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HomeMy WebLinkAbout2008-324 - " 1 2 RESOLUTION NO. 2008-324 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AMENDING THE REIMBURSEMENT AGREEMENT WITH THE 3 CITY OF RIVERSIDE FOR STREET IMPROVEMENTS TO COMMERCIAL ROAD 4 AND HUNTS LANE. 5 6 7 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. The City Manager is hereby authorized and directed to execute an 8 amendment to the Reimbursement Agreement with the City of Riverside for street improvements 9 on Commercial Road and Hunts Lane. A copy of the Reimbursement Agreement is attached as 10 11 12 13 14 15 16 17 18 19 20 21 22 III 23 24 25 26 27 28 Exhibit A, and a copy of the First Amendment to the Reimbursement Agreement is attached as Exhibit B, both incorporated herein by reference. SECTION 2. This Agreement and any amendment or modifications thereto shall not take effect or become operative until fully signed and executed by the parties and no party shall be obligated hereunder until the time of such full execution. No oral agreements, amendments, modifications or waivers are intended or authorized and shall not be implied from any act or course of conduct of any party. SECTION 3. This resolution is rescinded if the parties to the contract fail to execute it within one-hundred twenty (120) days of passage ofthe resolution. 11/ 2008-324 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AMENDING THE REIMBURSEMENT AGREEMENT WITH THE 2 CITY OF RIVERSIDE FOR STREET IMPROVEMENTS TO COMMERCIAL ROAD 3 AND HUNTS LANE. 4 I HEREBY CERTIFY that the foregoing resolution was du1y adopted by the Mayor and 5 Common Council of the City of San Bernardino at a ioint re~ular meeting thereof, held 6 on the 18th 7 8 9 10 11 August day of , 2008, by the following vote, to wit: Council Members: AYES NAYS ABSTAIN ABSENT ESTRADA x BAXTER x x BRINKER 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 DERRY x KELLEY x JOHNSON x MC CAMMACK x ~ ,t,-rI.JA -~ ft:!1:.,ii:a-- City Clerk The foregoing resolution is hereby approved this Ol.tJm day of August ,2008. r~ Approved as to form: JAMES F. PENMAN, City ttorney .fr Exhjbit "A" 2006-50 REIMBURSEMENT AGREEMENT BETWEEN CITY OF RIVERSIDE AND CITY OF SAN BERNARDINO FOR IMPROVEMENTS TO COMMERCIAL ROAD This Reimbursement Agreement for Improvements to Commercial Road ("Agreement") is made and entered into this 10th day of April , 2006, by and between the City of San Bernardino, a California charter city and municipal corporation ("San Bernardino") and the City of Riverside, a California charter city and municipal corporation (" Riverside"), sometimes also referred to herein jointly as "Parties" or individually as "Party." A. Riverside intends to replace an existing water transmission main line in the City of San Bernardino on Commercial Road and Hunts Lane, beginning at the intersection of Commercial Road and Hunts Lane continuing south 230 feet on Hunts Lane and at said beginning to 1,173 feet east on Commercial Road, and as further depicted on the map attached hereto as Exhibit A and incorporated herein by this reference B. San Bernardino desires to construct street improvements on Commercial Road, beginning 1,190 feet east from the intersection of Commercial Road and Hunts Lane to 1,170 feet east on Commercial Road and as further depicted on the map attached hereto as Exhibit A. C, The Parties intend that, as provided herein, Riverside shall construct the street improvements desired by San Bernardino and that San Bernardino shall reimburse Riverside for constructing such street improvements, and, therefore, the Parties desire to enter into this Agreement for such purposes, D. Riverside has estimated that construction of the proposed street improvements shall cost approximately $78,240 and, subject to the provisions herein, San Bernardino's reimbursement to Riverside for costs related to the proposed street improvements shall not exceed this amount. I f such costs exceed $78,240, then the parties agree to seek to amend this Agreement to allow for such additional reimbursement, as further provided herein. AGREEMENT NOW, WHEREFORE, in consideration of the foregoing recitals that are incorporated herein by this reference and the mutual terms and conditions herein, the Parties agree as follows: I, DESCRIPTION OF STREET IMPROVEMENTS The street improvements that are the subject of this Agreement (defined as the "Project") shall consist of all design and construction engineering and all contract construction work, including construction and/or project management, associated with rehabilitating the full street width of Commercial Road, beginning 1,190 feet east from the intersection of Commercial Road and Hunts Lane to 1,170 feet east on Commercial Road, consisting of 1,170 feet of improvements, as provided herein and as set forth in Bid Schedule "B" to City of Riverside Specification 739, Bid No, 6325 ("Project"), BA W&G/BWS/I 043202 1028.24 03-08-05 -1. 2006-50 Riverside shall be the lead agency for the Project, and shall provide design and construction engineering for the PIoject. Design engineering shall include preliminary engineering and preparation of construction plans, contract documents and special provisions for inclusion in the invitation for bids for the Project. Costs associated with design engineering shall be born by Riverside. Construction engineering shall include construction survey material testing, inspection, contract administration and supervision of the construction. Riverside shall solicit competitive bids for the construction work pursuant to Riverside's usual Public Works competitive bidding procedures. Construction shall include, but not limited to, furnish and install full street width of asphalt concrete overlay I-inch thick, rise manholes and valve cans to grade, street striping (paint) per San Bernardino standards, provide traffic control. 2. TERM The teoo ofthis Agreement shall become effective on the date first written above, and shall remain in effect until a Notice of Completion for the construction of the Proj ect has been recorded, unless teooinated earlier pursuant to the teoos herein. Early teooination shall be as provided for in Section 9 of this Agreement. 3. CONSTRUCTION 3.1 Construction. Riverside agrees to construct, or caused to be constructed, the Project in accordance with, without limitation, all approved or required specifications, plans, drawings, documents and peooits issued and/or prepared by San Bernardino, Riverside and/or other governmental agency exercising jurisdiction over the Project. All construction contracts entered into for the Project shall be entered into with a duly licensed, insured and bonded contractor or contractors. 3.2 Comoliance with Governmental Rel!Ulations. Riverside shall carry out the design, construction and operation of the Project in confoooity with all applicable governmental regulations. 3.3 Proiect Schedule of Perfoooance. Not later than (10) days after completion of the Project, Riverside shall prepare and record a Notice of Completion and shall lodge a copy of the same with San Bernardino.. 3.4 San Bernardino's Right of Insoection. San Bernardino shall obtain or cause to be obtained any and all necessary construction pennits prior to commencing of any work within the public rights-of-way for the Project. San Bernardino shall have the right during the construction to enter upon the Project site for inspection purposes. -2. 2006-50 4. REIMBURSEMENT OF CONSTRUCTION COSTS 4, I Estimated Construction Costs and Reimbursement Amount. Riverside has estimated that the costs for construction of the Project shall be approximately $78,240, including direct construction, project administration and other "soft" costs. San Bernardino shall pay for all such costs associated with the Project, in an amount not to exceed the current estimated amount of $78,240, unless Riverside issues, in writing, any reasonable change orders, that may increase such costs. Any such change orders affecting San Bernardino's costs associated with the Project shall not be issued nor approved without the prior consent or both parties, which consent shall not be unreasonably withheld or delayed. 4.2 Cost Records and Verification. Throughout the period of construction of the Project, Riverside shall submit to San Bernardino monthly statements of actual cost of construction, including contracts, invoices, cancelled checks or other evidence of cost incurred satisfactory to San Bernardino so that San Bernardino may verify Riverside's actual cost of such improvements. 4.3 Final Statement of Account Reimbursements. Upon completion of all the Project, Riverside shall calculate all final costs incurred therefore, and shall submit to San Bernardino a final statement of said costs which statement shall clearly set forth the total amount for each Party's share as previously described herein, total amount of funds paid and deposited by San Bernardino for said Project, if any, total amount of funds paid by Riverside and amount due to Riverside by San Bernardino for its share of the Project cost. Any amounts due shall be paid within (30) days from the date of statement. 5. HOLD HARMLESS Except as to San Bernardino's negligence or willful misconduct, Riverside shall defend, indemnify and hold harmless San Bernardino, its officers, employees, and agents against and from any and all loss, liability, damage, claim, cost, charge, demand, or expense (including without limitation any direct, indirect or consequential loss, liability, damage, claim, cost, charge, demand, expense, or attorneys' fees) for injury or death to any person, and damage to property, including without limitation property of either Party, arising out of or in connection with the construction of the Project under this Agreement. The provisions of this Section 5 shall not be construed to relieve any insurer of its obligations to pay any insurance claims in accordance with the provisions of any valid insurance policy. 6. INSURANCE 6.1 General Liabilitv and Auto Insurance. Riverside shall secure, or cause its contractor to secure and thereafter maintain until completion of the Agreement, such commercial general and automobile liability insurance as shall protect Riverside from claims for damages for personal injury, including accidental death, as well as from claims for property damage which may arise from or which may concern operations under the Agreement, whether such operations BAW&(',JBWSlI04J20.2 1028,24 OJ.08.()S -3- 2006-50 be by or on behalf of Riverside, any subcontractor or anyone directly or indirectly employed by, connected with or acting for or on behalf of any of them. All liability insurance shall be issued by insurance companies authorized to transact liability insurance business in the State of California, with a policy holder's Rating of B+ or higher, and a Financial Class of VII or higher. Such commercial general liability policy shall cover both bodily injury (including death) and property damage (including but not limited to premises-operations liability, products- completed operations liability, independent contractors liability, personal injury liability, and contractual liability), in an amount not less than $1,000,000 per-occurrence limit/$2,000,OOO aggregate, unless otherwise approved by the Riverside. Such automobile liability policy shall cover both bodily injury and property damage in an amount not less than $1,000,000 per-occurrence limit, unless otherwise approved by Riverside. The policies shall not be amended or canceled unless thirty (30) days prior written notification of intended amendment or cancellation has been given to Riverside and San Bernardino by certified or registered mail. 6.2 San Bernardino as Additional Insured. Each policy of insUIance required pursuant to Subsection 6.1 and the original certificate of insurance evidencing such coverage shall name the San Bernardino as an additional insured under such policy. Each such policy shall be in the usual form of public liability insurance, but shall also include the following provision: "Solely with respect to work done by the named insured for the City of San Bernardino, it is agreed that the City of San Bernardino and its officers and employees are added as additional insureds under this policy." 6.3 Workers Comoensation. Riverside shall require that the contractor(s) constructing the Project, prior to commencing such construction, shall comply with Section 3700 of the Labor Code of the State requiring every employer to be insured against liability for workers' compensation or to undertake self-insurance for such liability, Upon request, Riverside shall furnish to San Bernardino a copy of a certificate of insurance or self-insurance provided by each such contractor evidencing that such insurance or self-insurance is in effect. 7. MODIFICATIONS. WAIVER. INTERPRETATION 7.1 Amendments. No amendment or modification to this Agreement shall be effective unless in a writing duly executed by both Parties. The failure of any Party at any time -4- 2006-50 or times to require performance of any provision hereof shall in no manner affect the right at a later time to enforce the same. No Waiver by any Party of the breach of any term or covenant contained in this Agreement, whether by conduct or otherwise, shall be deemed to be construed as a further or continuing waiver of any such breach or a waiver of the breach of any other term or covenant unless such waiver is in writing. 7.2 Sole AlIIeement. This Agreement constitutes the final, complete and exclusive statement of the terms of the agreement between the Parties pertaining to the subject matter of this Agreement, and supersedes all prior and contemporaneous understandings or agreements of the Parties. Neither Party has been induced to enter into this Agreement by, and neither party is relying on, any representation or warranty outside those expressly set forth in this Agreement. 8. NOTICES 8.1 Notices. All notices permitted or required under this Agreement shall be given to the respective Parties at the following addresses or at such other addresses as the respective Parties may provide in writing for this purpose: City: City of Riverside, Public Utilities DepartmentlWater Division 3900 Main Street Riverside, California 92522 Attention: Construction Contract Administrator City: City of San Bernardino. Development Services Department 300 N "D" Street San Bernardino, CA 92418-0001 Attention: Director of Development Services Such notice shall be deemed made when personally delivered or mailed or forty- eight (48) hours after deposit in the U,S, mail, first class postage prepaid and addresses to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. Changes in such designation may be made by notice similarly given. 9. EARLY TERMINATION OF AGREEMENT The Parties may terminate this Agreement by mutual written consent. 10. AUTHORIZED REPRESENTATIVE San Bernardino's Authorized Representative is the Director of Development Services, or his designee. San Bernardino may change its Authorized Representative by giving Riverside notice pursuant to Section 8. Riverside's Authorized Representative is BAW&GIBWSl104J20.2 1028.24 OJ.Q8.QS .5- 2006-50 the General Manager of Public Utilities, or his designee, Riverside may change its Authorized Representative by giving San Bernardino notice pursuant to Section 8. II. SEVERABILITY If anyone or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such provision or provisions shall be deemed severable from the remaining provisions contained in this Agreement, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision(s) had never been contained herein. 12. CAPTION AND PRONOUNS The captions and headings of the various Sections of this Agreement are for convenience only, and are not be construed as confining or limiting in any way the scope or intent of the provisions hereof. Whenever the context requires or pennits, the singular shall include the plural, the plural shall include the singular, and masculine, feminine and neuter shall be freely interchangeable. 13. ATTORNEY'S FEES In any action to interpret of enforce any prOVISion of this Agreement, the prevailing party shall be entitled to its costs and reasonable attorney's fees. IN WITNESS WHEREOF, the Parties hereto have caused two originals of this Agreement to be executed by their duly authorized representatives. By: Bradley Attest: APPROVED AS TO FORM: By: usan D. Wilson, Deputy City Attorney O:\Cycoml WPDocs1D0211POO4100054292 City of San ~ernardino -6- 2006-50 ~ ~ iil ~ e ~ .: w ~ ~ ~ w z g ~ ~ z i" U lSJ i~ . << ~ ~ '" ~ '" Q,) +-' l:!:!~ w ~ ~ ,-.-co 1Il- a: e u z 0..0 -I 0 z 0 l- e -' l 0 Q ! " 1l ~ < I !!i ~ i ...$ 0 ~ . c J I g 3-\V NON~3I\ '" a. <( ::; ~~ Z z U > 3AV NVI'l1l31VM ., ~ :J : o c:- O ~ ~ ~ >-- "'w <'" ;0;0 ~Z ",- ~ IE :Ii ~ tJ ~.~ H "- 0 c.....J o Nl SlNnfl o ~ . ~ I- I-m al~ _W :c u= <(CO >< ...J = W a.W UJ...J o::~ zO _W <(J: ~O Zen 00 (i)CO en~ ~Z enW Z~ ~W I-~ 0::...J Wa. I-W <(0:: :i:1- _ Z ix>W ""'~ UJW Z~ :5 a. en I- Z ~ J: a. ~ Z . o ~ i= Z ~ 200.8-324, Exhibit ",8" FIRST AMENDMENT TO REIMBURSEMENT AGREEMENT BETWEEN CITY OF RIVERSIDE AND CITY OF SAN BERNARDINO FOR IMPROVEMENTS TO COMMERCIAL ROAD This Amendment to Agreement for Reimbursement ofImprovements to Commercial Road (this "Amendment") is made as of the 18th day of August ,2008, by and between the City of Riverside, a charter city and a municipal corporation of the State of California ("Riverside") and the City of San Bernardino, a California charter city and municipal corporation ("San Bernardino"). RECITALS WHEREAS, on or about April 10, 2006, Riverside and San Bernardino entered into an agreement entitled Agreement for Reimbursement ofImprovements to Commercial Road (the "Agreement"). WHEREAS, under that Agreement, San Bernardino agreed to contribute up to $78,240 for the construction of certain street improvements. The cost of the improvements has increased by $2,329.70, and the parties wish to amend the Agreement to include this additional contribution. FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby acknowledged, Riverside and San Bernardino hereby agree as follows: I. Section 4.1, "Estimated Construction Costs and Reimbursement Amount" is hereby increased by $2,329.70. 2. All other terms and conditions of the Agreement shall remain the same and in full force and effect. 3. This First Amendment shall be governed by and construed in accordance with the laws of the State of California. [signatures on next page] I 2008732~ IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to be executed the day and year first above written. By:-1>- 1...1 ~ ,~.ul..- Name: ~..I.I.-..l.. <W.l-. Title: City Manager By: ARDINO, municipal corporation CITY OF RIVERSIDE, a charter city and a municipal corporation e' itle: City Manager Dated: November 18, 2008 ATTEST: ATTEST: ICol n J. Nicol City lerk By::t~A'.trJ.,~I..J f)~..~ ~e6w City Clerk ' APPROVED AS TO FORM: By: ~~ Susan D. Wilson Deputy City Attorney - APPROVED AS TO FORM: James F. Penman City Attorney O:\Cycom\ WPDocsID004\P006\OOO04235.DOC CA: 05-2150.4 (SW) Rev: 08/01/08 2