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HomeMy WebLinkAboutContracts & Agreements_237-2018 COOPERATIVE AGREEMENT BETWEEN CITY OF REDLANDS AND COUNTY OF SAN BERNARDINO FOR EAST VALLEY CORRIDOR BIKE ROUTE INTERCONNECT PROJECT This agreement ("Agreement) is made by and between the County of San Bernardino ("COUNTY") and the City of Redlands ("REDLANDS") COUNTY and REDLANDS are sometimes individually referred to herein as a"Party" and, together, as the"Parties " RECITALS WHEREAS, the Parties have worked cooperatively in the preparation of two grant applications to secure funding for the potential development and construction of a regional bikeway project entitled "EAST VALLEY CORRIDOR BIKE ROUTE INTERCONNECT PROJECT" ("PROJECT") as depicted in Exhibit "A," which is attached hereto and incorporated herein by this reference, and WHEREAS,REDLANDS was the implementing agency and COUNTY was the partnering agency in the two grant applications, and WHEREAS, the PROJECT has been awarded two hundred sixty four thousand four hundred one dollars ($264,401) of Transportation Development Act ("TDA") Article 3 funds by the San Bernardino County Transportation Authority("SBCTA"),two million sixty three thousand dollars ($2,063,000) of Active Transportation Program ("ATP") Cycle 3 funds by the California Transportation Commission, and forty nine thousand dollars ($49,000) of ATP Augmentation funds by the California Transportation Commission, and WHEREAS, the PROJECT lies within the jurisdiction of the Parties, and WHEREAS, the PROJECT includes (1) Class 11 Bike Lane on San. Bernardino Avenue, between Mountain View Avenue and Alabama Street, (2) Class II Bike Lane on Alabama Street, between Lugonia Avenue and Pioneer Avenue, and (3) Class I and IV Bike Paths on Alabama Street, between River Bluff to Highland/San Bernardino city limits, and WHEREAS,a Class III Bike Route is proposed with the future Santa Ana River Trail Phase IV project under COUNTY's Regional Parks Department, which will connect from California Street to the Santa Ana River Trail This Class III Bike Route is excluded from this Agreement, and WHEREAS,the total estimated cost for the PROJECT is two million six hundred forty one thousand four hundred one dollars ($2,641,401), and 1 L Icald3tn\AgreenientslATP Cycle 3 Cooperative Agreement to Redlands.doex WHEREAS, the total grant award for the PROJECT is two million three hundred seventy six thousand four hundred one dollars ($2,376,401), and the grant matching funds for the PROJECT will be provided by REDLANDS and COUNTY REDLANDS' matching share is estimated to be two hundred twenty one thousand dollars ($221,000), and COUNTY's matching share is estimated to be forty four thousand dollars ($44,000), and WHEREAS, the estimated PROJECT costs and the actual PROJECT costs were, and will be determined based on the location of the PROJECT, and WHEREAS, REDLANDS will serve as the lead agency for the PROJECT, and WHEREAS,the Parties wish to enter into an agreement to cooperate in the implementation of the PROJECT and to fund their respective shares of the PROJECT cost, as provided in Exhibit "B," which attached hereto and incorporated herein by this reference, NOW, THEREFORE, in consideration of the mutual promises contained herein, REDLANDS and COUNTY agree to the following SECTION I REDLANDS AGREES TO 1 Act as the implementing agency in the execution of the entire PROJECT As such, REDLANDS shall be the sole Party that contracts with consultants and contractors for environmental processing and mitigation, design, right-of-way acquisition, utility relocation, construction and construction engineering of the PROJECT 2 Include COUNTY in the PROJECT's development team meetings and related communications on the PROJECT's progress, and provide at least quarterly written schedule updates to COUNTY 3 Provide plans and specifications for the PROJECT for COUNTY's review and approval,as well as obtain a no-cost permit from COUNTY for work performed within COUNTY's right-of-way 4 Invoice COUNTY its estimated share of the PROJECT's costs, as detailed in Exhibit "B," after REDLANDS' award of a consulting contract for PROJECT design 5 Submit to COUNTY an itemized accounting of actual PROJECT costs incurred by REDLANDS If COUNTY's share of cost exceeds the sum of forty four thousand dollars ($44,000) advancement by COUNTY, then the itemized account shall include an invoice for COUNTY's share of the PROJECT costs in excess of the forty four thousand dollars ($44,000) advanced payment In no event shall COUNTY's shareof 2 L 1ca\djmlAgreementslATP Cycle 3 Cooperative Agreement to Redlands.docx the PROJECT's cost exceed fifty five thousand dollars ($55,000) (COUNTY's estimated share of the PROJECT's cost plus twenty-five percent) absent a written amendment to this Agreement approved by both PARTIES, pursuant to Section III, paragraph 3 REDLANDS will be responsible for expenditures incurred on that portion of the PROJECT located within REDLANDS'jurisdiction and COUNTY will be responsible for expenditures incurred on that portion of the PROJECT located within COUNTY's unincorporated Jurisdiction 6 Coordinate with SBCTA and Caltrans regarding the TDA Article 3 grant and the ATP Cycle 3 grant, and apply for reunbursement 7 Establish and maintain an accounting system conforming to generally accepted accounting principles to support accounting activities associated with the delivery of the PROJECT by REDLANDS 8 Maintain all source documents, books and records connected with REDLANDS' performance under this Agreement for a minimum of five (5) years from the date the Notice of Completion of the PROJECT construction contract is recorded,or until audit resolution is achieved,whichever is later, and to make all such supporting information available for inspection and audit by representatives of COUNTY Copies will be made and furnished by REDLANDS upon request 9 Abide by all SBCTA, State and Federal policies, procedures, and regulations applicable to the PROJECT 10 Be responsible for the on-going maintenance of the completed improvements located within REDLANDS 11 Require REDLANDS' 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 When applicable, REDLANDS shall fill out and submit to the California Department of Industrial Relations a PWC-100 form 12 Accept all payments from COUNTY via electronic funds transfer (EFT) directly deposited into the REDLANDS' designated checking or other bank account REDLANDS shall promptly comply with directions and accurately complete forms provided by COUNTY required to process EFT payments SECTION II COUNTY AGREES TO 1 Review the plans and specifications of the PROJECT, and, through COUNTY's Road Commissioner, approve the plans and specifications and provide a no-cost permit to REDLANDS for its work in COUNTY's nght-of way 3 L IcaWjm\AgreementslATP Cycle 3 Cooperative Agreement to Redlands.doex 2 Be responsible for paying to REDLANDS its respective share of PROJECT costs, as outlined in Exhibit `B," based on invoices supplied to COUNTY by REDLANDS COUNTY shall be responsible for the estimated sumn of forty four thousand dollars ($44,000) In no event shall COUNTY's share of the PROJECT's cost exceed fifty five thousand dollars ($55,000) (COUNTY's estimated share of the PROJECT's cost plus twenty-five percent) absent a written amendment to this Agreement approved by the Parties, pursuant to Section 111, paragraph 3 3 Reimburse REDLANDS for expenditures incurred on that portion of the PROJECT located within COUNTY's Jurisdiction within sixty (60) days following receipt of an invoice from REDLANDS 4 Assist in relocation or removal of utilities that interfere with construction of the portion of the PROJECT located within COUNTY's unincorporated Jurisdiction This shall be included as a PROJECT cost 5 Assist in acquisition of street rights-of-way and temporary construction easements needed for construction of the portion of the PROJECT located within COUNTY's unincorporated Jurisdiction This shall be included as a PROJECT cost 6 Be responsible for the on-going maintenance of the completed improvements located within COUNTY's Jurisdiction, so long as the improvements are located within COUNTY's maintained road system SECTION III IT IS MUTUALLY AGREED. I That this Agreement applies to all phases and scope of work for the PROJECT, as described in Exhibit"B " 2 Indemnification and Insurance a REDLANDS shall indemnify, defend, and hold harmless COUNTY,and its elected officials, officers, employees, agents and volunteers from any and all claims, actions, losses, damages and/or liability arising out of REDLANDS' negligent acts or omissions which arise from REDLANDS' performance of its obligations under this Agreement b COUNTY shall indemnify, defend, and hold harmless REDLANDS and its elected officials, officers, employees, agents and volunteers from any and all claims, actions, losses, damages and/or liability resulting from COUNTY's negligent acts or omissions which arise from COUNTY's performance of its obligations under this Agreement c In the event COUNTY and/or REDLANDS is found to be comparatively at fault for any claim, action, loss, or damage which results from. their respective 4 L Ica\djm\AgreUnents\ATP Cycle 3 Cooperative Agreement to Redlands.docx obligations under this Agreement, COUNTY and/or REDLANDS shall indemnify the other to the extent of its comparative fault d In the event of litigation arising from this Agreement, each Party to this Agreement shall bear its own costs, including attorneys' fees This paragraph does not apply to costs or attorneys' fees relative to the defense and indemnification obligations described in this paragraph e REDLANDS and COUNTY are authorized self-insured public entities for purposes of professional liability, automobile liability, general liability, and workers' compensation and warrant that through their programs of self-insurance, theyhave adequate coverage or resources to protect against liabilities arising out of the performance of the terms, conditions or obligations of this Agreement f REDLANDS shall require all contractors and vendors providing PROJECT services to have appropriate and adequate insurance coverage for the mutual protection and benefit of the Parties Except for Workers'Compensation,Errors and Omissions and Professional Liability policies, REDLANDS shall require and ensure that all REDLANDS contractors performing PROJECT services shall have insurance policies that contain endorsements naming COUNTY and its officers, employees, agents and volunteers as additional insureds with respect to liabilities arising out of the performance of services hereunder The additional insured endorsements shall not limit the scope of coverage for COUNTY to vicarious liability but shall allow coverage for COUNTY to the full extent provided by the policy Such additional insured coverage shall be at least as broad as Additional Insured (Fonn B) endorsement form ISO, CG 2010 1185 3 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 the Parties 4 This agreement may be signed in counterparts, each of which shall constitute an original This Agreement shall take effect on the date the last Party to the Agreement signs 5 The recitals are incorporated into the body of this Agreement 6. That this Agreement will commence on its Effective Date, and shall tenninate upon REDLANDS' provision of a written notice of completion of the PROJECT to COUNTY or December 31, 2022,whichever is later, unless any PROJECT accounting remains unsettled between the Parties, or between the Parties and either of the grant agencies This Agreement may be amended or terminated by mutual written consent of the Parties This Agreement may be terminated by either Party, with or without cause, upon thirty(30) days advance written notice to the other Party,provided,however,that neither Party may tenninate this Agreement after REDLANDS has awarded a contract to construct the PROJECT The defense and indemnification provisions identified in 5 L%ca\dpn\Agrcements\ATP Cycle 3 Cooperative Agreement to Redlands,docx this Section III , Paragraph 2, as well as REDLANDS' responsibilities identified in Section I, Paragraphs 8 through 9, shall survive termination of this Agreement The Parties agree that the provisions governing utility relocation, nght-of-way acquisition and construction are dependent upon the Parties first satisfying all applicable environmental laws (e g the California Environmental Quality Act ("CEQA")) As provided in this paragraph, the Agreement may be cancelled with or without cause, before, during and after CEQA review/approval Cily of Redlands County of San Bernardino By By Mayor, City of Redlands Chair, Board of Supervisors Date Z- I Date APPROVED AS TO FORM APPROVED AS TO FORM By By DANIEL 7 UGH SCOTT M RUNYAN City Attorney Deputy County Counsel Attest a-.0 a Ae Donaldson, City Clerk 6 L%ca\djm\Agreements\ATP Cycle 3 Cooperative Agreement to Redlands.doex EXHIBIT "A" Project riRtion The potential project may install a class % I and IV bikeways ac rss portions oft e Santa Aga River along Alabama Street from the Highland/San Bernardino city limits, San Bernardino Avenue between the western Redlands of limits and Alabama Streeta 6 gong Alabama Street from LugoniaAvnenorthmteSanta Ana River Trail a shown in more detailbelow — — - - —� ■!§ � � SIB � 102 , ,, � ■■§ 1 @ �((L Pi F Wr — ! % Tl . - �.,...._,.,. . � . .,....1_._:, ,.ry�'.� , � � I k \ / !J 7 EXHIBIT "B" Project Cost and Funding Estimates Funding Plan Budget Reimbursement Ratios Funding Amount Fund Type Fund Source Award Amount Environmental PS&E R/W Construction Environmental P5&E R/W Construction ToWs State ATP Cycle 3 $ 2,063,000 0.00% 0.00% 0.00% 95 40% $ $ $ $ 2,063,000 $2,063,000 State ATP Augmentation $ 49,000 0.00% 0.00% 0.00% 2.27% $ $ $ $ 49,000 $ 49,000 Local TDA/SBCTA $ 264,401 9.99% 49.41% 59.26 0 2.33% $ 9,000 $125,000 $ BD,DDA $ 50,401 $ 264,401 Local Redlands $ 221,000 90.11% 33,20% 4074% 0.00% $ 82,000 $ 84,000 $ 55,000 $ $ 222,000 Local County of SB $ 44,000 0.00% 17 39% 0.00% 0.00% $ $ 44,000 $ $ $ 44,000 11 $ 2,641,401 100,00% 100.00% 100.00% 100.00% $ 91,000 $253,000 $135,000 $ 2,162,401 $2,641,401 8