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HomeMy WebLinkAbout1993-189 1 RESOLUTION NO. _q':t lRq 2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF A COOPERATIVE AGREEMENT WITH THE CITY OF RIALTO 3 RELATING TO CONSTRUCTION AND MAINTENANCE OF A TRAFFIC SIGNAL AT EUCALYPTUS AVENUE AND MERRILL AVENUE (MILL SREEET). 4 5 6 BE IT RESOJNED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. The Mayor of the City of San Bernardino is 7 hereby authorized and directed to execute, on behalf of said 8 City, a Cooperative Agreement with the City of Rialto, relating 9 to the construction and maintenance of a Traffic Signal at 10 Eucalyptus Avenue and Merrill Avenue, (Mill Street), a copy of 11 said agreement is attached hereto, marked Exhibit "A" and 12 incorporated herein by reference as fully as though set forth at 13 length. 14 SECTION 2. This agreement and any amendment or modifica- 15 tions thereto shall not take effect or become operative until 16 fully signed and executed by both parties. The City shall not be 17 obligated hereunder unless and until the agreement is fully 18 executed and no oral agreement relating thereto shall be implied 19 or authorized. 20 SECTION 3. This resolution is rescinded if the parties 21 to the agreement fail to execute it within ninety (90) days of 22 the passage of this resolution. 231111 24 I I I I 25 I I I I 26 I I I I 27 I I I I 28 I I I I 5-25-93 RES 93-189 RESO: AUTIlORIZ,ING EXECUTION OF COOPERATIVE AGREEMENT WITH CITY OF RIALTO RELATING TO TRAFFIC SIGNAL AT EUCALYPTUS AVENUE AND MERRILL AVENUE. 1 I HEREBY CERTIFY that the foregoing resolution was duly 2 adopted by the Mayor and Common Council of the City of San 3 Bernardino at a 4 21st day of June 5 Council Members: 6 NEGRETE 7 CURLIN 8 HERNANDEZ 9 OBERHELMAN 10 (OFFICE VACANT) 11 POPE-LUDLAM reqular meeting thereof, held on the , 1993, by the following vote, to-wit: AYES NAYS ABSTAIN ABSENT x x x x x 12 MILLER x 13 14 15 16 17 18 19 ~~, ~i~;k The foregoing resolution is hereby approved this ~~j day of .1nnp. , 1993. / /' ///,~~/ Edward V. Negrete ' ayor Pro Ci ty of San Bernardino em Approved as to form 20 and legal content: James F. Penman City Attorney ;) 23 By ~ ,. 24 0 21 22 1 't / c..vVV"""'-.. 25 26 27 28 - 2 - '" RES 93-189 ~~ ,,_s <\-:0, \"?c,,\ ~': COOPERATIVE AGREEMENT BETWEEN THE CITIES OF SAN BERNARDINO AND RIALTO FOR THE CONSTRUCTION AND MAINTENANCE OF A TRAFFIC SIGNAL AT EUCALYPTUS AVENUE AND MERRILL AVENUE (MILL STREET) RECITALS 1) The city of San Bernardino (hereinafter referred to as San Bernardino) and the city of Rialto (hereinafter referred to as Rialto) contemplate installing traffic control signals and safety lighting and performing roadwork at the intersection of Eucalyptus Avenue and Merrill Avenue (Mill Street). This work is referred to herein as PROJECT. 2) San Bernardino and Ria1to desire to specify the terms and conditions under which PROJECT is to be engineered, constructed, financed, operated and maintained. SECTION I RIALTO AGREES: 1) To provide all necessary preliminary engineering, including plans, specifications, and utility identification and location, and all necessary construction engineering services for the PROJECT and to bear Rial to's share of the expense thereof, as shown on Exhibit "A", proiect Cost Estimate, to be amended following PROJECT final cost accounting, attached and made a part of this Agreement. 2) To acquire and furnish the necessary rights-Of-way, if any, required within the city of Rialto. 3) To apply for necessary Encroachment Permits for work within the City of San Bernardino using San Bernardino's standard permit procedures. 4) That PROJECT will be advertised, awarded, and administered in accordance with the Public Contract Code of the State of California. 5) To construct the PROJECT in accordance with the plans and specifications of Ria1to, to the satisfaction of and subject to written approval of San Bernardino prior to any final dispersement by Rialto. 6) To pay an amount equal to one-third of the PROJECT construction and design construction engineering costs, as shown on Exhibit "A", proiect Cost Estimate, to be amended RES 93-189 , . , ' following PROJECT final cost accounting. 7) Promptly upon completion of PROJECT and all work incidental thereto, to furnish San Bernardino with a copy of Rialto's report of completion containing a detailed statement of the total engineering and construction costs to be borne by San Bernardino, including resolution of any construction related claims which may have been filed by Ria1to's contractor, and to refund to San Bernardino (promptly after completion of Rialto's audit) any amount of San Bernardino's deposit required in section II, Article (1) remaining after actual costs to be borne by San Bernardino have been deducted or to bill San Bernardino for any additional amount required to complete the San Bernardino's financial obligation pursuant to this agreement. 8) Upon completion of PROJECT, to furnish San Bernardino a complete set of full-size film positive reproducible "As- Built" plans. 9) To enter into a maintenance agreement with San Bernardino whereby Rialto will pay fifty percent (50%) and San Bernardino will pay fifty percent (50%) of the electrical energy costs and maintenance costs at the intersection. 10) To retain or cause to be retained for audit for San Bernardino or other government auditors for a period of three (3) years from the date of final payment all records and accounts relating to construction of the PROJECT. 11) To prepare all necessary environmental clearance documents and to furnish copies of to San Bernardino in a timely manner. evaluation and these documents 12) To be responsible for the collection of Rialto Unified school District's one-third share of the construction costs. SECTION II SAN BERNARDINO AGREES: 1) To deposit with Rialto within 25 days of receipt of billing therefor (which billing will be forwarded immediately following Rialto' s bid advertising date of a construction contract for PROJECT) the amount of $30,000.00 of which figure represents San Bernardino's estimated share of the expense of design construction engineering, and construction costs required to complete the PROJECT, as shown on Exhibit "A". 2) To acquire and furnish the necessary rights-of-way, if any, required within the City of San Bernardino. 3) To maintain and operate the entire traffic control signal system and safety lighting as installed and pay an amount RES 93-189 equal to fifty percent (50%) of the maintenance, including electrical energy, cost and one hundred percent (100%) of the maintenance cost of the intertie. 4) To issue free of charge upon application by Ria1to, and Rialto's Contractor, necessary encroachment permits for work required within the San Bernardino street rights-of-way. 5) To pay Rialto upon completion of all work within thirty (30) days of receipt of a detailed statement made upon final accounting of costs, therefore, any amount over and above the aforesaid advance deposit required to complete San Bernardino's financial obligation pursuant to the Agreement. SECTION III IT IS MUTUALLY AGREED AS FOLLOWS: 1) That construction by Ria1to of improvements referred to herein which lie within San Bernardino rights-of-way or affect San Bernardino facilities, shall not be commenced until Rialto's original contract plans involving such work, have been reviewed and approved by signature of San Bernardino's city Engineer, or his delegated agent, and until an Encroachment Permit authorizing such work has been issued by San Bernardino therefore. Receipt by Rial to of Rial to's contract plans signed by San Bernardino shall constitute San Bernardino's acceptance of and official approval of said plans. 2) That Ria1to will obtain the aforesaid Encroachment Permit through the San Bernardino's Engineering Department and that Rialto's application therefore shall be accompanied by reproducible tracings of aforesaid Rialto approved contract plans. Receipt thereafter by Ria1to of the approved Encroachment Permit shall constitute Rialto's authorization from San Bernardino to proceed with work which lies within San Bernardino rights-Of-way or which affects San Bernardino facilities, pursuant to work covered by this Agreement. Ria1to's authorization to proceed with said work shall, however, be contingent upon Rial to's compliance with all provisions set forth in said Encroachment Permit. 3) That Rialto's contractor will also be required to obtain an Encroachment Permit from San Bernardino prior to commencing any work which lies within San Bernardino rights-Of way or which affects San Bernardino facilities. 4) Rialto shall not advertise for bids to construct PROJECT until after an Encroachment Permit has been issued to Ria1to by San Bernardino, nor shall Ria1to award a contract to construct PROJECT until after receipt of the San Bernardino deposit required in section II, Article (1). 5) After opening all bids, Rial to's estimate of cost will be RES 93-189 revised based on actual bid pr ices. San Bernardino's required deposit under section II, Article (1) above will be increased or decreased to match said revised estimate. If deposit increase or decrease is less than $1,000.00, no refund or demand for additional deposit will be made until final accounting. 6) After opening of bids for the PROJECT, and if bids indicate that a cost overrun of no more than fifteen percent (15%) of the estimate will occur, Rialto may award the contract. 7) If upon opening of bids it is found that a cost overrun exceeding fifteen percent (15%) of the estimate will occur, Rialto and San Bernardino shall endeavor to agree upon an alternative course of action. If, after 30 days, an alternative course of action is not agreed upon, this Agreement shall be deemed to be terminated by mutual consent pursuant to Section III, Article (9). 8) Prior to award of the construction contract for the PROJECT, San Bernardino may terminate this Agreement in writing, provided that San Bernardino pays Rialto for all costs incurred by Rialto. 9) If termination of this Agreement is by mutual agreement, Rialto will bear 50%, and San Bernardino will bear 50% of all costs incurred prior to termination. 10) If existing public andlor private utilities conflict with the construction of the PROJECT, Rialto will make all necessary arrangements with the owners of such utilities for their protection, relocation or removal. Rialto will inspect the protection, relocation or removal of such utilities. If there are costs of such protection, relocation or removal, which Rialto and San Bernardino must legally pay, Rialto and San Bernardino will share in the cost of said protection, relocation or removal plus cost of engineering overhead and inspection, in the amount of 50% Rialto and 50% San Bernardino. If any protection, relocation or removal of utilities is required, such work shall be performed in accordance with Rialto policy and procedure. San Bernardino will pay their share (50%) at the time of final billing based on actual costs. 11) Upon completion of all work under this Agreement, ownership and title to all materials, equipment, and appurtenances installed will be jointly shared in the ratio on 50% Rialto and 50% San Bernardino. 12) The cost of any engineering or maintenance referred to herein includes all direct and indirect costs (functional and administrative overhead assessment) attributable to such work, applied in accordance with standard accounting procedures. RES 93-189 '. . 13) Indemnification and Insurance Rialto agrees to indemnify and hold harmless San Bernardino and their authorized agents, officers, volunteers and employees against any and all claims or actions arising from Ria1to's negligent acts or omissions on account of any claim therefore. San Bernardino agrees to indemnify and hold harmless Rialto and their authorized agents, officers, volunteers and employees against any and all claims or actions arising from San Bernardino's negligent acts or omissions on account of any claim therefore. 14) That, in the construction of said work, Rialto will furnish a representative to perform the functions of a Resident Engineer, and San Bernardino may, at no cost to Rial to, furnish a representative, if it so desires, and that said representative and Resident Engineer will cooperate and consult with each other, but the decisions of Rialto's representative shall prevail. 15) That those portions of this Agreement pertaining to the construction of PROJECT shall terminate upon completion and acceptance of the PROJECT construction contract by Ria1to and San Bernardino or on January 1, 1995, whichever is earlier in time; however, the ownership operation and maintenance clauses shall remain in effect until terminated or modified, in writing, by mutual agreement. Should any construction-related claim arising out of this PROJECT be asserted against the contract, San Bernardino agrees to extend the termination date of this Agreement and provide additional funding as required to cover San Bernardino's proportionate share of costs or execute a subsequent agreement to cover those eventualities. 16) Applicable Law - This Agreement will be construed and enforced under the Laws of the State of California. 17) Venue - Any legal action with regard to this Agreement will be brought in either San Bernardino County Superior court or in the united States District Court for the Central District of California. 18) Severability - Every provision of this Agreement is and will be construed to be a separate and independent covenant. without limiting the effect of the foregoing, if any provision of this Agreement, or the application of the same is, to any extinct, found to be invalid or unenforceable, then the remainder of this Agreement or the application of that provision to circumstances other than those to which it is invalid or unenforceable, will not be affected by that invalidity or un-enforceability and each provision in this Agreement will be valid and will be enforced to the extent permitted by law and the parties will negotiate in good faith RES 93-189 '. AGREEMENT: TRAFFIC SIGNALS AT EUCALYPTUS AND MERRILL AVENUE (MILL STREET) . for such amendments achieve its intent, enforceability. of this Agreement as may be necessary to notwithstanding such invalidity or un- 19) Covenant in Good Faith - In exercising their rights and in performing their obligations as provided in this Agreement, the parties will cooperate with one another in good faith, so that the intent of this Agreement can be attained. 20) Counter Parts - This Agreement may be executed in counter parts, each of which will be deemed to be an original for all purposes but all of which will constitute one in the same agreement. 21 Amendment - No amendment or waiver of any provision in this Agreement will be binding upon the parties unless and until it has been approved in writing by each of the parties and has thereafter become effective. SECTION IV It is mutually agreed: 1.) This agreement will be construed and enforced under the laws of the state of California. 2. ) This agreement may be executed in counter parts, each of which will be deemed to be an original for all purposes but all of which will constitute one in the same agreement. IN WITNESS officially officers. WHEREOF, said parties have caused this instrument to be executed and attested by their duly constituted CITY OF SAN BERNARDINO ~e/ud. / MAYOR, CITY OF SAN~ARDINO .-y "'-to> "co "" ATTEST: CITY RIALTO ~~ u---;-L CITY LERK, CITY OF SAN BERNARDINO SAN BERNARDINO AND APPROVED AS TO FORM AND LEGAL CONTENT: RES 93-189 EXHIBIT "A" INSTALL TRAFFIC SIGNALS AT INTERSECTION OF ETIWANDA AVENUE AND MERRILL AVENUE TOTAL DISTRICT Design, Construction, $114,000 & Engineering $38,000 SAN BERNARDINO $38,000 CITY $38,000