HomeMy WebLinkAbout25B - FLOOD CONTROL CHANNELREQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE:
APRIL 6, 2009
TITLE:
AGREEMENT WITH ORANGE COUNTY
FLOOD CONTROL DISTRICT FOR
THE USE OF FLOOD CONTROL
CHANNEL TO CONSTRUCT THE
FLOWER STREET BIKE TRAIL
~~~
CITY MANAGER
RECOMMENDED ACTION
CLERK OF COUNCIL USE ONLY:
APPROVED
As Recommended
As Amended
Ordinance on 1 sc Reading
Ordinance on 2"d Reading
Implementing Resolution
Set Public Hearing For_
CONTINUED TO
FILE NUMBER
Direct the City Attorney to prepare and authorize the City Manager and
Clerk of the Council to execute the attached agreement with the Orange
County Flood Control District for the use of the flood control channel to
construct the Flower Street Bike Trail from the Union Pacific Railroad
Right of way to Sunflower Avenue, subject to non-substantive changes
approved by the City Manager and the City Attorney.
DISCUSSION
In December 2007, the City of Santa Ana received a $1 million grant from
the Department of Transportation (Bicycle Transportation Account Program)
to construct a bike trail on the flood control channel adjacent to Flower
Street. The project will include an asphalt bike trail on the east side of
the channel, landscaping, automatic irrigation system, drainage, signage
and fencing from the Union Pacific Railroad right of way to Sunflower
Avenue. Staff has been working with the Orange County Flood Control
District and the Sandpointe Neighborhood Association to finalize approval
for this improvement. The plans and specifications are completed and are
ready for bid advertisement. The completion of this section of bike trail
will connect the Costa Mesa bike trail at Sunflower Avenue to the Santa Ana
Golden Loop Bike Trail and the Santa Ana River Bike Trail.
The term of the agreement is for 20 years with one one-year extension that
will renew annually unless terminated by either party. The City shall be
responsible for the cost of all improvements and maintenance of the bike
trail improvements along the flood control channel.
25B-1
Agreement with Orange County
Flood Control District
April 6, 2009
Page 2
FISCAL IMPACT
There is no fiscal impact associated with this action.
Gerardo Mouet
Executive Direc~or
Parks, Recreation and
Community Services Agency
25B-2
s~roject: Flower St. Bike Trail Agreement No. D08-xxx
1 AGREEMENT
2 This AGREEMENT ("AGREEMENT") is made and entered into as of the day of , 2008,
3 BY and BETWEEN
The ORANGE COUNTY FLOOD CONTROL DISTRICT, a
4 body corporate and politic, hereinafter referred to as
"DISTRICT", and
5
The CITY OF SANTA ANA, a charter city,
6 hereinafter referred to as "CITY,"
7
8 which are sometimes individually referred to as "Party," or collectively referred to as "Parties."
g RECITALS
10 WHEREAS, CITY has received a grant from the California Department of Transportation ("State") under the
11 State's Bicycle Transportation Account Grant Program to build and maintain a bike and pedestrian trail (Trail
12 Improvements) so as to provide increased opportunities for outdoor recreation for members of the general public;
13 WHEREAS, CITY desires to place the Trail Improvements on property owned by DISTRICT to complete the
14 bike trail constructed on property owned by CITY;
15 WHEREAS, CITY desires to enter into an agreement with DISTRICT for the use of DISTRICT property that
i
16 complies with the land tenure requirements of the State's Bicycle Transportation Account Program; and
17 WHEREAS, DISTRICT has determined that the recreational uses and Trail Improvements proposed by the
18 CITY would not impair or diminish existing or probable future requirements for flood protection provided such Trail
19 Improvements are constructed in accordance with DISTRICT requirements and the Trail Improvements are
20 constructed, operated, maintained and used in accordance with the terms and conditions of this AGREEMENT.
21
22 NOW, THEREFORE, DISTRICT hereby permits CITY the use of the Premises described below on the terms
23 and conditions hereinafter set forth.
24 I ///
25 ///
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Agreement No. D08~xxx
ARTICLE 1
DESCRIPTION OF PREMISES
1.1. CITY shall be permitted to use DISTRICT real property as generally shown on Exhibit A in accordance with
the terms and conditions of this AGREEMENT. This real property shall be referred to hereinafter as the
Premises.
ARTICLE 2
CONSIDERATION
2.1. CITY shall be permitted the use of the Premises at no cost to CITY. CITY agrees however that DISTRICT
shall have no financial obligation to contribute to the design, construction, removal, relocation,
reconstruction, and/or maintenance of any CITY improvements on the Premises.
ARTICLE 3
REPRESENTATIVES
3.1. COUNTY REPRESENTATIVE
Director of County of Orange Resources & Development Management Department (RDMD), or an
authorized designee, hereinafter referred to as "Director," shall be DISTRICT's representative in all matters
pertaining to this AGREEMENT.
3.2. CITY REPRESENTATIVE.
The Santa Ana City Manager, or an authorized designee, hereinafter referred to as "CITY Official," shall be
CITY's representative in all matters pertaining to this AGREEMENT.
ARTICLE 4
USE OF PREMISES BY CITY AND GENERAL PUBLIC
4.1. PERMITTED USES
CITY shall be permitted to use the Premises to build, operate and maintain apedestrian/bike trail for use by
the general public.
4.2. CITY'S RIGHTS ARE NONEXCLUSIVE
CITY's use of the Premises shall be nonexclusive, DISTRICT reserves the right to use the Premises as
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Agreement No. D08-xxx
necessary to access, construct, and maintain DISTRICT flood control facilities. The CITY acknowledges that
the DISTRICT retains the right at the DISTRICT's sole and absolute discretion to use the Premises for the
purpose of removing sediment and debris from DISTRICT facilities, and to perform channel construction and
repairs or conduct other maintenance activities from and within the Premises. DISTRICT should provide
CITY with one working day notice of the need to temporarily close the facility for such work unless
emergency conditions require immediate action by DISTRICT.
4.3. EMERGENCY RESTRICTIONS ON USE
CITY agrees that Director of RDMD or his designee may temporarily suspend public use of Premises if
Director determines, in Director's sole and absolute discretion that emergency conditions exist such that use
of Premises by the general public present a risk to the general public's health, safety or welfare. DISTRICT
shall notify CITY as soon as practicable of the emergency condition but within at least one working day of the
emergency condition.
ARTICLE 5
PR®I'IIEITE® USES
5.1. MOTORIZED VEHICLES
CITY shall not allow any non-District or non-City motorized vehicles, except maintenance vehicles, to
operate within the Premises.
5.2. HAZARDOUS MATERIALS
CITY shall not cause or permit any "Hazardous Material," as hereinafter defined, to be brought upon, kept, or
used in or about the Premises. CITY shall promptly take all action, at its sole cost and expense, as is
necessary to clean, remove and restore the Premises to its condition prior to the introduction of such
Hazardous Material, provided CITY shall first have obtained Director's written approval and the approval of
any necessary governmental entities or agencies for any such remedial action.
As used herein, the term "Hazardous Material" means any hazardous or toxic substance, material or waste
which is or shall become regulated by any governmental entity or agency, including, without limitation,
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Agreement No. D08-xxx
County acting in its governmental capacity, the State of California or the United States government.
ARTICLE 6
TERM OF THE AGREEMENT
6.1. INITIAL TERM
This AGREEMENT shall commence on the date the AGREEMENT is approved by the Orange County Boarc
of Supervisors acting as the governing board for the DISTRICT and shall continue for 20 years unless
terminated in accordance with the provisions of Article 7 of this AGREEMENT.
6.2. RENEWAL
At the end of the Initial Term, this AGREEMENT will automatically renew for an additional one year term
upon the same covenants, terms and conditions unless either party notifies the other in writing of its intention
to terminate this AGREEMENT at least sixty (60) days prior to the expiration of the Initial Term. If sixty (60)
days prior to the end of the one year extended term, neither Party has given the other notification of its
intention to terminate, this AGREEMENT shall continue in full force and effect upon the same covenants,
terms and conditions for a further term of one (1) year, and for annual terms thereafter until terminated by
either party by giving the other Party written notice of its intention to so terminate at least sixty (60) days prior
to the end of any such annual term.
ARTICLE 7
TERMINATION
7.1. TERMINATION BY DISTRICT.
DISTRICT may terminate this AGREEMENT if DISTRICT determines that Premises are needed to
reconstruct and/or modify DISTRICT'S facilities and the CITY improvements cannot be relocated so as not to
unreasonably interfere with DISTRICT's reconstructed and/or modified facilities. DISTRICT shall notify CITY
of its intention to terminate the AGREEMENT pursuant to this section by giving CITY ninety (90) days written
notice.
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7.2. TERMINATION BY CITY.
Agreement No. D08-xxx
CITY may terminate this AGREEMENT by giving DISTRICT ninety (90) days written notice. In the event of
such termination by CITY, CITY shall remove any improvements that it has placed on the Premises and
restore the Premise to the condition that existed prior to this AGREEMENT. This obligation to restore the
Premises shall survive the termination of this AGREEMENT.
7.3 TERMINATION DUE TO BREACH OF THE AGREEMENT
If CITY is in material breach of the AGREEMENT, and fails to diligently cure said breach, DISTRICT may
terminate the AGREEMENT.
7.4 NOTICE OF TERMINATION
All notices of termination shall be made in writing in accordance with the requirements of Article 11 of this
AGREEMENT.
~-RTICLE ~
CITY IMPROVEMENTS
8.1. AUTHORIZED IMPROVEMENTS
CITY may install a bikeway path consisting of improvements approved by the DISTRICT that include but are
not limited to:
(a) pathways constructed of asphalt and/or concrete;
(b) fencing that will consist of one or more of the following: wrought iron; ~I
(c) gates;
(d) signage; II
(e) landscaping;
(f) an irrigation system for the landscaping.
(g) Replacement of existing CMP pipe(s), as necessary.
8.2. DISTRICT REVIEW AND APPROVAL OF CITY IMPROVEMENTS.
Prior to the construction of any improvements on Premises, the CITY shall submit the plans and
specifications of those improvements to the Director for his review and approval. CITY improvements shall
be designed and constructed so as to assure that they do not interfere with the flood control function of
DISTRICT facilities and do not interfere with or increase the cost to the DISTRICT for the ongoing
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Agreement No. D08-xxx
maintenance of DISTRICT'S facilities. Approval of the plans and specifications of CITY'S improvements
shall be within Director's sole and absolute discretion.
Said plans and specifications shall be submitted by the CITY for the DISTRICT's review via an
encroachment permit application through DISTRICT's RDMD's County Property Permits section and shall
subject to applicable permit and inspection fees.
8.3 OTHER APPROVALS FOR IMPROVEMENTS
CITY shall be responsible at its sole cost and expense to secure and comply with any other approvals
required to construct, operate and/or maintain its improvements. DISTRICT is not responsible to obtain any
~ such approvals nor shall DISTRICT be named as co-applicant in any regulatory agreement or permit
app-ications.
CITY shall be responsible to satisfy all the requirements of any such agreements and/or permits and satisfy
any conditions imposed by any regulatory agency for the issuance of any such approvals. CITY shall not
agree to any conditions that impose any obligations on the DISTRICT.
If any regulatory agency requires that any property be set aside as mitigation for the CITY improvements,
that mitigation shall not be on DISTRICT property nor shall DISTRICT have any obligation to monitor or
maintain that mitigation.
CITY shall provide DISTRICT's RDMD/Engineering and Permit Services/Regulatory Permits with copies of
all regulatory permits and/or agreements and conditions for its review and approval prior to agreeing to any
such terms and conditions. Copies of any and all current permits issued shall be available for inspection by
DISTRICT'S personnel.
8.4. CONSTRUCTION OF CITY IMPROVEMENTS
CITY shall notify Director two working (2) days prior to beginning construction of its improvements on
Premises.
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Any Contractor hired by CITY to construct improvements on Premises shall be required to:
(a) maintain insurance that complies with the insurance requirements specified in Exhibit B;
(b) indemnify, defend with counsel approved in writing by DISTRICT, and hold harmless DISTRICT, the
County of Orange (COUNTY), their elected and appointed officials, officers, employees, agents and
contractors (hereinafter "DISTRICT/COUNTY Indemnitees") harmless from any and all claims,
losses, or liability, arising from injury or damage to persons or property related to Contractor's, its
subcontractor's, their employee, agents or invitees activities on, within, upon, under or over
Premises unless such injury or damage is caused by the sole negligence or willful misconduct of
DISTRICT, County or the DISTRICTlCounty Indemnitees;
(c) provide Director with a copy of its Notice of Intent to comply with the NPDES permit covering
construction activities and to fully comply with the requirements of that NPDES permit. Contractor
shall also be required to comply with the requirements of the Drainage Area Management Plan,
Local Implementation Plan as specified in Article 13 (Stormwater Regulations) of this AGREEMENT
for activities to be conducted by the contractor and its subcontractors on Premises;
(d) No construction materials are to be stored in such a way as to impede and/or interfere with any
bikeway use, channel inspection or maintenance operations.
Any DISTRICT improvements disturbed, damaged, vandalized or removed as a result of CITY's construction
activities within, upon, under or over Premises shall be repaired, restored or replaced at CITY's expense in
conformance with RDMD Standard Plans and to the satisfaction of the Director within sixty (60) calendar
days of the issuance of written notice by Director. If CITY andlor its contractor fail to repair, restore or
replace DISTRICT's improvements within 60 calendar days, Director may, in his sole and absolute
discretion, cause the repair, restoration or replacement of DISTRICT's improvements to be completed by
DISTRICT personnel or DISTRICT contractors and CITY shall be solely responsible for these costs and
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expenses. CITY agrees that in an emergency situation which threatens the public's health, safety or welfare
as determined by Director in his sole and absolute discretion, Director shall be permitted to cause the repair,
replacement or restoration of DISTRICT's improvements without prior notice to CITY and CITY shall be
solely responsible for the cost of such repair, restoration or replacement in accordance with the procedures
described above.
8.5. MAINTENANCE OF CITY IMPROVEMENTS
CITY shall be solely responsible at its sole cost and expense for the operation, maintenance, repair,
relocation, and/or replacement of CITY's improvements on Premises.
8.6. DISTRICT's Rights to Remove/Relocate CITY Improvements.
If Director determines CITY Trail Improvements need to be modified, relocated or removed in whole or in parl
to permit DISTRICT to operate, maintain, modify, enlarge, reconstruct, repair and/or replace DISTRICT'S
adjoining flood control facilities, DISTRICT shall notify CITY in writing and CITY shall modify, relocate or
remove all or a portion of CITY improvements as directed by DISTRICT at CITY's sole cost and expense
within one hundred twenty (120) calendar days of the date of DISTRICT'S written notification to CITY or
within a longer time period if agreed to by Director.
CITY agrees that in an emergency situation which threatens the public's health, safety or welfare as
determined by Director in his sole and absolute discretion, Director shall be permitted to cause modification,
relocation or removal of all or a portion of CITY improvements without prior notice to CITY. DISTRICT will
endeavor to notify CITY of its intent to remove CITY improvements as soon as practicable but in no case
shall such notice be provided greater than one week after DISTRICT modifies, relocates or removes such
improvements.
CITY agrees that if any of CITY'S improvements are disturbed, damaged or removed by DISTRICT during
the course of DISTRICT's operating, maintaining, repairing, improving, restoring, or enlarging DISTRICT'S
improvements on Premises, CITY shall be responsible for replacing, repairing, restoring or removing CIT'
improvements to the satisfaction of Director solely at CITY'S expense.
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8.7. FENCING AND SITE SECURITY
Security of the trail shall be the CITY's responsibility and expense.
Agreement No. D08-xxx
CITY shall develop a plan to assure that DISTRICT's adjoining flood control facility is not accessible to the
public using the CITY improvements on Premises but is accessible to DISTRICT personnel from Premises
(Security/Access Plan). This Security/Access Plan shall show the placement of all fencing securing the
Premises, including any proposed fencing located along the property line. This Security/Access Plan should
also include the placement of any proposed gates as well as information concerning whether the proposed
gates will be left open and if so when they will be open. This Security/Access Plan shall be reviewed and
approved by Director.
8.8 LANDSCAPING
CITY shall prepare a landscaping plan for the Premises. This plan shall be reviewed and approved by
Director. The CITY shall install and maintain the approved landscaping at its sole cost and expense.
ARTICLE 9
INDEMNITY AND INSURANCE PROVISIONS
9.1. CITY'S INDEMNITY OBLIGATIONS
CITY agrees that it shall indemnify, defend with counsel approved in writing by DISTRICT, release and hold
harmless DISTRICT, the COUNTY, their elected and appointed officials, officers, employees agents and 'I
contractors {hereinafter "DISTRICT/COUNTY Indemnitees") from any and all claims, losses, or liability, 'I
arising from alleged injury or damage to persons or property arising out of: (a) breach of the terms and
conditions of this AGREEMENT by CITY, (b) the willful misconduct or negligent acts or omissions of CITY in
connection with this AGREEMENT, (c) the material or other things used or employed in performing
construction work, (d) injury to or death of any person or persons (either workman, employees of CITY or its
contractors, subcontractors or the public) or damage to adjacent or other property caused by the
perFormance of construction work being performed to construct CITY improvements on Premises or (e)
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Agreement No. D08-xxx
injury to or death of any person or persons (either workman, employees of CITY or its contractors,
subcontractors or the general public using CITY improvements) or damage to property arising from use by
any person or persons of CITY improvements on Premises.
Nothing contained in this section shall operate to relieve DISTRICT and/or the DISTRICT/COUNTY
Indemnitees from any loss, injury, liability, damages, claims, costs or expenses to the extent determined by
a court of competent jurisdiction to have been proximately caused by the willful misconduct or negligent acts
or omissions of DISTRICT and/or the DISTRICT/COUNTY Indemnitees or any of them.
The indemnity obligations created by this section as well as any other indemnity obligations created by this
AGREEMENT shall survive the termination of this AGREEMENT, to the extent that a claim is based on an
event which occurred prior to termination.
9.2. INSURANCE
During the term of this AGREEMENT CITY shall maintain insurance or self-insurance and shall cause its
contractors to maintain insurance in accordance with the insurance requirements set forth in Exhibit B.
ARTICLE 10
ASSIGNMENT /THIRD PARTY BENEFICIARY PROVISIONS
10.1 ASSIGNMENT BY CITY PROHIBITED
CITY acknowledges that its rights and obligations pursuant to this AGREEMENT are non-transferable
without the prior written consent of DISTRICT. Any attempt by CITY to transfer all or part of its rights or
obligations under this AGREEMENT to another party shall be null and void. If CITY wishes to transfer CITY
improvements and/or any of its rights or obligation under this AGREEMENT to another party, DISTRICT rr
require that the proposed successor enter into a separate agreement with DISTRICT with additional terms
and conditions.
DISTRICT may record this AGREEMENT to provide notice to proposed assigns or successors that this
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Agreement No. DO>3-xxx
AGREEMENT is non-transferable without the express written consent of the DISTRICT's Board of
Supervisors.
10.2 NO THIRD PARTY BENEFICIARY
This AGREEMENT is not intended to give or confer any benefits, rights, privileges, claims, actions, or
remedies to any person or entity, including but not limited to the State and/or members of the general public
authorized to use the Premises, as a third party beneficiary, decree, or otherwise. The CITY and the
DISTRICT are and will remain the only entities with standing to enforce any of the covenants, terms and
conditions of this AGREEMENT.
11.1 NOTICES
ARTICLE 11
NOTICE
All notices or other communications required or permitted under this AGREEMENT shall be provided to the
following official at the specified address.
Executive Director of the Parks, Recreation and Community Services Agency
CITY OF SANTA ANA
888 W. Santa Ana Blvd., Ste 200
Santa Ana, CA 92702
(714) 571-4203, (714) 571-4221 (fax)
ORANGE COUNTY FLOOD CONTROL DISTRICT
Director of Resources and Development Management Department
P.O. Box 4048
Santa Ana, CA 92702-4048
11.2 FORM AND TIMING OF NOTICE
All notices shall be in writing, and shall be personally delivered or sent by registered or certified mail, postagE
prepaid, return receipt requested, or be sent by overnight courier and shall be deemed received upon the
earlier of:
(a} if personally delivered, the date of delivery to the address of the person to receive such notice;
(b) if mailed, three (3) business days after the date of posting by the United States Post Office; or
(c) if sent by overnight courier, when delivered.
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11.3 CHANGES OF PERSON TO RECEIVE NOTICE
Either Party may change the person or official to receive notice by sending a written notice of that change to
the other Party.
ARTICLE 12
ACCESS TO DISTRICT'S CHANNEL
12.1. CITY LOCKS.
The CITY shall be allowed to install a CITY lock on the DISTRICT'S gates if required for access to the CITY
Trail Improvements, provided the CITY ensures that the DISTRICT retains its ability to access its facilities.
12.2. DISTRICT ACCESS GATES.
DISTRICT access gates not used by the public are to be immediately locked upon entering or exiting
DISTRICT channel ROW.
12.3 USE OF DISTRICT ROADS.
CITY acknowledges that the use of earthen DISTRICT access roads is prohibited during rainstorm condition
or when the DISTRICT's earthen access roads are wet. When DISTRICT'S earthen access roads are wet,
the CITY's access will be limited to pedestrian access only and the CITY shall allow such access only if the
conditions are safe and do not warrant the CITY'S closure of such access by the public.
ARTICLE 13
ST®RMWATER
13.1 COMPLIANCE WITH STORMWATER REGULATIONS
CITY and all CITY's, agents, employees and contractors shall maintain the Premises so as to assure that
pollutants do not enter the DISTRICT'S facilities from the premises.
The Santa Ana Regional Water Quality Control Board (RWQCB) has issued permits which regulate
stormwater and non-stormwater discharges (stormwater permits) resulting from areas owned and operated
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Agreement No. D08-xxx
by the DISTRICT including activities conducted under this AGREEMENT. The County and cities within
Orange County have enacted water quality ordinances that prohibit activities that result in pollutants being
discharged into the Stormwater drainage system, including DISTRICT facilities.
To assure compliance with Stormwater Permits and water quality ordinances, the DISTRICT and the County
have developed a Drainage Area Management Plan including a Local Implementation Plan (DAMP/LIP) that
contains Model Maintenance Procedures with Best Management Practices (BMPs) that parties using
DISTRICT owned properties must adhere to. These Model Maintenance Procedures contain pollution
prevention and source control techniques to minimize the impact of those activities upon dry-weather urban
runoff, Stormwater runoff, and receiving water quality.
CITY shall review and assure that any of its contractors working on the Premises review the applicable
Model Maintenance Procedures contained in the DAMP/LIP. Activities performed on the Premises under
this AGREEMENT shall conform to the requirements of the Stormwater Permits, the DAMP/LIP, and the
Model Maintenance Procedures, as they exist at the time this AGREEMENT commences and as Stormwater
Permits, the DAMP/LIP, andlor the Model Maintenance Procedures are modified throughout the term of this
AGREEMENT. The BMP's applicable to uses authorized under this AGREEMENT must be performed as
described within all applicable Model Maintenance Procedures. CITY shall fully understand the Model
Maintenance Procedures applicable to operations conducted on the Premises prior to conducting them.
CITY and/or its contractors may propose alternative BMPs that meet or exceed the pollution prevention
performance of the Model Maintenance Procedures. Any such alternative BMPs shall be submitted to the
Director for its review and approval prior to implementation.
CITY may be required to implement aself-evaluation program to demonstrate compliance with the
requirements of this article.
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/ARTICLE 14
EXHIBITS
Agreement No. D08-xxx
14.1 EXHIBITS
This AGREEMENT incorporates by this reference, the following exhibits, which are attached hereto and
incorporated herein:
Exhibit A -- Description of Premises
Exhibit B -- DISTRICT Insurance Requirements
ARTICLE 15
MISCELLANEOUS PROVISIONS
15.1 ENTIRE AGREEMENT
This document sets forth the entire AGREEMENT among DISTRICT and CITY, and may be modified only b~
further written amendment between the Parties hereto.
15.2 AMENDMENTS
It is mutually understood and agreed that no addition to, alteration of, or variation of the terms of this
AGREEMENT, nor any oral understanding or agreement not incorporated herein, shall be valid unless made
in writing and signed and approved by all necessary Parties.
15.3 COMPLIANCE WITH APPLICABLE LAW
Each Party, and their contractors shall at all times and in all respects comply with all applicable federal, state
and local laws, ordinances regulations and permits.
15.4 CALENDAR DAY(S)
Any reference to the word "day" or "days" herein shall mean calendar day or calendar days, respectively,
unless otherwise expressly provided.
15.5 WAIVER OF RIGHTS
The failure of DISTRICT to insist upon strict performance of any of the terms, covenants or conditions of
this AGREEMENT shall not be deemed a waiver of any right or remedy that DISTRICT may have, and
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shall not be deemed a waiver of the right to require strict performance of all the terms, covenants and
conditions of this AGREEMENT thereafter, nor a waiver of any remedy for the subsequent breach or
default of any term, covenantor condition of this AGREEMENT.
15.6 SEVERABILITY
If any part of this AGREEMENT is held, determined or adjudicated to be illegal, void or unenforceable by a
court of competent jurisdiction, the remainder of this AGREEMENT shall be given effect to the fullest extent
reasonably possible.
15.7 AUTHORITY
The Parties to this AGREEMENT represent and warrant that this AGREEMENT has been duly authorized
and executed and constitutes the legally binding obligation of their respective organization or entity,
enforceable in accordance with its terms.
15.8 CONSTRUCTION
The Parties acknowledge that the Parties and their counsel have reviewed and revised this AGREEMENT
and that the normal rule of construction - to the effect that any ambiguities are to be resolved against the
drafting Party -shall not be employed in the interpretation of this AGREEMENT or any exhibits or
amendments hereto.
15.9 EXECUTION IN COUNTERPARTS
This AGREEMENT may be executed in any number of counterparts, each of which shall be deemed to be ar
original, and all of such counterparts shall constitute one Agreement. To facilitate execution of this
AGREEMENT, the parties may execute and exchange by telephone facsimile counterparts of the signature
pages.
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Project: Flower St. Bike Trail
Agreement No. D08-xxx
IN WITNESS WHEREOF, each PARTY hereto has executed this AGREEMENT by its duly authorized
representatives as of the date set forth above.
CITY OF SANTA ANA, CALIFORNIA,
a public body, corporate and politic
BY:
Attest:
BY:
APPROVED AS TO FORM:
CITY OF SANTA ANA
JOSEPH W.FLETCHER
City Attorney
BY:
Laura Sheedy Date
DAVID N. REAM
City Manager
PATRICIA E. HEALY
Clerk of the Council
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'Project: Flower St. Bike Trail
SIGNED AND CERTIFIED THAT A
COPY OF THIS DOCUMENT HAS
BEEN DELIVERED TO THE
CHAIR OF THE BOARD
ATTEST:
Darlene J. Bloom
Clerk of the Board of Supervisors of
the Orange County Flood Control District of
Orange County, California
APPROVED AS TO FORM:
COUNTY COUNSEL
BY:
Deputy
Date
Agreement No. D08-xxx
ORANGE COUNTY FLOOD CONTROL DISTRICT,
a body corporate and politic
BY:
Chair of the Board of Supervisors of
the Orange County Flood Control District of
Orange County, California
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