HomeMy WebLinkAbout2014-359 RESOLUTION NO. 2014-359
1
2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO APPROVING A COOPERATIVE AGREEMENT WITH
3 THE CITY OF HIGHLAND FOR CONSTRUCTION OF A BIKE LANE ON 5TH
4 STREET / GREENSPOT ROAD FROM WATERMAN AVENUE TO VALENCIA
COURT.
5
WHEREAS, the City of Highland and the City of San Bernardino wish to execute a
6 Cooperative Agreement to construct a Bike Lane on 5th Street/Greenspot Road from
7 Waterman Avenue to Valencia Court (Project); and
8 WHEREAS, fifty-percent (50%) funding for the Project will be from the State
Transportation Development Act (TDA), Article 3, Bicycle and Pedestrian Funds and will be
9 of mutual benefit to the City of Highland and the City of San Bernardino; and
10 WHEREAS, the Parties wish to share the Article 3 grant funds and the project cost
11 proportionally based on the cost of the work in each jurisdiction.
12 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE
CITY OF SAN BERNARDINO AS FOLLOWS:
13
14 SECTION 1. A Cooperative Agreement in the not-to-exceed amount of$30,890.47
15 ($61,780.94 minus 50% credit for TDA, Article 3 grant funds) with the City of Highland to
16 perform environmental processing, design, contract administration and construction of a
17 Bike Lane along 5th Street/Greenspot Road from Waterman Avenue to Valencia Court, is
18
attached and incorporated herein as Exhibit "A". The City Manager is hereby authorized and
19
20 directed to execute said Cooperative Agreement on behalf of the City.
21 SECTION 2. The Director of Finance, or his designee, is hereby authorized and
22 directed to appropriate $35,000, using previously unallocated Gas Tax (Fund 126) and
23 amend the adopted FY 2014/15 Budget accordingly for Project No. SS15-018 (Account No.
24
25 126-160-5504-8011-0025) "Construct Bike Lane on 5`h Street/Greenspot Road from
26 Waterman Avenue to Valencia Court".
27
28
1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO APPROVING A COOPERATIVE AGREEMENT WITH
2 THE CITY OF HIGHLAND FOR CONSTRUCTION OF A BIKE LANE ON 5TH
STREET / GREENSPOT ROAD FROM WATERMAN AVENUE TO VALENCIA
3 COURT.
4 SECTION 3. The Purchasing Manager is hereby authorized and directed to issue a
5
Purchase Order for said services to said City of Highland, which references this Resolution.
6
7 SECTION 4. The authorization to execute the above-referenced Agreement is
8 rescinded, if it is not executed by the parties within ninety (90) days of the passage of this
9 Resolution.
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28 ///
I RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
2 OF SAN BERNARDINO APPROVING A COOPERATIVE AGREEMENT WITH
THE CITY OF HIGHLAND FOR CONSTRUCTION OF A BIKE LANE ON 5TH
3 STREET / GREENSPOT ROAD FROM WATERMAN AVENUE TO VALENCIA
4 COURT.
5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor
6 and Common Council of the City of San Bernardino at a joint regular meeting thereof, held on
7 the 6th day of October, 2014, by the following vote, to wit:
8
9 Council Members: AYES NAYS ABSTAIN ABSENT
10 MARQUEZ X
11 BARRIOS X
12 VALDIVIA X
13 SHORETT X
14
NICKEL X
15
16 JOHNSON X
17 MULVIHILL X
18
19 George Hanna, y Clerk
20
The foregoing resolution is hereby approved this day of October, 2014.
21 i-
22
23 R. CAREY AVIS, Mayor
City of San i3ernardino
24
25 Approved as to form:
GARY D. SAENZ, City Attorney
26
27 By:
28
2014-359
COOPERATIVE AGREEMENT
5th Street/Greenspot Road Bikeway from Waterman Avenue to Valencia Court
THIS CONTRACT is entered into in the State of California by and between:
Name
CITY OF HIGHLAND hereinafter called: HIGHLAND
Address
27215 BASE LINE STREET
HIGHLAND, CA 92346
Telephone Federal ID No.or Social Security No.
(909) 864-6861 33-0270638
and
Name
CITY OF SAN BERNARDINO hereinafter called: SAN BERNARDINO
Address
300 NORTH D STREET
SAN BERNARDINO, CA 92418
Telephone Federal ID No.or Social Security No
(909) 384-5179 95-6000772
IT IS HEREBY AGREED AS FOLLOWS:
WITNESSETH
WHEREAS, the CITY OF HIGHLAND (HIGHLAND) and the CITY OF SAN BERNARDINO
(SAN BERNARDINO) desire to cooperate and jointly participate in a project to construct the 5th
Street/Greenspot Road Bikeway from Waterman Avenue to Valencia Court (hereinafter referred to as
PROJECT); and
WHEREAS, the PROJECT scope of work includes design, construction engineering and
construction for pavement widening and rehabilitation, pavement striping, pavement markings, and
signage; and
WHEREAS, the PROJECT is partially (71.21%) within the incorporated area of HIGHLAND,
and partially (28.79%) within the incorporated area of SAN BERNARDINO, and will be of mutual
benefit to HIGHLAND and SAN BERNARDINO; and
WHEREAS, the PROJECT development costs, which include design and environmental
processing, will be shared proportionately by the parties, based upon the PROJECT jurisdictional
area percentages identified above, and the PROJECT construction costs shall be paid by the parties,
based on where the work occurs (therefore, for PROJECT construction costs, each party is only
required to pay for construction work that occurs within its jurisdiction); and
WHEREAS, the total PROJECT cost, which includes PROJECT development and
construction costs, is estimated to be $214,579.78. HIGHLAND's share of PROJECT cost is
estimated at $152,798.84 and SAN BERNARDINO's share of PROJECT cost is estimated at
Page 1 of 5
2014-359
$61,780.94, as more particularly set forth in Exhibit "A", attached hereto and incorporated herein by
reference; and
WHEREAS, fifty-percent (50%) funding for the Project will be from Transportation
Development Act (TDA), Article 3, Bicycle and Pedestrian Funds and will be of mutual benefit to
HIGHLAND and SAN BERNARDINO; and
WHEREAS, HIGHLAND and SAN BERNARDINO desire to set forth responsibilities and
obligations of each as they pertain to the design, construction, and funding of the proposed
PROJECT.
NOW, THEREFORE, IT IS MUTUALLY AGREED as follows:
1.0 HIGHLAND AGREES TO:
1.1 Act as the Lead Agency in the design and construction of the PROJECT.
1.2 Provide plans, specifications, construction engineering, and an itemized cost estimate for the
PROJECT.
1.3 Construct the PROJECT by contract in accordance with the plans and specifications of
HIGHLAND (which have been reviewed and approved by SAN BERNARDINO), and the
Caltrans Design Manual, to the satisfaction of and subject to concurrence of SAN
BERNARDINO.
1.4 Obtain a no-cost permit from SAN BERNARDINO for work within SAN BERNARDINO's right-
of-way.
1.5 Advertise, award, administer, and initially fund the construction of the PROJECT, in
accordance with the California Public Contract Code applicable to cities and require, as well
as enforce, HIGHLAND's contractors to comply with all applicable laws and regulations,
including Labor Code sections 1720 et seq. and 1770 et seq. that concern the payment of
prevailing wages. HIGHLAND shall indemnify, defend (with counsel reasonably approved by
SAN BERNARDINO), and hold harmless SAN BERNARDINO and their officers, employees,
volunteers, and agents from any and all claims, actions, losses, damages, and/or liability
arising out of HIGHLAND's obligations set forth in the paragraph.
1.6 HIGHLAND shall require all contractors and vendors working on the PROJECT to have
appropriate and adequate insurance coverage for the mutual protection and benefit of the
parties.
1.9 Provide adequate inspection of all items of work performed under the construction contract(s)
with HIGHLAND's contractors or subcontractors for the PROJECT and maintain adequate
records of inspection and materials testing for review by SAN BERNARDINO. HIGHLAND
shall provide copies of any records of inspection and materials testing to SAN BERNARDINO
within ten (10) days of HIGHLAND's receipt of written demand from SAN BERNARDINO for
such records. This shall be included as a PROJECT cost.
1.10 Pay its share of PROJECT costs. The PROJECT costs shall include the cost of PROJECT
design, construction and construction engineering. HIGHLAND's share of the PROJECT costs
is estimated at $152,798.84. HIGHLAND shall be responsible for the sum of $152,798.84,
plus its proportionate share of any PROJECT cost increases pursuant to paragraph 4.6 below.
For purposes of this paragraph and paragraphs 2.1 and 3.1, PROJECT costs shall be shared
as follows: PROJECT development costs, which include design and environmental processing
cost, will be shared proportionately by the parties based upon the PROJECT jurisdictional
area percentages identified in the recitals, and the PROJECT construction costs shall be paid
by the parties, based on where the actual work occurs (therefore, for PROJECT construction
costs, each party is only required to pay for construction work that occurs within its
jurisdiction).
Page 2 of 5
2014-359
1.11 Submit to SAN BERNARDINO an itemized accounting of actual PROJECT costs incurred by
HIGHLAND to date and which have not already been paid by SAN BERNARDINO, and a
statement for SAN BERNARDINO's proportionate share of the PROJECT costs as provided
herein. Costs shall be amended following HIGHLAND and SAN BERNARDINO acceptance of
the final construction cost accounting.
1.12 Include compliance with any applicable requirements of the California Environmental Quality
Act (CEQA), California Public Resources Code section 21000 et. seq, as well as completing
the required CEQA documentation.
1.13 Operate and maintain those portions of the PROJECT within the incorporated area of
HIGHLAND, in accordance with HIGHLAND's regulations, policies and procedures after SAN
BERNARDINO's and HIGHLAND's acceptance of the construction contract work.
2.0 SAN BERNARDINO AGREES TO:
2.1 Pay its share of the PROJECT costs to HIGHLAND. The PROJECT costs shall include the
cost of PROJECT design, construction and construction engineering. SAN BERNARDINO's
share of the PROJECT costs is estimated at $61,780.94.
2.2 Reimburse HIGHLAND for SAN BERNARDINO's share of PROJECT costs, including SAN
BERNARDINO's proportionate share of any PROJECT increases pursuant to paragraph 4.6
below, within thirty (30) days after receipt of an itemized statement, as set forth in paragraph
1.11 of this Agreement, setting forth all actual PROJECT costs incurred by HIGHLAND to date
and which have not already been paid by SAN BERNARDINO, together with adequate
documentation of said expenditures.
2.3 Provide a no-cost permit to HIGHLAND for its work within SAN BERNARDINO's right-of-way.
2.4 Operate and maintain those portions of the PROJECT within the incorporated area of SAN
BERNARDINO, in accordance with SAN BERNARDINO's regulations, policies and
procedures after HIGHLAND's and SAN BERNARDINO's acceptance of the construction
contract work.
3.0 IT IS MUTUALLY AGREED:
4.1 HIGHLAND agrees to indemnify, defend (with counsel approved by SAN BERNARDINO) and
hold harmless SAN BERNARDINO, their officers, agents, volunteers from any and all claims,
actions or losses, damages, and/or liability resulting from HIGHLAND's negligent acts or
omissions which arise from HIGHLAND's performance of its obligations under the Agreement.
4.2 SAN BERNARDINO agrees to indemnify, defend (with counsel approved by HIGHLAND) and
hold harmless HIGHLAND, their officers, agents, volunteers from any and all claims, actions
or losses, damages, and/or liability resulting from SAN BERNARDINO's negligent acts or
omissions which arise from SAN BERNARDINO's performance of its obligations under the
Agreement.
4.3 In the event HIGHLAND and/or SAN BERNARDINO is found to be comparatively at fault for
any claim, action, loss or damage which results from their respective obligations under the
Agreement, HIGHLAND and/or SAN BERNARDINO shall indemnify the other to the extent of
its comparative fault. This shall have no application to any pending suit that may exist at the
time of the execution of this Agreement. Furthermore, if HIGHLAND or SAN BERNARDINO
attempts to seek recovery from the other for Workers' Compensation benefits paid to an
employee, HIGHLAND or SAN BERNARDINO agree that any alleged negligence of the
employee shall not be construed against the employer of that employee.
4.4 In the event of litigation arising from this Agreement, each Party to the Agreement shall bear
its own costs, including attorney fees. This paragraph does not apply to costs or attorney fees
relative to paragraphs 4.1, 4.2, 4.3 and 4.4 relating to indemnification.
4.5 HIGHLAND and SAN BERNARDINO are wholly or partially self-insured public entities for
purposes of Professional Liability, Automobile Liability, General Liability, and Workers'
Page 3 of 5
2014-359
Compensation and warrant that through their programs of self-insurance, they have adequate
coverage or resources to protect against liabilities arising out of HIGHLAND's and SAN
BERNARDINO's performance of this Agreement.
4.6 The Parties acknowledge that final PROJECT costs may ultimately exceed current estimates
of PROJECT costs. Any additional PROJECT costs resulting from increased bid prices,
change orders, or arising from unforeseen site conditions, including Utility relocation (but not
from requested additional work by HIGHLAND or SAN BERNARDINO, which is addressed in
paragraph 4.8 below) over the estimated total of PROJECT cost of $214,579.78 (which is the
sum of $152,798.84 from HIGHLAND and $61,780.94 from SAN BERNARDINO), shall be
borne by each Party in proportion to where the work actually lies (based on jurisdiction), as
part of the Parties' respective obligations to pay the cost for the PROJECT.
4.7 If HIGHLAND or SAN BERNARDINO requests additional work that is beyond the scope of the
original PROJECT, said work will be paid solely by the agency requesting the work at the
construction contract unit costs.
4.8 HIGHLAND shall notify SAN BERNARDINO of the bids received and the amounts thereof.
Within ten (10) days thereafter, HIGHLAND and SAN BERNARDINO shall determine the cost
of the PROJECT. In the event that either Party intends to cancel this Agreement based upon
the bids or amount thereof, said Party shall notify the other Parties prior to the awarding of a
contract so as to avoid detrimental reliance by any potential contractor.
4.9 If, upon opening of bids, it is found that a cost overrun exceeding 25% of the estimated
PROJECT costs will occur, HIGHLAND shall not award any contracts for the PROJECT.
Rather HIGHLAND and SAN BERNARDINO shall endeavor to agree upon an alternative
course of action, including re-bidding of the PROJECT. If, after thirty (30) days, an alternative
course of action is not mutually agreed upon in writing, this Agreement shall be deemed to be
terminated by mutual consent.
4.10 HIGHLAND and SAN BERNARDINO shall provide a qualified representative, who shall have
the authority to discuss and resolve issues concerning the PROJECT. Said representative
must be able to resolve issues in a timely manner.
4.11 This Agreement may be cancelled upon thirty (30) days written notice of any Party, provided
however, none of the Parties may cancel this Agreement after HIGHLAND awards a contract
to construct the PROJECT. In the event of cancellation as provided herein, all PROJECT
costs required to be paid by the Parties prior to the effective date of cancellation shall be paid
by the Parties based on actual work performed within each Party's jurisdiction.
4.12 Except with respect to the Parties' operation, maintenance and indemnification obligations
contained herein, this Agreement shall terminate upon completion of the PROJECT and
payment of final billing by SAN BERNARDINO for their share of the PROJECT.
4.13 This Agreement contains the entire agreement of the Parties with respect to subject matter
hereof, and supersedes all prior negotiations, understandings, or agreements. No supplement,
modification, or amendment of this Agreement shall be binding unless executed in writing and
signed by all Parties.
4.14 This Agreement shall be governed by the laws of the State of California. Any action or
proceeding between the SAN BERNARDINO and HIGHLAND 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 tried in the appropriate state court in the
County of San Bernardino, California.
4.15 Time is of the essence for each and every provision of this Agreement.
4.16 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
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.
4.17 No waiver of any default shall constitute a waiver of any other default or breach, whether of
the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily
Page 4 of 5
2014--359
given or performed by a Party shall give the other Party any contractual rights by custom,
estoppel, or otherwise.
4.18 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.
4.19 This Agreement may be signed in counterparts, each of which shall constitute an original.
4.20 This Agreement will be effective on the date it is signed by all parties.
THIS AGREEMENT shall inure to the benefit of and be binding upon the successors and assigns of all Parties.
WITNESS WHEREOF, the Parties to these presents have hereunto set their hands.
CITY OF HIGHLAND
(Print or type name of corporation,company,contractor, etc.)
Sam J. Racadio, Mayor-(sign in blue ink)
By (Authorized signature-sign in blue ink)
Name Sam J. Racadio
(Print or type name of person signing contract)
Title Mayor
(Print or Type)
Dated:
Address 27215 Base Line
Highland CA 92346
CITY OF SAN BERNARDINO CITY OF SAN BERNARDINO
(Print or type name of corporation,company,contractor, etc.)
Approved as to form: (Authorized signature-sign in blue ink)
Gary D. Saenz By
City Attorney (Authorized signature-sign in blue ink)
Name Allen J. Parker
By: (Print or type name of person signing contract)
Title City Manager
Dated:
Address 300 N. "D" Street
San Bernardino CA 92418
Page 5 of 5
2014-359
EXHIBIT A
ESTIMATE OF PROJECT COSTS
FOR CITY OF HIGHLAND/CITY OF SAN BERNARDINO
5th Street/Greenspot Road Bikeway from Waterman Avenue to Valencia Court
IN THE HIGHLAND AND SAN BERNARDINO AREAS
DESCRIPTION PHASE OF TOTAL CITY OF SAN %OF CITY OF %OF
WORK COST OF BERNARDINO PROJECT HIGHLAND PROJECT
PROJECT SAN HIGHLAND
BERNARIDNO
5"'St/Greenspot DESIGN $25,608.32 $7,973.04 28.79% $18,235.28 71.21%
Road Bikeway CONSTRUCTION $166,350.30 $47,894.9 28.79% $118,455.40 71.21%
from Waterman
Avenue to CONSTRUCTION $16,108.17 71.21%
Valencia Court ENGINEERING $22,621.16 $6,512.99 28.79%
TOTAL $214,579.78 $61,780.94 28.7799/6 $152,798.84 71.21%
(50%) funding for the Project will be from Transportation Development Act(TDA), Article 3, Bicycle and Pedestrian
Funds and will be of mutual benefit to HIGHLAND and SAN BERNARDINO. The costs above indicate total
costs prior to the TDA, Article 3 reimbursements.
2014-359
COOPERATIVE AGREEMENT
5th Street/Greenspot Road Bikeway from Waterman Avenue to Valencia Court
THIS CONTRACT is entered into in the State of California by and between:
Name
CITY OF HIGHLAND hereinafter called: HIGHLAND
Address
27215 BASE LINE STREET
HIGHLAND CA 92346
Telephone Federal ID No.or Social Security No.
(909) 864-6861 33-0270638
and
Name
CITY OF SAN BERNARDINO hereinafter called: SAN BERNARDINO
Address
300 NORTH D STREET
SAN BERNARDINO, CA 92418
Telephone Federal ID No.or Social Security No.
(909) 384-5179 95-6000772
IT IS HEREBY AGREED AS FOLLOWS:
WITNESSETH
WHEREAS, the CITY OF HIGHLAND (HIGHLAND) and the CITY OF SAN BERNARDINO
(SAN BERNARDINO) desire to cooperate and jointly participate in a project to construct the 5th
Street/Greenspot Road Bikeway from Waterman Avenue to Valencia Court (hereinafter referred to as
PROJECT); and
WHEREAS, the PROJECT scope of work includes design, construction engineering and
construction for pavement widening and rehabilitation, pavement striping, pavement markings, and
signage; and
WHEREAS, the PROJECT is partially (71.21%) within the incorporated area of HIGHLAND,
and partially (28.79%) within the incorporated area of SAN BERNARDINO, and will be of mutual
benefit to HIGHLAND and SAN BERNARDINO; and
WHEREAS, the PROJECT development costs, which include design and environmental
processing, will be shared proportionately by the parties, based upon the PROJECT jurisdictional
area percentages identified above, and the PROJECT construction costs shall be paid by the parties,
based on where the work occurs (therefore, for PROJECT construction costs, each party is only
required to pay for construction work that occurs within its jurisdiction); and
WHEREAS, the total PROJECT cost, which includes PROJECT development and
construction costs, is estimated to be $214,579.78. HIGHLAND's share of PROJECT cost is
estimated at $152,798.84 and SAN BERNARDINO's share of PROJECT cost is estimated at
Page 1 of 5
2014-359
$61,780.94, as more particularly set forth in Exhibit "A", attached hereto and incorporated herein by
reference; and
WHEREAS, fifty-percent (50%) funding for the Project will be from Transportation
Development Act (TDA), Article 3, Bicycle and Pedestrian Funds and will be of mutual benefit to
HIGHLAND and SAN BERNARDINO; and
WHEREAS, HIGHLAND and SAN BERNARDINO desire to set forth responsibilities and
obligations of each as they pertain to the design, construction, and funding of the proposed
PROJECT.
NOW, THEREFORE, IT IS MUTUALLY AGREED as follows:
1.0 HIGHLAND AGREES TO:
1.1 Act as the Lead Agency in the design and construction of the PROJECT.
1.2 Provide plans, specifications, construction engineering, and an itemized cost estimate for the
PROJECT.
1.3 Construct the PROJECT by contract in accordance with the plans and specifications of
HIGHLAND (which have been reviewed and approved by SAN BERNARDINO), and the
Caltrans Design Manual, to the satisfaction of and subject to concurrence of SAN
BERNARDINO.
1.4 Obtain a no-cost permit from SAN BERNARDINO for work within SAN BERNARDINO's right-
of-way.
1.5 Advertise, award, administer, and initially fund the construction of the PROJECT, in
accordance with the California Public Contract Code applicable to cities and require, as well
as enforce, HIGHLAND's contractors to comply with all applicable laws and regulations,
including Labor Code sections 1720 et seq. and 1770 et seq. that concern the payment of
prevailing wages. HIGHLAND shall indemnify, defend (with counsel reasonably approved by
SAN BERNARDINO), and hold harmless SAN BERNARDINO and their officers, employees,
volunteers, and agents from any and all claims, actions, losses, damages, and/or liability
arising out of HIGHLAND's obligations set forth in the paragraph.
1.6 HIGHLAND shall require all contractors and vendors working on the PROJECT to have
appropriate and adequate insurance coverage for the mutual protection and benefit of the
parties.
1.9 Provide adequate inspection of all items of work performed under the construction contract(s)
with HIGHLAND's contractors or subcontractors for the PROJECT and maintain adequate
records of inspection and materials testing for review by SAN BERNARDINO. HIGHLAND
shall provide copies of any records of inspection and materials testing to SAN BERNARDINO
within ten (10) days of HIGHLAND's receipt of written demand from SAN BERNARDINO for
such records. This shall be included as a PROJECT cost.
1.10 Pay its share of PROJECT costs. The PROJECT costs shall include the cost of PROJECT
design, construction and construction engineering. HIGHLAND's share of the PROJECT costs
is estimated at $152,798.84. HIGHLAND shall be responsible for the sum of $152,798.84,
plus its proportionate share of any PROJECT cost increases pursuant to paragraph 4.6 below.
For purposes of this paragraph and paragraphs 2.1 and 3.1, PROJECT costs shall be shared
as follows: PROJECT development costs, which include design and environmental processing
cost, will be shared proportionately by the parties based upon the PROJECT jurisdictional
area percentages identified in the recitals, and the PROJECT construction costs shall be paid
by the parties, based on where the actual work occurs (therefore, for PROJECT construction
costs, each party is only required to pay for construction work that occurs within its
jurisdiction).
Page 2 of 5
2014-359
1.11 Submit to SAN BERNARDINO an itemized accounting of actual PROJECT costs incurred by
HIGHLAND to date and which have not already been paid by SAN BERNARDINO, and a
statement for SAN BERNARDINO's proportionate share of the PROJECT costs as provided
herein. Costs shall be amended following HIGHLAND and SAN BERNARDINO acceptance of
the final construction cost accounting.
1.12 Include compliance with any applicable requirements of the California Environmental Quality
Act (CEQA), California Public Resources Code section 21000 et. seq, as well as completing
the required CEQA documentation.
1.13 Operate and maintain those portions of the PROJECT within the incorporated area of
HIGHLAND, in accordance with HIGHLAND's regulations, policies and procedures after SAN
BERNARDINO's and HIGHLAND's acceptance of the construction contract work.
2.0 SAN BERNARDINO AGREES TO:
2.1 Pay its share of the PROJECT costs to HIGHLAND. The PROJECT costs shall include the
cost of PROJECT design, construction and construction engineering. SAN BERNARDINO's
share of the PROJECT costs is estimated at $61,780.94.
2.2 Reimburse HIGHLAND for SAN BERNARDINO's share of PROJECT costs, including SAN
BERNARDINO's proportionate share of any PROJECT increases pursuant to paragraph 4.6
below, within thirty (30) days after receipt of an itemized statement, as set forth in paragraph
1.11 of this Agreement, setting forth all actual PROJECT costs incurred by HIGHLAND to date
and which have not already been paid by SAN BERNARDINO, together with adequate
documentation of said expenditures.
2.3 Provide a no-cost permit to HIGHLAND for its work within SAN BERNARDINO's right-of-way.
2.4 Operate and maintain those portions of the PROJECT within the incorporated area of SAN
BERNARDINO, in accordance with SAN BERNARDINO's regulations, policies and
procedures after HIGHLAND's and SAN BERNARDINO's acceptance of the construction
contract work.
3.0 IT IS MUTUALLY AGREED:
4.1 HIGHLAND agrees to indemnify, defend (with counsel approved by SAN BERNARDINO) and
hold harmless SAN BERNARDINO, their officers, agents, volunteers from any and all claims,
actions or losses, damages, and/or liability resulting from HIGHLAND's negligent acts or
omissions which arise from HIGHLAND's performance of its obligations under the Agreement.
4.2 SAN BERNARDINO agrees to indemnify, defend (with counsel approved by HIGHLAND) and
hold harmless HIGHLAND, their officers, agents, volunteers from any and all claims, actions
or losses, damages, and/or liability resulting from SAN BERNARDINO's negligent acts or
omissions which arise from SAN BERNARDINO's performance of its obligations under the
Agreement.
4.3 In the event HIGHLAND and/or SAN BERNARDINO is found to be comparatively at fault for
any claim, action, loss or damage which results from their respective obligations under the
Agreement, HIGHLAND and/or SAN BERNARDINO shall indemnify the other to the extent of
its comparative fault. This shall have no application to any pending suit that may exist at the
time of the execution of this Agreement. Furthermore, if HIGHLAND or SAN BERNARDINO
attempts to seek recovery from the other for Workers' Compensation benefits paid to an
employee, HIGHLAND or SAN BERNARDINO agree that any alleged negligence of the
employee shall not be construed against the employer of that employee.
4.4 In the event of litigation arising from this Agreement, each Party to the Agreement shall bear
its own costs, including attorney fees. This paragraph does not apply to costs or attorney fees
relative to paragraphs 4.1, 4.2, 4.3 and 4.4 relating to indemnification.
4.5 HIGHLAND and SAN BERNARDINO are wholly or partially self-insured public entities for
purposes of Professional Liability, Automobile Liability, General Liability, and Workers'
Page 3 of 5
2014-359
Compensation and warrant that through their programs of self-insurance, they have adequate
coverage or resources to protect against liabilities arising out of HIGHLAND's and SAN
BERNARDINO's performance of this Agreement.
4.6 The Parties acknowledge that final PROJECT costs may ultimately exceed current estimates
of PROJECT costs. Any additional PROJECT costs resulting from increased bid prices,
change orders, or arising from unforeseen site conditions, including Utility relocation (but not
from requested additional work by HIGHLAND or SAN BERNARDINO, which is addressed in
paragraph 4.8 below) over the estimated total of PROJECT cost of $214,579.78 (which is the
sum of $152,798.84 from HIGHLAND and $61,780.94 from SAN BERNARDINO), shall be
borne by each Party in proportion to where the work actually lies (based on jurisdiction), as
part of the Parties' respective obligations to pay the cost for the PROJECT.
4.7 If HIGHLAND or SAN BERNARDINO requests additional work that is beyond the scope of the
original PROJECT, said work will be paid solely by the agency requesting the work at the
construction contract unit costs.
4.8 HIGHLAND shall notify SAN BERNARDINO of the bids received and the amounts thereof.
Within ten (10) days thereafter, HIGHLAND and SAN BERNARDINO shall determine the cost
of the PROJECT. In the event that either Party intends to cancel this Agreement based upon
the bids or amount thereof, said Party shall notify the other Parties prior to the awarding of a
contract so as to avoid detrimental reliance by any potential contractor.
4.9 If, upon opening of bids, it is found that a cost overrun exceeding 25% of the estimated
PROJECT costs will occur, HIGHLAND shall not award any contracts for the PROJECT.
Rather HIGHLAND and SAN BERNARDINO shall endeavor to agree upon an alternative
course of action, including re-bidding of the PROJECT. If, after thirty (30) days, an alternative
course of action is not mutually agreed upon in writing, this Agreement shall be deemed to be
terminated by mutual consent.
4.10 HIGHLAND and SAN BERNARDINO shall provide a qualified representative, who shall have
the authority to discuss and resolve issues concerning the PROJECT. Said representative
must be able to resolve issues in a timely manner.
4.11 This Agreement may be cancelled upon thirty (30) days written notice of any Party, provided
however, none of the Parties may cancel this Agreement after HIGHLAND awards a contract
to construct the PROJECT. In the event of cancellation as provided herein, all PROJECT
costs required to be paid by the Parties prior to the effective date of cancellation shall be paid
by the Parties based on actual work performed within each Party's jurisdiction.
4.12 Except with respect to the Parties' operation, maintenance and indemnification obligations
contained herein, this Agreement shall terminate upon completion of the PROJECT and
payment of final billing by SAN BERNARDINO for their share of the PROJECT.
4.13 This Agreement contains the entire agreement of the Parties with respect to subject matter
hereof, and supersedes all prior negotiations, understandings, or agreements. No supplement,
modification, or amendment of this Agreement shall be binding unless executed in writing and
signed by all Parties.
4.14 This Agreement shall be governed by the laws of the State of California. Any action or
proceeding between the SAN BERNARDINO and HIGHLAND 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 tried in the appropriate state court in the
County of San Bernardino, California.
4.15 Time is of the essence for each and every provision of this Agreement.
4.16 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
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.
4.17 No waiver of any default shall constitute a waiver of any other default or breach, whether of
the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily
Page 4 of 5
2014--359
given or performed by a Party shall give the other Party any contractual rights by custom,
estoppel, or otherwise.
4.18 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.
4.19 This Agreement may be signed in counterparts, each of which shall constitute an original.
4.20 This Agreement will be effective on the date it is signed by all parties.
THIS AGREEMENT shall inure to the benefit of and be binding upon the successors and assigns of all Parties.
WITNESS WHEREOF, the Parties to these presents have hereunto set their hands.
CITY OF HIGHLAND
(Print or type na e f corpor 'o c pang, tractor, etc.)
Sam J. acadio, sign n lue ink)
uth zed sign re-sign in blue ink)
Name Sam J. Racadio
(Print or type name of person signing contract)
Title Mayor
(Print or Type)
Dated: �)U��� P��0�5,� .2ol
Address 27215 Base Line
Highland CA 92346
CITY OF SAN BERNARDINO CITY OF SAN BERNARDINO
(Print or type name of corporation,company,contractor,etc.)
Approved as to form: (Authorized ' ature-sign in blue ink)
Gary D. Saenz By
City Attorney ( homed signature-sign in blue ink)
Name Allen J. Parker
By. (Print or type name of person signing contract)
Title City Manager
Dated: ZZ
Address 300 N. "D" Street
San Bernardino, CA 92418
Page 5 of 5
2014-359
EXHIBIT A
ESTIMATE OF PROJECT COSTS
FOR CITY OF HIGHLAND/CITY OF SAN BERNARDINO
Sth Street/Greenspot Road Bikeway from Waterman Avenue to Valencia Court
IN THE HIGHLAND AND SAN BERNARDINO AREAS
DESCRIPTION PHASE OF TOTAL CITY OF SAN %OF CITY OF %OF
WORK COST OF BERNARDINO PROJECT HIGHLAND PROJECT
PROJECT SAN HIGHLAND
BERNARIDNO
51h SUGreenspot DESIGN $25,608.32 $7,973.04 28.79% $18,235.28 71.21%
Road Bikeway CONSTRUCTION $166,350.30 $47,894.9 28.79% $118,455.40 71.219/6
from Waterman
Avenueto CONSTRUCTION ° $16,108.17 71.21%
Valencia Court ENGINEERING $22,621.16 $6,512.99 28.79/°
TOTAL $ 28.79% $152,798.84 71.21%
(50%)funding for the Project will be from Transportation Development Act (TDA), Article 3, Bicycle and Pedestrian
Funds and will be of mutual benefit to HIGHLAND and SAN BERNARDINO. The costs above indicate total
costs prior to the TDA, Article 3 reimbursements.
.. •� fzai eaiirbozeol a°1f�ll-ZIOZ'OL iT Bap tlZ]-Di19-00\w°l eH!g\133a5\O!W\OVJ\aau°lcV!Biea�iSViLLa60-t[9ttl\�1�ei!3
1an00 MN3lrn.+
J O Ol ^$
N Cl)
PP�JE � �
133b1S 30Nra0� Q 4y
11 Q
A
ca
133a1S a3lsm+n Q
me 31noa 31rls
� Z
U-) W
O - 3nrvanr lralrv3o
O � � '3nN3nr vladl]�n
w � A '+�' 3nN3nr WIaSb3SNr1 Q
r/
Lj 3n N3ntl 0NIlb315
W
U 3 3ntl
N rsoa l3a
IuufuUu i
if 3nN3nr NVWa31