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HomeMy WebLinkAboutContracts & Agreements_38-2011_CCv0001.pdf FOR COUNTY USE ONLY U X New Vendor Code Dept. Contract Number fl, CITYOFR766 ECD Cancel Change SC County Department Dept. Orgn. Contractor's License No. Community Development and Housing ECD ECD County Department Contract Representative Telephone Total Contract Amount County of San Bernardino Patricia M. Cole, EDA Assistant Administrator (909)387-0903 $150,000 Rebecca Wynn,CDH Analyst (909)388-0965 FAS Contract T CONTRACT TRANSMITTAL 71 Revenue ® Encumbered E Unencumbered Other. If not encumbered or revenue contract type,provide reason: Commodity Code Contract Start Date Contract End Date Original Amount Amendment Amount Or t 9,5 S-G r)f I C, January 31,2011 January 30,2015 $150,000 L-�tz�V t--1.0 p 0`t e n-r Fund Dept. Organization Appr. Obj/Rev Source GRC/PROJ/JOB No. Amount 1,_-, SAR ECO ECD 200 2005 00003523 $150,000 I)-:i {{6 t t^ � S(2`� Project Name Estimated Payment Total by Fiscal Year ck`'i``I r.,C: Fcv_ OCA Neighborhood Initiative Funds for Ci FY Amount I/D FY Amount I/D -i-o retor no 2010-11 $150,000 i� Redlands Community Center C_E Cly E�C�C_f LtoT}�Ct CONTRACTOR City of Redlands Federal ID No. or Social Security No. 95-6000766 Contractor's Representative Oscar Orci, Development Services Director, City of Redlands Address P.O. Box 3005, Redlands, CA 92373 Phone (909) 798-7555 Nature of Contract: This contract is between the County of San Bernardino and the City of Redlands. The contract provides $150,000 of 2010-11 Neighborhood Initiative program funds authorized by the Board of Supervisors on October 19, 2010 (Item No. 17) to initiate a new project consisting of the rehabilitation of the City of Redlands Community Center located at 111 W. Lugonia Ave., in Redlands. The estimated costs of these improvements is $150,000 and when complete will allow the City of Redlands Community Center to continue and expand programs and events that promote and improve health, safety, well-being, and quality of life of county residents. The City of Redlands will provide construction management services for this project and be responsible for maintenance and operation of the facility at their sole expense. This contract shall be effective as of the date of the last of the parties hereto execute this contract and shall continue through January 30, 2015. The attached contract consists of 8 pages and 1 exhibit. (Attach this transmittal to all contracts not prepared on the Standard Contract"form.) Approved as to Legal Form(sign in blue ink) Reviewed as to Contract Compliance ro B s ignature r' r' �_� County Counsel Deparift / Date Date Date Audkor/Cont- ller-Recorder Use Only ram0,Ili SAN BERNARDINO COUNTY DEPARTMENT OF COMMUNITY DEVELOPMENT AND HOUSING CONTRACT WITH THE CITY OF REDLANDS This Contract is made and entered into, by and between the County of San Bernardino, hereinafter referred to as "COUNTY", and the City of Redlands, hereinafter referred to as "CITY". WHEREAS, COUNTY and CITY recognize the benefit in providing programs that promote and improve the health, safety, well-being, and quality of life of county residents; and, WHEREAS, COUNTY Board of Supervisors on October 19, 2010, authorized the use of $150,000 in Neighborhood Initiative Program funds for financial support of the capital campaign for rehabilitation of the City of Redlands Community Center located at 111 W. Lugonia Avenue in Redlands; and, WHEREAS, CITY currently owns, maintains and operates the Community Center facility at the sole expense of CITY; and, WHEREAS, COUNTY and CITY desire to have CITY manage and direct the construction of the improvements; and, WHEREAS, COUNTY Department of Community Development and Housing, hereinafter referred to as "CDH" is authorized to act on behalf of COUNTY in administering this Contract. NOW THEREFORE, in consideration of the mutual covenants herein set forth and the mutual benefits to be derived therefrom, the parties agree as follows: 1 PURPOSE OF CONTRACT This Contract is made for the purpose of providing financial assistance and identifying the parties responsible for construction of improvements to the City of Redlands Community Center located at 111 W. Lugonia Avenue in Redlands. 2. SCOPE OF PROJECT CITY shall design and construct the expansion of the Community Center facility, hereinafter referred to as "IMPROVEMENTS". The IMPROVEMENTS will increase program service capacity by 7,000 citizens annually through the construction to include, modernization of the kitchen to include but not limited to, replacing counter tops, shelves, floors, closets and improve lighting, replacement of existing hardwood dance floors in multi-purpose room and expansion of closet and classroom space by remodeling the existing locker rooms to create a storage room and an additional classroom. CITY shall operate the renovated facility for the purpose of providing programs that promote and improve the health, safety, well-being and quality of life of county residents. 3. TIME OF PERFORMANCE This contract shall be effective as of the date of the last of the parties hereto execute this contract and shall continue through January 30,2015. 4. FUNDING COUNTY shall utilize Neighborhood Initiative Program funds in an amount not to exceed $150,000 for the purpose of constructing IMPROVEMENTS to FACILITY. Any costs to construct IMPROVEMENTS to FACILITY in excess of the amounts available in this section shall be the sole responsibility of CITY. This condition however, does not preclude COUNTY from providing Page I of 8 additional funding at its sole discretion. Payment by COUNTY will be made on a cost reimbursement basis to the entity providing construction management services as indicated in Section 5, CONSTRUCTION MANAGEMENT. Request for Reimbursement shall be made to CDH and accompanied by pertinent "audit ready" supportive evidence of each expenditure and proof of payment to justify the reimbursement. If applicable, CONTRACTOR shall accept all payments from COUNTY via electronic funds transfer (EFT) directly deposited into the CITY's designated checking or other bank account. CITY shall promptly comply with directions and accurately complete forms. CITY shall provide annual notification to the COUNTY of the status of the project and expenditures to date and to notify COUNTY when project is complete. In the event the CITY does not use COUNTY'S contribution to project costs for the intended purpose or there are funds remaining within four (4) years of execution of this agreement, CITY will reimburse the COUNTY for the unexpended project costs paid by COUNTY to the CITY unless otherwise agreed by the parties. The final determination as to whether an expense is reimbursable under this CONTRACT rests with the COUNTY. 5. CONSTRUCTION MANAGEMENT COUNTY and CITY agree CITY shall provide construction management services necessary for the timely and successful completion of IMPROVEMENTS. Construction management services shall be included as part of IMPROVEMENTS. 6. MAINTENANCE AND OPERATION CITY shall have sole responsibility for the maintenance and operation of IMPROVEMENTS when completed at the sole expense of CITY. IMPROVEMENTS shall be maintained and operated at all times for the purpose of providing programs that promote and improve the health, safety, well- being, and quality of life of COUNTY residents as identified in Section 2, SCOPE OF PROJECT, and in accordance with state and local laws, regulations and safety standards. 7. USE OF FUNDS FOR ENTERTAINMENT, GIFTS, OR FUND RAISING ACTIVITIES CITY certifies and agrees that funds provided through this contract will not be used to pay for entertainment, gifts, or fund raising activities. 8. ON-SITE INSPECTION COUNTY, its officers, agents, employees, and persons under contract with COUNTY, will have the privilege and right to on-site inspection of COUNTY funded facilities and operations for the duration of this contract. CITY will ensure that their employees or agents furnish any information, that in the judgment of COUNTY, may be relevant to a question of compliance with contractual, or the effectiveness, legality and achievements of the program. 9. ACCOUNTING CITY must establish and maintain on a current basis an adequate accounting system in accordance with Generally Accepted Accounting Principles. 10. ASSIGNMENT This Contract is not assignable by CITY without the express written consent of COUNTY. Any attempt by CITY to assign any performance of the terms of this Contract shall be null and void and shall constitute a material breach of this Contract. paloe 2 of 8 11. REVERSION OF ASSETS Upon contract termination, CITY shall transfer to COUNTY all COUNTY Neighborhood Initiative Program funds on hand at the time of expiration and any accounts receivable attributable to the use of COUNTY Neighborhood Initiative Program funds. All real property acquired or improved in whole or in part with COUNTY Neighborhood Initiative Program funds under this contract must continue in the use that provides the service benefits and for which it was funded, or it must be disposed of in a manner resulting in a reimbursement to COUNTY in the amount of the current fair market value of the property less any portion thereof attributable to expenditures of non-COUNTY Neighborhood Initiative Program funds for the acquisition or improvement of the property. 12. VIOLATION OF CONTRACT In the event that CITY violates any of the terms and conditions of this contract, COUNTY shall give written notice of violation and demand for correction. If, within 30 days from receipt of written notice, CITY has not corrected the violation or shown acceptable cause, COUNTY has the right to terminate this contract. 13. [RESERVED] 14. INDEPENDENT CONTRACTOR All parties hereto in the performance of this Contract will be acting in independent capacities and not as agents, employees, partners, joint venturers, or associates of one another. The employees or agents of one party shall not be deemed or construed to be the agents or employees of the other party for any purpose whatsoever. 15. DISCRIMINATION No person shall, on the grounds of race, sex, creed, color, religion, or national origin, be excluded from participating in, be refused the benefits of, or otherwise be subjected to discrimination in any activities, programs, or employment supported by this Contract. 16. CONFLICT OF INTEREST CITY, its agents and employees, shall comply with all applicable state and COUNTY laws and regulations governing conflict of interest. To this end, CITY will make available to its agents and employees copies of all applicable state and COUNTY laws and regulations governing conflict of interest. Except for salaries and related administrative or personnel costs, no employees, agents, consultants, officers or elected or appointed officials of subrecipients, which receive COUNTY funds, who exercise or have exercised any COUNTY functions or who are in a position to participate in a decision making process or gain inside information, may obtain a personal or financial interest or benefit from a COUNTY assisted activity or any COUNTY funded contract, subcontract or agreement, during their tenure or for one year thereafter. CITY shall furnish to COUNTY, prior to execution of this Contract, a written list of all current or proposed subgrantees/subcontractors, vendors or personal service providers, including subsidiaries of CITY. This list should be limited to those subgrantees/subcontractors, vendors or personal service providers, including subsidiaries of CITY, which will receive $10,000 or more during the term of this Contract. Such a list shall include the names, addresses, telephone numbers, and identification of principal party(ies), and a description of services to be provided. During the term of this Contract, CITY shall notify COUNTY in writing of any change in the list of subgrantees/subcontractors, vendors, personal service providers or subsidiaries of CITY within 15 days of change. Page 3 ol'S 17. FORMER COUNTY OFFICIALS CITY agrees to provide or has already provided information on former COUNTY Administrative Officials (as defined below) who are employed by or represent CITY on this project. The information required includes a list of former COUNTY Administrative Officials, who terminated County employment within the last five years and are now officers, principals, partners, associates, or members of the business. The information also includes the employment with or representation of CITY. For purposes of this provision, "County Administrative Official" is defined as a member of the Board of Supervisors or such Officer's staff, COUNTY Administrative Officer or member of such Officer's staff, County Department or Group Head, Assistant Department or Group Head, or any employee in the Exempt Group, Management Unit or Safety Management Unit. 18. INDEMNIFICATION CITY agrees to indemnify, defend (with counsel reasonably approved by COUNTY) and hold harmless COUNTY and its authorized officers, employees, agents and volunteers from any and all claims, actions, losses, damages, and/or liability arising out of this Contract from and cause whatsoever, including the acts, errors or omissions of any person and for any costs or expenses incurred by COUNTY on account of any claim therefore, except where such indemnification is prohibited by law. This indemnification provision shall apply regardless of the existence or degree of fault of indemnities. CITY shall indemnify, defend and hold harmless COUNTY and its respective authorized officers, employees, agents and volunteers from any liability, claims, losses, demands, and actions incurred by COUNTY as a result of the determination by HUD or its successor that activities under taken by each of CITY under the program(s) fail to comply with any laws, regulations or policies applicable thereto or that any funds billed by and disbursed to CITY under this Contract were improperly expended. 19. INSURANCE REQUIREMENTS Without in any way affecting the indemnity herein provided and in addition thereto, CITY shall secure and maintain throughout the Contract the following types of insurance with limits as shown: Workers' Compensation - A program of Workers' Compensation insurance or a state- approved Self-Insurance Program in an amount and form to meet all applicable requirements of the Labor Code of the State of California, including Employers' Liability with $250,000 limits covering all persons, including volunteers providing services on behalf of CITY, and all risks to such persons under this Contract. If CITY has no employees, it may certify or warrant to COUNTY that it does not currently have any employees or individuals who are defined as "employees" under the Labor Code, and may request a waiver by the County Risk Management Division for the requirement for Workers' Compensation insurance. Waiver approval is at the sole discretion of the County Risk Manager on a case-by-case basis. With respect to contractors that are non-profit corporations organized under California or Federal law, volunteers for such entities are required to be covered by Workers' Compensation insurance. Commercial/General Liability Insurance - CITY shall carry General Liability Insurance covering all operations performed by or on behalf of CITY providing coverage for bodily injury and property damage with a combined single limit of not less than $1,000,000, per Page 4 ot"S Z occurrence. The policy coverage shall include: premises operations and mobile equipment; products and completed operations; broad form property damage (including completed operations); explosion, collapse and underground hazards; personal injury; contractual liability; $2,000,000 general aggregate limit. Automobile Liability Insurance — Primary insurance coverage shall be written on ISO Business Auto coverage form for all owned, hired and non-owned automobiles or symbol 1 (any auto). The policy shall have a combined single limit of not less than $1,000,000 for bodily injury and property damage, per occurrence. If the Contractor is transporting one or more non-employee passengers in performance of contract services, the automobile liability policy shall have a combined single limit of $2,000,000 for bodily injury and property damage per occurrence. If CITY owns no autos, a non-owned auto endorsement to the General Liability policy described above is acceptable. Umbrella Liability Insurance—An umbrella (over primary) or excess policy may be used to comply with limits or other primary coverage requirement. When used, the umbrella policy shall apply to bodily injury/property damage, personal injury/advertising injury and shall include a "dropdown" provision providing primary coverage for any liability not covered by the primary policy. The coverage shall also apply to automobile liability. Additional Insured - All policies, except for Workers' Compensation, Errors and Omissions and Professional Liability policies, shall contain additional endorsements naming COUNTY and its officers, employees, agents, and volunteers as additional insurers with respect to liabilities arising out of the performance of services hereunder. The additional insured endorsements shall not limit the scope of coverage for the County to vicarious liability but shall allow coverage for the County to the full extent provided by the policy. Such additional insured coverage shall be at least as broad as Additional Insured (Form B) endorsement form ISO, CG 2010.11 85 (form provided by the County's Risk Management, if requested). Waiver of Subrogation Rights - CITY shall require the carriers of the above required coverages to waive all rights of subrogation against COUNTY, its officers, employees, agents, volunteers, contractors and subcontractors. All general or auto liability insurance coverage provided shall not prohibit CITY and CITY's employees or agents from waiving the right of subrogation prior to a loss or claim. CITY hereby waives all rights of subrogation against the COUNTY. Policies Primary and Non-Contributory - All policies required above are to be primary and non-contributory with any insurance or self-insurance programs carried or administered by COUNTY. 'Severabilily of Interests — CITY agrees to ensure that coverage provided to meet these requirements is applicable separately to each insured and there will be no cross liability exclusions that preclude coverage for suits between CITY and the COUNTY or between the COUNTY and any other insured or additional insured under the policy. Accu tamability of Insurance Carrie — Unless otherwise approved by Risk Management, insurance shall be written by insurers authorized to do business in the State of California and with a minimum "Best" Insurance Guide rating of "A- Ill". Deductibles and Self-Insured Retention — Any and all deductibles or self-insured retentions in excess of $10,000 shall be declared to and approved by Risk Management. Page 5 of 8 C� Failure to Procure Coverqe Covera In the event that any Policy Of insurance required under this =-�Ot comply with the requirements, is not procured, or is canceled and not contract does n cancel the contract or replaced, COUNTY has the right but not the obligation or duty to and any premiums paid by COUNTY will be obtain insurance if it deems necessary nts to CITY will be reduced to pay for promptly reimbursed by CITY or COUNTY payme COUNTY-purchased insurance. PROOF OF COVERAGE 20. CITY shall immediately furnish certificates of insurance to CDH evidencing the insurance coverage, including endorsements, above required prior to the commencement of performance of hereunder, which certificates shall provide that such insurance shall not be terminated or services h written notice to CDH, and CITY shall maintain such insurance from the expire without 30 days reunder unl te ion such services. time CITY commences performance of services heCI shall fu ish etcertifieofd copies of the Within 15 days of the commencement of this contract, TY scopies of the provide complete cer '-f declaration page for all applicable policies and will request CITY shall complete atindfied submit Contract policies and endorsements immediately upon r Exhibit I of 1, INSURANCE INVENTORY, along with the above-required insurance documents. 21. INSURANCE_ . _-----REVIEW requirements are subject to periodic review by COUNTY. The County's The above insurance authorized, but not required, to rdeterminesethat ce, susend any of theRisk Manager or designee is authoabove insurance requirements whenever the Risk Manager any of the above insurance is not available, is unreasonably priced, or is not needed to protect the interests of COUNTY. determines that heretofore unreasonably priced or unavailable In addition, if the Risk Manager overage limits become reasonably priced or available, the Risk types of insurance coverage or c ee is authorized, but not required, to change he tabove insurance Manager or design coverage or higher coverage limits, requirements, to require additional types of insurance waat of past claims against COUNTY, inflation, or aronyther item reasonably related to the COUNTY'S risk. Any such reduction or waiver for the entire term of the contract and any change requiring additional types of insurance coverage or higher coverage limits must be made by amendment to this contract. CITY agrees to execute any such amendment within 30 days of receipt. he County to monitor or enforce compliance with any Any failure, actual or alleged, on the part of t t be deemed as a waiver of any rights on of the insurance and indemnification requirements will no the part of the COUNTY. 22. VARIATIONS This writing with attachments, embodies the whole of this Contract of the parties hereto. There are no oral agreements contained herein. Except as herein �rrovided, additionsothe terms of thinct shall not be valid unestorm of a written amendment to this Contract formally approved and executed by both parties. 23. INVALID CONDITIONS covenants or conditions of this e of the terms. provisions, sections, promises, If any one or more ,judged invalid, unenforceable, void or voidable for any reason contract shall to any extent be ipetent jurisdiction, each and all of the remaining terms provisions whatsoever, by a court of compete and conditions of the contract shall not be affected thereby, and sections, promises, covenants N to the fullest extent permitted by law. shall be valid and enforceable Page 6 ofS 24. NOTICES All notices shall be served in writing. The notices shall be sent to the following addresses: County of San Bernardino City of Redlands Department of Community P.O. Box 3005 Development and Housing Redlands, CA 92373 290 North D Street, Sixth Floor San Bernardino, CA 92415-0040 Attn: Community Development 25. COUNTERPART EXECUTION This Contract may be executed in counterparts. When executed, each counterpart shall be deemed an original irrespective of date of execution. Said counterparts shall together constitute one and the same Contract. 111 (continued on next page) 111 11/ 111 111 111 1/1 111 111 1H Page 7 49 IN WITNESS WHEREOF, the parties have caused this Contract to be executed as of the day and year written above. COUNTY OF SAN BERNARDINO CITY OF REDLANDS By: B". ENRIQ&oK4XRT(NEZ, MARY LHASSO, EDA Administrator nager Econo is Dev bop ent Agency Dated: �'r // Dated: ey1511 t SIGNED AND CERTIFIED THAT A COPY OF By: THIS DOCUMENT HAS BEEN DELIVERED TO CfStAR ORCI THE CHAIRMAN OF THE BOARD Development Services Director LAURA H. WELCH Dated: Clerk of the Board of Supervisors of the County of San Bernardino By: COUNTY OF SAN BERNARDINO Deputy PURCHASING DEPARTMENT By: Dated: LAURIE ROZKO, Director Dated: APPROVED AS TO LEGAL FORM JEAN-RENE BASLE San Bernardino County Counsel By: STEVEN SINGLEY Deputy County Counsel for CDH Dated: Page 8 cif 8 EXHIBIT I of I COUNTY OF SAN BERNARDINO DEPARTMENT OF COMMUNITY DEVELOPMENT AND HOUSING Project/Activity Title: Case Number: Redlands: Neighborhood Initiative Program Funds—City of Redlands Community Center Name/Address of Contractor Agency: Date of Issue: City of Redlands P. O. Box 3005 X Original: Beginning 1/31/1 I Redlands,CA 92373 Amendment No. INSURANCE INVENTORY WORKERS' COMPENSATION/EMPLOYERS' LIABILITY INSURANCE Name of Insurance Company: Effective Dates: Employer's Liability Limit$ Certificate of Insurance Attached Yes No: On File w/CDH COMPREHENSIVE GENERAL AND AUTOMOBILE LIABILITY INSURANCE Name of Contractor's General Insurance Company: Limits of Liability Effective Dates: Per Occurrence $ Additional Insured Endorsement Attached Yes No: On File w/CDH Annual Aggregate $ Certificate of Insurance Attached Yes No: On File w/CDH Name of Contractor's Automobile Liability Insurance Company: Limits of Liability Effective Dates: Per Person $ Per Accident $ Damage Liability $ Combined Single Limit ERRORS AND OMISSIONS LIABILITY INSURANCE Name of Contractor's Insurance Company: Limits of Liability Effective Dates: Per Occurrence $ Additional Insured Endorsement Attached Yes No: On File w/CDH Annual Aggregate $ Certificate of Insurance Attached Yes No: On File w/CDH PROFESSIONAL LIABILITY INSURANCE Name of Contractor's Insurance Company: Limits-of Liability Effective Dates: Per Occurrence $_ Additional Insured Endorsement Attached Yes No: On File w/CDH Annual Aggregate S Certificate of Insurance Attached Yes No: On File w/CDH Aggregate Page I off