facilities ..................................................................................................................... 5
3.3 Debris Management, Disposal, and Recycling ..... : ........................................................................ 6
3.4 Hazardous Waste Management ................................................................................................... 7
3 .5 Post-De molition Site Restoration ................................................................................................. 7
4 Project Decommissioning Costs and Bonding ............................................................................................ 8
s References .................................................................................................................................................. 9
FIGURES
Figure 1:
Figure 2:
Figure 3:
APPENDICES
Appendix A
Project Vicinity
Project Location
Project Layout
Reclamation Cost Estimate
LITTLE SEAR SOLAR PROJECT·· CLOSURE, DECOMMISSIONING ANO RECLAMATION PLAN I Page i
r.-� ., .• --- -� . --.. --- -.. . . .
t· -.. • . . - -" • - --·--""-' ,_..__ . -
Acronyms and Abbreviations
County
CUP
ESA
O&M
Project
PV
PPA
WWD
Fresno County Department of Public Works and Planning Development Services Division
Conditional Use Permit
Environmental Site Assessment
Operations and Maintenance
Little Bear Solar Project
Photovoltaic
Power Purchase Agreement
Westland Water District
LITTLE BEAR SOLAR PROJECT -CLOSURE, DECOMMISSIONING AND RECLAMATION PLAN I Page ii
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1 Introduction
1.1 Purpose of the Reclamation Plan
The purpose of this preliminary Closure, Decommissioning, and Reclamation Plan (Reclamation Plan) Is
to establish the methodologies that could be employed for decommissioning and reclamation activities
associated with the permanent closure of the facilities at the Little Bear Solar Project (Project}. The
actual actions implemented in the facility closure will be determined based on the expected future use
of the site. Therefore, a more detailed reclamation plan will be developed in advance of the start of
decommissioning activities.
This Reclamation Plan has been developed in compliance with a requirement in Fresno County
Development Services Division's Solar Facility Gu;delines to "provide a Reclamation Plan detailing the
lease life, timeline for removal of the improvements and specific measures to return the site to the
agricultural capability prior to installation of solar improvements." The Guidelines provide specific
direction on the contents of the Reclamation Plan, which are discussed in further detail starting In
Section 2.
The Project is expected to operate at a minimum for the term of its Power Purchase Agreement (PPA) or
other energy contracts. For purposes of developing this plan, it Is required that when the Project is
decommissioned, all Project structures and electrical equipment would be removed from the site and
the disturbed areas would be reclaimed for purposes of restoring the site to its present-day conditions,
to the extent feasible.
This preliminary reclamation plan addresses the following:
• Project Description
•Regulatory Criteria
o Decommissioning and Reclamation Activities
o Pre-Decommissioning
o Removal of Facilities
o Hazardous Waste Management
o Debris Management, Disposal, and Recycling
o Post-Demolition Site Restoration
•Project Reclamation Costs and Bonding
As mentioned above, because this document addresses Project actions that would occur well in the
future, it will be updated and finalized in the months prior to the scheduled decommissioning. This will
ensure the final plan addresses the proposed future land use of the site and the applicable rules and
regulations in place at that time.
LITTLE BEAR SOLAR PROJECT·· CLOSURE, DECOMMISSIONING AND RECLAMATION PLAN I Page 1
The Project site is located ln the San Joaquin Valley, approximately 13 miles east of Interstate 5,
approximately 2.5 miles southwest of the City of Mendota, and itnmedlately west of State Route 33 (SR-
33), in unincorporated Fresno County, Sections 13 and 14, Township 14 South, Range 14 East, Mount
Diablo Base and Meridian. Specifically, the Project site is bounded by West California Avenue to the
north, West Jensen Avenue to the south, San Bernardino Avenue to the west, and SR-33 to the east.
Figure 1-Project Vicinity shows the location of the Project site
The Project will interconnect to the PG&E-owned Mendota Substation located approximately 2 miles
west of the Project site using an existing 115 kV gen-tie line that interconnects the North Star Solar
Project and the Mendota Substation. The location of the Project site and the Mendota Substation is
shown in Figure 2-Project Location.
The Project contemplates the construction and operation of an approximately 160 megawatt (MW}
solar photovoltaic power generation facility, The Project will consist of five individual facilities, ranging
from approximately 157 to 322 acres, and generally referred to hereafter.as "Facility", or by individual
Facility name ("Little Bear 1," "Little Bear 3," "Little Bear 4," "Little Bear S" or "Little Bear 6" ). Each
Facility will consist of solar photovoltaic (PV} modules grouped together in a series of arrays arranged
over the site. The electric power generated by the Project will be transmitted to the Mendota Substation
by the combination of a new, approximately 1.25-mile-long, onsite gen-tie line and the existing North
Star gen-tie line. The solar facility is intended to operate year-round.
The solar PV modules will be mounted on support structures which will be designed to track the sun's
path through the sky along a single axis, oriented north-south in order to maximize the amount of
incident solar radiation absorbed over the year and the ,rnnual production of electrical power. The direct
current (DC) power output from the solar PV modules in each array will be routed to one or more
current inverter(s), which will convert the DC power input into an alternating current (AC) power output.
The AC current inverter outputs will then be routed to a step•up transformer. An underground network
of AC power cables will connect the step-up transformers to a lineup of medium voltage switchgear and
then to the Facility's 115 kV substation.
Each Facility will include internal roads constructed of compacted native soil. Earthen basins will be
constructed to contain storm water runoff on the Project site. The Facilities will be secured through a
combination of perimeter security fencing, controlled access gates, electronic security systems, and
remote monitoring. Security fencing will be six-foot chain link topped with three-strand barbed wire.
Telecommunications will be provided by a local provider or a microwave/satellite communications
tower that will be approximately 60 feet tall. The Project will have meteorological stations within the
solar field, and each Facility may have between two and five 20-foot tall steel lattice meteorological
towers mounted on concrete foundations and installed around the perimeter of the solar field.
�ITTLE BEAR SOLAR PROJECT-CLOSURE, DECOMMISSIONING ANO RECLAMATION PLAN I Page 2
Each Facility may optionally have an Energy Storage System (ESS) that will provide up to four hours of
electrical storage. The ESS will be sited on an approximately one-acre area next to the onsite substation
in separate outside-rated enclosures and will consist of self-contained battery storage modules placed in
racks, converters, switchboards, integrated heating, ventilation, and air conditioning (HVAC) units,
inverters, transformers, and controls in prefabricated metal containers or In a building. The battery
storage modules would use proven storage technologies such as Lithium Ion, Sodium-Sulphur, or
Vanadium-Redox-Flow batteries.
The five Facilities may share a single operations and maintenance (O&M) building, of up to
approximately 2,000 square feet, along with a parking area and other associated facilities. The O&M
building is depicted on the Little Bear 1 site in Figure 3a -Project Design. If a Facility does not require
use of the shared O&M building, storage enclosures may be Installed on concrete pads within the
Facility site.
Figure 3 -Project Layout shows the location of the components of the Project and assoc iated facilities.
LITTLE BEAR SOLAR PROJECT--CLOSURE, DECOMMISSIONING AND RECLAMATION PLAN I Page 3
2 Guidance for Reclamation Plan Contents
The County's Solar Facility Guidelines provides the following guidance on the minimum content for
reclamation plans. Where necessary, reference is made to other sections ofthe Reclamation Plan where
more detailed information is provided:
1.Description of present use of the site;
The site Is intermittently used for dry-farm agriculture and related activities, such as seasonal livestock
grazing. According to information provided by Westlands Water District (WWD), the Project property is
non-Irrigable and thus only capable of being dry farmed. Consequently, the site has mostly lain fallow
during the past ten years.
The corridor of land containing the North Star Solar Project gen-tie line continues to be used for a
mixture of agricultural uses, such as field crops and orchards.
2.Describe the proposed alternate use ofthe land (all equipment to be Installed above and
underground, structures, fencing, etc.);
The Project will include the following main elements: modular photovoltaic solar panels on single-axis
trackers; direct current to alternating current power inverters mounted on concrete pads; three-phase
transformers mounted on concrete pads, a medium-voltage (34.5 kV) collection system either overhead
or underground, electric substations, a 115 kV gen-tie line, a control/administration building and parking
lot, meteorology towers, security fencing and lighting and other on-site facilities as required. Earthen
basins will be constructed to contain storm water runoff from the Project site.
3.Duration of the alternate use of the property {specify termination date);
The Project is expected to be in commercial operation for approximately 30 years from the
commencement of operations, with a potential for continued use in accordance with County permitting
requirements, which would require an amendment to the approved Conditional Use Permits.
LITTLE BEAR SOLAR PROJECT•· CLOSURE, DECOMMISSIONING AND RECLAMATION PLAN I Pa&e 4
... --. . . -. . . . - -- . -------· . -. ---
� ---,.,,,_ ---·-... --. .... -----· - -- ----"'--... .........-. \.t_. -- ---- --"- - "'-' _:__ _ -_ - -· ____ .......... .
4.Address ownership of the property (lease or sale);
The Project properties will be owned in fee title as follows:
Facility Property Owner
Little Bear 1 Little Bear Solar 1, LLC
Little Bear 3 Little Bear Solar 3, LLC
Little Bear 4 Little Bear Solar 4, LLC
Little Bear S & Little Bear 6 little Bear Solar 5, LLC
The Project also holds real estate rights for the land across which the gen-tie line is located, through a
shared facilities agreement.
5.Describe how the subject property will be reclalmed to its previous agricultural condition [if
applicable), specifically:
a.Timeline for completion of reclamation after solar facility lease has terminated (identify
phasing rt needed);
b.Handling of any hazardous chemicals/materials to be removed;
c.Removal of all equipment, structures, buildings and improvements at and above grade;
d. Removal of any below-grade foundations;
e.Removal of any below-grade infrastructure (cables/lines, etc.) that are no longer
deemed necessary by the local public utility company;
f.Detail any grading necessary to return the site to original grade;
g.Type of crops to be planted; and,
h.Irrigation system details to be used (existing wells, pumps, etc. should remain
throughout the solar facility use)
Section 3, ProJect Decommissioning and Reclamation Procedures (below), provides a discussion of the
procedures that will be used to return the Project site back to pre-construction conditions. It should be
noted that although the property has been historically used for agricultural production it no longer has
rights to water delivery from the Westlands Water District, the present property owner. In consideration
of these restrictions, this Reclamation Plan contemplates decommissioning of the project and
stabilization of the site, and does not propose additional actions to restore agricultural capacity to the
property beyond its present condition.
LITTLE BEAR SOLAR PROJECT- CLOSURE, DECOMMISSIONING AND RECLAMATION PLAN I Paae S
6.A Site Plan shall be submitted along with the text of the Reclamation Plan showing the
location of equipment, structures, above and underground utilities, fencing, buffer area,
reclamation phasing, etc.
Figure 3-Project Layout shows the site plan for the Project.
7.An engineering cost estimate of reclaiming the site to Its previous agricultural condition shall
be submitted for review and approval;
Information for the engineering cost estimate to implement the Reclamation Plan is provided in
Attachment A.
LITTLE BEAR SOLAR PROJECT -CLOSURE, DECOMMISSIONING AND RECLAMATION PLAN I Pase 6
, .. �-• -$.. - --- ------------�p .. _._ -�
t.-... -� .... .. .. . ....... p ... _ ... _ ..... ... .. _,. � , ..... _ - _..._ ... - ... -· - �.-• .._:---- -- __; __ - - �-- - �-�--- ------�-�- �'
3 Decommissioning and Reclamation Procedures
The procedures described for decommissioning and reclamation are designed to promote public health
and safety, environmental protection and compliance with applicable regulations. It is assumed that
decommissioning will begin approximately 30 after Project operation is initiated. The Project
decommissioning plan may incorporate the sale of some of the facility components via the used
equipment market and recycling of components. Decommissioning will be conducted in accordance with
a Final Reclamation Plan that will be developed in the months prior to decommissioning being initiated.
This reclamation plan assumes that all equipment and facilities within and associated with the Project
will be removed.
3.1 Pre-Decommissioning Activities
Pre·decommlssioning activities will be conducted to prepare the Project for demolition. This would
include assessing the existing site conditions and development of a Final Reclamation Plan and schedule
as described above.
Pre-decommissioning activities would include removing hazardous materials from the site including
residues that occur in equipment. All operational liquids and chemicals are expected to be removed and
disposed of as discussed in Section 3.4. Hazardous material and petroleum containers, pipelines, and
other similar structures shall be rinsed clean, when feasible, and the waste liquid collected for off-site
disposal.
Locations for decommissioned structures, non-hazardous waste, and debris will be designated on the
Final Reclamation Plan to facilitate the decommissioning process and off-site removal.
3.2 Removal of Facilities
Site decommissioning and equipment removal may take a year or more. Therefore, access roads,
fencing, electrical power, and other Project infrastructure may temporarily remain in place for use by
the decommissioning and restoration workers until no longer needed. Therefore, these components
would be the last to be removed prior to site rehabilitation.
Above- and Below-Ground Facilities
Structures that need to be dismantled during decommissioning include the onsite substations, onsite
O&M area, perimeter fence, solar field, and transformers and inverters. These structures wfll be
dismantled and moved to designated areas for either recycling or disposal at an approved landfill.
LITTLE BEAR SOLAR PROJECT - CLOSURE, DECOMMISSIONING AND REClAMATION PIAN I Page 7
Above-ground structures will be removed through mechanical or other approved methods. Below
ground structures will be removed or, upon agency approval, may remain in place to minimize soil
disturbance. Below-ground facilities/utilities that potentially may be removed include pipelines,
electrical lines and conduits, and concrete slabs.
Stormwater retention basins will be filled and brought to grade level.
Gen-Tie Transmission lines
If the gen-tie transmission lines will not continue to be utilized for another purpose at the time of
Project decommissioning, the lines will be removed. Decommissioning of the gen-tie will consist of
removal of all structures associated with the construction of the transmission line(s) to include, but not
limited to overhead conductors and the removal of poles. All steel will be recycled and the foundations
will be removed to a depth of at least 2 feet below the ground surface or as otherwise obligated by any
real estate agreements. Aluminum from overhead conductors will be recycled.
Roads
Access and on-site roads wifl remain in place to accomplish decommissioning at the end of the facility's
life and would be one of the last Project components to be removed. Any graveled roads or areas-if
not left In place for future uses-would be removed and the material used to fortify existing perimeter
roads. The compacted native soil roads in the solar field would not.need to be removed but may be
deep-chiseled to alleviate soil compaction.
3.3 Debris Management, Disposal, and Recycling
All removed material and demolition debris will be placed in designated locations within the Project.
Each stockpile will be transported off-site to either a used equipment market, off-site recycling center,
or approved landfill depending on the material type. Debris will be broken down into manageable sizes
so that transportation is simplified.
3.4 Hazardous Waste Management
All disposal and transportation of hazardous waste will be conducted under compliance with applicable
regulations as required. In areas where no record of hazardous waste exposure occurred, a visual
inspection would be conducted. If a concern is identified, further evaluation of the area shall occur and
the area or structure will be treated accordingly. A licensed state waste contractor would be used to
ensure that all required laws and regulations have been met and to address any remaining requirements
needed to successfully close the Project.
LITTLE BEAR SOLAR PROJECT-CLOSURE, DECOMMISSIONING ANO RECLAMATION PLAN I Page 8
3.5 Post-Demolition Site Restoration
After removal of existing structures, the Project area will be restored to topographic conditions similar
to pre-construction. The site will be chiseled and disced to loosen compacted soils. A rangeland seed
mix of grasses and forage crops will be broadcast on the property to revegetate the site. Revegetation
will assist in preventing soil erosion and dust.
LITTLE BEAR SOLAR PROJECT·· CLOSURE, DECOMMISSIONING AND RECLAMATION PIAN I Page !I
Prior to the issuance of any construction-related permits (e.g., grading permits), the Applicant will
provide financial assurance in an amount sufficient to ensure restoration of the Project land to its
previous conditions, to the extent feasible, in accordance with the approved Reclamation Plan. Financial
assurances shall be made to the County of Fresno and may take the form of cash, parent guaranty, or
bond that complies with Section 66499 of the California Government Code, et seq.
The financial assurance instrument will be based on a decommissioning cost estimate provided by the
Applicant based on the final, approved design of the Project. This estimate is included as Appendix A.
LITTLE BEAR SOLAR PROJECT·· CLOSURE, DECOMMISSIONING AND RECLAMATION PLAN I Page 10
FIGURES
LITTLE BEAR SOLAR PROJECT •• CLOSURE, DECOMMISSIONING AND RECLAMATION PLAN I Pace 11
(j
of. B 1110s,
165
. Merced
County
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State Highway
Proposed Project
=•--n•-: Municipality '-··-···J
c:J County Boundary
: Fi' V•O�.
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0 LITTLE BEAR SOLAR PROJECT
5 10 Figure 1-- Regional Location
Miles
Unlversal Transverse Mercator Map Extent: Fresno County, CA
North American Datum 1983
Zone 11 North. Meters Dale: 09-08-16 I I Author: me
G:\Llttle Be Br Solar Ptojcd/MXO's/l'rojec:I LOCllllon
I I I
-
CJ
=•-•■--� , ...... .; c=J
Legend
Slate Highway
Road
Proposed Project
Existing North Siar Solar Project
Municipality
County Boundary
..
r � I t"�t"
� s: .,
P.rOJ?OSedll.!lttle Bear.lS9l�rlP.r,ofect• ...,;;::cti,,-----�----JW�U� �AVI!
WA�t
!: ... �---33
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i lli
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0 LITTLE BEAR SOLAR PROJECT
0 0.5 1 I Figure 2 --Project Vicinity
Miles
Universal Transverse Mercator Map Extent: Fresno County, CA
North American Dalum 1983 Zone 11 North, Meters Date: 09-08-16 I I Aulhor: me
G:IUl!le Boot Solor Prqeci/MXO's/ProjcC\ LccoUon
First Solar Proprietary & Confidential· General
APPENDIX A
ESTIMATE OF RECLAMATION COSTS
The following provides an engineering cost estimate of reclaiming the site to Its previous agricultural
condition, including equipment and labor costs to remove Project structures.
All five Little Bear Facilities are anticipated to be decommissioned simultaneously or sequentially.
However, in the unlikely event that one or more Facilities is decommissioned prior to the others, the
estimate Includes estimated costs of decommissioning each of the five Little Bear Facilities separately,
with total costs allocated on a proportional basis. Any Project structures shared by more than one Little
Bear Facility (e.g., O&M Building, gen-tie structures), and the corresponding financial assurances, would
remain in place until all Facilities utilizing those structures are decommissioned.
By:
Item
Hazard Waste removal & Construction
Support __ .. -··---·------·-Substation Compoments remo\'al -.. mictrical lntcrconnllctlon .. -... _ ... ,_ ................. �•.-. ----·--rv Module: lie Table Torque iubcs
removal ---·-· •-� .... .-... ---... ···--·
��f�!:._�.!_�ld_�C?_m por._�n.! �� �val
-�l�_lfJ.�al Eq;iiP_!Tl�!'t .. r_�_mcw�_I __ �c.ur_i�y Fen�-�� �ate. r_�moya!
On-Site Roacls Removal & Site
Restoration .... - ,..-1- -·--Site Discing --·--- ... --· --
T�
.
--·.
..
-·--
----Total
Date:
Reclamation Costs
little Bear Little Bear
SOla(l Solar 3
s 101_,3��-S __ SJ>,671\ s _J.�:9.92. s ... _ 2s.ooo
i -·· __ 5_3,1\�Q.. s -�G.I_l?_S
s -5�:3 '1� s . --��(;1,�_ s �2.,10.7 s _jqD!_ --s __ IIS__cl�. 1. .3���3 s �1�&8<1 .s 22,�:,l -
.s. .... 89,lr.7 s .. '!.�,5 �� s 120,250 s 6D,12S
$ 640,200 s 320,100
little Bear
SOiar 4
-� -���G��S 62,500 1-•• - --•·•--·. -s ___ GGt.?_63
s . � ��,1�:i �-l_Q3,E�9
Little Bear
SOiars
s -�-�!�. s 111,667 s ___ •M,S08
s .'.!-3!6�� s 68,�-� s ·-S6,7S7 s -�7-�l�---�-__ S71�5S s 3_�,_2�?. --
s . gi .... ��..3 . S _7'1,289 s lS0,313 s 100.208 s 800,2.SO $ 533,500
Little Bear
S1Jlar6
S 1\2,229
Little Bear Solar
160Mwac
_}_ _ -�10S,3 J.�.
S __ 20,833 __ s __ 200,000 s -�2 !.2S_it s 2J!,���
_s _31,sp s • �O'.J.�.?.!>.s 3�.336 s 1....2!1,���
5 _ll!:?�9 -�_,!Jl��!_ s.. 19,118_ J.81�_3_?
s --���1� s --���2_8� .. s 50,101\ s '181,000 s 266,750 s 2,560,800
SEC'S. 13, 14, 15,22,23, & 24, T. 14 S., R. 14 E., M.D.B. & M. Tax Rate Area 019-11140--006 s @ s /�
�
..J CALIFORNIA AVE. ----
,o· 60'
� � 1·� 1200' s.- _,� �11 �
AP-412b AP-f120 70· ::: .. W.W.D. " -[ @s @s ;o' g" ... @sT 8. l! � 156.38Ac. 156.38Ac. . & " 156.38Ac. : i ,Dfi t:1.41 t 0 oc: I-n"g., .sz �!Hi :�u • : .8;;;. �!}2 .s � 15 13 eof1= ��i�t: .!:;' 0 D 0 W.W.D. � W.W.D. @2.sr 33 AP-571111 Q @ST ® II: 472.70Ac. � 314.60Ac. 312.77Ac. II: '"' "'' Ql,
@ @ s 60' s AVE. JENSEN -------
2ol0' l6l(T Jl6.IO· lW60' Y,µ6fT
W.W.D. W.W.D. W.W.D. W.W.D. W.W.D. W.W.D. @)r @r @r @r @sr @sr 156.38.Ac. 158.18Ac. Q 158.18.i\c., 156.39Ac. � 158.32Ac. 158.18Ac. �
'22 23 • ,...
w.w.o.W.W.D. l'I.W.D. W.W.D. "" W.W.D. @2r @1 W.W.D. ""' @r @r �ST @sr 156.28Ac. 158.18Ac. io·160.00Ac. 160.00Ac. 156.3,BAc. 156.38Ac. <!> � i!:!! .. w· � � AP-524 0 0 c'}i 415�C
:t: 'ii';a:: 0 s % 611' u.40" 26:U I ;. 2llS"
@ Assessor's 11
County of Fresno, H02.a,.2!Jr9 -••R Agricultural Preserve NOTE· Assessor's Block Numbets Sliown In ENlpses. 0Asss,sor's Paroe/ Numbers Sbown fn Circles.
RECORDING REQUESTED BY:
DANIEL C. CEDERBORG, COUNTY COUNSEL
Kyle R. Roberson, Deputy County Counsel
FRESNO COUNTY COUNSEL
2220 Tulare Street, Filib Floor
Fre no, Califurnia 93721
AND WHEN RECORDED MAIL TO:
OFFICE OF FRESNO COUNTY OUNSEL
STOP#32
RECORDED FOR THE BENEFIT OF THE COUNTY OF
FRF.SNO COUNTY, Exempt from Recording Fees; Gov.
Code § § 6103, 27383, and 27388.1 THIS SP ACE FOR RECORDER'S USE ONLY
GRANT OF LIMITED ACCESS EASEMENT
Little Bear Solar 1
THIS GRANT OF LIMITED ACCESS EASEMENT is made this _ day of ____ _
2019, by Little Bear Solar 1, LLC, a Delaware limited liability company (''GRANTOR'; in fuvor of the
County of Fresno, a political subdivision of the state of Califumia ("COUNTY''}.
I. RECITALS
A.GRANTOR and LittJe Bear So.Jar 3, LLC, Little Bear Solar 4, LLC, and Little Bear Solar
5, LLC (collectively, the "PROJECT OWNERS') propose to construct, operate, a.nd eventually
decommission an up to l 80 megawatt photovoltaic electricity generating facility and assocjated
infrastructure to be known as Little Bear Solar 1, 3, 4, 5, and 6 (collectively, Little Bear Solar Project or
the ''Project''), located on an approximately 1,288 acre site in unincorporated Fresno Col.lllty (the
''Project Site '), as more particularly described on Exhibit A, attached hereto and incorporated by this
reference.
4831-3529-9477 .2
B.On ebruary 26, 2019, pursuant to COUNTY Resolution No, 19-075, subject to the
conditions listed therein, the COUNTY's Board of S up ervisors certified Environ.mental Impact Report
No. 7225 for the Project, adopted findings relating thereto, and approved Unclassified Conditional Use
Permit ("CUP'') Nos. 3550, 3551, 3552, 3553, and 3577. As de cnbed in Resolution 19-075, the Project
will be constructed and operated in up to five racilities (each a "Facility') as sUO'llil8rized in the table
below:
Project Owner Pro_iect Facility CUP No.
Little Bear Solar 1, LLC Little Bear Solar l 3550
Little Bear Solar 3, LLC Little Bear Solar 3 3551
Little Bear Solar 4, LLC Little Bear Solar 4 3552
Little Bear Solar 5, LLC Little Bear Solar 5 3553
Little Bear Solar 5, LLC (formerly Little Bear Solar 6 3577 Little Bear Solar 6, LLC)
C.GRANTOR represents, covenants, and warrants to COUNTY that GRANTOR is the
sole :fue owner of a portion of the Project Site, the legal description of which is set forth in Exhibit B.
attached hereto and incorporated by this reference (the "Grantor Property").
D.The Board of Supervisors conditioned approval of the Project on, among other thing ,
PROJECTOWNERS'compliancewitb a reclamation plan, prescnbing the process fur decommissioning
of tbe Project (as defined below) (the ''Reclamation Plan'').
E.In order to secure the PROJECT OWNERS' obligations under the Rec.lamation Plan,
PROJECT OWNERS and COUNTY have entered into a written agreement (the ''Reclamation
Agreement'') by which PROJECT OWNERS covenant to, aIOOng other thin�, fully comply with all
provisions of the RecJarnation Plan, and provide and maintain. security for these obligations in the form
of cash deposit (the "Security,').
F.The term of each CUP for the Project is thirty (30) years after its e:flective date, which
COUNTY may extend in its sole discretion, unless eartier tenninated in accordance with the provisions
of applicable law.
G.The Reclamation Plan and the Reclamation Agreerrnnt require PROJECT OWNERS
to decommission the solar photovo]taic power plant at CD the expiration or termination of CUP Nos.
3550, 3551, 3552 1 3553, and 3577 or (n) the abandonment of the Project without the PROJECT
4831-3 S29-9477 2 2
OWNERS making efforts to cure a disruption of electricity production, whichever occurs first, and
reclaim the Property to its condition before the Project was constructed.
H.PROJECT OWNERS are providing the Secunty to secure their obligations ID1der the
Reclamation Agreement. In the event one or trore PROJECT OWNERS defaults under the
Reclamation Agreement, COUNTY may draw on the Security and use the proceeds thereof to carry
out the reclamation of the Property in substantia l con:funnity with the Reclama tion Plan.
I.In the event COUNTY elects, in its sole d.iscretion, to carry out the Reclamation Plan
on the Grantor Property, COUNTY must have the right to immediate ly access the Grantor Property.
U.GRANT OF LlMITED EASEMENT
1.GRANTOR hereby establishes in favor o( and grants to COUNTY, including its
contractors, officers, employees, and representatives, a nonexclusive access easement over, l.111der, on,
and across the Grantor Property (the "Easement''), solely fur access.ing the Grantor Property for the
limited purpose o� in COUNTY's sole d.iscretion, canying out the reclamation of the Grantor Property
in substantial conformity with the Reclamation Plan, pursuant to the Reclamation Agreement, and for
Do other purpose. This Easement does not impose any obligat ion, either express or implied, upon the
COUNTY to carry out any reclamation of the Grantor Property under the Reclaimtion Agreement or
with respect to the Reclamation Plan.
2 GRANTOR expressly reserves for itself; its successors and its assigns, the right to use
its Grantor Property or to grant other licenses or easements on the Grantor Property, so long as such
uses do not unreasonably interfere with the rights herein granted.
1 Th.is Easement shall, without further action by any person or entity, terminate and be of
no further force or effect upon the earlier of
a.The tenninatioo ofthe Reclamation Agreement; or
b.COUNTY's issuance of written notice to GRANTOR that COUNTY will not
undertake or complete reclamat ion of the Grantor Property.
4. This Easement � subject to all superior matters of title OD the Grantor Property, which
have been recorded against the Granter Property in the office of the Fresno County Recorder prior to
the date that GRANTOR executed tbi.s Easement, including without limitation any and all liens,
4S3 l-3529-9477 2 3
encumbrances, covenants, conditions, restrictio n, reservation, contracts, leases, licenses, easements,
and rights of way.
5.This Easement shall not be modified except upon CO UNTY1s written approval This
Easement shall bind and inure to the benefit of the successors and assigns of the parties hereto.
However, nothin.g contained herein shall be deemed to grant to the public any right of access to the
Grantor Property or to grant any rights in any third party.
6 This Easement may be executed in counterparts, which taken together, shall constitut e
one instrument.
7.This Easerrent, and the rights granted herein, shall be interpreted in accordance with
the laws of the State of Califumia.
8.Upon GRANTOR's execution and delivery of this Easement to COUN1Y,
GRANTOR agrees to COUNTY's immediate recordation of this Easement against the Granter
Property in the office of the Fresno County Recorder.
9.GR.ANTOR represents, covenants, and warrants to COUNTY that (a) the person
executing this Basement bas full power and authority to execute and deliver this Easement to
COUNTY; (b) GRANTOR bas full power and authority to authorize COUNTY to record this Easeme nt
against the Granter Property in the office of the Fresno County Recorder, (c) GRANTOR has not
conveyed (or agreed to convey), and will not convey (or agree to convey), any right, title, or inter est
in or to the Grantor Property that would unreasonably interfere with the rights herein granted, and any
such conveyance or agreement in violat ion thereof shall be void.
10 The Recitals above are incorporated herein by rererence as though fully set forth
herein.
[SIGNATURE ON FOLLOWING PAGE]
4831-3529-94772 4
EXIIlBIT A
Little Bear Solar Project Site
4831-3529-94772 A-1
REFERRED TO HEREIN BELOW IS SITUATED THE UNINCORPORATED AREA IN COUNTY OF FRESNO, STATE OF CALIFORNIA AND JS DESCRIBED AS
Parcel I: APN:
EXCEPTING THEREFROM described
O
EXHIBIT B
Little Bear Solar l, LLC -Grantor Property
4831-3 529-9477 :l B-l
SEC'S. 13, 14, 15,22,23, & 24, T. 14 S., R. 14 E.,. M.D.B. & M. Tax Reta Area 019-1114()-Q)6 s @ s /"'
�
CALIFORNIA AVE. ------
a1-•·-<,O'
� � •·= 1200' $0: ..; !?g s,;
AP-mD AP-,12') 70· �-1:: il @s @s W.W.D.
30• �"'--@sr ai� • 2.-.:, 156.38Ac. 156.38Ac. 156.38Ac. : i .. lt .., I, .. c5 -J,-., .:ii -,.j�.5S ji : .. H�-�!<l� i.2�:;,s 14 13 E'gH �:;B 0 W.W.D. <: w.w.o.@.sr ,IJ>-57/JD � @sr 472.70Ac. � 314.60.Ac. 312.77Ac. IX: .....
@ @ s 60' 8 AVE. JENSEN �----------
26"0' 26"7 -·26'0' 2644-60' �<Jr
W.W.D. W.W.D. W.W.D. W.W.D. W.W.D. W.W.D. @)r �T @)T @r WT @sr 156.38Ac. 158.TBAc. � 158.tBAc. 156.39Ac. l 158.32Ac. 158.18Ac.
22 23: ' ,...
w.w.o.W.W.D. W.W.D. W.W.D. ""' W.W.D. @)r @r W.W.D. I .,,,, @r �T Givsr @.sr 156.28Ac. 158.TBAc. � g ):I
160.00Ac. 160.00Ac. 156.38Ac. 156.38Ac. � !!! ;.
Q Ii'.(' l,:: :z AP-524 O·
<IS�C
5: ! "' 0 g ,Cl ro· • �2225" 16'IT 2610'
@ Assessor's 11
County of Fresno, Hoz.a,.,,,,,, 111111 ,OR Agricultural PreseNe NOTE -Assessor's Block Numbers Shawn In Ell/pses. 0Asses.sar's Parcel Numbers Shown in Circles.