State of California Department of Toxic Substances Control v. Stardard Nickel-Chromium Plating Company et al

Filing 220

CONSENT JUDGMENT BETWEEN PLAINTIFF AND DEFENDANT STANDARD NICKEL-CHROMIUM PLATING COMPANY by Judge R. Gary Klausner. (See order for details) (shb)

)

)

1

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 1of34 Page ID
#:5589

1
2
I

-

"

3
4
5
6

KAMALA D. HARRIS
Attorney General of California
SARAH E. MORRISON
SupervisingDeputy Attorney General
OLIVIA W. KARLIN (State Bar No. 150432)
·
Deputy Attorney General
300 South Spring Street, Suite 1702
Los Angeles, CA 90013
Telephone: G13). 897-0473
Fax: (2i3) 8Y7-L802
E-mail: [e-mail]
Attorneys for Plaintiff

7
8

IN THE UNITED STATES DISTRICT COURT

9

FOR THE CENTRAL DISTRICT OF CALIFORNIA

10
11
12

STATE OF CALIFORNIA
DEPARTMENT OF TOXIC
SUBSTANCES CONTR0L,

13

14
15

v.

Case No.: CV13-03600 RGK (AJWx)

\~~¢Dl CONSENT DECREE

BETWEEN-PLAINTIFF AND
Plailltiff, DEFENDANT STANDARD NICKELCHROMIUM PLATING COMPANY;
EXHIBITS

16

STANDARD NICKEL-CHROMIUM
PLATING COMPANY, a California
corporation, et. al,

17

Defendants.

Judge:

The Honorable
R. Gary Kia usner

18
19

INTRODUCTION

20

1.

Plaintiff the State of California Department of Toxic Substances

21

Control ("Plaintiff' or the "Department") filed a Complaint in this matter pursuant

22

to the Comprehensive Environmental Response, Compensation, and Liability Act

23

("CERCLA"), 42 U.S.C. § 9601 et seq., against several parties, including

24

Defendant Standard Nickel-Chromium Plating Company. 1 Through its

25

--~- - --~----~~- -- --- c_!_ Defendant Standard Nickel-Chromium Plating Company is sometimeS-referred-to herein . 27 as "Settling Defendant." Plaintiff and Settling Defendant are sometimes collectively referred to
herein as "Parties." (See, infra, Section III.)

28
1
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

)

)

1

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 2 of 34 Page ID
#:5590

1

Complaint, Plaintiff seeks the recovery of past "Response Costs" 2 incurred by

2

Plaintiff in responding to releases and/or threatened releases of hazardous

3

substances at or from the properties located at 811, 817/819, 825, and 826 East

4

62nd Street, Los Angeles, CA 90001, also collectively known as the Standard

5

Nickel property ("Site"), pursuant to CERCLA section 107(a), 42 U.S.C. §

6

9607(a). Plaintiff also seeks declaratory relief under CERCLA section 113(g)(2),

7

42 U.S.C. § 9613(g)(2), alleging that defendants are jointly and severally liable for

8

future Response Costs to be incurred by Plaintiff to address the extent of releases

9

and/or threatened releases of hazardous substances at or from the Site.

10

2.

In its Complaint, Plaintiff alleges in relevant part that:

11

a.

In approximately 1927, a metal plating facility, called "Dulgarian

12

Sons Standard Plating Company," was established by certain members of the

13

Dulgarian family on property at the Site. The facility operations included the

14

chromium plating of pipes for the oil industry. The business was later

15

incorporated in 1946 under the name Standard Nickel-Chromium Plating

16

Company.

17

b.

Settling Defendant owned the following portions of the Site during

18

the following time periods: 811 E. 62nd Street from 1988 to the present; 817/819

19

E. 62nd Street from 1988 to the present; 825 E. 62nd Street from 1988 to 1993; and

20

826 E. 62nd Street from 1981 to 1988. Plating operations were conducted on the

21

Site dudng this time. The Department contends, but Settling Defendant disputes,

22

that hazardous substances were released into the environment as a result of plating

23

operations on the Site.

24

c.

In June of 1997, the Department conducted a site screening for the

25

United States Environmental Protection Agency as part of an investigation of the

26

release and/or threatened release of hazardous substances at or from the Site. In

27

2

The term "Response Costs" is defined in Section III, infra,

28
2
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMP ANY

)
)
Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 'Page 3 of 34 Page ID
#:5591

1

2008, the Department took the lead to further investigate the release and/or

2

threatened release of hazardous substances at or from the Site. The Department's

3

investigation established that hazardous substances including, but not limited to,

4

hexavalent chromium, total chromium, and volatile organic compounds, including

5

the industrial solvents trichloroethylene and perchloroethylene,were present in the

6

soil, soil gas, and groundwater at the Site.
d.

7

On or about June 9, 2009, the Department issued an Imminent and

8

Substantial Endangerment Determination and Remedial Action Order ("ISE

9

Order") ordering potentially responsible parties, including Settling Defendant, to

10

investigate and remediate the release of hazardous substances at or from the Site.

11

On or about December 29, 2010, the Department issued an Amendment to the

12

Imminent and Substantial Endangerment Determination and Remedial Action

13

Order ("Amendment") adding certain parties and amending certain properties

14

identified in the ISE Order.
e.

15

The potentially responsible parties named in the ISE Order and the

16

potentially responsible parties named in the Amendment, including Settling

17

Defendant, failed to complete the investigation and remediation of releases and/or

18

threatened releases of hazardous substances at or from the Site as required by the

19

ISE Order and Amendment.
f.

20

Response actions were and are necessary to remove and remedy the

21

hazardous substances released and/or threatened to be released at and from the

22

Site.
g.

23

The Department has incurred Response Costs conducting and

24
25
--

hazardous substances at or from the Site, including contamination of the soil, soil

26
--- -

overseeing response actions related to the release and/or threatened release of

vapor and groundwater. These response actions include, but are not limited to:

27

issuing orders to potentially responsible parties requiring response actions at and

28

around the Site; reviewing sampling and analysis of environmental media;

---

3
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL·CHROMIUM COMPANY

)

)
Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 4 of 34 Page ID
#:5592

1

performing inspections and preparing reports; reviewing work plans for

2

investigation and remediation; conducting Site visits and overseeing field work;

3

holding public meetings; meeting with potentially responsible parties; and

4

complying with the requirements of the California Environmental Quality Act.

5

Response Costs incurred by the Department remain oopaid.

h.

6

The Department will continue to incur response costs conducting

7

and/or overseeing response actions related to the release and/or threatened release

8

of hazardous substances at or from the Site in the future.

3.

9

The Department contends, but Settling Defendant disputes, that

1o

Settling Defendant, as a former owner and operator of a portion of the Site, is

11

jointly and severally liable under CERCLA for all Response Costs incurred by the

12

Department related to the Site.

13

4.

The Parties agree and this Court, by entering this Consent Decree,

14

finds that this Consent Decree has been negotiated by the Parties in good faith,

15

settlement of this

16

litigation between the Parties, and this Consent Decree is fair, reasonable, in the

17

public interest and consistent with the purpose of CERCLA.

18
19

matt~r

will avoid expensive, prolonged and complicated

THEREFORE, the Court, with the consent of the Parties to this

Consent Decree, hereby ORDERS, ADJUDGES, AND DECREES, as follows:

20

I. JURISDICTION

5.

21

The Court has subject matter jurisdiction overthe matters alleged in

22

this action pursuant to 28 U.S.C. § 1331 and CERCLA and personal jurisdiction

23

over each of the Parties. Venue is appropriate in this district pursuant to 28 U.S.C.

24

§ 139l(b) and CERCLA. Solely for the purposes of this Consent Decree 'and the

25

underlying Complaint, Settling Defendant waives all objections and defenses that

26
--~~--

- - - - - - - --------~·

Settling Defendant may have to the jurisdiction of the Court or to venue in this
-~·---~-·--·

-~-

~------

----

-·--··~--·-----

-·------·---.

27

district. Settling Defendant shall not challenge the terms of this Consent Decree

28

or this Court's jurisdiction to enter and enforce this Consent Decree.
4
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STAND ARD NICKEL-CHROMIUM COMPANY

;

)

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 5 of 34 Page ID
#:5593

6.

1

2

The Court shall retain jurisdiction over this matter for the purpose of

interpreting and enforcing the terms of this Consent Decree if necessary.

II. SETTLEMENT OF DiSPUTED CLAIMS

3

7.

4

This Consent Decree resolves Settling Defendant's alleged liability in

5

connection with the release and/or threatened release of hazardous substances at or

6

from the Site under CERCLA section 107, 42 U.S.C. § 9607, in exchange for

7

payment by Settling Defendant to reimburse a portion of Plaintiffs Response

8

Costs incurred and to be incurred at or in connection with the Site.

8.

9

Settling Defendant does not admit any of the allegations of the

10

Complaint. Nothing in this Consent Decree shall be construed as an admission of

i1

any issue of law or fact or of any violation of law. Except as otherwise provided

12

by this Consent Decree, this Consent Decree shall not prejudice, waive or impair

13

any right, remedy or defense that Settling Defendant may have in any other or

14

further legal proceeding.
9.

15
16

Upon approval and entry of this Consent Decree by the Court, this

Consent Decree shall constitute. a final judgment between and among the Parties.

III. DEFINITIONS

17
.10.

18

Unless otherwise expressly provided herein, terms used in this

19

Cons·ent Decree that are defined in CERCLA or in regulations promulgated under

20

CERCLA shall have the meaning assigned to them therein. Whenever terms listed

21

below are used in this Consent Decree, the definitions below shall apply.
11.

22

"The Department" or "Plaintiff' shall mean the State of California

23

Department of Toxic Substances Control, and its predecessors and successors. The

24

Department is a public agency of the State of California organized and existing

25

under and pursuant to California Health and Safety Code§ 58000 et seq. Under

26

California law, the Department is the state agency responsible for determining

27

whether there has been a release and/or threatened release ofhazard6-l1s--substarices-- --

28

into the environment, and for determining the actions to be taken in response
5
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

)

)

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 'Page 6 of 34 Page ID
#:5594

1

thereto.
12.

2
3

"Effective Date" shall mean the date the Court enters an Order

approving this Consent Decree.
13.

4

"Fair Market Value" shall mean the price at which the Property, or

5

any parcel thereof, as then improved and in its then current condition, would

6

change hands in an absolutely AS-IS, WHERE IS, WITH ALL FAULTS

7

condition, between a willing buyer and a willing seller under actual market

8

conditions for property substantially similar to the Property, neitherbeing under

9

any compulsion to buy or to sell and both having reasonable knowledge of all

1o

relevant facts (including, but not limited to, the historical and current

11

environmental condition, the conditions imposed by this Consent Decree, the fact

12

that the seller will not undertake any mitigation or clean up of the Property, and

I

13
14

. the possibility that Plaintiff may require the recordation of an Environmental
Restrictions Covenant in the future) in an arm's length transaction.

15
16

14.

Company, collectively.

17
18

"Parties" shall mean Plaintiff and Standard Nickel-Chromium Plating

15.

"Party" shall mean Plaintiff, or Standard Nickel-Chromium Plating

Company.

19

16.

"Property" shall mean the properties located at: (a) 811East62nd

20

Street; (b) 817/819 East 62nd Street, Los Angeles, CA 90001; and (c) the 78 acres

21

located in the Pinon Hills Area, San Bernardino County, California, collectively.

22

The 78 acres located in the Pinon Hills Area is identified by San Bernardino

23

County Assessor's Parcel Number 306842101000.

24
25
26
--·-----·---- -----·-·-···----

27

17.

"Response Costs" shall mean all costs of "removal," "remedial

action," or "response" as those terms are defined by CERCLA § 101, 42 U.S.C.§
9601, related to the release and/or threatened release of hazardous substances at or
·-~----·--·------·----~---

-·~-----~

··--

--------·-·--------·----

from the Site, including the soil and groundwater.

28

18.

"Settling Defendant" shall mean Standard Nickel-Chromium Plating
6

19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

)

,- ~

)
1

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 7 of 34 Page ID
#:5595

1

Company.
19.

2

The "Site" shall mean the properties located at 811, 817/819, 825,

3

and 826 East 62nd Street, Los Angeles, CA 90001, also collectively known as the

4

Standard Nickel property, including the extent of the releases of hazardous

5

substances at or from the Site, including its various parcels, into the environment,

6

including the soil and groundwater.

IV. SETTLING DEFENDANT'S OBLIGATIONS

7
20.

8
9

follows:

10

a.

Settling Defendant shall satisfy its liability to the Department as

11

Settling Defendant shall pay the Department $500 within thirty (30)

days of the Effective Date.
b.

12

Sale of the Property
1.

13

Settling Defendant shall use commercially reasonable efforts to

sell the Property for Fair Market Value.

14

11.

15

Settling Defendant shall pay the Department all Net Sale

16

Proceeds from the sale of the Property.

17

c.

For purposes of this Consent Decree, "Net Sale Proceeds" shall mean

18

the gross sale price, less costs of sale (including but not limited to commissions,

19

finders fees, attorneys' fees related to negotiation and documentation of the

20

transactions, escrow costs, title fees and costs including those for any

21

endorsements required by buyer or title company, City, State, and County

22

documentary transfer taxes, and similar items), taxes (including but not limited to

23

property taxes and assessments of all types, and income taxes and capital gains

24

taxes due as a result of the sales by Settling Defendant of the Property 3), all
3

25
26
------

---~------

27
28

J?ecause Settling Defepdant is a Sub-Chapter S Corporation, all State and

--~~~t~~~~i;~J~fe~~~~\a~t~~ at the corporate level. ~~fJ~~Jr~~~~~~~_d~if~ __ _
Bfi:~~!c~r~naT:x~~~1 Pendmg determmation of the
sliarenolders chrectly, and not

1

1

taxes due from Settling Defendant's shareholders as a result of the sales by Settling
Defendant of the Property, Settling Defendant shall hold back from the Net Sale
(continued ... )
7
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STAND ARD NICKEL-CHROMIUM COMPANY

..

)
~
Case :13-cv-03600-RGK-AJW Document 185-1 · Filed 09/09/14 Page 8 of 34 Page ID
#:5596
1

customary prorations of any property expenses, and amounts needed to satisfy any

2

liens, encumbrances or other items recorded against the Property that are senior to

3

the Department's Deed of Trust, and any amounts required by buyer or title

4

company to be held back at closing to satisfy an unresolved issue or contingency

5

(provided, however, that if the conditions for release of such hold back amount

6

have been met, and any funds remain in Settling Defendant's account, such

7

remainder shall be included in the Net Sale Proceeds and paid over to the

8

Department).

9

d.

For purposes of this Consent Decree, Settling Defendant shall be

10

deemed to have made commercially reasonable efforts to sell the Property if it

11

does all of the following:

i.

12

Enters into an exclusive listing agreement with a licensed

13

commercial real estate broker to list the Property at Fair Market Value.

14

Settling Defendant may enter into an exclusive listing agreement with more

15

than one licensed commercial real estate broker to list and market the

16

Property or any parcel of it.
II.

17

Accepts any unconditional offer to purchase the Property in as-

is condition, and without representations or warranties, for Fair Market

. 18
19

Value.

20

e.

Settling Defendant shall notify the Department in writing when it

21

enters an agreement to sell the Property, or any parcel of it, within 10 days of

22

opening escrow to sell the Property, or any parcel thereof, and shall provide the

23

Department with a copy of the agreement to sell the Property and escrow

24
25
26
-~

------------ -

27
28

( ... continued)
·
:Proceeds paid to the Department an amount equa.1 to 35% of the gross sale~ price of
the Property or any ROrt1on thereof. Upon the filmg of tax returns by Settlmg
·
Defenaant' s shareholµers for the applicable year(s), Set!ling Defendant sti_all)ay to.
tlreDepartment the difference between the amount of the holdback for a_part1cular
Property or portion thereof sold and the taxes due, if any, from Settling Defendant's
shareholders as a result of that sale.
8
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

)

)

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 9 of 34 Page ID
#:5597

1

agreement, and shall immediately request a preliminary Seller's Estimated

2

Settlement Statement from the escrow agent to provide to the Department. In the

3

event that the Department does not object to the terms of the sales agreement and

4

escrow within twelve ( 12) business days of its receipt of same, it shall be deemed

5

to have waived its right to challenge the sale price as being below Fair Market

6

Value. Any objection must be in writing, and must state with specificity the basis

7

of the objection. If such an objection is made, the parties will promptly confer to

8

detern1ine if the objection can be satisfactorily resolved.
f.

9

Settling Defendant shall provide both the Seller's Estimated

10

Settlement Statement and a signed report setting forth a cash based accounting of

11

the calculation of the Net Sale Proceeds, i.e., showing the gross sales price, and

12

each item deducted from same in calculating the Net Sale Proceeds (Net Proceeds

13

Report), and pay the Net Sale Proceeds for each parcel of the Property to the

14

Department within 15 days of escrow closing date for each parcel of the Property.

15

Upon written request, Settling Defendant shall provide all supporting

16

documentation for the sale and the calculation of the Net Sale Proceeds, and the

17

purchase and escrow documents and escrow settlement statement, within 14 days

18

of the request to enable the Department to audit and verify the sale transaction(s)

19

and calculation of the Net Sale Proceeds.
g.

20

Settling Defendant agrees to sign, cooperate, and perform any act

21

necessary to perfect and cause the recordation of the Deed of Trust described in

22

Paragraph 41, below.
h.

23

Settling Defendant shall pay the Department the insurance proceeds,

24
25

payments resulting from Settling Defendant's claims against its insurers in

26
---·-···--·--

if any, that Settling Defendant recovers from its insurance carriers as indemnity

connection with the Department's Complaint in this matter, including but not

27

limited to, proceeds from the policy numbers identified in Exhibit A attached to

28

this Consent Decree. Such proceeds shall not include any amounts paid by

--

9
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

~
~
)
Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 10 of 34 Page ID
#:5598

1

Settling Defendant's insurers to reimburse defense costs as those payments do not

2

decrease the available insurance coverage, or amounts paid by Settling

3

Defendant's insurers to other insureds. Settling Defendant shall have no

4

obligation to bring a lawsuit or other action against its insurers to recover such

5

proceeds. Settling Defendant shall make payments to the Department under this

6

subparagraph (20h), if any, within forty-five (45) days of recovering such

7

insurance proceeds. Upon the earlier to occur of (a) four years of the

8

Department's completion of on-Site remedial activities or (b) resolution of any

9

dispute between Settling Defendant and its insurers, Settling Defendant shall

IO

.notify the Department of the amount, if any, of insurance proceeds paid to it in

11

such resolution. This Consent Decree does not affect, impair or determine

12

coverage of any insurance policy listed in Exhibit A.
i.

13
14

Every payment required under this Consent Decree shall be made in

accordance with Paragraph 21.
j.

15

Settling Defendant's payment obligations shall be deemed to have

16

been satisfied in full upon: ( 1) Settling Defendant's delivery of the payment due

17

under Paragraph 20(a); (2) the Department's verification of the figures and

18

supporting documentation provided under Paragraph 20(±), which the Department

19

shall complete within ten ( 10) business days of its receipt of each Net Proceeds

20

Report; (3) the Department's receipt of Net Sale Proceeds from the sale(s) of all

21

parcels of the Property due, with Settling Defendant's verified Net Proceeds

22

Report; and (4) the Department's receipt of the payments made to the Department

23

pursuant to Paragraph 20(h), if any.
21.

24

The payments specified in Paragraph 20 above, shall be made by

25
26
-

certified or cashier's check made payable to Cashier, California Department of
Toxic Substances Control, and shall bear on its face the phrase, "Standard Nickel

27

Chromium 294 Account."

·-----·--·-

a.

28

The payments shall be sent to:
10

19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

)

)

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 11of34 Page ID
#:5599

Cashier
Accounting Office, MS-21A
Department of Toxic Substances Control
1001 I Street
·
P.O. Box 806
Sacramento, CA 95812-0806

1

2
3

b.

4
5

A copy of the check shall be mailed to:
Vivian Murai, Senior Attorney
California Department of Toxic Substances Controi
Office of Legal Counsel, MS-23A
1001 I Street
P.O. Box 806
Sacramento, CA 95812-0806

6

7
8

Or e-mailed to [e-mail] in .pdf or .jpg format.
9

V. ACCESS TO INFORMATION

10
11
12
13
14
15
16
17
18

22.

Settling Defendant shall have provided to the Department copies of any and all
records, documents, arid information within their possession or control, or that of
their agents, relating to: (a) the ownership, operation or control of the Site; (b) the
purchase, storage,' use, handling, generation, treatment, transportation, or disposal
of hazardous substances in connection with the Site; (c) releases and/or threatened
releases of hazardous substances at or from the Site, including the soil and
groundwater; and (d) removal, remedial or response actions conducted by any
.,
person at the Site.

19
20
21

22
23

By no later than thirty (30) calendar days of the Effective Date,

23.

If after the Effective Date, Settling Defendant obtains any records,

documents or information described in Paragraph 22 not previously provided to
Plaintiff, Settling Defendant agrees to provide Plaintiff with copies of the
additional records, documents or information within ten calendar days of the date
Settling Defendant obtained the records, documents or information.

24

24.

Settling Defendant may assert confidentiality claims covering part or

25

all of the documents or information submitted to Plaintiffunder this Consent
26
----- -- --Decree-to the extent permitted by and in accordance-with California Health-and -

27

Safety Code§ 25358.2. Documents or information determined to be confidential

28
11
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

)

.,

)

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 12 of 34 Page ID
#:5600

1

by Plaintiff will be afforded the proteetion specified in California Health and

2

Safety Code§ 25358.2. Settling Defendant may also assert that certain

3

documents, records and other information are privileged under the attorney-client

4

privilege or any other privilege recognized by federal law. If Settling Defendant

5

asserts such a privilege in lieu of providing documents, Settling Defendant shall

6

provide Plaintiff with a description of the document withheld and the·basis for

7

asserting the privilege.

VI. COVENANT NOT TO SUE BY PLAINTIFF

8
25.

9

Except as expressly provided in Section VII (ReserVation of Rights)

10

of this Consent Decree, Plaintiff covenants not to sue Settling Defendant pursuant

11

to CERCLA, the California Hazardous Substances Account Act ("HSAA"),

12

California Health and Safety Code§ 25300 et seq., or any other statute, regulation,

13

or common law theory to: (a) recover Plaintiffs Response Costs and all other

14

damages (with the exception of natural resource damages) related to the Site; or

15

(b) require Settling Defendant to conduct response actions, including removal or

--16- remedial-actions; related to the release and/or threatened release of hazardous·-17

substances at or from the Site, including· the soil and groundwater. This Covenant

18

Not to Sue is conditioned upon the complete and satisfactory performance by

19

Settling Defendant of all its obligations under this Consent Decree. However, this

20

Covenant Not to Sue shall be revoked and deemed not effective if Settling

21

Defendant fails to make the payments required by Paragraph 20 of this Consent

22

Decree.

VII. RESERVATION OF RIGHTS

23

Obligations Under This Decree

24
25
·----·

In the event Plaintiff initiates any legal proceedings against Settling

26
- ----------·------

26.

Defendant for non-compliance with this Consent Decree, Settling Defendant shall

--~-------·-

27

not contest its obligation to fully comply with this Consent Decree. However, in

28

such proceedings, Settling Defendant may raise any and all defenses that Settling
12
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
· STANDARD NICKEL-CHROMIUM COMPANY

)

)

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 13 of 34 Page 1·0
#:5601

1

Defendant deems to be relevantto the issue of whether or not it has complied with

2

the terms of the Consent Decree.

Claims Regarding Other Sites

3

27.

4

Nothing in this Consent Decree is intended or shall be construed to limit the

5

rights of any Party with respect to claims arising out of or relating to the deposit,

6

release, or disposal of hazardous substances at any location other than the Site

7

subject to this Consent Decree. This subsection, however, shall not limit the

8

covenants not to sue and releases in this Consent Decree that apply to claims

9

arising from the spread or passive migration of hazardous substances from the

10

Site.

Claims Against Other Persons and Entities

11

28.

12

Nothing in this Consent Decree shall constitute or be construed as a release

13

or covenant not to sue regarding any claim or cause of action against any person

14

(as defined in CERCLA section 101(21), 42 U.S.C. § 9601(21), who is not a

15

signatory to this Consent Decree, for any liability he, she or it may have arising

- --16- out of or relating to the Site. The legal and equitable rights retained include, -but
17

are not limited to: (i) the Department's right to compel any person who is not a

18

signatory to the Consent Decree to conduct response actions for hazardous

19

substance contamination at or from the Site; and (ii) the rights of the Parties to

20

seek reimbursement and/or other relief from any person who is not a signatory to

21

this Consent Decree for Response Costs incurred as a result of such

22

contamination. Except as provided in Paragraph 35 (Parties Bound), nothing in

23

this Consent Decree shall be construed to create any rights in, or grant any cause

24

of action to, any person not a party to this Consent Decree.

Reservation of Claims

25
26
--~---~------

29.

The Plaintiffs Covenants Not to Sue (Section VI) do not pertain to the

-

27

following matters:
a.

28

Failure of Settling Defendant to meet the requirements of this
13

19841078.

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

)

!

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 14 of 34 Page ID
#:5602

1

Consent Decree;
b.

2

3

42 U.S.C. § 9601(6), including all costs incurred by any natural resources trustees;
c.

4
5

Damage to natural resources, as defined in CERCLA section 101(6),

Settling Defendant's introduction of any hazardous substance,

pollutant, or contaminant to the Site after the Effective Date;
d.

6

Overt acts by Settling Defendant after the Effective Date that cause

7

the exacerbation of the hazardous substance conditions existing at or from the

8

Site;
e.

9

Claims based on liability arising from the past, present, or future

10

disposal of hazardous substances at sites or locations other than the Site. This

11

subsection (e), however, shall not limit the covenants not to sue in this Consent

12

Decree that apply to claims arising from the passive migration of hazardous

13

substances from the Site; and
f.

14

Claims based on criminal liability. At present, however, Plaintiff has

15

no pending criminal claim or investigation, nor is it aware of any facts that would

16

give rise to a criminal investigation, against any Settling Defendant.

17

30.

18

Except as expressly provided in the Consent Decree, nothing irt the Consent

Other Rights Reserved

19

Decree is intended nor shall it be construed to preclude the Department from

20

exercising its authority under any law, statute or regulation, including, but not

21

limited to, taking action in the future to require the oWner of the Site to record an

22

Environmental Restrictions Covenant. Furthermore, nothing in the Consent

23

Decree is intended, nor shall it be construed, to preclude any other state agency,

24

department, board or entity or any federal entity from exercising its authority

25

under any law, statute or regulation.

26

31.

27

Notwithstanding any other provision in the Consent Decree, Plaintiff

28

reserves the right to institute proceedings in this action or in a new action, seeking

Plaintifrs Further Reservation

14
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

.

~

)

i

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 15 of 34 Page ID
#:5603

1

to compel Settling Defendant to perform additional response actions at the Site

2

and/or to reimburse Plaintiff for additional Response Costs if:
a.

3

After the Effective Date of the Consent Decree, the Department

4

receives information previously unknown to the Department, indicating that the

5

information provided by Settling Defendant regarding its involvement at the Site

6

and upon which the Department relied upon in entering into the Consent Decree is

7

false, or in a material respect, inaccurate.

8
9

b.

· Conditions previously unknown to Plaintiff, for which Settling

Defendant is liable under any statute or law, are discovered at the Site after the

1o

Effective Date, and these previously unknown conditions indicate a release and/or

11

threat of release of hazardous substances into the environment

12

VIII. COVENANT NOT TO SUE BY SETTLING DEFENDANT

13

32.

Settling Defendant covenants not to sue and agrees not to assert any

14

claims or causes of action against Plaintiff or its contractors or employees that

15

arise out of the transaction or occurrence that is the subject matter of Plaintiffs

16

Complaint or for any injuries, losses, costs, or damages caused or incurred as a

17

result of the performances or requirements of this Consent Decree or the

18

Department's response actions at the Site. Settling Defendant reserves the right to

19

take action to compel the Plaintiff to comply with the terms of this Consent

20

Decree.

21

IX. CONTRIBUTION PROTECTION

22

33.

With regard to claims for contribution against Settling Defendant for

23

"Matters Addressed" in this Consent Decree, the Parties agree, and the Court finds

24

as follows:
a.

25
26

within the meaning of CERCLA section 113(f)(2), 42 U.S.C. § 9613(f)(2).

27
28

This Consent Decree constitutes a judicially approved settlement

b.

This Consent Decree requires that Settling Defendant pay certain

costs with respect to its liability at the Site.
15
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

,- \
J

I

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 16 of 34 Page ID
#:5604

c.

1

·Settling Defendant is· entitled to the contribution protection provided

2

by CERCLA section l 13(f)(2), 42 U.S.C. § 9613(±)(2), and by state statutory and

3

common law for the "Matters Addressed" in this Consent Decree, except for

4

actions and claims identified in the Department's Reservation of Rights (Section

5

VII).
d.

6

The "Matters Addressed" in this Consent Decree include: (1) all past

7

and future Response Costs and all other damages (with the exception of natural

8

resource damages) incurred by or on behalf of the Department with respect to the

9

Site, including the Department oversight costs; (2) all past and future Response

10

Costs that have been and/or may be incurred by or on behalf of any other person,

11

including any past, present or future Site owner or operator, with respect to the

12

Site; and (3) interest on amounts referred to in subsections (1) and (2).
e.

13

The protection provided for in this Section IX is conditioned upon

14

compliance by Settling Defendant.with its obligations under Paragraph 20 of this

15

Consent Decree.
f.

16

Nothing in this Consent Decree diminishes the right of the

17

Department under CERCLA to pursue any other person for Response Costs

18

incurred by the Department and to entednto settlements that give rise to

19

contribution protection with those persons.

X. NOTIFICATION

20
34.

21
22

provided for in this Consent Decree shall be addressed as follows:

23

For Plaintiff:

24

Tedd Yargeau, Project Manager
Chatsworth Cleanup Program
California Department of Toxic Substances Control
9211 Oakdale A venue
--chatsworth, CA 91311-6505

25
--

------

Notification to or communication among the Parties as required or

26

----------

27

Vivian Murai, Senior Attorney
California Department of Toxic Substances Control

28

16
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

/

)

)

Case :13-cv-03600-RGK-AJW Document 185-1 . Filed 09/09/14 Page 17 of 34 Page ID
#:5605

Office of Legal Counsel, MS-23A
P.O. Box 806
.
Sacramento, CA 95812-0806

1

2

For Settling Defendants:
3
Standard Nickel-Chromium Plating Company
c/o Sean M. Sherlock
·
Snell & Wilmer L.L.P.
600 Anton Boulevard, Suite 1400
Costa Mesa, CA 92626-7689

4
5
6
7

;x1. GENERAL PROVISIONS

8

35.

9
10
11

This Consent Decree shall apply to, be binding upon, and inure to the
benefit of the Parties and their representatives, successors, heirs, legatees, and
assigns.

12

36.

13
14
15
16
17

Decree shall in no way be deemed a waiver of such provision or in any way affect
the validity of this Consent Decree. The failure of the Department to enforce any
such provision shall not preclude it from later enforcing the same or any other
provision of this Consent Decree.

37.

19

21
22
23

constitute a finding by the Department as to the risks to human health or the
environment that may be posed by contamination at the Site. This Consent Decree
does not constitute a representation by the Department that the Site, or any part
thereof, is fit for any particular purpose.
38.

25
·------

... 2Ji
27

No Findings

The statements of fact set forth in this Consent Decree are not intended to

24

- - - - - - - - ----

No Waiver of Enforcement

The failure of the Department to enforce any provision of this Consent

18

20

Parties Bound

Governmental Liability

Nothing herein is intended, nor shall be construed, to limit, impair, or
· prejudice the governmental tort, statutory or sovereign irnmunities available rcrtlfe
Department under applicable law for its oversight or other activities with respect

28
17
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

.

\

)

)

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 18 of 34 Page ID
#:5606

1

to the Site.

2

39.

3

This Consent Decree may be modified upon written approval of the Parties

4

Modification

and with the consent of the Court.
40.

5

Recording

6

· Within thirty (30) calendar days of the Effective Date, Plaintiff shall record

7.

a copy of this Consent Decree with the Los Angeles County Recorder with respect

8

to the Site. The Parties shall cooperate and provide assistance in taking the steps

9

necessary to achieve the recording of this Consent Decree.

10

41.

Deed of Trust

11

a.

Settling Defendant shall sign a Deed of Trust in favor of the

12

Department to secure performance of Settling Defendant's obligation to pay the

13

Department the Net Sale Proceeds.

14

b.

The Deed of Trust shall be held by an independent third party (e.g.,

15

title or escrow company, or bank or credit union), and shall be in the form

16

substantially similar to the one attached hereto as Exhibit B.

17

c.

The Parties agree that nothing herein shall vest the Department with

18

any ownership interest in the Property, and that they are settling this matter due to·

19

the various uncertainties associated with the litigation. The Department alleges

20

that the response costs it seeks through its Complaint in this matter may exceed

21

the value of the Net Sale Proceeds, and that the Department is accepting the Net

22

Sale Proceeds in satisfaction of its claims as creditor for response costs, solely to

23

facilitate a consensual resolution of this matter. By accepting this Deed of Trust,

24

the Department shall not become and shall not be deemed an owner of the

25

Property, either equitable, legal, or otherwise.

26

d.

The Department may require the trustee under the Deed of Trust to

27

foreclose on the Deed of Trust either under the terms specified therein, or if

28

Settling Defendant does not sell the Property for Fair Market Value on or before
18
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

)

~)

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 19 of 34 Page ID
#:5607

1

the third anniversary of the date that the Department gives notice that it has

2

completed active remediation work at the Site.

3

e.

Notwithstanding any other provision of this Consent Decree or the

4

Deed of Trust, the Parties acknowledge and agree that Settling Defendant shall

5

have no obligation under this Consent Decree or the Deed of Trust to pay any

6

taxes or assessments due upon the Property, or to maintain commercially

7

reasonable insurance coverage for the Property, or to maintain the Property in

8

good repair and condition, and that Settling Defendant's failure to operate or

9

maintain the Property, or any parcel thereof, in conformance with the express

1o

conditions imposed under the Deed of Trust shall not constitute a violation of or

11

default under this Consent Decree. The parties further acknowledge and agree

12

that in the event that any condition under the Deed of Trust is not satisfied, the

13

Department's sole remedy shall be foreclosure upon the applicable parcel(s) of

14

Property.
f.

15

The Parties acknowledge and agree that upon the foreclosure of the

16

Property, or any parcel thereof, Settling Defendant's obligations under this

17

Consent Decree with respect to the parcel or parcels foreclosed upon shall be

18

deemed fully satisfied.
g.

19

Settling Defendant agrees to obey all laws and ordinances in its

20

management of the Property. Settling Oefendant acknowledges that the

21

Department will continue to remediate the Site.
h.

22

The Department shall not be responsible for paying any taxes or

23

assessments, or for maintaining commercially reasonable insurance coverage for

24

the Property at any time prior to its foreclosure upon the Property or any parcel

25

thereof.

Integration

26

42.

27

This Consent Decree constitutes the final, complete and exclusive

28

agreement and understanding between the Parties with respect to the settlement
19
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
ST AND ARD NICKEL-CHROMIUM COMPANY

)

~

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 20 of 34 Page ID
#:5608

1

embodied in this Consent Decree. The Consent Decree may not be amended or

2

supplemented except as provided for in the Consent Decree.

3

43.

4

If the Department brings an action against Settling Defendant to enforce this

Attorneys' Fees and Costs

5

Consent Decree, and is successful in such action, Settling Defendant shall

6

reimburse the Department for all costs of such action, including, but not limited to,

7

attorneys' fees.

8

44.

9

This Consent Decree may be executed in two or more counterparts, each of

Counterparts

1O

which shall be deemed an original, but all of which together shall constitute one

11

and the same instrument.

12

45.

Applicable Law

13

This Consent Decree is entered into and shall be construed and interpreted

14

in accordance with the laws of the State of California and, where applicable, the

15

laws of the United States.

16

46.

Notice

17

Settling Defendant has appointed and authorized the agent identified on its

18

sign_ature page and Section X to this Consent Decree to receive notices with

19

respect to all matters arising under or relating to this Consent Decree.

20

47.

Lodging and Public Notice

21

This Consent Decree shall be lodged with the Court for a period of not less

22

than thirty (30) calendar days. The Consent Decree also is subject to a public

23

comment period of not less than thirty (3 0) calendar days. The Department may

24

modify or withdraw its consent to this Consent Decree if comments received

25

during the public comment period disclose facts or considerations that indicate

26

that this Consent Decree is inappropriate, improper or inadequate. Settling

·27

Defendant consents to the entry of this Consent Decree without further notice.

28
20
19841078

[PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

;_,

/

-)

)

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 'page 21of34 Page ID
#:5609

Court Refusal to Enter Consent Decree

1

48.

2

If, for any reason, the Court declines to approve this Consent Decree in the

3

fom1 presented, this agreement is voidable at the sole discretion of any Party and

4

the terms of the Consent Decree may not be used as evidence in any litigation

~

between the Parties.

.J

Signatories

6

49.

7

Each signatory to this Consent Decree certifies that he or she is fully

8

authorized by the Party he or she represents to enter into the te1ms and conditions

9

of this Consent Decree, to execute it on behalf of the party represented, and to

10

legally bind that party to all the terms and conditions of this Consent Decree.

11

12

13
14
15

I
i

Settling Defendant consents to this Consent Decree by its duly authorized
representative as follows:
FOR STANDARD NICKEL-CHROMIUM PLATING COMPANY:

\

)'

~·'\

.

.·•

.

,/
)
!/
c1·, t/ .
...vl...< JC ::=' Z.t/(c;:tlf.-u,'ii,.,. .
Date _·_·_···_z1_· ~'-/_ _ __
··_{
16 ~/.,Jf"
ueorgeT)]ilgarian,
I
17 Vice President of Standard Nickel-Chromium Plating Company
I

18
19

20

Plaintiff consents to this Consent Decree by its duly authorized representative as
follows:
.·

21

TMENT OF TOXIC SUBSTANCES CONTROL:

22

Date

23

.

9- 9- I'-/

24
25
26
27
28
21
19841078

(PROPOSED] CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEI>CHROMIUM COMPANY

.

f

\

)

i

Case :13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 22 of 34 Page ID
#:5610

IT IS SO ORDERED, ADJUDGED, AND DECREED.

1
2
3

Dated:

NOV 2 ii 2014

'2014
The

4
5
6

7
8
9
10
11

12
13
14
15
16
17
18
-- 19

--

20
21
22
23
24
25
26
27
28
22
19841078

[PROPOSED) CONSENT DECREE BETWEEN PLAINTIFF AND
STANDARD NICKEL-CHROMIUM COMPANY

)

)

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 23 of 34 Page ID
#:5611

EXHIBIT A

).

)

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 24 of 34 Page ID
#:5612
Copy of Standard Nickel Policies

Policy Number:
33 AB 800302 CMA
33 AL 049682 CC
33 AL 053554 CC
33 AL 41105 CC
33 AL 45242 CC
33 AL 78661 CC
33 AL 800302 CC.
33 AL 800302 CC 0
33 AL 800302 CCA
33 AL 81983 CC
33 SM 054008 FCA
33 SM 90528 FCA
33 XS 1328 WCA
33 XS 1328 WCA
33 XS 1328 WCA
33 XS 1328 WCA
33 XS 1328 WCA
83 GL 5103741 CCI part of 83 ACM 5103741
83 GL 5355673 CCI part of 83 ACM 5355673
83 GL 5727886 CCI part of 83 ACM 5727886
83 GL 5731385 CCI part of 83 ACM 5731385
83 SM 714790 FCA
83 SM 723358 FCA
83 SM 844200 FCS
83 SM 891322 FCS
83 SM 981055 FCA
83 SM 994126 FCA
83 XS 124038 WCA
83 XS 2512 WCA
·83-xs2512-wcA -83 XS 509563 WCA
83 XS 510519 WCA
83 XS 540515 WCA
83 XS 576904 WCA
86 GL 21101336 CCI part of 86 ACM 21101336
86 GL 22964957 CCI part of 86 ACM 22964957
86 GL 23815825 CCI part of 86 ACM 23815825
86 GL 24713792 CCI part of 86 ACM 24713792
86 GL 25301558 CCI part of 86 ACM 25301558
86 XS 20725778 WCA
86 XS 22009010 WCA
K-223 3300
. P-660-452N2827-TIL-98
P-660-452N2827-TIL-99
P-660-63 3X6 l 21-TIL-OO
P-660-633X6121-TIL-O 1
PJ-660-452N2827.,TIL-97
20037818.l

)

~

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 25 of .34 Page ID
#:5613

33 SM 054008 FCA
PJ-660-452N2839-TIL-97
PJ-660-4 52N283 9-TIL-98
K-215 0900

20037818.1

)

)

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 26 of 34 Page ID
#:5614

EXHIBIT B

)

i

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 27 of 34 Page ID
#:5615

RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
The State of California
Department of Toxic Substances Control

SPACE ABOVE THIS LINE FOR RECORDER'S USE

DEED OF TRUST
This DEED OF TRUST, is executed on the __ day of September, 2014, by STANDARD NICKEL-CHROMIUM
PLATING COMPANY, A CALIFORNIA CORPORATION, herein called TRUSTOR, whose address is 826 E.
6211d Street, Los Angeles, California 90001, to [
] herein called TRUSTEE,
whose address is [
for the benefit of THE STATE OF CALIFORNIA
DEPARTMENT OF TOXIC SUBSTANCES CONTROL, herein called BENEFICIARY whose address is 1001 I
Street, Sacramento, California 95812-0806.
WITNESSETH: That Trustor grants to Trustee in trust, with power of sale, that property (the "Collateral") in the City of
Los Angeles, County of Los Angeles, State of California, described as:
See Exhibit A attached hereto and incorporated herein.
APN: 6007-009-018, 6007-009-026
Commonly known as 811 East 62"d Street and 817/819 East 62"d Street, Los Angeles, California 90001.
This Deed of Trust is given to. secure performance by Trustor of its covenants and agreements under that
certain CONSENT DECREE, between Trustor and Beneficiary, dated
2014, in Case No. CVl3-03600
RGK (AJWx) in the United States District Court for the Central District of California. As required in order to make the
duties of the parties clear, the terms and conditions of said Consent Decree are incorporated herein by reference as if set
out in full.
A.

It is mutually agreed:

1) That any award of damages in connection with any condemnation for public use of or injury to said
property or any part thereof is hereby assigned and shall be paid to Beneficiary who may apply or release such moneys
received by him in the same manner as if same were "Net Sale Proceeds," as defined in the Consent Decree.
_ _ _ 2) 1'hflt by 11ccepting the Net Sale Proceeds of the sale of any single piece of property which is encumbered by
this Deed of Trust, Beneficiary does not waive his right either to require prompt payment when due of all other sums so
secured or to declare default for failure so to pay, except with respect to the property from which such Net Sale Proceeds
are received.
-

20037890,2
09/08/14

Page 1 of4

)

\

J

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 28 of 34 Page ID
#:5616

3) That at any time or from time to time, without liability therefor and without notice, upon written request of
Beneficiary and presentation of this Deed of Trust, Trustee shall: reconvey any part of said property; consent to the
making of any map or plat thereof; join in granting any easement thereon, join in any extension agreement or any
agreement subordinating the lien or charge hereof.
4) That upon written request of Beneficiary, and upon surrender of this Deed of Trust to Trustee for
cancellation and retention or other disposition as Trustee in its sole discretion may choose and upon payment of its fees,
Trustee shall reconvey, without warranty, the property then held hereunder, or such portion of same that Beneficiary has
requested be released from the lien hereof. The Grantee in such reconveyance may be described as "the peison Or
persons legally entitled thereto".
5)
That upon material default by Trustor in performance of any agreement hereunder, Beneficiary may
declare all performance secured hereby immediately due to Trustee by written declaration of default and demand for sale
and of written notice of default and of election to cause to be sold said property, which notice Trustee shall cause to be
filed for record. Among those material defaults described in the preceding sentence are the following: (a) non-payment
of any and all taxes and assessments before delinquency or failure to pay any and all charges, fines, and impositions
attributable to the Collateral; (b) failure to maintain commercially reasonable insurance coverage with respect to the
Collateral; (c) Trustor's failure to obey all laws and ordinances in its management of the Collateral; or (d) Trustor's
failure to take all reasonable steps to preserve the priority of the Beneficiary's lien as it is established in this Deed of
Trust. Beneficiary also shall deposit with Trustee this Deed of Trust and all documents evidencing expenditures secured
·hereby.
.
After the lapse of such time as may then be required by law following the recordation of said notice of default,
and notice of sale· having been given as then required by law, Trustee, without demand on Trustor, shall sell said
property at the time and place fixed PY it in said notice of sale, either as a whole or in separate parcels, and in such order
as it may determine, at public auction to the highest bidder for cash in lawflil money of the United States, payable at time
of sale, Trustee may postpone sale of all or any portion of said property by public announcement at such time and place
of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the
preceding postponement. Trustee shall deliver to such purchaser its deed conveying the property so sold, but without
any covenant or warranty, express or implied. Any person, including Trustor, Trustee, or Beneficiary as hereinafter
defined, may purchase at such sale.
After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in
connection with sale, Trustee shall pay the remainder to Beneficiary.
6) Beneficiary, or any legal successor in interest to the rights of performance under the Consent Decree, may
from time to time, by instrument in writing, substftute a successor or successors to any Trustee named herein or acting
hereunder, which instrument, executed by the Beneficiary and duly acknowledged and recorded in the office of the
·· ·- recorder·ofthe county or counties where said property is situated shall be conclusive proofofproper substitution ofSffclf ·
successor Trustee or Trustees, who shall, without conveyance from the Trustee predecessor, succeed to all its title,
estate, rights, powers and duties. Said instrument must contain the name of the original Trustor, Trustee and Beneficiary
hereunder, the book and page where this Deed of Trust is recorded and the name and address of the new Trustee.
7) That this Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees,
devisees, administrators, executors, successors and assigns. In this Deed of Trust, whenever the context so requires, the
masculine gender includes the feminine and/or neuter, and the singular number includes the plural.
8) That Trustee accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public
record as provided by law. Trustee is not obligated· to notify any party hereto of pending sale under any other deed of
trust or of any action or proceeding in which Trustor, Beneficiary or Trustee shall be a party unless brought by Trustee ..
B. Additional Terms.
I) By way of explanation and not limitation, the parties hereto acknowledge and agree that all terms and
conditions of this Deed are subject and subordinate to the terms and conditions of the Consent Decree, and that in the
. event of a conflict between the terms hereof and any term in the Consent Decree, the terms of the Consent Decree· shall
prevail.
2) The lien of this Deed of Trust secures a non-recourse obligation ofTrustor, as specifically described in the

20037890.2
09/08/14

Page 2 of4

)

)

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 29 of 34 Page ID
#:5617

Consent Decree, and no tenn hereof or general tenn governing the use or enforcement of Deeds of Trust shall operate to
alter or increase Trustor's obligations set forth in the Consent Decree.
'

3) This Deed of Trust encumbers two parcels of real property, and it is contemplated under the terms of the
Consent Decree that each will be sold separately, and at the time of such sale, Beneficiary shall instruct Trustee to record
a partial reconveyance of the lien of this Deed of Trust releasing the property that is sold but retaining the lien on the
unsold parcel. The partial reconveyance shall be requested and processed as promptly as possible in order to facilitate
any such sale, which will require that this Deed of Trust shall not encumber the parcel sold upon the close of escrow for
such parcel. Any such partial release and reconveyance shall not cause the reconveyance of this Deed of Trust with
respect to unsold property, nor shall it otherwise modify or alter the terms of the Deed of Trust with respect to such
unsold property.
4) Trustor shall cooperate and perform any act necessary to perfect and cause the recordation of this Deed of

Trust.
The undersigned Trustor requests that a copy of any notice of default and of any notice of sale hereunder be mailed to
him at his address hereinbefore set forth.
Signature ofTrustor
STANDARD NICKEL-CHROMIUM PLATING COMPANY,
A CALIFORNIA CORPORATION

By: _ _ _ _ __
Name:
Its:

Add Notarial Acknowledgement

20037890.2
09/08/14

Page 3 of4

)

\
I

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 30 of 34 Page ID
#:5618

EXHIBIT A
LEGAL DESCRIPTION

811East62"d Street, Los Angeles, California 90001
APN: 6007-009-018
.
That portion of the Section 20, Township 2 South, Range 13 West, S.B.B. and
M., in the City of Los Angeles, County of Los Angeles, State of California,
described as follows:
Beginning at a point in the East line of Avalon Boulevard, formerly South Park
Avenue, distant South along the East line, 1981 feet from a point which is distant
North 89 degrees 25 minutes East 45 feet from the Northwest corner of the
Northeast quarter of said Section 20; thence North 89 degrees 25 minutes East
1200 feet to the true point of beginning; thence from said true point of
beginning, North 89 degrees 25 minutes East 80 feet; th~nce South 228 feet;
thence South 89 degrees 25 minutes West 80 feet; thence North 228 feet to the
true point of beginning.
817/819 East 6211dStreet, Los Angeles, California 9000 I
APN: 6007-009-026
That portion of Section 20, Township 2 South, Range 13 West, SBM, in the city
of Los Angeles, county of Los Angeles, state of California, described as follows:
Beginning at a point in the East line of South Park Avenue, now Aval on
Boulevard, distant South along said East line 1981 feet from a point whbh is
distant North 89 degrees 25 minutes East 45 feet from the Northwest comer of
the Northeast qua1ter of said Section 20; thence N. 89 degrees 25 minutes East
1280 feet to the true point of beginning, said true point of beginning being in the
North line of the land conveyed to Wilbert J. Austin, by deed recorded in book
2454 page 278, Official Records, distant Easterly 80 feet from the Northwest
' comer of said land; thence from said true point of beginning North 89 degrees
25 minutes East 80 feet; thence South 228 feet; thence South 89 degrees 25
minutes West 80 feet; thence North 228 feet to the true point of beginning.

20037890,2
09/08/14

Page 4 of 4

'i

)

)

Case 2:13-cv-03600~RGK-AJW Document 185-1 Filed 09/09/14 Page 31of34 Page ID
#:5619

RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
The State of California
Department of Toxic Substances Control

SPACE ABOVE THIS LINE FOR RECORDER'S USE

DEED OF TRUST
This DEED OF TRUST, is executed on the·__ day of September, 2014, by STANDARD NICKEL-CHROMIUM
PLATING COMPANY; A CALIFORNIA CORPORATION, herein called TRUSTOR, whose address is 826 E.
62°d Street, Los Angeles, California 90001, to [_
,} herein called TRUSTEE,
whose address is [_
for the benefit of THE STATE OF CALIFORNJA
DEPARTMENT OF TOXIC SUBSTANCES CONTROL, herein called BENEFICIARY whose address is 1001 I
Street, Sacramento, California 95812-0806.
WITNESSETH: That Trustor grants to Trustee in trust, with power of sale, that property (the "Collateral") in the
County of San Bernardino, State of California, described as:
See Exhibit A attached hereto and incorporated herein.
APN: 306842101
Commonly known as 78 acres, located in Pinon Hills, San Bernardino County, California, which is identified by
San Bernardino County.
This Deed of Trust is given to secure performance by Trustor of its covenants and agreements under that
certain CONSENT DECREE, between Trustor and Beneficiary, dated
2014, in Case No. CV13-03600
. RGK (AJWx) in the United States District C.ourt for the Central Di.strict of California. As required in order to make the
duties of the parties clear, the terms and conditions of said Consent Decree are incorporated herein by reference as if set
out in full.
A.

It is mutually agreed:

1) That any award of damages in connection with any condemnation for public use of or injmy to said
property or any part thereof is hereby assigned and shall be paid to Beneficiary who may apply or release such moneys
received by him in the same manner as if same were "Net Sale Proceeds,'' as defined in the Consent Decree.
2) That by accepting the Net Sale Proceeds of the sale of any single piece of property which is encumbered by
this Deed of Trust, Beneficiary does not waive his right either to require prompt payment when due of all other sums so
secured or to declare default for failure so to pay, except with respect to the property from which such Net Sale Proceeds

20038535.1
09/08114

Page 1 of4

"f

.

:

)

)

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 32 of 34 Page ID
#:5620

are received.
3) That at any time or from time to time, without liability therefor and without notice, upon written request of
Beneficiary and presentation of this Deed of Trust, Trustee shall: reconvey any part of said property; consent to the
making of any map or plat thereof; join in granting any easement thereon,join in any extension agreement or any
agreement subordinating the lien or charge hereof.
4) That upon written request of Beneficiary, and upcin smTender of this Deed of Trust to Trustee for
cancellation and retention or other disposition as Trustee in its sole discretion may choose and upon payment of its fees,
Trustee shall reconvey, without warranty, the property then held hereunder, or such portion of same that Beneficiary has
requested be released from the lien hereof. The Grantee in such reconveyance may be described as "the person or
persons legally entitled thereto".
5)
That upon material default by Trustor in performance of any agreement hereunder, Beneficiary may
declare all performance secured hereby immediately due to Trustee by written declaration of default and demand for sale
and of written notice of default and of election to cause to be sold said property, which notice Trustee shall cause to .be
filed for record. Among those material defaults described in the preceding sentence are the following: (a) non-payment
of any and all taxes and assessments before delinquency or failure to pay any and all charges, fines, and impositions
attributable to the Collateral; (b) failure to maintain commercially reasonable insurance coverage with respect to the
Collateral; (c) Trustor's failure to obey all laws and ordinances in its management of the Collateral; or (d) Trustor's
failure to take all reasonable steps to preserve the priority of the Beneficiary's lien as it is established in this Deed of
Trust. Beneficiary also shall deposit with Trustee this Deed of Trust and all documents evidencing expenditures secured
hereby.
After the lapse of such time as may then be required by law following the recordation of said notice of default,
and notice of sale h;wing been given as then required by law, Trustee, without demand on Trustor, shall sell said
property at the time and place fixed by it in said notice of sale, either as a whole or in separate parcels, and in such order
as it may determine, at public auction to the highest bidder for cash in lawful money of the United States, payable at time
of sale. Trustee may postpone sale of all or any portion of said property by public announcement at such time and place
of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the
preceding postponement. Trustee shall deliver to such purchaser its deed conveying the property so sold, but without ·
any covenant or warranty, express or implied. Any person, including Trustor, Trustee, or Beneficiary a.s hereinafter
defined, may purchase at such sale.
After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in
connection with sale, Trustee shall pay the remainder to Beneficiary.
6) Beneficiary, or any legal successor in interest to the rights of perfonnance under the Consent Decree, may
from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting
hereunder, which instrument, executed by the Beneficiary and duly acknowledged and recorded in the office of the
recorder of the county or counties where said property is situated shall be conclusive proof of proper substitution of such
successor Trustee or Trustees, who shall, without conveyance from the Trustee predecessor, succeed to all its title,
estate, rights, powers and duties. Said instrument must contain the name of the original Trustor, Trustee and Beneficiary
hereunder, the book and page where this Deed of Trust is recorded and the name and address of the new Trustee.
7) That this Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, .
devisees, administrators, executors, successors and assigns. In this Deed of Trust, whenever the context so requires, the
masculine gender includes the feminine and/or neuter, and the singular number includes the plural.
8) That Trustee accepts this Trust when this Deed of Trust,_ duly executed and acknowledged, is made a public
record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other deed of
trust or of al)y action or proceeding in which Trustor, Beneficiary or Trustee shall be a party unless brought by Trustee.
B. Additional Tenns.
I) By way of explanation and not limitation, the part.ies hereto acknowledge and agree that all tenns and
conditions of this Deed are subject and subordinate to the terms and conditions of the Consent Decree, and that in the
event of a conflict between the te1ms hereof and any term in the Consent Decree, the terms of the Consent Decree shall
prevail.

20038535,l
09/08/14

Page 2 of 4

/

)

.

.

)

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 33 of 34 Page ID
#:5621

2) The lien of this Deed ofTrnst secures a non-recourse obligation ofTrnstor, as specifically described in the
Consent Decree, and no tenn hereof or general term governing the use or enforcement of Deeds of Trust shall operate to
alter or increase Trnstor's obligations set forth in the Consent Decree.
3) Trustor shall cooperate and perform any act necessary to perfect and cause the recordation of this Deed of

Trust.
The undersigned Trnstor requests that a copy of any notice of default and of any notice of sale hereunder be mailed to.
him at his address hereinbefore set forth.
Signature of Trustor
STANDARD NICKEL-CHROMIUM PLATING COMPANY,
A CALIFORNIA CORPORATION
By: _ _ _ _ _ __

Name:
Its:

Add Notarial Acknowledgement

20038535.1
09/08/14

Page 3 of4

'

)

.

)

.

Case 2:13-cv-03600-RGK-AJW Document 185-1 Filed 09/09/14 Page 34 of 34 Page ID
#:5622

EXHIBIT A

-1

LEGAL DESCRIPTION

Government Lot 2 of the fractional Northeast quarter of Section 3, Township 4
North, Range 7 West, San Bernardino Meridian, in the County of San
Bernardino, State of California, according to United States Government
Township Plat thereof.
EXCEPT a l/l 6th of all coal, oil, gas and other mineral deposits as contained in
said land, as provided by an Act of Legislature, Approved May 25, 1921
(Chapter 303, Statutes of California, 1921) and as reserved in Patent from State
of California, recorded September 27, 1948, in Book 2079 of Official Records,
page 481

---------

20038535. J
09/08/14

Page 4 of 4