HomeMy WebLinkAbout08 IRWD AGMNT 04-04-05
A G END A REPORT
Agenda Item 8
Reviewed: -£
City Manager
Finance Director
MEETING DATE:
APRIL 4, 2005
TO:
FROM:
WILLIAM A. HUSTON, CITY MANAGER
PUBLIC WORKS DEPARTMENT/ENGINEERING DIVISION
SUBJECT:
APPROVAL OF REIMBURSEMENT AGREEMENT BETWEEN IRVINE
RANCH WATER DISTRICT AND CITY OF TUSTIN FOR DOMESTIC
WATER, SEWER, AND RECLAIMED WATER PIPELINES IN TUSTIN
RANCH ROAD, SOUTH LOOP ROAD, AND BARRANCA PARKWAY
(VESTARIKIMCO TUSTIN, loP.)
SUMMARY
The proposed Reimbursement Agreement between the City of Tustin and the INine Ranch
Water District (IRWD) outlines each agency's responsibilities for the design and construction
of IRWD facilities in Tustin Ranch Road, South Loop Road, and Barranca Parkway as part
of the Vestar/Kimco Tustin, loP. Project at Tustin Legacy.
RECOMMENDATION
It is recommended that the City Council approve the Reimbursement Agreement between
the INine Ranch Water District and the City of Tustin for Domestic Water, Sewer, and
Reclaimed Water Pipelines in Tustin Ranch Road, South Loop Road, and Barranca
Parkway as part of the Vestar/Kimco Tustin, loP. (the "Developer") Project at Tustin Legacy,
and authorize the Mayor and City Clerk to execute the document on behalf of the City.
FISCAL IMPACT
The Reimbursement Agreement requires IRWD to reimburse the City for the actual costs of
design, construction, permits, bonds, and legal fees incurred by the City for the design and
construction of the IRWD facilities in Tustin Ranch Road, South Loop Road, and Barranca
Parkway as part of the Developer's Project. Additionally, the Reimbursement Agreement
requires IRWD to pay an administration fee equal to 4% of the actual cost of construction of
the IRWD facilities, which shall be deemed to cover all costs of project administration,
inspection, suNeying, compaction testing, geotechnical seNices, and engineering.
The estimated cost to construct the IRWD facilities is $4,348,420. The design cost is
estimated at $150,000 and the 4% administration fee and bonds and permit fees are
$347,874 for a total cost of $4,846,294. All costs are subject to a final accounting upon
completion of the project.
Approval of Reimbursement Agreement between INine Ranch Water District and City of
Tustin for Domestic Water, Sewer, and Reclaimed Water Pipelines in Tustin Ranch Road,
South Loop Road, and Barranca Parkway (Vestar/Kimco Tustin, loP.)
April 4, 2005
Page 2
DISCUSSION
The IRWD facilities to be designed and constructed include domestic water, sanitary sewer,
and reclaimed water in Tustin Ranch Road, South Loop Road, and Barranca Parkway. The
plans are currently being prepared by DRC Engineering for the Developer and are in the
final design stages. The IRWD facilities will be subject to the public bid process, which will
be administered by the Developer with oversight provided by the City.
The estimated costs of the subject IRWD facilities are part of the Developer's fair share
obligation to Tustin Legacy Backbone Infrastructure. Pursuant to the Infrastructure
Construction and Payment Agreement between the City and the Developer, approved by the
City Council on March 21, 2005, the reimbursement funds received by the City from IRWD
may be used to reimburse the Developer to the extent that the Developer's cost for Tustin
Legacy Backbone Infrastructure exceeds $36,300,000.
Approval of the subject Reimbursement Agreement is required in order for the City to be
reimbursed by IRWD for design and construction of their facilities as part of the Developer's
Project. The Reimbursement Agreement is now ready for City Council approval. The City
Attorney has reviewed the Reimbursement Agreement and approved it as to form.
~/~
h~ Tim D. Serlet
Director of Public Works/City Engineer
~e/~LJ
Engineering SeNices Manager
Attachments: Reimbursement Agreement
TDS: DRK: ccg: Approval of Agmt - IRWD for Vestar Project.doc
File No. 10879
REIMBURSEMENT AGREEMENT BETWEEN
IRVINE RANCH WATER DISTRICT
AND CITY OF TUSTIN
FOR
DOMESTIC WATER, SEWER AND RECLAIMED WATER PIPELINES
IN TUSTIN RANCH ROAD, SOUTH LOOP ROAD AND BARRANCA P ARKW A Y
This Agreement is made and entered into as of this - day of
2005, by and between IRVINE RANCH WATER DISTRICT, a California water district formed
and existing pursuant to the California Water District Law of the State of California, hereinafter
referred to as "DISTRICT," and CITY OF TUSTIN, , hereinafter referred to as "CITY."
~IIN£..s..s.£.IH:
WHEREAS, CITY proposes to construct street and utility improvements within Tustin
Ranch Road, South Loop Road and Barranca Parkway (the "Project"), within the jurisdictional
boundaries of DISTRICT and the City of Tustin; and
WHEREAS, prior to or in conjunction with CITY's construction ofthe Project, IRWD
desires to construct, within or adjacent to the street improvements that comprise the Project, the
following capital facilities and appurtenances thereto: approximately 11,400 lineal feet (LF) of
12 to 16-inch domestic water pipeline, 6,000 LF of IS-inch sewer pipeline and 9,800 LF of6 to
16-inch domestic water pipeline, as depicted on Exhibit "A" attached hereto incorporated by
reference herein (hereinafter referred to as the "IRWD FACILITIES"); and
WHEREAS, the parties have determined that it would be more expedient for CITY to
construct the IR WD FACILITIES rather than for DISTRICT to do so; and
WHEREAS, DISTRICT is amenable to the design and construction of the IRWD
FACILITIES by CITY, at the cost of CITY, which cost is to be reimbursed by DISTRICT; and
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WHEREAS, except as otherwise provided herein, upon the completion of the IRWD
FACILITIES, the IRWD FACILITIES shall become the property of DISTRICT in accordance
with the terms and conditions hereinafter set forth.
NOW, THEREFORE, the parties hereto, in consideration of the mutual promises and
covenants hereinafter set forth, do agree as follows:
SECTION I. IRWD FACILITIES. In conjunction with the Project, CITY agrees to
initiate and diligently pursue to completion the design and construction of the IRWD
FACILITIES.
SECTION 2. PLANS. CITY agrees that the IRWD FACILITIES shall be completed
pursuant to approved project plans and specifications (the "Plans and Specifications") which
shall be approved by DISTRICT and used in awarding the construction contract. Prior to
commencement of preparation of the Plans and Specifications, CITY shall submit its design
engineer's proposal for the design of the IRWD FACILITIES to DISTRICT. DISTRICT will
have a period of five (5) calendar days from its receipt of such design proposal to review and
either indicate its approval or request changes. CITY shall cause its design engineer to review
and respond to any requested changes. The Plans and Specifications shall be deemed to
incorporate the applicable portions of DISTRICT's latest edition of "Construction Manual for the
Construction of Water, Sewer, and Reclaimed Water Facilities" (the "Construction Manual").
The IRWD FACILITIES shall be contracted by CITY together with non-reimbursable work to be
completed by CITY within the Project pursuant to plans prepared by CITY's design engineer.
SECTION 3. BIDDING AND A WARD. The parties agree that the construction of the
IRWD FACILITIES shall be included in CITY's contract(s) awarded for the Project and that the
IRWD FACILITIES shall be bid as a separate item or items that can be deleted. During the
bidding process, CITY shall deliver to IR WD one (I) complete set of the bid documents that
include the IRWD FACILITIES, including all related addenda concurrently with the distribution
thereof to prospective bidders. Upon opening of bids by CITY, CITY will submit the bids or a
spreadsheet summary of the bids to DISTRICT. DISTRICT will have a period often (10)
calendar days from its receipt of the bid results for review and approval of the IRWD
FACILITIES bid item(s) submitted by the bidder identified to DISTRICT by CITY as CITY's
proposed successful bidder. CITY agrees that bids received for the construction of the IRWD
FACILITIES bid item(s) shall be subject to the approval of DISTRICT prior to award of the
Project construction contract(s) that include the IRWD FACILITIES; and further agrees that in
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the event DISTRICT does not approve such bids, either party may terminate this Agreement
upon twenty-four (24) hours' prior written notice, in which event CITY shall have no further
obligation to construct the IRWD FACILITIES, and DISTRICT may elect to install the IRWD
FACILITIES with its own contractor. If DISTRICT approves of the IRWD FACILITIES bid
item(s) of CITY's successful bidder, CITY agrees to cause the IRWD FACILITIES to be
constructed as part of the contract awarded to such bidder. The total estimated construction cost
for the IR WD FACILITIES is $4, I 04,866 provided, however, the amount to be reimbursed by
DISTRICT shall be based on the actual costs of construction. Upon award of the construction
contract, CITY shall provide DISTRICT with one (I) original copy of the fully executed contract
documents and one (I) copy of the bid package relating to the IRWD FACILITIES received from
the successful bidder.
SECTION 4. DESIGN REVISIONS AND CHANGE ORDERS. CITY agrees that if,
during design or constrUction, CITY requests or initiates any revision to the Plans and
Specifications that would increase the cost of the IRWD FACILITIES, such additional costs shall
be borne by CITY, and shall not be reimbursed by DISTRICT, except for such revision(s) and
cost(s) that are determined necessary to construct IRWD FACILITIES in accordance with the
Construction Manual and could not reasonably have been foreseen at the time bids were
received. The cost of any such necessary and unforeseeable revisions, and the cost of any
revisions requested or initiated by DISTRICT shall be reimbursed by DISTRICT as provided
herein.
CITY shall promptly furnish DISTRICT with copies of any proposed change orders to the Project
contract within five (5) working days of initiation of changed conditions to such contract, which
change orders shall be subject to DISTRICT approval if and to the extent any of the IRWD
FACILITIES are affected thereby. DISTRICT will review and respond to proposed change
orders affecting the IRWD FACILITIES within five (5) working days of receipt by DISTRICT.
SECTION S. REIMBURSEMENT. DISTRICT agrees to reimburse CITY for the
following costs (collectively, the "Costs"): (I) the actual costs of design, construction, permits,
bonds, and legal fees (excluding the costs of preparation of this Agreement) incurred by CITY
for the design and construction of the IRWD FACILITIES, plus (2) an administration fee which
shall be equal to four percent (4%) of the actual cost of construction (costs paid directly to
CITY's contractor for construction, only, excluding any cost for design, surveying, geotechnical
or other work) of the IRWD FACILITIES and which shall be deemed to cover all costs of project
administration, including, but not limited to, accounting, inspection, surveying, compaction
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testing, geotechnical services and engineering. CITY shall keep a separate accounting of all
Costs incurred by CITY in relation to the IRWD FACILITIES.
Within sixty (60) days of DISTRICT's acceptance of the IRWD FACILITIES as provided
in Section 8, a final accounting of the Costs shall be made by CITY and submitted to DISTRICT
along with an invoice for the Costs and any supporting documentation necessary to show the
amounts which represent Costs ofIRWD FACILITIES. Amounts paid pursuant to progress
payment invoices shall be subject to adjustment in the final accounting. Within thirty (30) days
of said final accounting, DISTRICT agrees to pay to CITY the total amount of the Costs.
SECTION 6. LAWS, ORDINANCES, RULES AND REGULATIONS. CITY shall
require in its contract for the construction of the IRWD FACILITIES that its contractor be fully
informed of and comply with all laws, ordinances, rules and regulations, including, but not
limited to, all applicable requirements ofthe California Labor Code, prevailing wage laws, the
Construction Manual, and the Rules and Regulations of DISTRICT, in connection with the
construction of the IRWD FACILITIES.
SECTION 7. INSPECTION. DISTRICT shall have sole and absolute discretion as to all
aspects of design and construction of the IRWD FACILITIES, and DISTRICT shall be entitled to
inspect the construction of IR WD FACILITIES as it deems necessary to assure compliance with
the Plans and Specifications, including shop drawing review and material inspection thereof.
DISTRICT shall have access to all phases of the Project work to be performed by CITY for the
purpose of such inspection; provided, however, all questions regarding the work being performed
will be directed to CITY's resident engineer. DISTRICT will promptly notify CITY of any
portion of the work on the IRWD FACILITIES which appears not to conform to the Plans and
Specifications. The determination of DISTRICT as to conformity of the IR WD FACILITIES
with the Plans and Specifications shall be made in DISTRICT's sole and absolute discretion.
DISTRICT agrees not to unreasonably withhold its approval as to such conformity of the IRWD
FACILITIES with the Plans and Specifications. CITY shall require its contractor to construct the
IRWD FACILITIES so that the IRWD FACILITIES conform to the Plans and Specifications.
CITY agrees to assume full responsibility for certifying or obtaining certification of the
compaction of backfill material over the IRWD FACILITIES.
SECTION 8. ACCEPTANCE. DISTRICT agrees to accept the IRWD FACILITIES
when the IR WD FACILITIES have been completed by CITY in accordance with all requirements
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of the Plans and Specifications, including any change orders approved by DISTRICT as provided
in Section 3 hereof. At the time of completion and acceptance of the IRWD FACILITIES, CITY
agrees to furnish DISTRICT with one (I) copy ofthe contractor's redlined set of blue line
"record" drawings (showing all revisions, manufacturer and type of valves, pipe and fittings as
required by DISTRICT) and one (I) copy of the compaction reports and certificate, survey notes
and cut sheets.
SECTION 9. OWNERSHIP. It is mutually agreed between the parties hereto that
notwithstanding the fact that CITY shall accomplish the construction of the IRWD FACILITIES
subject to reimbursement, the IRWD FACILITIES to be completed hereunder, together with the
necessary franchises, licenses, easements, rights-of-way, and other privileges, shall at all times be
subject to the applicable rates, rules and regulations of DISTRICT, as modified or amended from
time to time. CITY hereby disclaims any interest in the IRWD FACILITIES and does hereby
transfer and assign to DISTRICT any and all right, title, and interest it may have in the IR WD
FACILITIES. DISTRICT shall own, operate and maintain the IRWD FACILITIES following
acceptance thereof.
SECTION 10. GUARANTEES. CITY will, pursuant to the requirement(s) of the Plans
and Specifications, cause its contractor(s) for the IRWD FACILITIES to guarantee the IRWD
FACILITIES against defects in workmanship and materials for a period of one (1) year from the
date of acceptance by CITY, which acceptance shall be given only after acceptance by
DISTRICT as provided in Section 8. It is further agreed that CITY shall cause the IRWD
FACILITIES to be brought or restored to full compliance with the requirements of the Plans and
Specifications, including any test requirements, for any portions of the IRWD FACILITIES
which during said one (I) year period are found not to be in conformance with the provisions of
the Plans and Specifications. This guarantee is in addition to any and all other warranties,
express or implied, from CITY's contractors or material manufacturers, with respect to the
IRWD FACILITIES. The guarantee and obligations under this section shall in no way be
relieved by DISTRICT's inspection and/or acceptance of the IRWD FACILITIES. This section
sets forth the entire guarantee and warranty of CITY with respect to the IRWD FACILITIES.
The express or implied warranties of other persons with respect to IRWD FACILITIES shall in
no way be limited by the guarantee and warranty of CITY contained in this section. If requested
by DISTRICT, CITY agrees to assign to DISTRICT the contractor's guarantee and/or any other
guarantees or warranties relating to the IRWD FACILITIES.
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SECTION 11. INDEMNIFICATION. CITY shall indemnify, defend and hold
DISTRICT, its officers, agents, employees, and engineers harmless from any expense, liability or
claim for death, injury, loss, damage or expense to persons or property which may arise or is
claimed to have arisen during construction of the IRWD FACILITIES as a result of any work or
action performed by CITY or on behalf of CITY, save and except to the extent such expense,
liability or claim is proximately caused in whole or in part by any act, omission, or negligence of
DISTRICT, its officers, agents, employees or engineers or by any act or omission for which
DISTRICT, its officers, agents, employees or engineers are liable without fault.
DISTRICT shall indemnify, defend and hold CITY, its officers, agents, and employees,
harmless from any expense, liability or claim for death, injury, loss, damage or expense to
persons or property which may arise or is claimed to have arisen either (i) as a result of any acts
performed by DISTRICT, its officers, agents, or employees, with respect to the IRWD
FACILITIES construction; or (ii) following DISTRICT acceptance ofthe lRWD FACILITIES,
with respect to maintenance and operation of the IRWD FACILITIES, save and except to the
extent such expense, liability or claim is proximately caused in whole or in part by any
negligence of CITY, its officers, agents, employees or engineers, or by any act or omission for
which CITY, its officers, agents, employees or engineers are liable without fault.
SECTION 12. INSURANCE AND BONDING. CITY shall cause its contractor(s) to
provide performance and payment bonds for the construction of the Project including the IRWD
FACILITIES and to obtain insurance coverage sufficiently broad to insure the matters set forth in
this Agreement and to include DISTRICT, its officers, agents, employees and engineers, as
additional insureds on all insurance policies that CITY requires its contractor(s) to provide. As
evidence of such insurance coverage, CITY shall, prior to commencement of construction of the
IRWD FACILITIES, provide DISTRICT with certificates of insurance and insurance
endorsements from CITY's contractor(s) in a form acceptable to DISTRICT.
SECTION 13. TERMINATION. DISTRICT shall have the right to terminate this
Agreement at any time, subject to the provisions of this section, by providing five (5) business
days' prior written notice to CITY, except as noted in Section 3. If at the request or direction of a
party other than CITY, the construction of the IRWD FACILITIES is not accomplished or
completed, DISTRICT shall remain obligated for the actual amount of the Costs incurred by
CITY to the date of termination.
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If CITY's Project is canceled or modified so as to eliminate the necessity of the
construction of the IRWD FACllXfIES, CITY shall have the right to terminate this Agreement
and thereby terminate its obligation to construct the IRWD FACILITIES, by providing five (5)
business days' prior written notice to DISTRICT. In such case, DISTRICT will not be obligated
for any design or any other Costs incurred by CITY. If IRWD elects to construct the IRWD
FACILITIES, DISTRICT may, but shall not be obligated to, acquire the design or other work
from CITY by separate agreement.
SECTION 14. NOTICE. Any notice or other written instrument required or permitted by
this Agreement to be given to either party shall be deemed received when personally served or
twenty-four (24) hours after being deposited in the U.S. Mail, postage prepaid, registered or
certified and addressed as follows:
DISTRICT:
Irvine Ranch Water District
15600 Sand Canyon Avenue
P.O. Box 57000
Irvine, CA 92619-7000
Attn: General Manager
CITY:
City of Tustin
300 Centennial Way
Tustin, CA 92780
Attn: Director of Public Works/City Engineer
SECTION 15. SUCCESSORS AND ASSIGNS; INTEGRATION; AMENDMENT.
This Agreement shall be binding upon and inure to the benefit of the successor and assigns of
CITY and DISTRICT. This Agreement constitutes the entire Agreement between CITY and
DISTRICT and supersedes all prior understandings and agreements between the parties with
respect to the subjects hereof. This Agreement may be modified only in writing signed by both
parties hereto.
SECTION 16. LEGAL FEES. In the event of any declaratory or other legal or equitable
action instituted between CITY and DISTRICT in connection with this Agreement, the
prevailing party shall be entitled to recover from the losing party all of its costs and expenses,
including court costs and reasonable attorneys' fees.
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SECTION 17. DEEMED APPROVAL. Any approval required to be given by either
party pursuant to this Agreement shall be deemed given ifno response to the party's request for
such approval is received by the requesting party within fifteen (IS) days following the written
request for such approval.
SECTION 18. SEVERABILITY. If any term, provision, covenant or condition of this
Agreement is held to be invalid, void or other unenforceable, to any extent, by any court of
competent jurisdiction, the remainder of this Agreement shall not be affected thereby, and each
term provision, covenant or condition of this Agreement shall be valid and enforceable to the
fullest extent permitted by law.
SECTION 19. APPLICABLE LAW. This Agreement shall be construed and enforced in
accordance with the laws of the State of California.
SECTION 20. WAIVER. The waiver of any provision of this Agreement by either party
shall not be deemed to be a waiver of any other provision or of any preceding or subsequent
breach hereunder.
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IN WITNESS WHEREOF, the parties to the Agreement have executed this Agreement
on the date herein above written.
IRVINE RANCH WATER DISTRICT
By
Paul D. Jones II, General Manager
Dated
ATTEST:
By
Secretary! Assistant Secretary
Dated
APPROVED AS TO FORM:
By
Legal Counsel, IR WD
Dated
CITY OF TUSTIN, a Municipal Corporation
By
Title: Mayor
Dated
ATTEST:
By
Title: City Clerk
Dated
APPROVED AS TO FORM:
By
cftMt ~
Attorney fo C
Dated :>//7 /o.r-
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PR 30879
6" RECLAIMED
WATER
PR 30882
6" RECLAIMED
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PR 10879
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PR 30879
8" RECLAIMED WATER
PR 30871
16" RECLAIMED WATER
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LOCATION MAP
VESTAR/TUSTIN LEGACY
DOMESTIC & RECLAIMED
WATER FACILITIES
CITY OF ruStiN, CAUf'ORNIA
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LOCATION MAP
VESTARrrUSTIN LEGACY
SEWER FACILITIES
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Exhibit B
to
Reimbursement Agreement
VEST ARITUSTIN LEGACY
CAPITAL FACILITIES
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10879 WATER $28,000 $537,500 $10,750 $10,750 $21,500 $608,500
20879 SEWER $15,000 $1,318,060 $26,361 $26,361 $52,722 $1,438,505
30879 RECLAIM $12,000 $250,200 $5,004 $5,004 $10,008 $282,216
10882 WATER $25,000 $702,200 $14,044 $14,044 $28,088 $783,376
20882 SEWER $20,000 $638,960 $12,779 $12,779 $25,558 $710,077
30882 RECLAIM $10,000 $372,500 $7,450 $7,450 $14,900 $412,300
10871 WATER $20,000 $289,000 $5,780 $5,780 $11,560 $332,120
30871 RECLAIM $20,000 $240,000 $4,800 $4,800 $9,600 $279,200
TGT AL $150,000 $4,348,420 $86,968 $86,968 $173,937 $4,846,294
ADMIN. FEE 4%
BGNDS est) 2%
PERMITS (est) 2%
03/07/2005
VESTAR,XLS