The URL can be used to link to this page

Home My WebLink AboutIRVINE RANCH WATER DISTRICT 1 -2003N-2003-106 qNSURA~'CE HOT WORK MAY PROCEED CLERK OF COUNCIL REIMBURSEMENT AGREEMENT FOR DYER ROAD REHABILITATION THIS AGREEMENT, made and entered into this ~ ~ day of ~/Ob~ ,2003, by and between Irvine Ranch Water District, a California Water District formed and existing pursuant to California Water District Law (hereinafter "DISTRICT"), and the City of Santa Arm, a municipal corporation, organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"). RECITALS: A. As part of its on-going maintenance program, CITY proposes to construct certain improvements in Dyer Road in the City of Santa Aaa, County of Orange (the "Dyer Road Rehabilitation from Main Street to Grand Avenue, Project 1750, 2593 & 2594), hereinafter "said Project". B. Said Project will necessitate the raising of 10 valve cans on domestic water lines and adjusting to grade 10 manholes and two 3'x 3' box covers hereinafter referred to as "IRWD Facilities", as depicted in project plans incorporated by reference herein. C. The parties have determined that it would be more efficient for CITY to adjust the IRWD Facilities to finish grade than for DISTRICT to do so. D. DISTRICT desires that CITY adjust the IRWD Facilities, at the cost of CITY, which cost shall be reimbursed by DISTRICT after the work is completed and accepted by DISTRICT. E. The IRWD Facilities shall remain the property of DISTRICT in accordance with the terms and conditions hereinafter set forth. WHEREFORE, the parties hereto, in consideration of the mutual promises and covenants hereinafter set forth, do agree as follows: 1. CITY agrees to initiate and pursue to completion, the adjustment of the IRWD Facilities in conjunction with said Project, and DISTRICT agrees to cooperate with the CITY with respect to the construction and schedules for the adjustment of IRWD Facilities. 2. CITY agrees that the adjustment of the IRWD Facilities shall be completed pursuant to approved project plans and specifications ("the Plans and Specifications"), which shall be supplied by CITY. 3. The parties agree that the CITY will obtain a quote from its Contractor for said Project. Said quote for the adjustment of the IRWD Facilities shall be subject to the approval of DISTRICT Page 1 of 4 prior to commencement of work on the IRWD Facilities. In the event DISTRICT does not approve such quote, this Agreement shall terminate and DISTRICT shall complete the work at its own cost. DISTRICT shall have a period of five (5) calendar days to review the quote and approve the adjustment of the IRWD Facilities by City's contractor. 4. DISTRICT shall deposit with CITY the mount of the quote for adjustment of the IRWD Facilities. Within sixty (60) days of DISTRICT acceptance, as provided in Section 6, a final accounting of the actual costs of all items associated with adjustment, administration, accounting, and legal costs ("Costs") shall be made by CITY. If the actual Costs exceed the deposit, DISTRICT shall pay the difference to CITY. If the actual Costs are less than the deposit, CITY shall refund the excess deposit amount to DISTRICT. 5. DISTRICT shall have sole and absolute discretion as to all aspects of the adjustment of IRWD Facilities. DISTRICT will promptly notify CITY of any portion of the adjustment of IRWD Facilities which appears not to conform to the Plans and Specifications. CITY shall require its contractor to adjust IRWD Facilities so that the IRWD Facilities conform to the Plans and Specifications. 6. DISTRICT agrees to accept the adjustment of the IRWD Facilities when the IRWD Facilities have been adjusted in accordance with all requirements of the Plans and Specifications. 7. It is mutually agreed between the parties hereto that notwithstanding the fact that CITY shall accomplish the adjustment of IRWD Facilities subject to reimbursement, IRWD Facilities to be adjusted hereunder, together with the necessary franchises, licenses, easements, rights-of-way, and other privileges, shall at all times be subject to the applicable rates, rules and regulations of DISTRICT, as modified or amended from time to time. CITY shall not obtain any right, title or interest in IRWD Facilities through this Agreement. 8. CITY shall indemnify, defend and hold DISTRICT, its officers, agents, employees and engineers bare, less from any expense, liability or claim for death, injury, loss, damage or expense to persons or property which may arise or is claimed to have arisen during the Project or the adjustment of IRWD Facilities and prior to acceptance by DISTRICT, as a result of any work or action performed by CITY or on behalf of CITY, save and except in those instances where such expense, liability or claim is proximately caused in whole or in part by any act, omission or negligence of DISTRICT, its officers, agents, employees or engineers or by any act or omission for which DISTRICT, its officers, agents, employees or engineers are liable without fault. DISTRICT shall indemnify, defend and hold CITY, its officers, agents, employees and representatives harmless from any expense, liability or claim for death, injury, loss, damage or expense to persons or property which may arise or is claimed to have arisen either (i) as a result of any acts performed by DISTRICT, its officers, agents, employees or engineers, with respect to IRWD Facilities adjustment; or (ii) following DISTRICT acceptance of the adjustment of the IRWD Facilities, with respect to maintenance and operation, save and except in those instances Page 2 of 4 where such expense, liability or claim is proximately caused in whole or in part by any act, omission or negligence of CITY, its officers, agents and employees, or by any act or omission for which CITY, its officers, agents and employees are liable without fault. 9. CITY shall require its contractors to provide performance and payment bonds for the adjustment of IRWD Facilities and to guarantee the Project, including the adjustment of IRWD Facilities, to be free from defects for a period of one year. CITY shall require that DISTRICT be included as an additional insured on all insurance CITY requires its contractors to provide with respect to the adjustment of IRWD Facilities. 10. DISTRICT shall have the right to terminate this Agreement, subject to the provisions of this section. If DISTRICT terminates and IRWD Facilities adjustment is not accomplished or completed, DISTRICT shall remain obligated for the actual amount of the Costs incurred by CITY to the date of termination and any additional Costs resulting from said termination. 11. Any notice or other written instrument required or permitted by this Agreement shall be deemed received when personally served or two (2) business days after being deposited in the U.S. Mail, postage prepaid, registered or certified and addressed as follows: DISTRICT: Irvine Ranch Water District 15600 Sand Canyon Avenue Irvine, CA 92718 Atto: General Manager CITY: Executive Director of the Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 15. This Agreement constitutes the entire Agreement between CITY and DISTRICT, and supercedes any and all other agreements, oral or written, between the parties. This Agreement may only be modified in writing signed by both parties. 16. This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be governed and construed in accordance with the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 17. Any approval required to be given by either party pursuant to this Agreement, shall be deemed given if no response to the party's request for such approval is received by the requesting party within ten (10) days following the request for such approval. Page 3 of 4 18. The Recitals to this Agreement are hereby incorporated into this Agreement as a full part hereto. IN WITNESS WHEREOF, the parties hereto have entered into this Agreement on the date first written above. IRVINE RANCH WATER DISTRICT ATTEST: gffe. Jrei~ry/A~sistant Secre't~r~ APPROVED AS TO FORM: PATRtCIA El HEALY City Clerk Date: Date: Date: Date: City Manager APPROVED AS TO FORM: ~J~)gEPH- W~ FLETCHER City Attorney APPROVED AS TO CONT.~I.T~ / //JAMES G. ROSS ' (~// Executive Director- Public Works Page 4 of 4