HomeMy WebLinkAbout2000-03-14 - AGENDA REPORTS - GVR PHASE I HIGH SCHOOL SITE (2)UNFINISHED BUSINESS
DATE:
CITY OF SANTA CLARITA
AGENDA REPORT
March 14, 2000
City Manager Approval
Item to be presented by:
SUBJECT: GOLDEN VALLEY ROAD PHASE I AND HIGH SCHOOL SITE,
PROJECT NO. S3016 — AWARD CONTRACT, APPROVE A
COOPERATIVE AGREEMENT WITH THE DEPARTMENT OF
WATER AND POWER, APPROVE ACCESS AGREEMENT WITH
SANTA CLARITA, L.L.C., AND ADOPT RESOLUTION
DEPARTMENT: Transportation & Engineering Services
RECOMMENDED ACTION
City Council authorize the City Manager to enter into a contract for the construction of
Golden Valley Road Phase I and High School Site (Project No. S3016) with the lowest
qualified bidder, Sukut Construction, Inc., in the amount of $15,958,659.00 and authorize a
10 percent contingency expenditure. Funds for Golden Valley Road Phase I have been
budgeted in Fiscal Year 1999/2000 in Account No. 53016302, and funds for Golden Valley
High School Site will be deposited by the Santa Clarita Valley Facilities Foundation in
Account No. 501-23017 after the contract is awarded. Authorize the City Manager or
designee to execute all documents, subject to City Attorney approval.
City Council approve a cooperative agreement with the Los Angeles City Department of
Water and Power (DWP), and authorize the City Manager or designee to execute the
agreement, subject to City Attorney approval.
City Council approve an access agreement with Santa Clarita, L.L.C., by Remediation
Financial Inc., Managing Member.
City Council adopt a resolution authorizing a loan from the General Fund to the Eastside
Bridge & Thoroughfare District in the amount of $1,500,000.00, and increase
appropriations in Account No. 53016302-8001 by $1,500,000.00.
BACKGROUND
The Santa Clarita Valley Facilities Foundation, in conjunction with the William S. Hart
Union High School District, owns approximately 130 acres of land in the Friendly Valley
area of the City. Of this land, approximately 48 acres will be used as a high school site. The
remaining 82 acres consist mostly of road right-of-way, slopes, and several potentially
GOLDEN VALLEY ROAD PHASE I AND HIGH SCHOOL SITE — AWARD CONTRACT
AND APPROVE A COOPERATIVE AGREEMENT
March 14, 2000 — Page 2
developable parcels, including two six -acre parcels and one twelve -acre parcel (zoned for
Business Park, Medium- to High -Density Residential, and Neighborhood Commercial).
The plans for the new school facility increased the urgency to begin construction of
Golden Valley Road to access the school site. To accommodate the construction schedule
dictated by the needs of the School District, it was necessary for the City to proceed as
quickly as possible with the construction of Golden Valley Road Phase I, which extends
from Sierra Highway to the future extension of Via Princessa. The construction schedule of
both projects is very time -critical in order to obtain State bond funding for the school
development and to open the school in September 2001.
To take advantage of the economies of scale and to eliminate potential conflicts if the City
road project and the school site grading were done by separate contractors and
administered separately, staff proposed that the two projects be combined. The combined
project would be administered by the City and paid for jointly by the City and the Santa
Clarita Valley Facilities Foundation.
On June 22, 1999, City Council approved a Memorandum of Understanding between the
William S. Hart Union High School District, the Santa Clarita Valley Facilities Foundation,
and the City, for the City to administer a combined Golden Valley Road Phase I and Golden
Valley High School Site grading project. Staff was directed to prepare a more
comprehensive agreement for the administration and cost sharing between the entities for
the joint project.
On August 4, 1999, City Council approved an Interim Funding Agreement between the
William S. Hart Union High School District, the Santa Clarita Valley Facilities Foundation,
and the City, to provide for the funding of preliminary project expenses (through study,
design, and bidding phases) for the joint project, until a final Funding Agreement was
approved.
On December 14, 1999, City Council approved the Funding Agreements between the City of
Santa Clarita and the Santa Clarita Valley Facilities Foundation, and the City of Santa
Clarita and the William S. Hart Union High School District.
On Monday, March 6, 2000, a joint meeting was held with the City and the William S. Hart
School District Board to review the project details and scope.
The Funding Agreement was approved by the Foundation on December 7, 1999. District
approval of the agreement between the School District and the City is to be considered at
the Board meeting on Wednesday, March 8, 2000.
GOLDEN VALLEY ROAD PHASE I AND HIGH SCHOOL SITE — AWARD CONTRACT
AND APPROVE A COOPERATIVE AGREEMENT
March 14, 2000 — Page 3
The project was advertised for construction bids on November 10, 1999. On January 11,
2000, bids were received by the City Clerk's office. The results of the bids are attached.
Staff recommends that the City award the contract to the lowest qualified bidder, Sukut
Construction, Inc.
Sukut Construction, Inc, a contractor from Santa Ana, California, possesses a State
Contractor's License and is in good standing with the State Contractor's License Board.
The bid of $15,958,659.00 was reviewed for accuracy and conformance with the contract
documents and found to be complete. The references indicated that this contractor has
performed work to their satisfaction.
Construction of this project requires property acquisition from DWP and the relocation of a
portion of their aqueduct pipe. DWP requires that the City enter into a cooperative
agreement that specifies the duties and responsibilities of the respective parties.
Construction of this project requires that the City enter a portion of the property owned by
Santa Clarita, L.L.C., by Remediation Financial Inc., Managing Member. To obtain the
required access, the City needs to enter into an Access Agreement with Santa Clarita,
L.L.C., by Remediation Financial Inc., Managing Member.
The School District is currently in the process of finalizing an agreement with Berry
Petroleum in consideration of a disclaimer in interest of surface rights to the Foundation
property.
Construction is scheduled to begin in late March 2000, with an anticipated completion date
of October 2000.
ALTERNATIVE ACTIONS
Other action as determined by the City Council.
FISCAL IMPACT
At this time, the total joint project construction costs, including soft costs, are estimated to
be $22 million. This figure includes a 10 percent contingency. Of the total construction
costs, the portion for Golden Valley Road construction will be funded by the Eastside Bridge
& Thoroughfare District fund, County B&T fees, and a loan from the General Fund balance
to be repaid with future B&T payments. The construction cost for the Golden Valley High
School Site will be funded by the Santa Clarita Valley Facilities Foundation and William S.
Hart Union High School District.
GOLDEN VALLEY ROAD PHASE I AND HIGH SCHOOL SITE — AWARD CONTRACT
AND APPROVE A COOPERATIVE AGREEMENT
March 14, 2000 — Page 4
The estimate of City expenses and revenue needs is as follows:
Design
Right -of -Way
Utilities
Construction
Administration/Inspection
Total
City B&T Funds
County B&T Funds
City General Fund
Total
PHASE I COSTS
Current Estimate Original Estimate
$ 1,165,000.00
$ 935,000.00
$ 395,000.00
$ 175,000.00
$ 915,000.00
$ 1,000,000.00
$ 9,660,000.00
$ 8,320,000.00
$ 865.000.00
$ 1.070.000.00
$13,000,000.00
$11,500,000.00
PHASE I REVENUES
Current Estimate Original Estimate
$ 4,600,000.00 $ 4,600,000.00
$ 4,200,000.00 $ 4,200,000.00
$ 4.200.000.00 $ 2.700.000.00
$13,000,000.00 $11,500,000.00
With the addition of the midyear adjustment, Council approved a loan from the
General Fund in the amount of $2,700,000.00. It is now necessary to increase that loan by
$1,500,000.00.
The School's share of construction costs, including soft costs, is estimated to be
$9,160,000.00, $8,000,000.00 of which will be deposited by the SCV Facilities Foundation
in Account No. 501-23017 after the contract is awarded. This amount does not include any
contingency.
ATTACHMENT
Exhibit "A!'— Bid Results
Exhibit "B" — Cooperative Agreement - City of Santa Clarita and DWP
Exhibit "C" — Access Agreement
Resolution
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EXHIBIT A
Golden Valley Road Phase I & High School Site
Bid Results
Company
Comoanv Location
Amount
Dennis McCoy & Sons
Westlake Village, CA
NO BID
Sukut Construction, Inc.
Santa Ana, CA
$15,958,659.00
Ford Construction, Inc.
Lodi, CA
$16,350,074.00
E.L. Yeager Construction
Riverside, CA
$17,225,134.00
C. A. Rasmussen
Lancaster, CA
$17,949,514.11
Nelson & Belding
Gardena, CA
$18,637,439.00
Kiewit Pacific Company
Vancouver, WA
$19,501,847.00
Altfillish Contractors
Corona, CA
$19,983,948.00
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COOPERATIVE AGREEMENT BETWEEN THE CITY OF
SANTA CLARITA AND THE DEPARTMENT OF WATER
AND POWER OF THE CITY OF LOS ANGELES
INTRODUCTION
This Cooperative Agreement is entered into by and between the
Department of Water and Power of the City of Los Angeles (hereinafter Department)
and the Cty of Santa Clarita (hereinafter City) in order to provide for the City's
construction of certain public roads.
City has undertaken a project to construct certain public roads known as
the Golden Valley Road Extension and Via Princesa, generally aligned north -south.
between Scledad Canyon Road and Sierra Highway in the City of Santa Clarita
(Roadway).
The proposed Roadway is to be constructed over certain real property
owned by the City of Los Angeles and under the jurisdiction and control of the
Department which contains the Second Los Angeles Aqueduct, which is an essential
water supply to the City of Los Angeles, and eight high voltage electric transmission
lines, which are essential for supplying electricity to the Citizens of Los Angeles.
City acknowledges and agrees that its activity to construct Roadway will
not interrupt, even temporarily, the continuous supply of water and electricity, through
the above-described Department facilities, to the citizens of Los Angeles.
Inview of the foregoing and in consideration of the mutual promises
contained herein, the Department and the City agree as follows:
PLANS AND SPECIFICATIONS
1.1 The Department agrees to the relocation of a portion of the Second
Los Angeles Aqueduct in order to allow Roadway construction as
provided herein.
1.2 The Department has prepared the plans and specifications for the
relocation of that porton of the Second Los Angeles Aqueduct necessary
to accomplish City's Roadway construction project.
1.3 The Department will prepare plans and specifications for the temporary
protection of the Second Los Angeles Aquoduct to assure that it remains
In service during and after Roadway construction and until such time as
the final connection between the relocated and existing sections of the
Second Los Angeles Aqueduct may be installed.
--..1-I..r --. -.
2.0 ACQUISITION OF MATERIAL
2.1 The Department shelf purehase the necessary 77 -inch diameter welded
steel pipe for the relocation of the Second Los Angeles Aqueduct and will
arrange for its delivery to the job site.
2.1.1 City shall arrange for the off loading of the 77 -inch steel pipe and
on site storage if necessary.
2.2 The Department shall provide items that it maintains and stores as regular
shop orders, such as valves, that may be necessary in connection with
the project. Supplied items may be picked up at the Departments Dry
Canyon maintenance yard. The items that are available for pickup will be
marked on the Department -supplied plans.
3.0 CONSTRUCTION
3.1 The City shall construct a new relocated section of the Second Los
Angeles Aqueduct, in the agreed upon relocated right-of-way, with a cover
of approximately five feet for maintenance access and reduction of foods
in accordance with the Departments plans and specifications.
3.2 City agrees that the Department shall have the right to approve all
contractors selected by City to construct the relocation of the Second Los
Angeles Aqueduct or to construct or modify any other Department
facilities as a result of the work agreed to herein.
3.3 City agrees that the Department shall have full construction inspection
rights as well as the authority to accept or reject the construction of the
relocated Second Los Angeles Aqueduct, or any uther Department
facilities, as well as the right to issue stop work orders.
3.4 The Department will install the connections between the relocated portion
of the Second Los Angeles Aqueduct and the existing Second Los
Angeles Aqueduct at such time as said Aqueduct can be taken out of
service. City acknowledges that there may be a delay of several years
between construction and permanent connection.
3.5 The City shall construct access roads to the connections in accordance
with mutually agreeable plans and specifications.
3.6 The City shall construct access roads to transmission towers 7-5, 15A6,
and 242-5 as depicted in Exhibit A.
4.0 TEMPORARY MEASURES
4.1 The City will construct protection for the existing Second Los Angeles
Aqueduct in accordance with the Departments design and specifications
2
for such temporary protection in order that said Aqueduct shall remain in
service and adequately protected until the final connections are installed.
S.d
PROPERTY AND ACCESS
5.1 City shall acquire and provide fee title to the Department for the real
property which will contain the relocated section of the Second Los
Angeles Aqueduct.
5.2 City shall provide by easements or other rights acceptable to the
Department for access roads to the two conner:tions that the Department
will install to connect the relocated section of the Second Los Angeles
Aqueduct.
5.3 City shall provide easements or other entitlement to use, acceptable to the
Department, for the tower access roads described in paragraph 3,5
above.
5.4 City acknowledges the need for the Department from time to time to
perform maintenance work on the Second Los Angeles Aqueduct, either
in its existing location, or, when relocated, in the relocated section of the
Second Los Angeles Aqueduct, Accordingly, City grants the Department
the right to perform excavation and maintenance work on the Second Los
Angeles Aqueduct in, on, under and through the newly constructed
Roadways. The Department agrees that it will backfill the trench. City
agrees that it will be responsible for the removal and/or repair of any City
impacted facilities as well as the repaving of the Roadway.
5.5 I his agreement oonfers no socoes rights or f rnperty rights to City, its
contractors, or any third parties. Any access rights for exploration, pre -
construction, or actual Roadway construction shall be issued by separate
Right of Entry Permit (Permit), Any Permit or permanent public right-of-
way grant shall be subject to approval by the Board of Water and Power
Gommissloners and the Los Angeles City Council pursuant to § 220 of the
Los Angeles City Charter. Any Permit or permanent public right-of-way
grant shall be subordinate to the prior and paramount right of the
Department to use said real property for the public purposes to which it
now is and may, at the option of Department, be devoted, The City
hereby acknowledges title In the City of Loa Angeles, a municipal
corporation, and said Department in said real property, and agrees never
to assail or resist the same. Any rights that may be given by Permit or
permanent public right-of-way grant shall at all times be exercised in such
manner as will not interfere with the full use and enjoyment of the property
by the Depafiment.
5.6 The permanent crossing of the Departments fee owned property will
necessitate the granting of certain as yet unspecified "eeeomenw for
elope and public right-of-way, by the Department. City shall prepare
appropriate parcel maps and legal descriptions of these areas and submit
same to the Department together with a request for public dedication.
The foregoing shall be submitted to the Department within 30 days of full
execution of this Agreement.
5.7 This agreement contemplates the relocation of the Second Los Angeles
Aqueduct onto property not owned by the Department. City agrees to
purchase or otherwise secure and convey to the Department, all real
property rights that may be required to protect Department facilities in
their new location. Any replacement property rights for Department
facilities, or other Department rights of way (access roads) must be
acceptable to and shall be subject to Department approval and shall be
secured at no cost to the Department. Any replacement property rights
shall be replaced -in kind". (e.g. fee ownership shall be replaced with a
fee ownership).
5.8 . City has acquired a tax defaulted parcel of real property from the County.
of Los Angeles. The property is identified as APN 2836-013-901 and is
depicted in Exhibit B, attached hereto. The Department operates high
voltage transmission power lines on the eastern half of this parcel. The
Department has no recorded property rights within this property but
possesses a prescriptive right to continue to use and occupy this property.
In part consideration for relocation of the Second Los Angeles Aqueduct
agreed to herein by the Department, City will secure this property from the
County and then grant, at no cost to the Department, a permanent electric
transmission line easement for operation, construction, maintenance
replacement, repair and reconstruction as to the eastern half, to protect
the existing Department owned facilitios.
5,9 The Department has been advised that City is acquiring, through eminent
domain proceedings, a parcel of real property identified as APN 2836
020-030. The Department operates high voltage transmission power lines
on and over this entire property. The Department has no recorded
property rights within this parcel but possesses a proscriptive right to
continue to use and occupy this property. City agrees that in part
consideration for its relocation of the Second Los Angeles Aqueduct
agreed to herein, City will grant to the Department, a permanent electric
transmission line easement for operation, construction, maintenance,
replacement, repair and reconstruction upon the entire parcel to protect
the existing Department owned facilities.
6.0 PAYMENT AND COST
6.1 All work to be performed hereunder and any property to be acquired and
furnished to the Department shall be done solely at Lhe cost and expense
of City and without any cost or expense whatsoever to the Department.
6.2 City shall, within thirty five days of approval of this agreement, deposit
with the Department its estimated amount for materials, design and
inspection services, a copy of which is attached hereto as Exhibit C.
6.2.1 The deposit shall be used to reimburse the Department for design,
inspection services, construction of connections and materials
costs as they are incurred.
6.3 The Department agrees to provide City reasonable advance notice of
major expenditures, such as piping, as well as periodic statements of the
remaining balance of the deposit.
6.4 City agrees that if the initial deposit is fully consumed, for any reason, it
shall augment the deposit in an amount estimated by the Department as
reasnnably necessary to cover the then estimated remaining costs,
6.5 The Department shall promptly refund any deposit that remains unused at
the dose of the project.
6.5.1 The Department agrees that deposited funds will bear simple
interest which shall be at the Departments cost of funds.
7.0 RESPONSIBSLITY
7.1 Responsibility, for Nealiaence and W—rongful Act
The Department shall not be responsible for any loss or damage
occasioned or caused by the negligence, warn of proper care or wrongful
act of City or any of City's agents, employees or licensees or by third
persons in performing the work contemplated by this Agreement
7.2 indemnification
City acknowledges and represents that it assumes full responsibility for
any injury to any person or damage or destruction to any property by
reason of the work to be performed, materials to be ordered and
delivered, or the obligations of the Department and City undertaken
pursuant to this Agreement and expressly undertakes and agrees to
release and Mold harmless and indemnify the DApartment and all its
officers, employees, and agents from and against all suits and causes of
action, claims, loss, demands, expenses, damage or liability of any nature
whatsoever, save and except for its active negligence or willful
misconduct, for death or injury to City, its agents and contractors, their
agents and employees, to the Department, its employees, agents and .
contractors, their agents and employees, or to third persons'or damage or
destruction to any property of either party hereto or of third persons in any
manner arising by reason or incident to the work to be performed,
materials to be ordered and delivered or the obligations of the City
undertaken pursuant to this Agreement and will make good to and
reimburse the Department for any expenditures including reasonable
attorney's fees the Department may make by reason of such matters and
if requested by the Department will defend any such suits at the sole cost
and expense of City.
e. GENERA
B.1 Amendments of Agreement
This Agreement maybe amended only by the written consent of both parties.
5.2 Authorizations
Each party represents and warrants to the other that it has the necessary
corporate and/or legal authority to enter into this Agreement and to perforin
each and every duty and/or obligation imposed by this Agreement, and that
this Agreement, when executed by duly authorized representatives of said
party, represents a valid, binding and enforceable legal obligation of said
party. Each individual affixing a signature to this Agreement represents and
warrants that he or she has been duly authorized to execute this Agreement
on behalf of a party he orshe represents, and that by signing the Agreement
a valid, binding and enforceable legal obligation of said party has been
created.
8.3 Term
This Agreement shall remain in full force and effect for a period of 5 years
following approval
8.4 Further Assurances
Each of the parties covenant and agree on behalf of itself, its successors,
and its assigns, without further consideration, to prepare, execute,
acknowledge, file, record, publish, and deliver such other instruments,
documents and statements, and to take such other action as may be
required by law or reasonably necessary to effectively cavy outthe purposes
of this Agreement.
8.5 Notices
Any notice, consent, payment, demand, or commuhication required or
permitted to be given by any provision of this Agreement shall be in writing.
and shall be (a) delivered personally to the Person br to an officer of the
Person to whom the same is directed, or (b) sent by overnight mail, facsimile
or registered or certified mail, return receipt requested, postage prepaid,
addressed as set forth below.
M
if to LADWP:
with a copy to:
if to Santa Ciarita.
wits a copy to:
Los Angeles Department of Water and Power
City of Los Angelos
Room 1031, Los Angeles, CA 90061-0100
Attention: Frank Mercier
Ph: 213-367-0565; .
Fax: (213) 367-0746
Marc Garcia
Ph: 213- 367.0583
Fax: 213.367-0746
City of Santa Clarita
George A. Caravalho
23920 Valencia Souievsrd
Santa Ciarita, CA r31365
Carl K, Newton
BURKE, WILLIAMS & SORENSEN
611 W. Sixth Street, Suite 2500
Los Angeles, CA 90017
Ph: (213) 236-0600
Fax: (213) 236-7200
8.6 No Third Party 8eneticiaries
This Agreement has been entered into by City and Department for the sole
benefit and protection of themselves, and their respecNe successors and
assigns, and, except as expressly provided herein, no other person or entity .
shalt have any rights or interest hereunder.
8.7 Time of the Essence
Time is of the essence of each and every term, condition, Obligation and
Provision hereof.
7
8.8 Qmarnlno Law
This Agreement, including its existence, validity, construction, and operating
effect, and the rights of each of the parties hereto, shall be governed by and
construed in accordance with the laws of the State of California without
regard to otherwise governing principles of conflicts of law.
8.9 Severability
In the event that any provision of this Agreement as applied to any party or
to any circumstance, shall be adjudged by a court to be void, unenforceable
or inoperative as a matter of law, then the same shall in no way affect any
other provision in this Agreement, the application of such provision in any
Other circumstance or with respect to any other party, or the validity or
enforceability of the Agreement as a whole.
8.10 Waivers
No waiver by any party hereto of any default with respect to any provision,
condition or requirement hereof shall be deemed to be a waiver of any other
provision, condition or requirement hereof; nor shall any delay or omission
of any party to exercise any right hereunder in any manner impair the
exercise of any such right accruing to it hereafter.
8.11 Certain Rules of construction
Any ambiguities shall be resolved without reference to which party may have
drafted this Agreement. All Article or Section titles or other captions in this
Agreement are for convenience only, and they shall not be deemed part of
this Agreement and in no way define, limit, extend or describe the scope or
intent of any provisions hereof. Unless the context otherwise requires: (a) a
term has the meaning assigned to it; (b) an accounting tern not otherwise
defined has the meaning assigned to kin accordance with generally accepted
accounting principles; (c) "oi" is not exclusive; (d) Words in the singular
include the plural, and words in the plural include the singular; (e) provisions
apply to successive events and transactions; (f) °herein," "hereof" and other
words of similar import refer to this Agreement as a whole and not to any
particularArticie, Section or other subdivision; (g) all references to "clauses,"
"Sections" or "Articles" refer to clauses, Sections orArticles of this Agreement;
and (h) and any pronoun used in this Agreement shall Include the
corresponding masculine, feminine or neuter forms.
8.12 Desianatina Authorized Representative
Each party shall designate one Authorized Representative and one
alternative Authorized Representative within 30 days afterthe approval of this
Agreement. Each party may change its Authorized Representative or
alternate from time -to -time, provided such party promptly notifies the other
party in writing of such change.
IN WI i NESS WHEREOF, the Parties have executed this Agreement on this day
and year written herein.
DATE
DATE
BOARD OF WATER AND POWER
COMMISSIONERS OF THE
DEPARTMENT OF WATER AND POWER
CITY OF SANTA CI.ARITA
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EXHIBIT C
Summary of Department Coats
LADWP CONSTRUCTION
Frice per
Length
Diameter
I otal nem
Subtotal
ESTIMATE
da inch x
of Pipe
of Pipe
Cast
Cost
foot
foul)
(inch)
Pipe Procurement Cost
Manufacturer(ContracrAmount)
$5.25 925.00 77
$37393125
AJininstrative Cost forbidding
$4,000.00
031IPPiI0Cl1(r6?.etS,. n
Department Pipe Construction Costs
Cost
Number
Total Item
Per
of
pays
Cost
Plant Ins on
$650.00
$1,400.00
30
$19,500.06
Surve Crew
_
15
$21,000.00
Fiedlns ection
$650.00
30
$19500.00
SOTS Technk)en
$850.00
s
$5,200.00
Corrosion
$550.00
5
$3,260.00
Department Furnished Material
Lump Sum
Materials$30,000.00
1
w38,000.00
V.a
$M•A�..�e'.{.'�v'�,�qr,...Vw�CS. "'' �.,�'R J
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EXHIBIT C
ACCESS AGREEMENT
(Porta Bella Project — Santa Clarita, California)
WHEREAS, the CITY OF SANTA CLARITA, a municipal corporation of the State
of California (the "City"), desires to enter a portion of the northeastern section of the
approximate 988 -acre property (the "Property") owned by SANTA CLARITA, L.L.C., a
Delaware limited liability company ("Owner"), which Property is located in the City of
Santa Clarita, California, for the purposes of undertaking certain activities hereinafter
specifically set forth ("Work").
THEREFORE, for consideration mutually acknowledged as adequate at law and in
equity, and as having been deemed received, each by and from the other, the City and
Owner agree that the City shall be permitted to enter the Property shown on the attached
Exhibit "A," subject to the following provisions, which provisions shall be deemed binding
and effective upon execution and delivery of this Access Agreement ("Agreement") by the
City and Owner:
1. License of Entry.
A license of entry, not coupled with an interest, is hereby granted by the Owner to
the City for the sole purpose of performing the Work described in the attached Exhibit "B."
The City agrees that no other activities will be performed or conducted by the City, any
agent, representative, contractor, subcontractor, independent contractor, consultant, or
expert (collectively "City and its Affiliates"). The Work shall be performed and conducted at
the City s sole cost, risk, and expense, including but not limited to the cost of disposing of
any soil, water, hazardous materials, or other materials removed from the Property,
provided, however, that no such soil, water, hazardous materials, or other materials shall
be removed from the Property other than and only to the extent necessary for City to
perform the Work.
2. Entry Notice; Accompanying Representatives.
A. After giving two weeks' written, advance notice to Owner ("Entry Notice"),
the City and its Affiliates may enter the Property during normal business hours, and only
after receiving permission from any person designated by Owner for this purpose, which
permission shall not be unreasonably withheld, conditioned or delayed. In the event the
City has provided the Entry Notice and Owner fails to so designate its representative(s), or
if timely designated, such representative(s) fail(s) to appear on the noticed date and time,
then the City and its Affiliates shall nevertheless be entitled to entry hereunder on the
noticed date and at the noticed time.
B. The City agrees to permit Owner or Owner's employees or agents to attend
and observe the Work. For the purposes hereof, Owner's contact person is designated as
TIMOTHY E. LEWIS at telephone number 602/238-9007, and telefax number
602/238-9017. The City shall deliver to Owner at 1601 N. 7" Street, Suite 420, Phoenix,
Arizona 85006 copies of all tests, data, reports, inspections, and investigatory work or
efforts conducted by the City and its Affiliates with respect to the Property.
C. Prior to any entry by the City and/or the City and its Affiliates, the City shall
submit to Owner a certificate of insurance evidencing a commercial general liability
insurance policy in the amount of at least $2,000,000 covering the following as Additional
Insureds: SANTA CLARITA, L.L.C., a Delaware limited liability company, and
REMEDIATION FINANCIAL, INC., an Arizona corporation, which policy of insurance shall
be issued by an insurer reasonably acceptable to the Owner.
3. Compliance with Laws.
At all times (whether before, during or after entry upon the Property), the City and
its Affiliates agree to comply with all applicable federal, state, regional and local laws,
statutes, ordinances, rules, regulations, codes, orders, approvals, licenses, permits, plans,
authorizations, and similar items and guidelines, including without limitation those
pertaining to the environment, health, and safety.
4. No Rights in Property; No Liens.
The permission granted herein to the City is subordinate and subject to all
outstanding interests affecting the Property and shall not give or create any right to title or
interests in or to the Property or any portion or portions thereof. The City shall, at the
City's sole cost and expense, keep the Property free and clear of all liens and encumbrances
arising from or relating to the Work or any other act or omission of the City and/or the City
and its Affiliates.
5. Non -Recordation.
Neither this Agreement nor a summary or memorandum hereof shall be recorded.
6. Obligation of Indemnification, Hold Harmless and Defense.
In the event of any claim or allegation of, for, arising from, or relating to any injury
or injuries to any person and/or property (whether real, personal, or both real and personal)
resulting from, or alleged to result from: (a) any breach or alleged breach of this Agreement
by the City, or the City and its Affiliates, (b) any acts or omissions, or alleged acts or
omissions of the City or the City and its Affiliates in the performance of the Work or any
other activity on, about, or relating to the Property, the City shall indemnify, hold
harmless, and defend (with counsel selected by Owner) Owner, including Owner's current
and former members, managing member, officers, directors, shareholders, employees,
agents, representatives, attorneys, and contractors and their collective and/or respective
successors and assigns.
7. Survival.
The provisions of Paragraphs 3-6 shall survive the term of this Agreement.
2
8. Miscellaneous.
A. Curative Provision.
If any term or provision of this Agreement shall, to any extent, be invalid or
unenforceable, the remainder of this Agreement, or the application of such term or
provision to persons or circumstances other than those as to which it is held invalid or
unenforceable, shall not be affected thereby.
B. Non -Waiver.
No waiver of any breach of any covenant or provision herein contained shall
be deemed a waiver of any preceding or succeeding breach thereof, or of any other covenant
or provision herein contained. No extension of item for performance of any obligation or act
shall be deemed an extension of the time for the performance of any other obligation or act.
C. Binding Nature.
This Agreement shall be binding upon and shall inure to the benefit of the
permitted successors and permitted assigns of the parties hereto. The foregoing to the
contrary notwithstanding, this Agreement shall not be assignable, in whole or in part, by
the City except to the extent to which an Affiliate of the City engages in all or a portion of
the Work, and then only insofar as assignment is necessary to effect the purposes of the
Work and even in such event, the City shall remain liable as if no portion of this Agreement
were assigned to its Affiliate.
D. Prevailing Party Entitlements.
If any party to this Agreement seeks to enforce its rights against the other
party, the prevailing party shall be entitled to have and recover of and from the other party
all reasonable costs and expenses of such action or suit (including any appeals), including
but not limited to reasonable attorneys' fees and disbursements and any other reasonable
costs and expenses incurred by the prevailing party. For purposes of this Agreement, the
"prevailing party" shall be the party who obtains substantially the relief sought by such
party, whether by compromise, settlement, judgment or arbitration award.
E. Entire Agreement.
This Agreement (including all exhibits attached hereto) is the final
expression of, and contains the entire agreement between the parties with respect to the
subject matter hereof and supersedes all prior understandings with respect thereto. This
Agreement may not be modified, changed, supplemented or terminated, nor may any
obligations hereunder be waived, except by written instrument signed by the part to be
charged or by its agent duly authorized in writing or as otherwise expressly permitted
herein.
"c3
F. Time of Essence.
Time is of the essence with respect to each and every term, condition,
obligation, or provision hereof and that failure to timely perform any of the terms,
conditions, obligations, or provisions hereof shall constitute a material breach of and a
non -curable (but waivable) default under this Agreement by the party so failing to perform.
In the event the date on which the City or Owner is required to take any action under the
terms of this Agreement is not a Business Day, the action shall be taken on the next
succeeding Business Day. For the purposes of this Agreement, the term "Business Day"
shall mean any day on which the City Offices are open to the public for the transaction of
business with the City.
G. Gender.
Whenever required by the context of this Agreement, the singular shall
include the plural and the masculine shall include the feminine and vice -versa.
H. Construction.
This Agreement shall not be construed as of it were prepared by one of the
parties, but rather as if both parties had prepared the same. Unless otherwise indicated,
all references to paragraphs and subparagraphs are to this Agreement.
I. Governing Law.
This Agreement has been negotiated and entered into in the State of
California. It is agreed that this Agreement shall be governed by, interpreted under, and
constructed and enforced in accordance with the laws of the State of California.
J. Dispute Resolution.
In the event a dispute arises between the parties in connection with this
Agreement, before resorting to any other legal remedy, they shall attempt in good faith to
resolve such dispute by mediation in accordance with the Center for Public Resources
Model Procedure for Mediation of Business Disputes. The mediation shall be conducted by
a mediator selected by mutual agreement of the parties. If the parties are unable to agree
upon a mediator within five (5) Business Days of the initiation of mediation, either party
may request that the Center for Public Resources appoint a mediator with experience in
real estate disputes. If the matter has not been resolved by mediation within fifteen (15)
Business Days of the commencement of such procedure (which period may be extended by
mutual agreement of the parties), either party may invoke arbitration by providing notice
to the other party. If either party invokes arbitration, the dispute shall be settled by
binding arbitration in accordance with the Center for Public Resources Rules for
Non -Administered Arbitration of Business Disputes, by one (1) arbitrator selected by
mutual agreement of the parties. If the parties are unable to agree upon an arbitrator
within five (5) Business Days after the date on which arbitration is invoked, either party
may request appointment of any arbitration by the Center for Public Resources. The
arbitration shall be governed by the United States Arbitration Act, 9 U.S.C. Sections 1-16,
S
and judgement upon the award rendered by the arbitrator may be entered by any court
having jurisdiction thereof. The place of arbitration shall be Los Angeles County,
California. Nothing in this paragraph shall prohibit either party from exercising any right
in this Agreement to terminate this Agreement.
K Counterparts.
This Agreement may be executed in two counterparts, each of which shall be
deemed an original and all of which together shall constitute one and the same document.
Further, this Agreement may be executed and execution pages exchanged, with
acknowledgment, by fax.
L. Authority of Signatories.
The persons executing this Agreement do so in their respective official
capacities, and in so doing act with authority and authorization to enter into and bind their
respective entities to this Agreement.
FOR CITY OF SANTA CLARITA,
a municipal corporation of the
State of California:
By:
George A. Caravalho, City Manager
Date:
ATTEST:
By:
City Clerk
Date:
BURKE, WILLIAMS & SORENSEN
Approved as to form:
0
Carl K. Newton, City Attorney
Date:
RGN:vjj
SATMCOUNCIL WOLDEN\AWARD.DOC
SANTA CLARITA, L.L.C.
By: Remediation Financial, Inc.
Managing Member
0
Myla D. Bobrow, President
Date:
ATTEST:
By:
Print Name:
Its:
Authorized Signatory
'495.7 50-
Exhibit B
Project Description
The project site encompasses approximately 12 acres in the City of Santa Clarita, in
northern Los Angeles County. The site is situated between Sierra Highway and Soledad
Canyon Road, in the Center City portion of Santa Clarita. The project consists of OEW
Phase H work, and construction of the portion of Golden Valley Road within the property
lines shown on Exhibit A, including grading of the full width right-of-way (116' for most
of the road, and 148' at the future intersection with Via Princessa), drainage facilities,
and paving of two lanes in each direction (four lanes total) with a 14' wide dirt median as
shown on the following drawings:
Golden Valley Road Phase I and High School Site approved 12/10/99
Tract 42670-02 (Tract Modification and Off Site) approved 9/23/99
s\teakng-civngoldenWilprojdiec.Eoo
William S. Hart Union High School District
March 14, 2000
Mr. George Caravalho
City Manager
City of Santa Clarita
23920 W. Valencia Boulevard
Valencia, CA 91355
Dear Mr. Caravalho:
The proposed modification to the Indemnification Agreement is satisfactory to the
William S. Hart Union High School District. The following language should be added to
the Indemnification Agreement.
"Provided further, this indemnification does not extend to acts or
omissions of the Foundation which are outside the scope of the
Funding Agreement."
Thank you for your attention to this matter.
Sincerely,
Robert C. Lee
Superintendent
RCL/lrb
RcC' �'�VED AND MADE A �
PP,RT OF THE RECORDAT
c> Q MEETING
ITEM NO L9
21515 Redview Drive, Santa Clarita, California 91350-2948 661 259-0033 FAX 661 254-8653