HomeMy WebLinkAboutReso 65-2021 (21-1160City of South San Francisco P.O. Box 711 (City Hall,
400 Grand Avenue)
South San Francisco, CA
City Council
Resolution: RES 65-2021
File Number: 21-116 Enactment Number: RES 65-2021
RESOLUTION AUTHORIZING THE CITY MANAGER
TO EXECUTE AGREEMENTS WITH THE STATE OF
CALIFORNIA AND C/CAG AND AUTHORIZING
BUDGET AMENDMENT 21.046 TO FUND THE CITY
OF SOUTH SAN FRANCISCO SMART CORRIDOR
EXPANSION PROJECT (PROJECT NO. TR2002)
CONSTRUCTION PHASE.
WHEREAS, the City of South San Francisco ("City") is undertaking the Smart Corridor
Expansion Project (Project No. tr2002) ("Project"), which has an estimated total construction cost of
$6,559,000, and is sponsored by the City/County Association of Governments of San Mateo County
(C/CAG); and
WHEREAS, the City is eligible to receive state funding for reimbursement in the amount of
$5,642,000 for the construction phase of the Project pursuant to the State of California Department of
Transportation ("CalTrans") Local Assistance Program and certain Administering Agency -State
Agreement for State Funded Projects No. 002405 ("Administering Agreement") with CalTrans; and
WHEREAS, in order to receive such state funding, the City must execute a Program
Supplemental Agreement No. W17 to the Administering Agreement ("PSA No. Wl7"), attached to this
resolution as Exhibit A, with CalTrans; and
WHEREAS, of the $6,559,000 estimated total construction cost, the remaining amount of
$917,000 will be locally matched by C/CAG as the project sponsor through the execution of a Funding
Agreement between the City and C/CACI attached to this resolution as Exhibit B; and
WHEREAS, staff recommends and the City desires to execute the foregoing project funding
agreements and amend the FY 2020-21 Capital Improvement Program budget to include $6,559,000 in
grant funding for the Project construction phase.
NOW THEREFORE BE IT RESOLVED, that the City Council of South San Francisco hereby
takes the following actions:
1. Approves Program Supplemental Agreement No. WI 7 attached hereto and incorporated
herein to as Exhibit A between the City and the California Department of Transportation
(Caltrans).
2. Authorizes the City Manager to execute Program Supplemental Agreement No. W17 on
behalf of the City Council of the City of South San Francisco, in substantially the same form
City of South San Francisco Page 1
File Number. 21-116
Enactment Number: RES 65-2021
as Exhibit A, subject to approval as to form by the City Attorney, and take any other related
action necessary to further the intent of this Resolution.
3. Approves a Funding Agreement with City/County Association of Governments of San Mateo
County (C/CAG), attached hereto and incorporated herein to as Exhibit B.
4. Authorizes the City Manager to execute the Funding Agreement in Exhibit B and to make
any revisions, amendments, or modifications, deemed necessary to carry out the intent of this
resolution which do not materially alter or increase the City's obligations thereunder, subject
to approval as to form by the City Attorney.
5. Approves Budget Amendment 21.046 which would amend the Fiscal Year 2020/21 Capital
Improvement Program to fund the Smart Corridors Expansion Project (tr2002) and
authorizes the City Engineer to approve and exercise discretionary authority as to the plan or
design of a construction of, or an improvement to, public property by providing a signature
or review on the plans or associated documents.
Authorizes the City Manager to take any other related actions consistent with the intention of
the Resolution.
At a meeting of the City Council on 3/24/2021, a motion was made by Councilmember Nicolas,
seconded by Councilmember Nagales, that this Resolution be approved. The motion passed.
Yes: 5 Mayor Addiego, Vice Mayor Nagales, Councilmember Nicolas, Councilmember
Coleman, and Councilmember Flores
Attest by �-4m 10 �Z�
�Osa Govea Acosta, City Clerk
City of South San Francisco Page 2
EXHIBIT A
00-240S-W17- SERIALProgram Supplement
04-SM-0-SSF
TLSPRPL-5177(045)
SPECIAL COVENANTS OR REMARKS
Page 2 of 4
1.
2.
3.
4.
5.
6.
This PROJECT is programmed to receive funding from the State Transportation
Improvement Program (STIP). Funding may be provided under one or more components.
A component(s) specific fund allocation is required, in addition to other requirements,
before reimbursable work can occur for the component(s) identified. Each allocation will
be assigned an effective date and identify the amount of funds allocated per
component(s).
This PROGRAM SUPPLEMENT has been prepared to allow reimbursement of eligible
PROJECT expenditures for the component(s) allocated. The start of reimbursable
expenditures is restricted to the later of either 1) the effective date of the Master
Agreement, 2) the effective date of the PROGRAM SUPPLEMENT, or 3) the effective
date of the component specific allocation.
STATE and ADMINISTERING AGENCY agree that additional funds made available by
future allocations will be encumbered on this PROJECT by use of a STATE approved
Allocation Letter and Finance Letter. ADMINISTERING AGENCY agrees that STATE
funds available for reimbursement will be limited to the amount allocated by the California
Transportation Commission (CTC) and/or the STATE.
Upon ADMINISTERING AGENCY request, the CTC and/or STATE may approve
supplementary allocations, time extensions, and fund transfers between components. An
approved time extension will revise the timely use of funds criteria, outlined above, for the
component(s) and allocation(s) requested. Approved supplementary allocations, time
extensions, and fund transfers between components made after the execution of this
PROGRAM SUPPLEMENT will be documented and considered subject to the terms and
conditions thereof.
Documentation for approved supplementary allocations, time extensions, and fund
transfers between components will be a STATE approved Allocation Letter, Fund
Transfer Letter, Time Extension Letter, and Finance Letter, as appropriate.
This PROJECT will be administered in accordance with the CTC STIP guidelines, as
adopted or amended, and the STATE Procedures for Administering Local Grant Projects
in the State Transportation Improvement Program (STIP), the Local Assistance Program
Guidelines, and the Local Assistance Procedures Manual. The submittal of invoices for
project costs shall be in accordance with the above referenced publications and the
following.
The ADMINISTERING AGENCY shall invoice STATE for environmental & permits, plans
specifications & estimate, and right-of-way costs no later than 180 days after the end of
last eligible fiscal year of expenditure. For construction costs, the ADMINISTERING
AGENCY has 180 days after project completion to make the final payment to the
contractor and prepare the final Report of Expenditures and final invoice, and submit to
STATE for verification and payment.
All obligations of STATE under the terms of this Agreement are subject to the
00-240S-W17- SERIALProgram Supplement
04-SM-0-SSF
TLSPRPL-5177(045)
SPECIAL COVENANTS OR REMARKS
Page 3 of 4
7.
8.
9.
appropriation of resources by the Legislature and the encumbrance of funds under this
Agreement. Funding and reimbursement are available only upon the passage of the State
Budget Act containing these STATE funds.
Award information shall be submitted by the ADMINISTERING AGENCY to the District
Local Assistance Engineer immediately after the award. Failure to do so will cause delay
in processing the invoices for the construction component. As a minimum, the award
information should have the following: Project number, project description, PPNO, date
the project was advertised, award amount, bid opening date, award date and estimated
completion date.
This PROJECT is subject to the timely use of funds provisions enacted by Senate Bill 45
(SB 45), approved in 1997, and subsequent CTC guidelines and State procedures
approved by the CTC and STATE, as outlined below:
Funds allocated for the environmental & permits, plan specifications & estimate, and
right-of-way components are available for expenditure until the end of the second fiscal
year following the year in which the funds were allocated.
Funds allocated for the construction component are subject to an award deadline and
contract completion deadline. ADMINISTERING AGENCY agrees to award the contract
within 6 months of the construction fund allocation and complete the construction or
vehicle purchase contract within 36 months of award.
ADMINISTERING AGENCY agrees, as a minimum, to submit invoices at least once every
six months commencing after the funds are encumbered for each phase by the execution
of this Project Program Supplement Agreement, or by STATE's approval of an applicable
Finance Letter. STATE reserves the right to suspend future authorizations/obligations for
Federal aid projects, or encumberances for State funded projects, as well as to suspend
invoice payments for any on-going or future project by ADMINISTERING AGENCY if
PROJECT costs have not been invoiced by ADMINISTERING AGENCY for a six-month
period.
If no costs have been invoiced for a six-month period, ADMINISTERING AGENCY
agrees to submit for each phase a written explanation of the absence of PROJECT
activity along with target billing date and target billing amount.
ADMINISTERING AGENCY agrees to submit the final report documents that collectively
constitute a "Report of Expenditures" within one hundred eighty (180) days of PROJECT
completion. Failure of ADMINISTERING AGENCY to submit a "Final Report of
Expenditures" within 180 days of PROJECT completion will result in STATE imposing
sanctions upon ADMINISTERING AGENCY in accordance with the current Local
Assistance Procedures Manual.
00-240S-W17- SERIALProgram Supplement
04-SM-0-SSF
TLSPRPL-5177(045)
SPECIAL COVENANTS OR REMARKS
Page 4 of 4
10.
11.
12.
Any State and Federal funds that may have been encumbered for this project are
available for disbursement for limited periods of time. For each fund encumbrance the
limited period is from the start of the fiscal year that the specific fund was appropriated
within the State Budget Act to the applicable fund Reversion Date shown on the State
approved project finance letter. Per Government Code Section 16304, all project funds
not liquidated within these periods will revert unless an executed Cooperative Work
Agreement extending these dates is requested by the ADMINISTERING AGENCY and
approved by the California Department of Finance.
ADMINISTERING AGENCY should ensure that invoices are submitted to the District
Local Assistance Engineer at least 75 days prior to the applicable fund Reversion Date to
avoid the lapse of applicable funds. Pursuant to a directive from the State Controller's
Office and the Department of Finance; in order for payment to be made, the last date the
District Local Assistance Engineer can forward an invoice for payment to the
Department's Local Programs Accounting Office for reimbursable work for funds that are
going to revert at the end of a particular fiscal year is May 15th of the particular fiscal
year. Notwithstanding the unliquidated sums of project specific State and Federal funding
remaining and available to fund project work, any invoice for reimbursement involving
applicable funds that is not received by the Department's Local Programs Accounting
Office at least 45 days prior to the applicable fixed fund Reversion Date will not be paid.
These unexpended funds will be irrevocably reverted by the Department's Division of
Accounting on the applicable fund Reversion Date.
ADMINISTERING AGENCY agrees to comply with the requirements in 2 CFR Part 200,
Uniform Administrative Requirements, Cost Principles, and Audit Requirements for
Federal Awards (applicable to Federal and State Funded Projects).
The ADMINISTERING AGENCY shall construct the PROJECT in accordance with the
scope of work presented in the application and approved by the California Transportation
Commission. Any changes to the approved PROJECT scope without the prior expressed
approval of the California Transportation Commission are ineligible for reimbursement
and may result in the entire PROJECT becoming ineligible for reimbursement.
1
FUNDING AGREEMENT BETWEEN THE CITY/COUNTY ASSOCIATION OF
GOVERNMENTS OF SAN MATEO COUNTY AND THE CITY OF SOUTH SAN
FRANCISCO FOR CONSTRUCTION PHASE OF THE SMART CORRIDOR
EXTENSION PROJECT
THIS FUNDING AGREEMENT FOR THE CONSTRUCTION PHASE OF THE SMART
CORRIDOR EXTENSION PROJECT (“Agreement”) is entered into and effective as of the
_____ day of _____________, 2021, by and between the City/County Association of
Governments of San Mat eo County (“C/CAG”) and t he City of South San Francisco, a municipal
corporation (“City”) (each a “Party” and collectively the “Parties”).
RECITALS:
WHEREAS, C/CAG is sponsoring the San Mateo County Smart Corridor Project , which
is an Intelligent Transportation System project that extends along El Camino Real and major
local streets in San Mateo County connecting to US-101; and
WHEREAS, the Project enables cities and the California Department of Transportation
(“Caltrans”) to proactively manage daily traffic and non-recurring traffic congestion caused by
diverted traffic due to major incidents on the freeway; and
WHEREAS, C/CAG, City, and Caltrans desire to extend the Smart Corridor concept
north into the City of South San Francisco , and on the following arterial streets: Airport
Boulevard, Oyster Point Road, Gateway Boulevard and Grand Avenue. The Project includes the
installation of fiber optic communication network as well as deployment of an interconnected
traffic signal system, closed circuit video cameras, trailblazer/arterial dynamic message signs,
and vehicle detection systems (the “Project” or “South San Francisco expansion”); and
WHEREAS, the Project’s intelligent transportation system elements are illustrated on
Exhibit A, Proposed Engineering Features and Route Locations; and
WHEREAS, the South San Francisco expansion would enhance the communications and
coordination between the City’s public safety and public works departments, other Smart
Corridor cities, Caltrans, and the Califo rnia Highway Patrol; and
WHEREAS, C/CAG led the Project Approval and Environmental Document (PA/ED)
phase, and received Categorical Exemption determination for the NEPA from Caltrans; and
WHEREAS, C/CAG and the City entered into an agreement on December 11, 2019,
designating the City as the lead agency for the design and construction phases of the Project, and
provid ing the City a total of $360,000 in funding from C/CAG to cover consultant fees
associated with preparation of the Plans, Specifications and Estimate package, City staff time
and contingency; and
WHEREAS, C/CAG and the City entered into a subsequent separate agreement executed
EXHIBIT B
2
on October 28, 2020, whereby C/CAG has agreed to fund the City’s purchase of the conduits for
the portion of the public right of way (ROW) covered by Intermountain Infrastructure Group,
LLC (“Intermountain”)’s proposal that aligns with the Smart Corridor ; and
WHEREAS, the City completed the Project’s Plans, Specifications and Estimate phase in
November of 2020, and will serve as the implementing agency for the construction phase of the
Project , including contract administration, construction inspection and project reporting to the
various grantors; and
WHEREAS, C/CAG and the City desire to enter into an agreement to specify each
Party’s obligations and responsibilities for the construction phase of the Project ;
NOW, THEREFORE, in consideration of the recitals and the mutual obligations of the
parties as herein expressed, City and C/CAG agree as follows:
1. City Performance. As the implementing agency, the City shall be responsible for managing
scope, cost, schedule, and quality of the work activities and products of the Project’s
construction phase. The construct ion phase includes construction contract administration,
surveying/staking, inspecting, quality assurance, and assuring regulatory compliance. Due to
the nature of the Project, the construction phase will also include system integration
activities and development of incident response timing plans.
Prior to the advertisement of activities related to the construction phase, the City shall
provide document(s) that describe its procurement policies and its proposed bid documents
to the C/CAG Program Director for review and approval. The City will manage the
procurement process, and will advertise, open bids, award, negotiate, and approve the
construction contract in accordance with the California Public Contract Code and the
California Labor Code. If the negotiated price, or the lowest responsible construction
contract bid, is greater than the funding commitment identified in Exhibit B, Funding
Summary, the Parties must agree in writing on a course of action within ten (10) business
days from the bid opening or conclusion of price negotiations. If the Parties cannot agree on
a course of action within ten (10) business days, the City will not award the construction
contract and shall re-advertise the contract for bids.
The City shall ensure that contractors perform regular safety briefings and that contractors
adhere to site and job specific OSHA safety requirements.
Upon completion of the construction activities, the City shall perform inspection services in
accordance with all applicable regulations. Prior to final acceptance, the City and/or the
City’s contractor shall demonstrate to C/CAG that C/CAG and Caltrans have the ability to
observe CCTV inputs, operate and modify trailblazer sign messages, and monitor and
control traffic signal operations.
The City shall provide and maintain accurate field data on a red-lined set of Project Plans,
which are to be kept current and submitted to C/CAG as complete at the conclusion of the
construction. These record Plans will be used as documentation for the preparation of “as -
3
built” Plans. The City shall provide C/CAG a set of the “as-built” plans within a month
from notice of completion.
2. Time of Performance. The term of this Agreement shall commence on the date first written
above and end on June 30, 2022, unless further extended by an amendment to this
Agreement, or sooner terminated by mutual consent of the Parties. In addition, either Party
may terminate the Agreement with written notice in the event that the other Party breaches a
material term or condition of this Agreement or is in violation of federal, state, or local law
or regulation, and such breach or violation has not been corrected after thirty (30) days of
advance written notice from the non-breaching Party. In the event that the Agreement is
terminated early, C/CAG will disburse funds for authorized Project work performed up to
the date of termination.
3. Funding. In addition to C/CAG local funds committed by this Agreement, the City will
receive State Transportation Improvement Program (STIP), Traffic Light Synchronization
Program (TLSP) from Caltrans pursuant to a separate agreement(s), for the Project’s
construction phase. As the funding recipient, the City shall comply with all applicable
federal and state laws and statutory regulations, Cost Principles, and any other requirements
related to administering federal-aid projects. The City is also responsible for and will
comply with all audit and reporting requirements applicable pursuant to conditions of
receiving such funding.
Funding amounts are those set forth in Exhibit B, Funding Summary, of this Agreement. In
the event that the funding details require revision, the Parties will approve such changes
with an amendment to this Agreement updating and replacing the Exhibit B, Funding
Summary, in its entirety. Such amendments will be executed by a legally authorized
representative of the respective Parties.
The Parties acknowledge that C/CAG, as the Project sponsor, shall fully fund those Project
costs and expenses for work that are within the scope of the conformed Project plans and
specifications, in excess of STIP and TLSP funds. However, C/CAG will not reimburse the
City for costs beyond the amount of “Other Local Funds” identified in Exhibit B, Funding
Summary, and obligated in this Agreement, without a written amendment to this Agreement .
Work costs, except those that are specifically excluded in this Agreement, are to be paid
from the funds obligated in Exhibit B, Funding Summary. Costs for work that is not within
the scope of the conformed Project plans and specifications are either to be paid by the Party
incurring the costs from funds that are independent of this Agreement or to be reviewed by
the Parties pursuant to the Change Order process outlined in Section 4 below.
4. Contract Change Orders. The City shall respond to Requests for Information and
negotiate contract change orders, if necessary. When contractor(s) request s a change order,
the City Engineer shall make the initial determination whether the requested change order is
essential to completion of the Project . The City Engineer shall reject all change orders that
are not essential to completion of the Project , or may choose to implement the non-essential
change order with funds that are independent of this Agreement . The City Engineer shall
forward those change orders they deem essential to either the Project Design Engineer of
4
record (“Designer”) or Construction Manager, the choice of which shall be at the City
Engineer’s discretion, for a final determination regarding whether the requested change
order is essential to completion of the Project. In this context, “essential” shall mean the
requested change order is for work within the Smart Corridor Project scope and critical to
overall Smart Corridor operation. If the Designer or Construction Manager, depending on
which is selected, determines the change order is essential, the City shall negotiate with the
contractor on the cost and approve the change order, as long as the subject change order, and
all cumulative change orders, do not exceed the total funds obligated in Exhibit B, Funding
Summary. If the Designer/Construction Manager determines the change order is non-
essential, the City may choose to pay for the cost of the change order from funds that are
independent of this Agreement, or not implement the change, or the C/CAG Executive
Director will decide whether to approve the non-essential change order.
In the event City receives change order requests that will exceed the amount specified in
Exhibit B, Funding Summary, City will notify C/CAG and the Parties must agree in writing
on a proposed course of action within fifteen (15) business days from receipt of the contract
change order request. The City shall properly manage contract change orders and maintain
proper documentation.
5. Reimbursement. The City shall submit reimbursement requests directly to Caltrans for the
State Transportation Improvement Program (STIP) and Traffic Light Synchronization
Program (TLSP) programs. For local funds, C/CAG agrees to reimburse the City up to the
amount identified as “Other Local Funds” in Exhibit B, Funding Summary, for the
construction component. No funds in excess of the amount identified as “Other Local
Funds” in Exhibit B shall be reimbursed without written amendment of this Agreement. The
construction component includes activities that will, when complete, enable C/CAG,
Caltrans, and the City to observe CCTV inputs, operate and modify trailblazer sign
messages, and monitor and control traffic signal operations, as described in Section 1 above.
The City shall submit an invoice reflecting Project expenditures, accompanied by supporting
documentation. Upon receipt and approval of the invoices and accompanying
documentation as provided herein, C/CAG shall reimburse the amount claimed under the
invoice within thirty (30) calendar days.
6. Schedule. The Parties will manage the work schedule to ensure the timely use of obligated
funds and to ensure compliance with any environmental permits, right -of-way agreements,
construction contracts, and any other commitments. The Parties will communicate schedule
risks or changes as soon as they are identified and will actively manage and mitigate
schedule risks.
7. Permits and Approvals. As the implementing agency, the City is responsible for all
coordinating, obtaining, implementing, renewing and amending Project permits,
encroachment permits, agreements, and approvals necessary to construct the Project,
whether they are identified in the Project scope of work or become necessary in the course
of completing the Project. Failure to do so will result in the forfeit of any right to
reimbursement under this Agreement.
5
8. Claims. As the implementing agency, t he City may accept, reject, compromise, settle, or
litigate claims arising from the Project construction activities. The City shall notify C/CAG
within five (5) business days when a claim has been filed against the Project. Pursuant to
Section 17 of this Agreement, the City shall indemnify and save harmless C/CAG and its
officers, agents, employees, and servants from all cla ims, suits, or actions of every name,
kind, and description resulting from this Agreement, the performance of any work or
services required of City under this Agreement .
The City is responsible for covering the cost of such claims. Work costs are to be allocated
for payment pursuant to the requirements and procedures of Sections 3 and 4 above, unless
such claims arose due to negligence of the City. In the event the City settles or accepts any
claims that would result in a project cost exceeding the amount specified in Exhibit B,
Funding Summary, such costs shall be borne solely by the City.
9. Reporting. The City shall provide a bi-weekly Resident Engineer’s report to C/CAG. In
addition, the City shall provide a weekly statement of working days, update the schedule on
a monthly basis, and maintain current information regarding critical and near -critical
activities, milestones, progress and outstanding issues affecting the schedule.
10. Construction Meetings. The City and C/CAG will participat e in biweekly Project
coordination meetings with contractor to keep apprised of Project progress.
11. Accounting and Audits. The City will maintain, and will ensure that any Project
subconsultant or subcontractor will maintain, a financial management system that conforms
to Generally Accepted Accounting Principles (GAAP), and that can properly accumulate
and segregate incurred Project costs and billings.
The Parties will maintain and make available to each other all work -related documents
during the term of this Agreement. The City must retain documentation and reports for a
minimum of three years after the date of issuance of the auditor’s report(s) to the City; or
until completion of any litigation, claim or audit, whichever is longer. The City shall
require any subconsultants or subcontractors hired to participate in the work to comply with
this Section.
The City shall permit C/CAG and C/CAG’s authorized representative to have access to the
City’s books, records, accounts, and any and all work products, mat erials, and other data
relevant to this Agreement, for the purpose of making an audit, examination, excerpt and
transcription during the term of this Agreement and for the period specified in this Section.
In no event shall the City dispose of, destroy, alter, or mutilate said books, records,
accounts, work products, materials and data for that period of time.
12. Compliance with All Laws. City shall at all times comply with all applicable federal, state,
San Mateo County, and municipal laws, ordinances, and regulations, including without
limitation those regarding services to disabled persons, including any requirements of
Section 504 of the Rehabilitation Act of 1973. In the event of a conflict between the terms
of this Agreement and any applicable state, federal, San Mateo County, or municipal law or
6
regulation, the requirements of the applicable law or regulation will take precedence over
the requirements set forth in this Agreement. City will timely and accurately complete,
sign, and submit all necessary documentation of compliance.
13. Prevailing Wages. The City shall comply with applicable sections of the California Labor
Code and regulations promulgated thereunder (including without limitation, Labor Code
Section 1720 et seq. and Title 8 of the California Code of Regulations Section 16000 et seq.)
governing the payment of prevailing wages, as determined by the Director of the California
Department of Industrial Relations, in regards to all work performed under this Agreement.
The City will include prevailing wage requirements in contracts for public work and require
contractors to include the same prevailing wage requirements in all su bcontracts. If the
Project work is paid for, in whole or part, with federal funds and is of the type of work
subject to federal prevailing wage requirements, the City will conform to the provisions of
the Davis-Bacon and Related Acts.
14. Non-discrimination. City and any subconsultants or subcontractors performing the
services on behalf of City shall not discriminate or permit discrimination against any person
or group of persons on the basis of race, color, religion, national origin or ancestry, age, sex,
sexual orientation, marital status, pregnancy, childbirth or related conditions, medical
condition, mental or physical disability or veteran’s status, or in any manner prohibited by
federal, state or local laws.
15. Disclosures. If a Party receives a public records request pertaining to the Project, that Party
will notify the other Party within five (5) working days of receipt and make the other Party
aware of any public records disclosed.
16. Ownership, Operations and Maintenance. Upon completion of the construction phase,
C/CAG and the City agree to negotiate in good faith to develop and execute a new
agreement regarding ownership, operations, and maintenance of the equipment .
17. Indemnity and Hold Harmless.
a. City shall indemnify and save harmless C/CAG and its officers, agents, employees,
and servants from all claims, suits, or actions of every name, kind, and description
resulting from this Agreement, the performance of any work or services required of
City under this Agreement, or payments made pursuant to this Agreement brought
for, or on account of, any of the following: (A) injuries to or death of any person,
including City or its employees/officers/agents; (B) damage to any property of any
kind whatsoever and to whomsoever belonging; (C) any sanctions, penalties, or
claims of damages resulting from City’s failure to comply, if applicable, with the
requirements set forth in the Health Insurance Portability and Accountability Act of
1996 (HIPAA) and all Federal regulations promulgated thereunder, as amended; or
(D) any other loss or cost. However, City’s duty to indemnify and save harmless
under this Section shall not apply to injuries, damage or any other loss or cost for
which C/CAG has been found in a court of competent jurisdiction to be liable by
reason of its own negligence or willful misconduct. The duty of City to indemnify
7
and save harmless as set forth by this Section shall include the duty to defend as set
forth in Section 2778 of the California Civil Co de.
b. This indemnification provision will survive termination or expiration of this
Agreement.
18. Insurance.
a. General Requirements. City or its subconsultants or subcontractors performing
the Project or City’s obligations under this Agreement shall not commence work
under this Agreement until all insurance required under this Section has been
obtained. City shall use diligence to obtain such insurance. City shall furnish
C/CAG with Certificates of Insurance evidencing the required coverage and there
shall be a specific contractual liability endorsement extending City’s coverage to
include the contractual liability assumed by City pursuant to this Agreement.
These Certificates shall specify or be endorsed to provide that thirty (30) days’
notice must be given, in writing, to C/CAG of any pending change in the limits of
liability or of non-renewal, cancellation, or modification of the policy.
b. Workers’ Compensation and Employer Liability Insurance. City shall have in
effect, during the entire life of this Agreement, Workers’ Compensation and
Employer Liability Insurance providing full statutory coverage. In signing this
Agreement, City certifies, as required by Section 1861 of the California Labor
Code, that (a) it is aware of the provisions of S ection 3700 of the California Labor
Code, which require every employer to be insured against liability for workers’
compensation or to undertake self-insurance in accordance with the provisions of
the Labor Code, and (b) it will comply with such provisions before commencing
the performance of work under this Agreement.
c. Liability Insurance. City shall take out and maintain during the life of this
Agreement such Bodily Injury Liability and Property Damage Liability Insurance
as shall protect City, its emplo yees, officers and agents while performing work
covered by this Agreement from any and all claims for damages for bodily injury,
including accidental death, as well as any and all claims for property damage that
may arise from City’s operations under this Agreement, whether such operations
be by City or by any consultant or by anyone directly or indirectly employed by
either of them. Such insurance shall be combined single limit bodily injury and
property damage for each occurrence and shall be not less tha n $1,000,000, with a
general aggregate liability of not less than $5,000,000, unless another amount is
specified below and shows approval by C/CAG Staff.
d. Insurance Limits; Insured Entities; Breach. Required insurance shall include:
8
Required Approval by
Amount C/CAG Staff
if under
specified limit
1. Comprehensive General Liability $ 5,000,000 ___________
2. Workers’ Compensation $ Statutory ___________
3. Motor Vehicle Liability $1,000,000 ___________
C/CAG and its officers, agents, and employees shall be named as additional
insured on any such policies of insurance, which shall also contain a provision
that the insurance afforded thereby to C/CAG, its officers, agents and employees,
shall be primary insurance to the full limits of liability of the policy, and that if
C/CAG, or its officers, agents, and employees, have other insurance against a loss
covered by such a policy, such other insurance shall be excess insurance only.
In the event of the breach of any provision of this Section, or in the event any
notice is received which indicates any required insurance coverage will be
diminished or canceled, the C/CAG Chairperson, at his/her option, may,
notwithstanding any other provision of this Agreement to the contrar y,
immediately declare a material breach of this Agreement and suspend all further
work and payment pursuant to this Agreement.
19. No Partnership; Independent Contractor. The terms of this Agreement shall in no way be
construed to create a partnership, joint venture or any other joint relationship between
C/CAG and the City. The Parties and their respective employees are not employees of the
other but rather are and shall always be considered independent contractors when performing
services under this Agreement for the other Party.
20. Notices. All notices or other communications to either Party by the other shall be deemed
given when made in writing and delivered or mailed to such Party at their respective
addresses as follows:
C/CAG: 555 County Center, 5th Floor
Redwood City, CA 94063
Attention: Sandy Wong, Executive Director
City: 400 Grand Avenue
South San Francisco, CA 94080
Attention: Eunejune Kim, Public Works Director
21. Merger Clause; Amendments. This Agreement, including Exhibit A attached hereto and
incorporated herein by reference, constitutes the sole agreement of the parties hereto with
regard to the matters covered in this Agreement, and correctly states the rights, duties and
obligations of each Party as of the document’s date. Any prior agreement, promises,
negotiations or representations between the Parties not expressly stated in this Agreement
9
are not binding. All subsequent amendments shall be in writing and signed by the C/CAG
Chair and an authorized representative of the City. In the event of a conflict between the
terms, conditions, or specifications set forth herein and those in Exhibit A attached hereto,
the terms, conditions or specifications set forth herein shall prev ail.
22. Governing Law; Venue. This Agreement shall be enforced and interpreted under the laws
of the State of California. Any action arising from or brought in connection with this
Agreement shall be venued in a court of competent jurisdiction in the County of San Mateo,
State of California.
IN WITNESS WHEREOF, the Agreement has been executed by the Parties hereto as of
the day and year first written above.
CITY OF SOUTH SAN FRANCISCO CITY/COUNTY ASSOCIATION OF
GOVERNMENTS OF SAN MATEO
COUNTY
By: By:
Mike Futrell Marie Chuang
City Manager Chair
Approved as to Form: Approved as to Form:
______________________________ _________________________________
City Attorney Melissa Andrikopoulos
Legal Counsel for C/CAG
10
Exhibit A
Proposed Project Engineering Features and Route Locations
11
Exhibit B
Funding Summary
Project
Cost
STIP
Funds
Other Local
Funds (i.e.
Measure M
Vehicle
Registration
Fees)
TLSP
Funds
Funding
Total
Component In thousands of dollars ($1,000)
Construction $6,559 $2,044 $917 $3,598 $6,559
Total $6,559 $2,044 $917 $3,598 $6,559
3697800.2