HomeMy WebLinkAboutContracts & Agreements_217-2021COOPERATIVE FUNDING AGREEMENT BETWEEN CITY OF REDLANDS
AND CITY OF YUCAIPA FOR THE FLORIDA STREET, 16TH, AND 18TH
STREET PAVEMENT RESURFACING PROJECT
This Cooperative Funding Agreement ("Agreement") for the city of Redlands' Florida
Street, 16t1' Street, and 1.8t1' Street Pavement Resurfacing Project ("Project") is entered into this
7tl' day of December, 2021 ("Effective, Date"), by and between the City of Redlands, a general
law city and municipal corporation organized and operating under the laws of the State of
California ("Redlands"), and the City of Yucaipa, a. general law city and municipal corporation
organized and operating under the laws of the State of California ("Yucaipa") Redlands and
Yucaipa are sometimes individually to herein as a. "Party" and, together, as the "Parties "
RECITALS
WHEREAS, the Project is in a portion of Redlands' jurisdiction and in a portion of
Yucaipa's jurisdiction, and will be of mutual benefit to Redlands and Yucaipa, and
WHEREAS, the description and location. of the Project are described in Exhibits "A"
and "B," respectfully, which are attached hereto and incorporated herein by this reference; and
WHEREAS, Streets and Highways Code section 1807 authorizes Redlands to contract
with Yucaipa, and Yucaipa to contract with Redlands for the maintenance, construction, and
repair of their respective streets and roads, if the respective City Councils determine that the
same is necessary for the more efficient maintenance, construction, or repair of its streets and
roads, and
WHEREAS, it is anticipated that Redlands' share of Project costs will be financed
through its local fund and Yucaipa's share of Project costs will be from Yucaipa's local fund,
and
WHEREAS, the total Project cost is estimated to be nine million two hundred thirty
five thousand seven hundred eighty dollars ($9,235,780), and
WHEREAS, Redlands' share of the Project cost is estimated at nine million one
hundred seventy seven thousand four hundred ninety dollars ($9, 177,490) and Yucaipa's share
of the Project cost is estimated to be fifty eight thousand two hundred ninety dollars ($58,290),
as more particularly set forth in Exhibit "C," which is attached hereto and incorporated herein
by this reference, and
WHEREAS, the above -described costs are proportioned based on the work to be
performed in each Party's jurisdiction,
NOW THEREFORE, in consideration of the above recitals and the mutual covenants
hereinafter contained, the Parties agree as follows
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TERMS
RESPONSIBILITIES OF REDLANDS
1.1 Lead Agency. Redlands shall act as the Lead. Agency for the Project pursuant to
the California Environmental Quality Act ("CEQA") (Public Resources Code section 21000 et
seq ), and shall be responsible for coordination of utility relocation work, construction,
construction engineering, and inspections for the Project.
12 Review of' Plans. Redlands shall provide approved. plans and specifications for
the Project to Yucaipa in order to obtain an encroach.m.ent permit from Yucaipa.
13 Construction. Redlands shall construct. the Project by contract in accordance
with the plans and specifications of Redlands.
1.4 Utility Relocation. Redlands shall arrange for relocation of all utilities which,
interfere with construction of th.e Project within the entire Project limits, subject to Section 3 5
below
15 Encroachment Permit. Redlands shall obtain a. no -cost permit from Yucaipa for
work performed within Yucaipa's right-of-way
1.6 Contract Award and Administration.. Redlands is responsible for advertisement,
award, and administration of the construction of the Project in accordance with the provisions
of the California Public Contract Cocle applicable to cities All. Redlands' contractors shall
maintain and comply throughout the term of an.y contract awarded by Redlands with the
insurance requirements described in the specifications Redlands shall conduct adequate
inspection of all items of' work performed under the construction contract with Redlands'
contractors or subcontractors for the Project and maintain. adequate records of inspection and
materials testing for review by Yucaipa. Redlands shall provide copies of any records of
inspection and materials testing to Yucaipa within ten (10) clays of Redlands' receipt of a written
demand from Yucaipa for such records This shall be included as a Project cost.
1.7 Itemized Final Invoice. Upon Project completion, Redlands shall calculate
actual Redlands/Yucaipa Project share percentages based on the final contract work and cost,
which shall include any changes made within Redlands and/or Yucaipa as provided in this
Agreement. Upon Project completion and the determination of all Project expenses, Redlands
shall submit to Yucaipa an itemized accounting of actual Project costs incurred by Redlands
and, if said costs exceed the amount paid by Yucaipa pursuant to this Section 17, and Section
2.3 hereof, an invoice for the remainder of Yucaipa's share of the actual Project costs, up to the
amount set forth in Section 2.3, as provided herein. Said invoice shall set forth all actual Project
costs incurred by Redlands, together with adequate documentation of said expenditures and a
copy of the overall Redlands/Yucaipa percentage share calculation spreadsheet. If the actual
Project costs incurred by Redlands are less than the amount paid by Yucaipa pursuant to this
Section 1 7 and Section 2 3, then Redlands shall refund Yucaipa the difference within thirty
(30) days after issuance of the itemized accounting.
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2. RESPONSIBILITIES OF YUCAIPA
2.1 Review of Plans. Yucaipa shall review the plans and specifications of the
Project before issuing the encroachment permit.
22 Encroachment Permit. Yucaipa shall provide a. no -cost. permit to Recl.la.nds for
its work in Yucaipa's right-of-way
23 Invoice Payment. Within thirty (30) days after receipt of the invoice from
Redlands pursuant to Section 1 7 above, Yucaipa shall pay to Redia.nds the invoiced amount.
Within thirty
(30) days after receipt of the itemized accounting and invoice from the Redlands pursuant to
Section 1 7 above, Yucaipa shall pay to Redlands the remainder of its share- of the actual Project
costs based on the Redlands percentage calculated pursuant: to Section 1 7 The Project costs
shall include the cost of Project design, CEQA compliance, utility relocation work,
construction, construction engineering, inspection and Redlands' overhead costs.
3 COORDINATION OF THE PROJECT
3.1 Responsibilities after Completion. Except for activities that are impossible to
perform during the construction phase of Project, before, during, and after Redlands' and
Yucaipa's acceptance of the completed Project, Yucaipa shall be responsible for performing
any and all work. (including, but not Limited to, maintenance) for the Yucaipa maintained
highways in the Project limits that are within Yucaipa's incorporated area and Redlands shall
be responsible for performing any and all work (including, but not limited. to, maintenance) for
City streets in the Project limits that are in Redlands incorporated area.
32 Insurance. Yucaipa and R.edlands are authorized self -insured public entities for
purposes of Professional Liability, Automobile Liability, General Liability and Worker's
Compensation, and warrant that through. their respective programs of self-insurance they have
adequate coverage or resources to protect against liabilities arising out of Yucaipa's and
Redlands' performance of the terms, conditions, and obligations of this Agreement.
33 Increased Costs. The Parties acknowledge that actual Project costs may
ultimately exceed current estimates of Project costs. Any additional Project costs (including,
but notlimited to, additional Project costs caused by an increase in engineering cost, higher bid
prices, change orders, or arising from unforeseen site conditions, including utility relocation
(but not from requested additional work by Yucaipa or Redlands, which is addressed in Section
3 4 below) over the estimated total of the Project's cost of nine million -two hundred thirty five
thousand seven hundred eighty dollars ($9,235,780) (which is the sum of nine million one
hundred seventy seven thousand four hundred ninety dollars ($9,177,490) from Redlands and
fifty eight thousand two hundred ninety dollars ($58,290) from Yucaipa shall be borne by each
Party based upon where the work is required (i e whether the work is required in Yucaipa's or
Redlands' jurisdiction) up to the amounts set forth in Section 17 and Section 2 3, respectively
3:4 Additional Work. If either Yucaipa or Redlands requests additional work that is
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beyond the scope of the original Project, and not considered a necessary part of the Project by
both Parties, said work, if approved by both Parties pursuant to Section 1 7 will be paid solely
by the Party requesting the work.
35 Utilities. In. the case wherein one of the Parties owns a utility that needs to be
relocated for the Project and that Party does not have prior rights for that utility, it wilt be the
sole responsibility of that Party to relocate the utility at that Party's cost. This responsibility for
utility relocation cost shall not be included as a Project cost. In the case that a utility relocation
is determined to be a Project cost based on that utility having prior rights, the relocation ofthe u.til.i.ty will
be included as a Project cost for which Yucaipa and Redlands will be responsible for funding for work.
located within their respective boundaries.
3,6 Cost Overruns. As design progresses, if it is found by Redlands that a cost
overrun of twenty five percent (25%) or more ofthe estimated total of the Project costs will occur,
Redlands shall provide Yucaipa written notice of this fact and Yucaipa and Redlands shall
endeavor to agree upon an alternative course of action, including amending the cost estimates.
If, after thirty (30) days of the date of Redlands notice an alternative course of action is not
mutually agreed upon in writing between the Parties, this Agreement shall be deemed to be
immediately terminated by mutual consent.
3.7 Termination. This Agreement may be terminated upon thirty (30) days prior
written notice of either Party; provided however, that neither Party may terminate this
Agreement after Redlands awards acontract to construct the Project. In the event of termination
as provided herein, including termination pursuant to Section 3 6 above, all Project expenses
occurred prior to the effective date of termination shall be paid by the Parties in the same
proportion to their contribution for the Project. The Parties recognize and agree that the
provisions governing utility relocation and construction are dependent upon the Parties first
satisfying CEQA. As provided in this section, this Agreement may be cancelled with or without
cause, before, during, and after CEQA review/approval
3.8 Survival of Provision. Except as provided in Sections 3 6 and 3 7, and except
for the Parties' operation, maintenance, and indemnification obligations contained herein
which shall survive termination., this Agreement shall terminate upon completion of the Project
and payment of final billing by Redlands for its share of the Project costs or refund by Yucaipa
pursuant to Section 1 7
4 INDEMNIFICATION
4.1 Indemnification by Yucaipa. Yucaipa shall indemnify, defend, and hold
harmless Redlands and its elected and appointed officials, officers, employees, agents, and
volunteers from any and all claims, actions or tosses, damages, and/or liability resulting from
Yucaipa's negligent acts or omissions, or willful misconduct, which arise from Yucaipa's
performance of its obligations under this Agreement.
4.2 Indemnification by Redlands. Redlands shall indemnify, defend, and hold
harmless 'Yucaipa and its elected and appointed officials, officers, employees, agents and
volunteers from any and all claims, actions, losses, damages and/or liability resulting from
Redlands' negligent acts or omissions, or willful misconduct, which arise from Redlands'
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performance of its obligations under this Agreement.
43 Comparative Fault. In the event either Party is found to be comparatively at fault
for any claim, action, loss or damage which results from their respective obligations under this
Agreement, the Parties shall indemnify the other to the extent of its comparative fault.
5 ENFORCEMENT OF AGREEMENT
5.l Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California, without regard to its conflicts of laws
provisions. The Parties agree that all actions or proceedings arising in connection with this
Agreement shall be tried and litigated only in the state courts located in San Bernardino County,
California, and the federal courts located in Riverside County, California.
52 Attorneys' Fees. In the event any action is commenced to enforce or interpret
this Agreement, the prevailing Party in any such action shall be entitled to its costs and
reasonable attorneys' fees, including fees for use of in-house counsel by a Party
53 Waiver. 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 given or performed by a. Party shall give the other Party any contractual.
rights by custom, estoppel, or otherwise
6 MISCELLANEOUS PROVISIONS
6.1 Entire Agreement. This Agreement contains the entire agreement of the Parties
with respect to subject matter hereof, and supersedes all prior negotiations, understandings or
agreements regarding the same No supplement, modification, or amendment of this Agreement
shall be binding unless executed in writing and signed by both Parties
62 Time of the Essence. Time is of the essence for each and every provision of this
Agreement.
63 Interpretation. Because the Parties 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 or against any Party Any term referencing time, days or period
for performance shall be deemed Redlands work days The captions of the various articles and
sections are for convenience and ease or reference only, and do not define, limit, augment, or
describe the scope, content, or intent of this Agreement.
64 Severability. 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.
6.5 Incorporation. The Recitals are incorporated into the body of this Agreement.
6.6 Notice. Any notice or other communication required, or which may be given,
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pursuant to this Agreement, shall be in writing. Any such notice shall be deemed delivered (i)
on the date of delivery in person, (ii) five (5) days after deposit in first class registered mail,
with return receipt requested, (iii) on the actual delivery elate if deposited with an overnight
courier, or
(iv) on the date sent by facsimile or electronic mail transmission (inciudin.g PDF), if confirmed
with a. copy sent, contemporaneously by first class, certified, registered or express mail, in. each
case properly posted and fully prepaid to the appropriate address set forth. below, or such other
address as a Party may provide notice in accordance with this section
To Redlands
To Yucaipa.
City Clerk
City of Redlands
35 Cajon, Street
P 0 Box 3005 (Mailing)
Redlands, CA 92373
Email jclonaldson@cityofredlands.org
cityofredlands.org
Phone (909) 798-7531
City Clerk
City of Yucaipa
34272 Yucaipa Blvd,
Yucaipa, CA 92399
Email jcrawfordcyucaipa.org
Phone (909) 797-2489
6.7 Laws and Regulations. The Parties shall keep themselves fully i.nform.ed of and
in compliance with all local, state and federal laws, rules and regulations in any manner affecting
the Parties' performance of this Agreement. A Party shall not be Liable for the other Party's
violation of any laws or regulations in connection with this Agreement. if a Party identifies any
conflict or possible conflict between its obligations hereunder and applicable laws, rules and
regulations, that Party shall provide immediate written notice to the other Party
6.8 Assignment. This Agreement is not assignable by either Party, in whole or in
part, without the consent of the other Party in the form of a formal written. amendment. Any
assignment or attempted assignment without such consent may, in the sole discretion of the
non -assigning Party, result in the immediate termination of this Agreement.
6.9 Independent Contractor. The Parties agree and intend that each Party be deemed
an independent entity, and clo not create by this Agreement any partnership, joint venture, or
similar business arrangement, relationship, or association between them, except as may be
agreed to expressly by this Agreement. Each Party shall perform their services hereunder in an
independent capacity and not as an employee or agent of the other Party
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IN WITNESS WHEREOF, the Parties have caused this Agreement to be signed as of the date
first written above
CITY OF Y JCAIPA
By ._
`
Bogh, Ivlayo> j
Greg
A FTEST
----� r C
By Jennifei Crawford, City Clerk By
APPROVED AS TO FORM
1i
By SI\�
D1vid M Snow, City Attorney
CITY F REDLANDS
By
Paul T Barich, Mayo'
ATTEST
nne Donaldson, City Clerk
APPROVED AS TO FORM
By
I el -IsjMcHugh, City Attorney
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EXHIBIT A
PROJECT DESCRIPTION
The scope of work shall consist of resurfacing of the street. Resurfacing method includes 2" asphalt
concrete placement over 9" cement treated pulverized base. Asphalt overlay will be the
conventional asphalt. Alt necessary striping will be replaced. The scope of work also includes but
not limited to protecting in place all existing utilities, trees, and public and. private improvements,
pavement striping and restriping; replacing destroyed survey monur:n.ents, disposing of excess soil
and rock. material and restoring all areas and improvements to pre -construction conditions ,
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LIFT OF RPCI.ANns
CITY OF YUCAIPA
EXHIBIT B
LOCATION MAP
FLORIDA STREET
CRY OF YUCAIPA
CITY OF R3.00.TCS
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EXHIBIT C
ESTIMATE OF PROJECT COSTS
FOR CITY OF YUCAIPA/CITY OF REDLANDS
FLORIDA, 161E1 AND 18'11 STREET PAVEMENT RESURFACING PROJECT
DESCRIPTION
AMOUNT
CITY OF
REDLANDS SHARE
CITY OF
YUCAIPA SHARE
Construction and all other
costs such as design, survey,
CEQA compliance,
construction engineering,
inspection and City overhead
$9,235,780
$9,185,490
$58,290
TOTAL
$9,235,780
$9,185,490
$58,290
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