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HomeMy WebLinkAboutR32-Economic Development Agency ECONOMIC DEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO FROM: Maggie Pacheco Deputy Director SUBJECT: ARROWHEAD A VE~l'E IMPROVEMENTS STREET DATE: October 20. 2004 SvnoDsis of Previous Commission/Council/Committee Action(s): On September 21. 2004. Redevelopment Committee Members Estrada. Longville and McGinnis unanimously voted to recommend that the Community Development Commission consider this action for approval. On October 4. 2004. the Community Development Commission voted to authorize the Redevelopment Agency to commit $64.000 for street improvements on Arrowhead Avenue. generally south of Mill Street and north of Central Avenue. subject to an appropriate agreement being bought back for Commission consideration. Recommended Motion(s): (Mavor and Common Council) \i{~~ l\10TIO~ A: A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDn-.:O APPROVING (I) A CERTAIN COUNTY AGREEME1\T AND (2) THE COOPERA TIOr--; AGREEMEr--;T WITH THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERi,ARDINO FOR COSTS INVOICING RELATIVE TO THE NATIONAL ORANGE SHOW EVENTS CENTER/ARROWHEAD AVENUE IMPROVEMENTS PROJECT. (Communitv DeveloDment Commission) MOTION B: RESOLUTION OF THE COMMlJNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERSARDH\O APPROVING THE COOPERATION AGREEMENT FOR COSTS INVOICING RELATIVE TO THE NATIONAL ORANGE SHOW EVENTS CENTER/ARROWHEAD AVENUE IMPROVEMENTS PROJECT. MOTION C: RESOLUTION OF THE COMMlJNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING THE REDEVELOPMENT GRANT AGREEMENT WITH THE NA TIONAL ORANGE SHOW EVENTS CENTER FOR THE ARROWHEAD AVENUE IMPROVEMENTS. Contact Person(s): Maggie Pacheco Phone: (909) 663-1044 Third Project Area(s) Central City South Ward(s): Supporting Data Attached: 0 Staff Report 0 Reso1ution(s) 0 Agreement(s)/Contract(s) 0 Map(s) 0 Letters $24,821 from the EDP Account, and FUNDING REQUIREMEKTS Amount: $ $64.000 Source: $39.179 from the CMO Account SIGNATliRE: -, i Budget Authority: () . ~~ MaggI Pacheco, Deputy Director N/A Commission/Council Notes: P \Agendas Comm IX\' CommlSSlon.COC ~OOJ 0"-11-01 Arro"...hcad A'enu~ Slrce1lmpro\cments doc COMMISSION MEETING AGENDA Meeting Date: 11/01/2004 AODn,.l.f]l 'torn NllrnhDro R 3J.-. ECONOMIC DEVELOPMENT AGENCY STAFF REPORT ARROWHEAD A VENUE STREET IMPROVEMENTS BACKGROUND: Arrowhead Avenue is one of the most highly used North/South thoroughfares in the southern part of the City of San Bernardino. Additionally, Arrowhead A venue runs the entire length of the National Orange Show Events Center property (the "Orange Show") and its condition is closely associated with the Orange Show. Currently, Arrowhead Avenue at that location is a visual blight due to the absence of curb, gutter and sidewalk on the east side, the absence of sidewalk on the west and the lack of any landscaping on either side. In addition, pedestrians use the dirt shoulders on Arrowhead A venue during events held at the Orange Show, a practice that is very dangerous and becomes more hazardous with the increase in vehicle traffic and the onset of night. The General Manager of the Orange Show, on behalf of its Board of Directors, has formed a joint venture of sorts to bring the necessary street improvements to Arrowhead Avenue at the Orange Show location. The "Project" will involve the following: (I) construction of sidewalk on the west side of Arrowhead A venue commencing at Mill Street (Fire Station) and continuing south meeting with existing sidewalks at Orange Show Gate # 9; (2) construction of curb, gutter and sidewalk on the east side of Arrowhead Avenue commencing south of Esperanza Street continuing south meeting existing sidewalk one block south of Central A venue; and (3) the installation of a green belt on either side of Arrowhead A venue that \vill include grass, orange trees and associated irrigation. '~~:;. The following joint venture partners have committed their participation in the Project: . The City's Engineering Division will provide engineering/survey work and construction staking. . Laborer" s Union Local 783 will provide free labor through its training school. . Matich Corporation will provide specialized labor throughout construction. . The County of San Bernardino of San Bernardino is willing to commit $64,000 for materials. . The Ramirez family will donate 150 orange trees. . The Orange Show contractors will manage landscape and irrigation design and installation. . The Redevelopment Agency has committed $64,000 for materials. Ongoing maintenance of the landscape improvements will be the responsibility of the Orange Show P .Agendas'Comm Qe\ (ommlssu)n CDC ~,)O..l 'J~.ll.01 AlTo"" head Avenue Slre~ Impro\eTT'l(:nIS doc COMMISSIO]'," MEETING AGENDA Meeting Date: 11/01/2004 Agenda Item ]',"umber: /3;).. Economic Development Agency Staff Report Arrowhead Avenue Street Improvements Page 2 CURRENT ISSUE: The County of San Bernardino has submitted a "Standard Contract"" to the City that defines the terms . J under which the County will pay its $64,000 share of the cost of the Project. The Contract provides that the City will act as lead agency for the Project and, upon completion of the construction phase of the Project, the City will invoice the County for an amount not to exceed $64,000. In order to preclude the City from having to amend its 2004/2005 budget to reflect the increase in expenditures ($64,000) as well as the corresponding increase in revenue ($64,000) associated with taking the lead under the County's Standard Contract and, in as much as the Agency possesses an expertise in multi-participant projects and an ability to process invoices in a timely manner, staff has recommended that the City contract with the Redevelopment Agency serve as the lead for the Project. Thus, to facilitate implementation of the Project will require City Council approval of the County's Contract as well as a Cooperation Agreement between the City and Agency and Community Development Commission approval of that same Cooperation Agreement as well as a Grant Agreement between the Agency and the Orange Show. Pursuant to the Cooperation and Grant Agreements referenced above, it is anticipated that the Project will be implemented as follows: (I) the Orange Show will coordinate the work of the Matich Corporation, Laborer's Union Local 783 and the Ramirez family; (2) the Orange Show will solicit competitive bids from suppliers of the various materials needed for the Project; (3) the Orange Show ~..' will select the most responsive bids and contract with the selected suppliers; (4) upon receipt of invoices ~? from the suppliers the Orange Show will fOf\vard same to the Agency for payment; (5) the Agency will pay invoices for materials in a total amount not to exceed $128,000; (6) upon completion of the Project the Agency will request the City to seek reimbursement of$64,000 from the County. ENVIRONMENTAL IMPACT: None. FISCAL IMPACT: The Agency's net contribution to the Project is $64,000, RECOMMENDA TIO:\': That the Mayor and Common Council and the Community Development Commission adopt the Resolutions. I........ il/ ___________________________n____________________u_______.___h__U_____________________n__________h_un_un____u_______uun________________________n____________________n_______---------.--- PAgendasTL'mm [le\ CommiSSioneD(" ~()(l~ O~-ll.01 Arrowhead A\enue Slr('~ ImprO\CmCnIS doc COMMISSION MEETING AGENDA Meeting Date: 11/01/2004 Agenda Item Number: ~ 3.;;L f;ii':~~~J 15 1 RESOLUTION NO. 2 3 A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING (1) A CERTAIN COUNTY AGREEMENT AND (2) THE COOPERATION AGREEMENT WITH THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO FOR COSTS INVOICING RELATIVE TO THE NATIONAL ORANGE SHOW EVENTS CENTER/ARROWHEAD AVENUE IMPROVEMENTS PROJECT 4 5 6 7 8 9 WHEREAS, the City of San Bernardino, California (the "City'"), is a municipal corporation and charter city, duly organized and existing pursuant to the provisions of the constitution of the State of California; and WHEREAS, the City, together with the Redevelopment Agency of the City of San Bernardino (the "Agency'"), desires that necessary street, landscaping and infrastructure improvements be made to Arrowhead Avenue near the location of the National Orange Show Events Center (the "Orange Show") in order to address conditions of visual blight due to the absence of curb, gutter and sidewalk and the lack of any landscaping (the '"Project"); and WHEREAS the County of San Bernardino (the "County") has entered into an agreement with the City dated as of November , 2004 (the "County Agreement"), whereby the County agrees to contribute an amount not to exceed $64,000 to the City upon receipt of invoices for certain materials costs towards the completion of the Project; and WHEREAS, the Agency concurrently desires to provide for the advance of not to exceed $64,000 in funds to the Orange Show for materials for the Project, which Agency grant, together with the County contribution will provide for a total of S 128,000 in total funding towards materials to be purchased for the Project; and WHEREAS, the City and the Agency are amenable to establishing a cooperative mechanism whereby the costs of materials related to the Project are invoiced by the Agency to the City when such moneys are due and whereby the City in turn shall invoice the County for payment in accordance with the terms of the County Agreement; and WHEREAS, it is appropriate for the Mayor and Common Council to take action with respect to entering into such a cooperation agreement with the Agency. 10 11 12 13 14 16 17 18 19 20 21 22 23 24 25 26 27 28 4844-4331-8272.1. ,. : '. ..-- 1 1 NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE MA YOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, AS FOLLOWS: 2 3 4 Section I. The above Recitals are true and correct and incorporated herein by 5 reference. 6 Section 2. The Mayor and Common Council hereby approve the City entering into a 7 cooperation agreement with the Agency for the purpose of establishing a cooperative 8 mechanism whereby materials costs related to the Project are invoiced by the Agency to the 9 City when such moneys are due and whereby the City shall subsequently invoice the County for 10 payment in accordance with the terms of the County Agreement, which agreement by and 11 between the City and Agency is entitled "Cooperation Agreement For Costs Invoicing (National 12 Orange Show Events Center/ ArrO\vhead A venue Improvements r (the "Cooperation 13 Agreement") and authorize and direct the Mayor to execute the Cooperation Agreement and any 14 other documents required thereby. ':~"':~"'~ ~~..15 Section 3. The Mayor and Common Council hereby further approve the County 16 Agreement and authorize and direct the Mayor to execute the County Agreement and any other 17 documents required thereby. 18 / / / 19 / / / 20 / / / 21 / / / 22 / / / 23 / / / 24 / / / 25 / / / 26 / / / 27 / / / 28 / / / I 4844-4331-8272.1. 2 ~;:::'V 1 5 1 A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING (I) A CERTAIN COUNTY AGREEMENT AND (2) THE COOPERATION AGREEMENT WITH THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO FOR COSTS INVOICING RELATIVE TO THE NATIONAL OR<\NGE SHOW EVENTS CENTER/ARROWHEAD AVENUE IMPROVEMENTS PROJECT 2 3 4 5 6 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and Common Council of the City of San Bernardino at a meeting thereof, held on the day of , 2004, by the following vote, to wit: 7 8 9 10 Council Members: Abstain Absent Nays Aves 11 ESTRADA LONGVILLE MCGINNIS DERRY KELLEY JOHNSON MC CAMMACK 12 13 14 16 17 18 19 Rachel G. Clark, City Clerk 20 21 The foregoing resolution is hereby approved this _ day of ,2004. 22 23 24 Judith Valles, Mayor City of San Bernardino 25 Approved as to Form and Legal Content: 26 27 ~~ S f4"dc.( COl.f"'lsel 28 By: I 4844-4331-8272.1. 3 FAS l-X New Vendor Code Dept. Contract Number f-- Change SC TRA A Cancel County Department Dept. Orgn. Contractor's license No Public Works - Transportation TRA TRA County Department Contract Representative Telephone Total Contract Amount Mazin Kasev (909) 387-8166 Not to exceed $64,000 Contract Type o Revenue [Xl Encumbered o Unencumbered 0 Other: , If not encumbered or revenue contract type, provide reason: i Commodity Code I Contract Start Date Contract End Date Original Amount This Amendment Fund Dept Organization Appr Obj/Rev Source GRC/PROJ/JOB No Orig. Amount SAA TRA TRA 200 2445 80H13858 NTE $64,000 Fund Dept. Organization Appr Obj/Rev Source GRC/PROJ/JOB No. Orig. Amount Fund Dept. Organization Appr. Obj/Rev Source GRC/PROJ/JOB No. Orig. Amount Project Name Estimated Payment Total by Fiscal Year Arrowhead Avenue FY Amount I/O FY Amount I/O Road Imorovements 04/05 $64,000 I - - Contract Type - Special - - (Risk Management Approved) ATTACH:\lE~T "A" FOR COl'\'TY USE O,\'L}, COUNTY OF SAN BERNARDINO STANDARD CONTRACT THIS CONTRACT is entered into in the State of California by and between the County of San Bernardino, hereinafter called the County, and Name Address City of San Bernardino 300 North D Street hereinafter called: CITY .. \i,,, ..--; .' ""....; : <1; San Bernardino, CA 92418 Telephone FederallD No. or Social Security No. (909) 384-5211 IT IS HEREBY AGREED AS FOllOWS: (Use space below and additional bond sheets Set forth service to be rendered, amount to be paid. manner of payment, time for performance or completion, determination of satisfactory performance and cause for termmation, other terms and conditions, and attach plans, specifications, and addenda. if any.) WITNESSETH WHEREAS, the CITY OF SAN BERNARDINO (hereinafter referred to as CITY) desires to make road improvements to Arrowhead Avenue between Orange Show Road and Mill Street (hereinafter referred to as PROJECT); and WHEREAS, the PROJECT is entirely (100%) within the incorporated area of the CITY; and WHEREAS, the total PROJECT cost is estimated to be $261,468.75. It is anticipated that CITY will seek participation in the PROJECT cost from the State of California and the National Orange Show; and WHEREAS, the COUNTY OF SAN BERNARDINO (hereinafter referred to as COUNTY) will contribute an amount not to exceed $64,000 toward the completion of the PROJECT; and ~, Auditor / Controt/er - Recorder Use Only o Contract Database 0 FAS Input Date Keyed By Page 1 of 3 OJ::\!TCJ::f"lIlLI1.!)"- WHEREAS, $64,000 will be transferred from the COUNTY Board of Supervisors Priority Policy Needs budget (AAA-CNA-CNA) to the COUNTY Department of Public Works Road Operations budget (SAA-TRA-TRA) as reimbursement for the PROJECT contribution to the CITY; and WHEREAS, COUNTY and CITY desire to set forth responsibilities and obligations of each as pertains to the COUNTY's contribution toward the proposed PROJECT. NOW, THEREFORE, IT IS MUTUALLY AGREED as follows: 1.0 CITY AGREES TO: 1.1 Be responsible for the fulfillment of the project as defined in this agreement. 1.2 Act as the Lead Agency in the design and construction of the PROJECT. 1.3 Upon COUNTY Board of Supervisors approval of this Agreement, submit to COUNTY an invoice not to exceed $64,000. 1.4 Return any funds that were not used for this PROJECT to the County of San Bernardino. 2.0 COUNTY AGREES TO: 2.1 Pay to CITY an amount not to exceed $64,000 within thirty (30) days after receipt of an invoice as set forth in Section 1.3 of this Agreement. 3.0 IT IS MUTUALLY AGREED: 3.1 't%~.~ 3.2 3.3 3.4 3.5 3.6 3.7 38 3.9 CITY agrees to indemnify and hold harmless the COUNTY, its officers, employees, agents. and volunteers from any and all liabilities for injury to persons and damage to property arising out of any act or omission of CITY, its officers, employees, agents or volunteers in connection with CITY's performance of its obligations under this Agreement. COUNTY and CITY are self-insured public entities for purposes of Professional Liability, General Liability, and Workers' Compensation. COUNTY and CITY warrant that through their programs of self-insurance, they have adequate Professional Liability, General Liability and Workers' Compensation to provide coverage for liabilities arising out of COUNTY and CITY's performance of this agreement. COUNTY's participation in this PROJECT is limited to the payment of a contribution, not to exceed $64,000, toward the PROJECT costs. The amount of the COUNTY's contribution shall neither increase nor decrease regardless of whether the final PROJECT cost reflects an increase or decrease from the estimated PROJECT cost of $261,468.75. This Agreement may be cancelled upon thirty (30) days written notice of either party, provided however, that neither party may cancel this Agreement after CITY lets a contract to construct the PROJECT. In the event of cancellation as provided herein, the COUNTY shall have no obligation to pay any part of its contribution to CITY. Except with respect to the parties' indemnification obligations contained herein, this Agreement shall terminate upon completion of the PROJECT and final payment by COUNTY of its contribution toward the PROJECT cost. This Agreement contains the entire agreement of the parties with respect to subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified in writing signed by both parties. This Agreement shall be governed by the laws of the State of California. Any action or proceeding between CITY and COUNTY concerning the interpretation or enforcement of this Agreement, or which arises out of or is in any way connected with this Agreement or the PROJECT, shall be instituted and prosecuted in the appropriate state court in the County of San Bernardino, California. Time is of the essence for each and every provision of this Agreement. Since the parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and Page 2 of 3 not strictly for any or against any party. Any term referencing time, days or period for performance shall be deemed work days. The captions of the various articles and paragraphs are for convenience and ease or reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.10 No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both parties. 3.11 No waiver of any default shall constitute a waiver of any other default or brief, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a party shall give the other party any contractual rights by custom, estoppel, or otherwise. 3.12 If a court of competent jurisdiction declares any portion of this Agreement invalid, illegal, or otherwise unenforceable, the remaining provisions shall continue in full force and effect, unless the purpose of this agreement is frustrated. 3.13 This Agreement may be signed in counterparts, each of which shall constitute an original. THIS AGREEMENT shall inure to the benefit of and be binding upon the successors and assigns of both parties. {~"';.; ~. IN WITNESS WHEREOF, the parties to these presents have hereunto set their hands. COUNTY OF SAN BERNARDINO (Pnnt or type name of corporatIon. company. contractor, etc.) ~ By ~ Dennis Hansberger, Chairman, Board of Supervisors (Authorized sIgnature - SIgn in blue mk) Dated: Name (Print or type name of person slgmng contract) SIGNED AND CERTIFIED THAT A COPY OF THIS DOCUMENT HAS BEEN DELIVERED TO THE CHAIRMAN OF THE BOARD Clerk of the Board of Supervisors of the County of San Bernardino Title (Print or Type) Dated: By Address Deputy oproved as to Legal Form Reviewed by Contract Compliance Presented to BOS for Signature ~ Junty Counsel ~ ~ Department Head 3t Date Date Page 3 of 3 RFVlSFn 10-12-04 ':~~i;r 15 1 RESOLUTION NO. 2 3 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING THE COOPERATION AGREEMENT FOR COSTS INVOICING RELATIVE TO THE NATIONAL ORANGE SHOW EVENTS CENTER/ARROWHEAD AVENUE IMPROVEMENTS PROJECT 4 5 6 7 WHEREAS, the City of San Bernardino, California (the "City"), is a municipal corporation and charter city, duly organized and existing pursuant to the provisions of the constitution of the State of California; and WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency") is a public body, corporate and politic, organized and existing under the California Community Redevelopment Law (the "CRL"); the CRL is found at Health and Safety Code Section 33000, et seq.; and 8 9 10 11 12 13 14 WHEREAS, the Community Development Commission of the City of San Bernardino (the "Commission") is the governing board of the Agency; and 16 WHEREAS, the Agency, together with the City, desires that necessary street, landscaping and infrastructure improvements be made to Arrowhead A venue near the location of the National Orange Show Events Center (the "Orange Show") in order to address conditions of visual blight due to the absence of curb, gutter and sidewalk and the lack of any landscaping (the "Project"); and 17 18 19 20 WHEREAS the County of San Bernardino (the "County") has entered into an agreement 21 with the City dated as of November _, 2004 (the "County Agreement"), whereby the County 22 agrees to contribute an amount not to exceed $64,000 to the City upon invoice for certain 23 materials costs to be incurred by the Orange Show in furtherance of the completion of the 24 Project; and I 25 I WHEREAS, the Agency concurrently desires to provide for the advance of not to 26 exceed an additional $64,000 of Agency funds to the Orange Show for materials to be 27 purchased or procured in furtherance of the Project, which Agency grant, together with the County contribution will provide for a total of $128,000 in total funding for materials to be 28 purchased for the undertaking of the Project; and I , Section 2. The Commission hereby approves the Agency entering into a cooperation 12 agreement with the City for the purpose of establishing a cooperative mechanism whereby 13 materials costs related to the Project are invoiced by the Agency to the City when such moneys 14 are due and whereby the City in turn shall invoice the County for payment in accordance with ~~15 the terms of the County Agreement, which cooperation agreement is entitled "Cooperation Agreement For Costs Invoicing (National Orange Show / Arrowhead Street Improvements)" 16 (the "Agreement"). Section 3. The Commission hereby approves the Agreement and authorizes and directs the Agency Chairperson to execute the Agreement and any other documents required 19 thereby. Section 4. This Resolution shall take effect upon adoption. The Agency Assistant 21 Secretary shall certify the adoption of this Resolution. 22 / / / 23 1// I 24 I 1// 1 WHEREAS, the Agency and the City are amenable to establishing a cooperative mechanism whereby materials costs related to the Project are invoiced by the Agency to the City when such moneys are due and whereby the City in turn shall invoice the County for payment in accordance with the terms of the County Agreement; and WHEREAS, it is appropriate for the Commission to take action with respect to entering into such a cooperation agreement with the City. NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO, AS FOLLOWS: 2 3 4 5 6 7 8 9 Section I. The above recitals are true and correct and incorporated herein by 10 reference. 11 17 18 20 25 1// 1/1 /1/ /1/ 1// 26 27 28 I;..," ..... 2 1 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING THE COOPERATION AGREEMENT FOR COSTS INVOICING RELATIVE TO THE NATIONAL ORANGE SHOW EVENTS CENTER/ARROWHEAD AVENUE IMPROVEMENTS PROJECT 2 3 4 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the 6 Community Development Commission of the City of San Bernardino at a meeting 7 thereof, held on the day of , 2004, by the following vote, to wit: 8 9 Commission Members Ayes Nays Abstain Absent 10 ESTRADA 11 LONGVILLE 12 MCGINNIS 13 DERRY 14 KELLEY ~:f';'15 JOHNSON 16 MC CAI'v1MACK 17 18 Secretary 19 20 The foregoing resolution is hereby approved this day of ,2004. 21 22 23 24 Judith Valles, Chairperson Community Development Commission of the City of San Bernardino 25 26 Approved as to Form and Legal Content: 27 28 By: \~ Spt-t'fQ t>...,Co....ul 3 CITY OF SAN BERNARDINO AND REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO COOPERATION AGREEMENT FOR COSTS INVOICING (National Orange Show Events Center/Arrowhead Avenue Improvements) THIS COOPERA nON AGREEMENT (this "Agreement") is dated as of November _, 2004, by and between the City of San Bernardino, a California charter city (the "City"), and the Redevelopment Agency of the City of San Bernardino, a public body corporate and politic, operating and existing pursuant to Health and Safety Code Sections 33000, et seq. (the "Agency"). RECITALS WHEREAS, Arrowhead A venue near the location of the National Orange Show Events Center, a State agency (the "Orange Show"), is a visual blight due to the absence of curb, gutter and sidewalk and the lack of any landscaping, and such street does not comply with the typical standards for street construction generally found throughout the City; and WHEREAS, the City and the Agency desire that the necessary street, landscaping and infrastructure improvements be made to Arrowhead A venue at that portion of the Orange Show located adjacent to Arrowhead Avenue to address these conditions (the "Project"); and ;-:*:j: "C,">, WHEREAS, the County of San Bernardino ("County") has entered into an agreement with the City whereby the County agrees to contribute an amount not to exceed $64,000 to the City upon invoice for certain materials costs to be used and applied towards the completion of the Project, which agreement is dated as of November _,2004 (the "County Agreement"); and WHEREAS, Section 1 of the County Agreement provides for the City to act as the lead agency for the design and construction of the Project, and that the City shall invoice the County for its costs upon completion of the construction phase of the Project; and WHEREAS, Section 3.4 of the County Agreement further anticipates that the City shall enter into and execute a contract for the construction of the Project, upon which event having occurred the County Agreement may not be terminated by either the County or the City; and WHEREAS, the Agency has agreed to provide as a grant an amount not to exceed $64,000 to the Orange Show in addition to the use of an additional $64,000 of Agency funds to be applied for cash flow purposes in the payment of the invoiced costs of the materials for the Project which second $64,000 amount shall be reimbursed to the Agency from those amounts available for the Project pursuant to the County Agreement, and, in furtherance of the implementation of the County Agreement, it is intended that the Agency shall upon the completion of the Project invoice the City for all such materials costs when such moneys are due as the Project is completed by the Orange Show for those costs which qualify under the County Agreement, whereupon the City shall invoice the County for payments pursuant to the County Agreement and remit such amounts to the Agency; and 4838.7289,29281 PlAgendas\Aireemenls-AmendmentsAgrmts-Amend 2()(}4,04-11-01 Arrowhead Ave Coop AgnTI doc WHEREAS, the City and the Agency desire to establish a cooperative mechanism for the implementation of the County Agreement whereby the costs of materials acquired by the Orange Show which are related to the Project are invoiced to the City by the Agency when such moneys are due as evidenced by a duly executed request for payment by the Orange Show, and the City shall subsequently invoice the County for payment in accordance with the terms of the County Agreement. NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree, as follows: Section 1. Purpose of Aereement: Invoicine. A. The parties intend that this Agreement shall be executed and entered into by and between the City and the Agency in furtherance of the County Agreement and, in particular, the provisions of the County Agreement referred to in the Recitals hereof. The City has been assured by County representatives that a contractual arrangement in the form of this Agreement will satisfy all conditions of the County Agreement with respect to the use and application of the source funds to be obtained from the County for the purchase and procurement of materials for the Project. The County has recognized through representations made by County staff that the funds provided to the City pursuant to the County Agreement will be ultimately used and applied by the Orange Show, and not by the City, directly for the acquisition of the materials required for the Project in accordance with those provisions of State law as are applicable to the Orange Show as a State agency. The Orange Show will also receive from licensed general contractors and from local trade unions all necessary labor and personal services of workers as will be required to undertake and complete the Project. Furthermore, it is anticipated that certain landscaping plants and treatments will be donated from private sources in furtherance of the Project. The procurement process to be adhered to by the Orange for the acquisition of the materials will in all respects satisfy the requirements pursuant to the County Agreement for the use and disbursement of the County funds thereunder. B. Nothing contained herein shall modify or otherwise assign or transfer to the Agency the obligations of the City to provide such construction management, inspection and other engineering services as may be necessary to be provided by the City in furtherance of the Project to be construed within public rights-of-way in the City. The City shall continue to retain all rights to approve the Project and to issue licenses and permits as necessary in connection with the construction activities and the design of the improvements that will constitute the Project. C. The Agency shall invoice the City upon the completion of the Project for any amounts invoiced by material suppliers to the Orange Show with respect to Project for expenditures for materials incurred or paid by the Orange Show in furtherance of the Project and which materials have been acquired through a public bidding or other public procurement process in accordance with the State 4838-7289-2928.1 2 P ',^g~nda.s""grennenlS-Amendments',^gnn:s-Amend 2~\04-11-01 Arrowhead Ave Coop Agrm doc laws applicable to the Orange Show to assure that the lowest responsible price has been obtained for the procurement of alI such materials. Such invoices from the Orange Show to the Agency shall then be submitted by the Agency to the City pursuant to this Agreement for further processing in accordance with the County Agreement. The Agency shall submit invoices for payment under this Agreement to: City of San Bernardino 300 North "0" Street San Bernardino, California 92418 Attn: Director of Development Services D. Upon receipt of the each invoice from the Agency to the City, the City shall create an invoice based upon the cost invoice received from the Agency in addition to such other supporting information and documents received from the Agency, for submittal to the County in accordance with the applicable provisions of the County Agreement. E. The Agency has committed pursuant to its separate agreement with the Orange Show to provide not to exceed $64,000 of Agency grant funds together with an additional $64,000 to be made available for cash flow purposes for the benefit of the Orange Show to pay for the purchase or procurement of materials for the Project by the Orange Show prior to the time when the City will be able to comply with those provisions of the County Agreement requiring the disbursement of the funds pursuant to the County Agreement only upon the completion of the Project. It is the intent hereof that the second $64,000 amount to be provided by the Agency for cash flow purposes shalI be initially advanced by the Agency and then reimbursed to the Agency by the City from the proceeds of the funds to be made available pursuant to the County Agreement at such time as the terms and conditions of the County Agreement have been met by the City in furtherance of the Project. ';h:[", ~~ Section 2. Notices. AII notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by fax or certified mail, postage prepaid and return receipt requested, addressed as follows: City of San Bernardino 300 North "0" Street San Bernardino, California 92418 Attn: Director of Development Services Redevelopment Agency of the City of San Bernardino 201 North "E" Street, Suite 301 San Bernardino, California 92401 Attn: Agency Chairperson 4838-7289-2928.1 3 P\AK~ndas'.AgfeclTrnt5-AmrndmenI5,^gmus.AlT1Iend 1004'.{}4.11-01 ArTowhcad A\'t Coop Agrmt doc Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service. Section 3. Severabilitv. If any term or condition of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision or provisions. Section 4. Modification. No amendment to, or modification of, this Agreement shall be valid or enforceable unless made in writing that is first approved and executed by the Parties after approval by the officials actions of the Community Development Commission of the City of San Bernardino and by the Mayor and Common Council. Section 5. No Assienment. Neither the City nor the Agency shall assign any of their rights or obligations under this Agreement. Section 6. Inteeration Provision. This Agreement constitutes the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other memoranda of understanding, agreements or other understandings, whether oral or written, or entered into between the Parties prior to the execution of this Agreement. No memoranda of understanding, statements, representations or other agreements, whether oral or \~~ written, made by any Party which are not embodied herein shall be valid or binding. Section 7. Enforceability of Aereement. This Agreement shall be deemed to be an enforceable agreement by and between the Parties hereto. Either of the Parties may bring such legal or equitable action as may be permitted under the laws of the State of California to enforce any provision of this Agreement. The successful Party in any such action to interpret or enforce any provision hereof shall be entitled to receive from the Party against which enforcement is sought all costs associated with such successful action. Section 8. Execution of Aereement. This Agreement may be executed in counterparts, and facsimile signatures shall be as effective as original signatures. Upon the execution hereof by the appropriate representative of each of the Parties, this Agreement shall be deemed to have been approved by the governing bodies of each of the Parties in accordance with all applicable provisions of State law. Section 9. Governine Law. This Agreement shall be governed by the laws of the State of California. 4838-7289-2928.1 4 P \Agendas Agrecmems-Amendmcms'Agmts-Amcnd ZOO4"04-11-01 Arrowhead A~c Coop Agrm. do<:: IN WITNESS WHEREOF, each of the parties hereto have executed this Agreement as of the date first written above. CITY City of San Bernardino By: Judith Valles Mayor ATTEST: By: City Clerk APPROVED AS TO FORM AND LEGAL CONTENT: By: \/~ Sf eC't C o-.t$e { *-, . ., ~..;: ".." ~.".f~O/f -......;........ AGENCY Redevelopment Agency of the City of San Bernardino By: Agency Chairperson ATTEST: By: APPROVED AS TO FORM AND LEGAL CONTENT: BY1~ p~rfc.1 .,j.,.",r,CO'""',S'tt{ 4838-7289-2928.1 5 PAgendas'Agree~ms-Amcndmcnt5 AgTTl"lls- Amend ~00404- I 1-01 Arro'"" head A ve Coop Agmn doc IN WITNESS WHEREOF, each of the parties hereto have executed this Agreement as of the date first written above. CITY City of San Bernardino By: Judith Valles Mayor ATTEST: By: City Clerk APPROVED AS TO FORM AND LEGAL CONTENT: BY:~~ S p~tl .!ro..ul AGENCY Redevelopment Agency of the City of San Bernardino By: Agency Chairperson ATTEST: By: APPROVED AS TO FORM AND LEGAL CONTENT: '~ By: \~ S pPt"1 Co! ,jt''''t', c (114 "',t<! I 4838-7289.29281 5 P '\Agenda.s\Agreemcnls-AmcndmcntsAgrmts-Amcnd :!OO.f,04-ll-01 Arrowhead A\'e Coop Agmtt doc IN WITNESS WHEREOF, each of the parties hereto have executed this Agreement as of the date first written above. CITY City of San Bernardino By: Judith Valles Mayor ATTEST: By: City Clerk APPROVED AS TO FORM AND LEGAL CONTENT: By: ~~ ~~L- .s F~cic C ol.4l1\'e l ~.'" "',:2~~ W- AGENCY Redevelopment Agency of the City of San Bernardino By: Agency Chairperson ATTEST: By: APPROVED AS TO FORM AND LEGAL CONTENT: BY\~ Sp~tc.( ~""'7Celc....t~1 4838-7289-2928.1 5 P \Agendas \Agreemenu-AmendmenlsAgrrTlfs- Amend ~OO4 04- 1 I -0 I Arrowhead A \'(' C nop Agmu doc ~,~.:",.. ....'.0.' 5 ~~ 1 RESOLUTION NO. 2 3 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING THE REDEVELOPMENT GRANT AGREEMENT WITH THE NATIONAL ORANGE SHOW EVENTS CENTER FOR THE ARROWHEAD AVENUE IMPROVEMENTS 4 5 6 7 WHEREAS, the City of San Bernardino. California (the "City") is a municipal corporation and charter city, duly organized and existing pursuant to the provisions of the constitution of the State of California; and WHEREAS. the Redevelopment Agency of the City of San Bernardino ('"Agency") is a public body, corporate and politic, organized and existing under the California Community Redevelopment Law (the "CRL"); the CRL is found at Health and Safety Code Section 33000, et seq.; and 8 9 10 11 12 13 14 WHEREAS, the Community Development Commission of the City of San Bernardino (the "Commission") is the governing board of the Agency; and 16 WHEREAS, the Agency, together with the City, desires that necessary street, landscaping and infrastructure improvements be made to Arrowhead A venue near the location of the National Orange Show Events Center (the "Orange Show") in order to address conditions of visual blight due to the absence of curb, gutter and sidewalk and the lack of any landscaping (the "Project"'); and 17 18 19 20 21 WHEREAS the County of San Bernardino ("County") has entered into an agreement with the City dated as of November , 2004 (the "County Agreement"), whereby the County agrees to contribute an amount not to exceed $64,000 to the City upon invoice for certain costs of materials for the completion of the Project; and WHEREAS, the Agency concurrently desires to provide for the advance of up to an additional $64,000 of Agency funds to the Orange Show for materials for the Project (the "Agency Grant"), which Agency Grant. together with the County contribution will provide for a total of S 128,000 in total funding toward materials to be purchased for the Project; and 22 23 24 25 26 27 28 I '0" 0." _0_, , li'&Y2 ~'i5 1 WHEREAS, the Agency seeks to enter into an agreement setting forth the terms under which it shall advance such 564,000 Agency Grant to the Orange Show; and WHEREAS, it is appropriate for the Commission to take action with respect to approving and entering into such a Redevelopment Grant Agreement with the Orange Show. NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO, AS FOLLOWS: 2 3 4 5 6 7 8 Section I. The above recitals are true and correct and incorporated herein by reference. Section 2. The Commission hereby approves the Agency entering into a Redevelopment Grant Agreement with the Orange Show for the purpose of purchasing and procuring materials by the Orange Show to be used for the Project, subject to the conditions and restrictions set forth in said Redevelopment Grant Agreement which is entitled "Redevelopment Grant Agreement (National Orange Show Events CenterlArrowhead Avenue Street Improvements)" (the "Grant Agreement"). Section 3. The Commission hereby approves the Grant Agreement and authorizes and directs the Agency Chairperson to execute the Grant Agreement and any other documents 9 10 11 12 13 14 16 required thereby. 17 Section 4. This Resolution shall take effect upon adoption. The Agency Assistant 18 Secretary shall certify the adoption of this Resolution. 19 /II 20 /II 21 /II 22 /II 23 1/1 24 /II 25 /II /II 26 /II 27 /II <8 I 4811-0471-7824.1;'__ ; 2 1 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BER.;~ARDlNO APPROVING THE REDEVELOPMENT GRANT AGREEMENT WITH THE NATIONAL ORANGE SHOW EVENTS CENTER FOR THE ARROWHEAD AVENUE IMPROVEMENTS 2 3 4 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the 6 Community Development Commission of the City of San Bernardino at a 7 meeting thereof. held on the day of , 2004, by the following yote, to wit: 8 9 Commission Members Ayes Navs Abstain Absent 10 ESTRADA 11 LONGVILLE 12 MCGINNIS 13 DERRY 14 KELLEY '~_h5 JOHNSON 16 MC CA.MMACK 17 18 Secretary 19 20 21 The foregoing resolution is hereby approved this day of ,2004. 22 23 24 Judith Valles. Chairperson Community Development Commission of the City of San Bernardino 25 26 Approved as to Form and Legal Content: 27 28 By: ~~ S pf"'C'\c~ ~"'^r C<,...ts~1 I 4811-0471-7824.1 1 REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO REDEVELOPMENT GRANT AGREEMENT (National Orange Show Events Center/Arrowhead Avenue Improvements) THIS REDEVELOPMENT GRANT AGREEMENT (this "Grant Agreement") is made this _ day of November, 2004, by and between the National Orange Show, a State agency (the "Grantee"), and the Redevelopment Agency of the City of San Bernardino, a public body corporate and politic, pursuant to Health and Safety Code Sections 33000, et seq. (the "Agency"), v.;ith respect to the following facts: RECIT ALS WHEREAS, that portion of Arrowhead Avenue that is situated near the location of the National Orange Show Events Center (the "Orange Show") is a visual blight due to the absence of curb, gutter and sidewalk on the east side of said street, the absence of sidewalk on the west side of said street and the lack of any landscaping on either side of Arrowhead Avenue; and WHEREAS, the Agency desires that the necessary street improvements, specifically the construction of a sidewalk on the west side of Arrowhead Avenue, the construction of curb, gutter and sidewalk on the east side of Arrowhead A venue, and the installation of a green belt or other suitable landscaping treatments on both sides of Arrowhead A venue, be made in order to address these conditions (the "Project"), with the general location of the Project being depicted on attached Exhibit "A"; and ~i;~~~ WHEREAS, the County of San Bernardino (the "County") has entered into an agreement with the City whereby the County agrees to contribute an amount not to exceed $64,000 to the City upon receipt of appropriate invoices for certain costs of construction materials in furtherance of the completion of the Project, which agreement is dated as of November _' 2004 (the "County Agreement"); and WHEREAS, concurrently with the execution and delivery of the County Agreement, the Agency desires to provide grant of funds for the remittance of not to exceed $64,000 of additional funds of the Agency to the Grantee for the purchase or procurement of materials for the Project, which Agency grant, together with the County contribution will provide for a total of $128,000 in County and Agency funding towards materials to be purchased or procured for the Project, and the Agency has committed for cash flow purposes to assist the Grantee with the interim payment of Project costs for materials acquired by the advance of an additional $64,000 for the periodic payment of invoices received as by the Grantee for materials purchased by the Grantee prior to the completion of the Project and the submission of the invoices to the County pursuant to the County Agreement; and WHEREAS, the Agency seeks to set forth the terms and conditions pursuant to which the Agency shall advance said funds to the Grantee to assure that both the Agency funds and the funds to be obtained pursuant to the County Agreement are properly used and applied in furtherance of the Project. 4815-2414-8224.1 P \Agendas\Agreemcnts-AIT1l:Jldmc:n1s\AgTlTls-Amend 1004',04- [1-01 Gram Agreement EDA Orange Show(2)1 doc NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES CONTAINED HEREIN AND OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH IS HEREBY ACKNOWLEDGED, THE GRANTEE AND THE AGENCY HEREBY AGREE, AS FOLLOWS: Section 1. Recitals. The Recitals of this Grant Agreement are true and correct and are incorporated herein by this reference. The information and facts set forth in the Recitals are material to this Grant Agreement. Section 2. Al!:encv Grant; County Grant. (a) The Agency shall provide the Grantee with, and the Grantee hereby agrees to receive, not to exceed a maximum of $64,000.00 from the Agency as a grant from Agency sources of funds (the "Agency Grant") for construction materials to be purchased or procured in furtherance of the Project by the Grantee, subject to the conditions and restrictions set forth in this Grant Agreement. The Agency Grant shall not be increased under any circumstances notwithstanding any increase costs for materials and supplies or costs overruns with respect to the costs of implementation of the Project which may exceed the anticipated Project cost amount of $261,468.75 as estimated in Section 3.3 of the County Agreement. (b) In addition to the Agency Grant as specified in subsection (a) above, the Agency has entered into a certain agreement with the City of San Bernardino whereby the funds which are to be administered by the City in an amount not to exceed $64,000.00 (the "County Grant") pursuant to the County Agreement shall also be made available by the Agency to the Grantee for t;;~/;;, use by the Grantee in the purchase and procurement of materials required in furtherance of the ~~ Project. The Grantee has reviewed the County Agreement and is aware of the provisions thereof, and the Grantee further covenants and agrees to comply with all aspects of the County Agreement as the same pertains to the use of the County Grant in furtherance of the payment ofa portion of the costs of the Project. In the event the County should refuse to payor reimburse the County Grant funds to the City and/or the Agency for the ultimate use and disposition by the Grantee, neither the City nor the Agency shall have any liability whatsoever for any refusal of the County to disburse the County Grant funds if the reason for such refusal pertains to the manner in which materials for the Project were purchased or procured or for any other irregularity alleged by the County in the manner in which the Project was undertaken by the Grantee. (c) The Agency Grant proceeds shall be disbursed by the Agency from time to time to either the Grantee or directly to material suppliers in accordance with invoices submitted to the Grantee for the purchase or procurement of materials for the Project. No portion of the Agency Grant proceeds shall be disbursed to the Grantee prior to the submittal to the Agency of an invoice by the Grantee that either has been paid by the Grantee or is required to be paid by the Grantee in accordance with the terms of such invoice. The Agency Grant proceeds shall be used and applied solely in the manner to either reimburse the Grantee for expenditures incurred and paid by the Grantee for the purchase or procurement of materials for the Project or the direct payment by the Agency to the material suppliers as specified on each invoice. (d) The County Grant proceeds shall only be disbursed by the County upon the receipt by the Agency of an invoice from the Grantee for the purchase or procurement of materials for the Project which invoice shall be forwarded by the Agency to the City for the City to then 4815-2414-8224.1 2 P \Agcndas'..Agrttmcnts-Amcndments,Agl11Ws-Al'nl:nd ::!:004\04-11-0 I Granl Agret'lT'Cnl EDA Orange Sho",(ZJ I doc fOlWard to the County for disbursement of the County Grant proceeds in accordance with the County Agreement upon the completion of the Project as specified in Section 1.2 of the County Agreement. However, the Agency agrees to advance its own funds in an amount not to exceed $64,000 in a manner substantially similar to that as provide in subsection (c) above upon receipt of periodic invoices from the Grantee prior to the completion of the Project and prior to the conditions set forth in the County Agreement having been satisfied for the disbursement of the County Grant. Section 3. Use of Grant Funds: Restrictions. (a) The Grantee covenants that it shall expend the Agency Grant funds and the County Grant funds solely for the purchase or procurement of materials such as concrete and irrigation supplies and materials for the Project, consisting of the following: (1) construction of a sidewalk on the west side of Arrowhead Avenue commencing at Mill Street (in the vicinity of the Fire Station) and continuing south connecting with existing sidewalks at Orange Show Gate No.9, (2) the construction of curb, gutter and sidewalk improvements on the east side of Arrowhead A venue commencing south of Esperanza Street continuing south and connecting with existing sidewalks one block south of Central Avenue, and (3) the installation of a green belt on both sides of Arrowhead Avenue to include the planting and installation of grass, orange trees and associated irrigation systems. The Grantee agrees that the Agency Grant proceeds and the County Grant proceeds shall not be used for any purposes other than those as set forth herein. In the event that the Grantee has been dissolved or othelWise ceases to exist, this Grant Agreement shall thereafter have no further force and effect and nothing contained herein shall thereafter be binding upon the Agency or the Grantee. The Grantee shall adhere to all purchasing procurement policies and practices that are applicable to the Grantee as a State agency pursuant to California law for the undertaking of a \~t?] construction activity such as the Project on a public right-of-way within Arrowhead Avenue. It is recognized that the Grantee intends to contract with various general contractors and trade labor organizations to provide labor and equipment necessary for the completion of the Project in addition to the purchase or procurement of the materials with the proceeds of the Agency Grant funds and the County Grant funds. None of the proceeds of either the Agency Grant or the County Grant shall be used or applied for the payment of any labor or equipment costs, but such proceeds shall be used and applied solely for the purchase or procurement of materials subject to such documentation as may be reasonably required by the County, the City and the Agency as a condition precedent to the disbursement of any portion of the Agency Grant and the County Grant. (b) Upon the completion of the Project by the Grantee, the Grantee shall provide the Agency with a Notice of Completion stating the amount of the entire Project costs and a summary of the use and application of the Agency Grant funds and the County Grant funds. The Agency reserves the right to audit any and all expenditures associated with the use and application of the Agency Grant funds and County Grant funds at its sole cost and expense. In the event there are any irregularities in the use of such funds, the Grantee shall then be obligated to reimburse the Agency for all costs associated with such audit in addition to the amount of any Agency Grant funds or County Grant funds that were not expended in accordance with the requirements of this Grant Agreement or the County Agreement. (c) Neither the County, the Agency nor the City shall be responsible for any Project costs for labor or materials or for alleged non-compliance by the Grantee with any provisions of State law with respect to the undertaking of the Project within a City public right-of-way. The 48\5.2414.8224.\ 3 p \Aacndas\Agrct'meflls+Amendmcnls\Agrmls-Amcnd ~004\04-11-0] Gran! Agr<<rrcnl EDA Orange Show(:!) I doc Grantee shall defend and hold harmless the County, the City and the Agency from all costs and expenses with respect to all work performed and materials acquired in furtherance of the Project. (d) All proceeds of the Agency Grant and the County Grant shall be used on or before one (1) year from and after the date of this Grant Agreement. Failure or inability of the Grantee to so use and apply such proceeds in furtherance of the Project by such date shall relieve the Agency of any further duty or obligation under this Grant Agreement to provide for any further disbursements of the Agency Grant and/or of the County Grant. Section 4. Ae:encv Cooperation; Role of City. The Agency agrees that it shall cooperate with the City with respect to the Grantee obtaining any and all necessary inspections, surveys and permits related to the Project. The Grantee recognizes that Arrowhead Avenue is a City public right-of-way and as such the City has the sole authority to issue licenses and permits and to approve construction plans and designs for all aspects of the Project that are intended to be located within the City public right-of-way in Arrowhead Avenue. The Grantee may enter into any other separate agreement for any additional construction related services that the Grantee may seek from the City independent of what is provided in this Agreement. The Grantee further agrees to construct and install or cause to be constructed and installed all aspects of the Project in accordance with City approved plans and specifications. Section 5. Maintenance Oblie:atioos for Landscapioe: Improvements; Insurance. (a) In consideration of the receipt of the Agency Grant, the Grantee hereby agrees that it shall be solely responsible for the maintenance, care and replacement of all landscaping materials, trees, tfJ;::J' irrigation systems and other similar improvements that are installed within the public right-of- ~:i way comprising the Project to be undertaken by the Grantee pursuant to this Grant Agreement within Arrowhead A venue. Such maintenance obligation on the part of the Grantee shall extend until the parties to this Grant Agreement provide otherwise by written agreement, and such obligation as incurred by the Grantee pursuant to this Grant Agreement shall be enforceable by the Agency or the City as against the Grantee. The Agency or the City may obtain such remedies to enforce this maintenance obligation including specific performance and damages as may be awarded by a court in the event the Grantee should fail to fulfill any obligations required by this Section. The Grantee agrees and shall further defend, indemnify and hold harmless both the City and the Agency from all claims arising from any matters related to the maintenance obligation of the Grantee and the location, replacement, operation and maintenance of all landscaping materials and irrigation systems installed within the public right-of-way of Arrowhead Avenue which comprise the Project. (b) The Grantee agrees to defend and protect the Agency and the City of San Bernardino, their governing boards, commissions, agents, officers, employees and authorized representatives, against all claims and liability for death, injury, loss and damage resulting from the Grantee's actions in connection with the Agency Grant and the Project, including the ongoing maintenance of the landscaping areas, and shall secure and maintain insurance, as described below. No disbursement of the Agency Grant shall be paid to the Grantee, until the Grantee provides the required policies and/or certificates evidencing the insurance required by this Grant Agreement to the Agency/City and the Agency/City through the Chairperson/Mayor approve such evidence of insurance. The Grantee shall pay any deductibles and self-insured retentions under all insurance policies in satisfaction of the terms of this Grant Agreement. 4815.2414-8224.1 4 P \AsendasAgreemcnls-Amcndmcnts'..Agm1s-Amend ZOO4.04-II-Ol Granl AgrttnYnt EDA Orange Show(2)1 doc A. Workers' Compensation Insurance Requirement: The Grantee shaIl submit written proof that the Grantee is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the Labor Code. By executing this Grant Agreement, the Grantee makes the foIlowing certification, required by section 1861 of the Labor Code: "The undersigned representatives of the Grantee are aware of the provisions of section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and the Grantee wiIl comply with such provisions before commencing the performance of the work anticipated under the Grant Agreement." (1) The Grantee shaIl reqUIre each contractor and sub- contractor to provide workers' compensation coverage for all of such contractor's or sub- contractor's employees, unless the employees of the contractor or sub-contractor are covered by workers' compensation insurance provided by the Grantee. If any class of employees engaged in work or services performed in connection with the Project is not covered by Labor Code Section 3700, the Grantee shall provide and/or require each contractor or sub-contractor to provide adequate workers' compensation insurance covering such employees. B. Liability and Permanent Insurance Requirements: (1) The Grantee shaIl maintain in full force and effect, at all times during the term of this Grant Agreement and while the Grantee retains the maintenance obligations for the landscaping and irrigation systems within the public right-of-way of Arrowhead Avenue, the following insurance: (a) Commercial General Liability Insurance coverage, including, but not limited to, Premises-Operations, Contractual Liability Insurance (specifically concerning the indemnity provisions of this Grant Agreement), Products-Completed Operations Hazards, Personal Injury (including bodily injury and death), and Property Damage for liability arising out of the construction of the Project and/or the Grantee's operation and maintenance of the Project. Said insurance coverage shall have minimum limits for Bodily Injury and Property Damage liability of ONE MILLION DOLLARS ($1,000,000) each occurrence and TWO MILLION DOLLARS ($2,000,000) aggregate. (b) If the Grantee hires a consultant to provide design services, such as architectural or engineering services in connection with the Project, the Grantee shall require such consultant to provide Professional Liability (Errors and Omissions) Insurance, for liability arising out of, or in connection with, the performance of such design services, with limits of not less than ONE MILLION DOLLARS ($1,000,000). C. During the construction of the Project, the Grantee shaIl require that all contractors performing work on the Project maintain the following insurance coverage at all times during the performance of said work: 4815-2414-8224.\ 5 P \AScndas'Agrecmcnts-Amcndmcnt5'Agrrru-Amcnd 2004\04-11-01 Grant Agreement EDA Orange Show(:!)I doc (1) Builder's Risk Insurance to be written on an All Risk Completed Value form, in an aggregate amount equal to 100% of the completed insurable value of the Project, including materials to be acquired and installed within the public right-of-way of Arrowhead Avenue. (2) Commercial General Liability Insurance with limits of not less than ONE MILLION DOLLARS ($1,000,000) per occurrence and TWO MILLION DOLLARS ($2,000,000) aggregate to protect the Grantee during the construction of the Project from claims involving bodily injury and/or death and damage to the property of others. D. The Commercial General Liability Insurance required in sub- paragraph 8., above, shall include an endorsement naming the Agency and the City of San Bernardino, their board members, and their officials, officers, agents, and employees as additional insureds for liability arising out of this Grant Agreement and any operation related to this Grant Agreement. E. If any of the insurance coverage required under this Grant Agreement is written on a claims-made basis, such insurance policy shall provide an extended reporting period continuing through the period of time that the Grantee continues to have the obligation to maintain the landscaping as shall be constructed within the public right-of-way of Arrowhead Avenue. F. Receipt of evidence of insurance that does not comply with the ~"~','.',5':';:", above requirements shall not constitute a waiver of the insurance requirements of this Grant '., i!fJ} Agreement. -. G. The above stated insurance coverage shall be maintained by the Grantee or its contractors, as required by the terms of this Grant Agreement, until the completion of all of the Grantee's obligations under this Grantee Agreement, including the continuing maintenance obligation for the landscaping and the irrigation systems, and shall not be reduced, modified, or canceled without thirty (30) days' prior written notice to the Agency and City. Also, phrases such as "endeavor to" and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company" shall not be included in the cancellation wording of any Certificates of Insurance or any coverage for the Agency/City, their board members, officials, agents, and employees. The Grantee shall immediately obtain replacement coverage for any insurance policy that is terminated, canceled, non-renewed, or whose policy limits are exhausted or upon insolvency of the insurer that issued the policy. H. All insurance to be obtained and maintained by the Grantee under this Grant Agreement shall be issued by a company or companies listed in the current "Best's Key Rating Guide, Property/Casualty" publication with a minimum of a "B+NII" rating and be a California admitted insurance company. I. If the Grantee is or becomes self-insured, during the term of this Grant Agreement, the Grantee shall provide coverage equivalent to the insurance coverages and endorsements required above. The Agency/City will not accept such coverages unless the Agency/City through the official action of their governing body determine, in their sole discretion and by written acceptance, that the coverage proposed to be provided by the Grantee is 4815-2414-8224.1 6 P\ABcnda.s\Agrttmenl$-AmcndmenI$'.Agrnts-Amend 2004\04-11-01 Grant Agreement EDA Orange ShowCm doc equivalent to the above-required coverages. A determination by the Agency/City that proposed self-insurance coverage is not equivalent to require coverages will be communicated to the Grantee in writing by the Agency/City, along with the reasons for such determination. J. All insurance obtained and maintained by the Grantee in satisfaction of the requirements of this Grant Agreement shaIl be primary to and not contributing to any other insurance maintained by the Agency/City. K. Insurance coverage in the mInImUm amounts set forth in this Grant Agreement shaIl not be construed to relieve the Grantee of any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall it preclude the Agency/City from taking such other actions as are available to them under any other provision of this Grant Agreement or otherwise at law. L. Failure by the Grantee to maintain all insurance required by this Grant Agreement in effect at all times shaIl be an Event of Default by the Grantee. The Agency/City, at their sole option, may exercise any remedy available to it in connection with such an Event of Default. AdditionaIly, the Agency/City may purchase such required insurance coverage and the Agency/City shaIl be entitled to immediate payment from the Grantee for any premiums and associated costs paid by the Agency/City for such insurance. Any election by the Agency/City not to purchase insurance for the Grantee shaIl not relieve the Grantee of its obligation to obtain and maintain the insurance coverage required by this Grant Agreement. --#,.'.. t~i Section 6. Time of Essence. Time is strictly of the essence with respect to each and every term, condition, obligation and provision hereof and failure to timely perform any of the terms, conditions, obligations or provisions hereof by either party shaIl constitute a material breach of and a default under this Grant Agreement by the party so failing to perform. Section 7. No Waiver. Failure to exercise any right the Agency may have or be entitled to, in the event of default by the Grantee hereunder, shaIl not constitute a waiver of such right or any other right, in the event of a subsequent default by the Grantee. Section 8. Events of Default. a. By Agency. Failure or refusal of the Agency to disburse the Agency Grant proceeds or the County Grant proceeds, as set forth herein, shall constitute a default by the Agency other than if such failure or refusal to disburse is for cause as shall be stated in writing by the Agency delivered to the Grantee. b. By Grantee. Failure to use the Agency Grant proceeds and the County Grant proceeds in the manner and for the purposes as set forth herein and for failure of the Grantee to fulfiIl all maintenance oblations and insurance required pursuant to Section 5 hereof. c. By Either Party. Failure or delay by either party to perform any material term or provision of this Grant Agreement shall constitute a default under this Grant Agreement; provided, however, that if the party who is otherwise claimed to be in default by the other party commences to cure, correct or remedy the alleged default within thirty (30) calendar days after 4815-2414-8224.\ 7 P \AgC1ldas\AIJ'cemenls-^~ndments\Agrnts-Amend ~004'04-ll-01 Gr3l'l1 Agreement EDA Orange Show(:!)! doc ~~r~~~: receipt of written notice specifying such default and diligently pursues such cure, correction or remedy to completion, such party shall not be deemed to be in default hereunder. d. Notice of Default. The party that may claim that a default has occurred shall give written notice of default to the party in default, specifying the alleged default. Delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of default; provided, however, the injured party shall have no right to exercise any remedy for a default hereunder without delivering the written default notice as specified herein. e. Rights and Remedies. Any failure or delay by a party in asserting any of its rights and remedies as to any default shall not operate as a waiver of any default or of any rights or remedies associated with a default. Except with respect to rights and remedies expressly declared to be exclusive in this Grant Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. f. Breach. In the event that a default of either party may remain uncured for more than thirty (30) calendar days following written notice, as provided above, a "breach" shall be deemed to have occurred. In the event of a breach, the party who is not in default shall be entitled to terminate this Grant Agreement by serving written notice of such termination on the other party. g. Additional Rights and Remedies of Parties. Upon default by the Grantee: (i) the Agency shall be released from any further obligations under this Grant Agreement; provided, however, that the Agency shall not be released from its obligation to remit any and all advances as may have been previously submitted by the Grantee to the Agency for payment under this Grant Agreement and to which such default does not apply, and (ii) the Agency may seek appropriate legal or equitable relief. Upon a default by the Agency, the Grantee may institute any proceeding at law or in equity to enforce the obligations of the Agency under this Agreement. In any action arising under this Agreement among the parties hereto, the prevailing party or parties shall be entitled to reimbursement from the other party or parties of all costs and expenses, including reasonable attorney's fees, in bringing such action. If either party hereto files any action or brings any action or proceeding against the other arising out of this Grant Agreement, or is made a party to any action or proceeding brought by the any other person or governmental agency, then as between the Grantee and the Agency, the prevailing party shall be entitled to recover as an element of its costs of suit, and not as damages, its reasonable attorneys' fees as fixed by the Court in such action or proceeding or in a separate action or proceeding brought to recover such attorneys' fees. The costs, salary and expenses of the City Attorney and members of his office in enforcing this Grant Agreement shall be considered as "attorney fees" for purposes of this Section. Section 9. Further Assurances. The Grantee shall execute any further documents consistent with the terms of this Grant Agreement, including documents in recordable form, as the Agency shall from time-to-time deem necessary or appropriate to effectuate its purposes in entering into this Grant Agreement and making the Agency Grant and the County Grant. 4815.2414-82241 8 p \Aiendas\Agrttmcnts.Amcndmcnts'A~TTT1s.Amcnd 2004\04.11-0 I Granl Agrecmenl EDA Orange Show(2) I doc Section 10. Governine Law. The Grantee hereby agrees to comply with all ordinances, rules and regulations of the Agency and the County for the use and disbursement of the Agency Grant and the County Grant. Nothing in this Grant Agreement is intended to be, nor shall it be deemed to be, a waiver of any City ordinance, rule, or regulation or other applicable provisions of State law. This Grant Agreement shall be governed by the laws of the State of California. Any legal action brought under this Grant Agreement must be instituted in the Superior Court of the County of San Bernardino, San Bernardino District, State of California, or in the Federal District Court in the Central District of California. Section 11. Amendment of Grant Aereement. No modification, rescission, waiver, release or amendment of any provision of this Grant Agreement shall be made except by a written agreement executed by the Grantee and the Agency and duly approved by the governing bodies of each such party. Section 12. No Assienment of Grant Aereement Bv Grantee. The Grantee may not assign or transfer any portion of this Grant Agreement, without the prior express written consent of the Agency, which consent may be given or withheld at the sole discretion of the Agency. No assignment of the Agency Grant, the County Grant or this Grant Agreement shall be permitted under any circumstances. ~.~;::.;. ~ Section 13. Notices. Any notices, requests or approvals gIVen under this Grant Agreement from one party to another may be personally delivered, delivered by nationally recognized overnight delivery service or deposited with the United States Postal Service for mailing, postage prepaid, registered or certified mail, return receipt requested to the following address: To Grantee: National Orange Show 689 South "E" Street San Bernardino, CA 92405 Attn: General Manager To Agency: Redevelopment Agency of the City of San Bernardino 201 North "E" Street, Suite 301 San Bernardino, California 92401 Attn: Agency Chairperson with a copy to: Lewis Brisbois Bisgaard & Smith LLP 650 East Hospitality Lane, Suite 600 San Bernardino, California 92408 Attention: Timothy 1. Sabo Phone: (909) 387-1130 Fax:: (909) 387-1138 Communications delivered personally or by nationally recognized overnight delivery service shall be effective upon such delivery. Communications sent by United States Mail shall be effective on the third business day following their deposit for mailing with the United States 4815-2414-8224.1 9 P 'Agtndas\Agreemcnu-Amcndmcnls'Agrmls-Amcnd :!004\04-11-01 Grant Agreemcnt EDA Orang(: ShO'.l!(2) I doc Postal Service. Either party may change its address for notice by giving written notice thereof to the other party. Section 14. Attorney's Fees and Costs. If any action is instituted to enforce payment or performance under this Grant Agreement, the parties hereby agree that the prevailing party shall be entitled to all costs and all attorneys' fees incurred by such prevailing party in enforcing this Grant Agreement. As further provided in Section 7.g. hereof, the costs, salary and expenses of the City Attorney and members of his office in enforcing this Grant Agreement shall be considered as "attorney fees" for purposes of this Section 14 and said Section 7.g. and for all other purposes under this Grant Agreement. Section 15. Partial Invalidity. If any term or provision or portion of this Grant Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Grant Agreement, or the application of such term or provision or portion thereof to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each such term and provision of this Grant Agreement shall be valid and enforced to the fullest extent permitted by law. Section 16. No Intent to Create Third Pam Beneficiaries. The parties intend that the rights and obligations under this Grant Agreement shall benefit and burden only the parties hereto, and do not intend to create any rights in, or right of action to or for the use or benefit of any third party, including any governmental agency, which is not one of the parties to this Grant Agreement. ~_., ~:~~ . ,,"'-~:J Section 17. Entire Aereement. This Grant Agreement (including all Exhibits attached hereto) is the final expression of, and contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior understandings with respect thereto. This Grant Agreement may not be modified, changed, supplemented or terminated, nor may any obligations hereunder be waived, except by written instrument signed by the party to be charged or by its agent duly authorized in writing or as otherwise expressly permitted herein. This Grant Agreement may be executed in one or more counterparts, each of which shall be an original, and all of which together shall constitute a single instrument. Section 18. Construction. Headings at the beginning of each Section are solely for the convenience of the parties and are not a part of this Grant Agreement. Whenever required by the context of this Grant Agreement, the singular shall include the plural and the masculine shall include the feminine and vice versa. This Grant Agreement shall not be construed as if it had been prepared by one of the parties, but rather as if both parties had prepared the same. Unless otherwise indicated, all references to Sections are to this Grant Agreement. All exhibits referred to in this Grant Agreement are attached hereto and incorporated herein by this reference. Section 19. Counterparts. This Agreement may be executed in one or more counterparts, each of which will constitute an original and all of which together shall constitute a single instrument. 4815-2414-8224.\ 10 P \Agcndas'.AgreemenU.Amcndl'T'lentsAgrMs-Amend 1004\04-11-01 Grant A~ment EDA Orange Shaw(;!)] doc IN WITNESS WHEREOF, the and the Redevelopment Agency of the City of San Bernardino executed this Grant Agreement as of the dates written next to the signatures of their duly authorized representatives, below. GRANTEE a Date: By: President By: Date: Secretary AGENCY Redevelopment Agency of the City of San Bernardino t!~~:ri~ Date: By: Agency Chairperson ATTEST: By: APPROVED AS TO FORM AND LEGAL CONTENT: BY~~ p.'" \J ''j C ...,./ 4815-2414-8224.1 11 P 'Agendas',Agreemems-AmendmenlsAgrmts-Amend 2004',04-1 \ -OJ Grant Agreement EDA Orange Showl:l j doc IN WITNESS WHEREOF, the and the Redevelopment Agency of the City of San Bernardino executed this Grant Agreement as of the dates written next to the signatures of their duly authorized representatives, below. GRANTEE a Date: By: President Date: By: Secretary AGENCY Redevelopment Agency of the City of San Bernardino fii:.& Date: By: Agency Chairperson ATTEST: By: APPROVED AS TO FORM AND LEGAL CONTENT: By: ~ S jO~i.. ~ 4815-2414-8224.1 II P 'Agendas\AgreeTT'ln1!S.AlTl('ndmenlS Agrmls-Amend ;::004 ,04-11.01 Gram Agreement EDA Orange Sho.....(2l I doc IN WITNESS WHEREOF, the and the Redevelopment Agency of the City of San Bernardino executed this Grant Agreement as of the dates written next to the signatures of their duly authorized representatives, below. GRANTEE a Date: By: President Date: By: Secretary AGENCY Redevelopment Agency of the City of San Bernardino ~i~~~~ Date: By: Agency Chairperson ATTEST: By: APPROVED AS TO FORM AND LEGAL CONTENT: BVV~ . S p..('fc. \ \t'M, C 0""'.5<1" I 4815-2414-8224.1 11 P \A8end3s'Agrecmcnt~.AmendmenlsAirmls.Amend ~004,04-ll-01 Grant Agreement EOA Orange Show(:!)l doc ~~~~~ EXHIBIT "A" GENERAL LOCA nON OF THE PROJECT 4815-2414-8224.1 p.\A.endas\Agrccmenls-Amendmcnts\Agrnw:s-Amcnd 2004,04-11-01 Grant Agreement EDA Orang~ $OOw(2)1 doc City of San Bernardino, California Department of Public Works, Division of Engineering VICINITY MAP STREET IMPROVEMENTS ON ARROWHEAD A VENUE FROM HUFF ST TO HILLCREST AVE '" 607 WillS ( COO!lT ~8 SOO Ul I~ ~ ~\ 15 ~I ~ UJ c' -' - t:1 '" 5T ",g; E ~\ -, "" "" "'\ c 100 j~ - ---~- 0- << :; W QRA.',GE -Po. l..N V'l:3 LI ORANGE.:: " .- BLOOD SHOW RD BANK OF SIVI BEi/W.PDI/() & RIVERSIDE CO'S ~: ~, _I ~i 3' E ._ENN~ z: , -' '~ ~ ~ I'" NO~ - - , ! ~~ ~: P [oNEER ST 100 ?;- z~ ~= I.Ll ~ 3 j~ i!~ ."i 1 en ~~i , [)J'AS "., C1iAN~L ER SAN . -<: 8c:RNA~I~ <' CIn' ANIMAL SHfL fER 'L.._~~~I>' E. VICINITY MAP N. T.S.