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'``F°" � City Council Staff Report
JUNE 6, 2007 CONSENT CALENDAR
Subject: APPROVAL OF A COOPERATIVE AGREEMENT WITH RIVERSIDE
COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT
(RCFC), CATHEDRAL CITY, AND GEIGER, LLC, A NEVADA
CORPORATION, RELATED TO CONSTRUCTION OF PALM SPRINGS
MASTER DRAINAGE PLAN (MDP) LINE 34A, (PARCEL MAP 31968)
From: David H. Ready, City Manager
Initiated by: Public Works and Engineering Department
SUMMARY
The Springs project, located at the northeast corner of Gene Autry Trail and Ramon
Road, included an obligation to design and construct a portion of Palm Springs Master
Drainage Plan (MDP) Line 34A located in San Luis Rey Drive. The Cooperative
Agreement between the City, Cathedral City, the developer (Geiger, LLC), and RCFC is
a standard agreement for construction of flood control improvements that will ultimately
be operated and maintained by RCFC.
RECOMMENDATION:
1) Adopt Minute Order No. , approving a Cooperative Agreement between the
Riverside County Flood Control and Water Conservation District, the City of Palm
Springs, the City of Cathedral City, and Geiger, LLC, a Nevada Corporation,
associated with the construction, operation, and maintenance of flood control
improvements identified as Palm Springs Master Drainage Plan (MDP) Line 34A,
associated with Parcel Map 31968; and
2) Authorize the City Manager to execute all necessary documents.
STAFF ANALYSIS:
On October 19, 2005, the City Council approved "The Springs" commercial shopping
center, (PD-291, Case 5.0984), located at the northeast corner of Gene Autry Trail and
Ramon Road. Included in the conditions of approval is the obligation to design and
construct a portion of Line 34A from the Palm Springs Master Drainage Plan (MDP).
Extension of this flood control facility in San Luis Rey Drive will provide future use for
ITEM NO.
City Council Staff Report
June 6, 2007- Page 2
RCFC Cooperative Agreement— Line 34A
the Dream Homes neighborhood, and for connection of the on-site private storm drain
system for The Springs center. Subsequently, the City Council approved Tentative
Parcel Map 31968 for The Springs center, which incorporated the obligations of the
prior approval by reference.
The developer, Geiger, LLC, has designed the storm drain improvement plans, which
were reviewed and approved by Riverside County Flood Control and Water
Conservation District (RCFC). Ultimately Line 34A will be operated and maintained by
RCFC, however, storm drain connector pipes and catch basins located in Palm Springs
will be maintained by the City, and those located in Cathedral City will be maintained by
Cathedral City.
A standard form Cooperative Agreement between RCFC, Palm Springs, Cathedral City,
and Geiger, LLC, has been prepared by RCFC and outlines the obligations of each
agency. Approval of the Cooperative Agreement will allow construction of Line 34A to
be scheduled.
FISCAL IMPACT-
Approval of the RCFC Cooperative Agreement has no fiscal impact. Future
maintenance costs related to the new storm drain connector pipes and catch basins in
Palm Springs on San Luis Rey Drive are minimal.
Submitted:
David J. Barakian Thomas J. Wils n
Director of Public Works/City Engineer Assistant City anager
Approved:
David H. Ready
City Manager
ATTACHMENTS:
1. RCFC Cooperative Agreement
2. Minute Order
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COOPERATIVE; AGREEMENT
PALM SPRINGS MDP LINE 34A
(Parcel Map No. 31968 in the City of Palm Springs)
The RIVERSIDE COUNTY FLOOD CONTROL AND WATER
CONSERVATION DISTRICT, hereinafter called "DISTRICT", the CITY OF PALM
SPRINGS, hereinafter called "PALM SPRINGS", the CITY OF CATHEDRAL CITY,
hereinafter called "CATHEDRAL CITY", and together hereinafter called "CITIES" and
ENDURE INVESTMENTS, a Nevada limited liability company and GEIGER, LLC, a Nevada
limited liability company, hereinafter together called "DEVELOPERS", hereby agree as follows:
RECITALS
A. PALM SPRINGS has approved Parcel Map No. 31968 in the city of Palm
Springs, and as a condition for approval, DEVELOPERS must construct certain storm drain
facilities in order to provide flood protection and drainage for DEVELOPERS' planned
development; and
B. The required facilities include approximately 1238 lineal feet of
underground concrete pipe, hereinafter called "STORM DRAIN", as shown in concept in red on
Exhibit "A", attached hereto and made a part hereof. STORM DRAIN is located within existing
CATHEDRAL CITY street right of way. The proposed STORM DRAIN connects to
DISTRICT'S existing Palm Springs Master Drainage Plan (MDP) Line 34 (District Drawing No.
6-309), hereinafter called "LINE 34", and shown represented in green on Exhibit "A"; and
C. Associated with the construction of STORM DRAIN is the construction of
certain catch basins and connector pipes, hereinafter called "APPURTENANCES", located
principally within easements or rights of way held by PALM SPRINGS. One of the connector
pipes ("Line G") connects directly to LINE 34. Together, STORM DRAIN and
APPURTENANCES are hereinafter called "PROJECT"; and
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D. DEVELOPERS and CITIES desire DISTRICT to accept ownership and
responsibility for the operation and maintenance of STORM DRAIN, therefore, DISTRICT must
review and approve DEVELOPERS' plants and specifications, and subsequently inspect the
construction of STORM DRAIN; and
E. DISTRICT, DEVELOPERS and CATHEDRAL CITY desire PALM
SPRINGS to accept ownership and responsibility for operation and maintenance of
APPURTENANCES; and
F. DISTRICT is willing to (i) review and approve plans and specifications
prepared by DEVELOPERS for STORM DRAIN, (ii) inspect the construction of STORM
DRAIN and the connection to LINE 34, and (iii) accept ownership and responsibility for the
operation and maintenance of STORM DRAIN, provided DEVELOPERS (i) comply with this
Agreement, (ii) pay DISTRICT the amounts specified herein to cover DISTRICT'S costs for plan
review, construction inspection, and the preparation and administration of this Agreement, (iii)
construct PROJECT in accordance with plans and specifications approved by DISTRICT and
CITIES, (iv) accept sole ownership and responsibility for the operation and maintenance of
PROJECT after completion of construction until such time as DISTRICT accepts ownership and
sole responsibility for the operation and maintenance of STORM DRAIN and PALM SPRINGS
accepts ownership and sole responsibility for the operation and maintenance of
APPURTENANCES and (v) obtain all rights of entry and regulatory permits as set forth herein;
and
G_ CITIES are willing to review and approve plans and specifications prepared
by DEVELOPERS for PROJECT; and
H. PALM SPRINGS is willing to (i) accept and hold faithful performance and
payment bonds submitted by DEVELOPERS for PROJECT, (ii) inspect construction of
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APPURTENANCES and (iii) accept ownership and sole responsibility for the operation and
maintenance of APPURTENANCES; and
I. CATHEDRAL CITY is willing to (i) grant DISTRICT the right to inspect,
operate and maintain STORM DRAIN within CATHEDRAL CITY rights of way, (ii) grant
PALM SPRINGS the right to inspect, operate and maintain those portions of
APPURTENANCES that are located within CATHEDRAL CITY rights of way, and (iii)
inspect, operate and maintain two curb inlets on easterly side of San Luis Rey Drive.
NOW, THEREFORE, the parties hereto mutually agree as follows:
SECTION I
DEVELOPERS shall:
L Prepare plans and specifications for PROJECT, hereinafter called
"IMPROVEMENT PLANS," in accordance with DISTRICT and CITIES standards and submit
IMPROVEMENT PLANS to DISTRICT and CITIES for their review and approval.
2. Continue to pay DISTRICT, within thirty (30) days after receipt of periodic
billings from DISTRICT, any and all such amounts as are deemed reasonably necessary by
DISTRICT to cover DISTRICT'S costs associated with the review and approval of
IMPROVEMENT PLANS, and the processing and administration of this Agreement.
3. Deposit with DISTRICT, at the time of providing written notice to
DISTRICT of the start of STORM DRAIN construction as set forth in Section 1.7., the estimated
cost of providing construction inspection for STORM DRAIN, in an amount as detennined and
approved by DISTRICT in accordance with Ordinance Nos_ 671 and 749 of the County of
Riverside, including any amendments thereto, based upon the bonded value of STORM DRAIN
facilities to be, inspected, operated and maintained by DISTRICT_
4. Secure, at its sole cost and expense, all necessary licenses, agreements,
permits and rights of entry as may be needed for the construction, inspection, operation and
maintenance of PROJECT. DEVELOPERS shall furnish DISTRICT, at the time of providing
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written notice to DISTRICT of the start of construction as set forth in Section 1.7., with suflicicnt
evidence of DEVELOPERS having secured such necessary licenses, agreements, permits and
rights of entry, as determined and approved by DISTRICT and CITIES.
5. Furnish DISTRICT and CITIES with topics of all permits, approvals or
agreements required by any Federal or State resource and/or regulatory agency f'or the
construction, operation and maintenance of PROJECT. Such documents include but are not
limited to those issued by the U.S. Army Corps of Engineers, California Regional Water Quality
Control Board, California State Department of lash and Game, and State Water Resources
Control Board.
G. Provide PALM SPRINGS, prior to providing written notice to DISTRICT
of the start of construction as set forth in Section I.7., with a faithful performance bond in the
amount of fifty percent (50%) of the estimated cost for construction of STORM DRAIN as
determined by DISTRICT and a material and labor bond in the amount of fifty percent (50%) of
the estimated cost for construction of the STORM DRAIN as determined by DISTRICT. The
surety, amount and form of the bonds shall be subject to the approval of DISTRICT and PALM
SPRINGS. The bonds shall remain in full force and effect until STORM DRAIN is accepted by
DISTRICT as complete; at which time the faithful performance bond amount may be reduced to
10% for a period of one year to guarantee against any defective work, labor or materials.
7. Notify DISTRICT in writing (Attention: Administrative Services Section),
at least twenty (20) days prior to the start of construction of STORM DRAIN. Construction shall
not begin on any element of STORM DRAIN, for any reason whatsoever, until DISTRICT has
issued DEVELOPERS a written Notice to Proceed authorizing DEVELOPERS to commence
construction of STORM DRAIN.
8. [This Section Intentionally Left Blank.]
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9. Furnish DISTRICT, at the time of'providing written notice to DISTTRIC' of
the start of construction as set forth in Section 1.7., with a complete list of all contractors and
subcontractors to be performing work on STORM DRAIN, including the corresponding license
number and license classification of each. At such time, DEVELOPERS shall further identity in
writing its designated superintendent for STORM DRAIN construction-
10. Furnish DISTRICT, at the time of providing written notice to DISTRICT at
the start of construction as set forth in Section 1.7., a construction schedule which shall show the
order and dates in which DEVELOPERS or DEVELOPERS' contractor proposes to carry on the
various parts of work, including estimated start and completion dates. As the construction
progresses, DEVELOPERS shall furnish DISTRICT with updated construction schedules upon
request.
11. Comply with all Cal/OSHA safety regulations including regulations
concerning confined space and maintain a safe working environment for DEVELOPERS',
CITIES' and DISTRICT'S employees on the site.
12. Furnish DISTRICT, at time of providing written notice to DISTRICT of the
start of construction as set forth in Section 1.7-, a confined space procedure specific to STORM
DRAIN. The procedure shall comply with requirements contained in California Code of
Regulations, Title 8 Section 5158, Other Confined Space Operations, Section 5157, Permit
Required Confined Space and DISTRICT Confined Space Procedures, SOM-18- The procedure
shall be reviewed and approved by DISTRICT prior to the issuance of the Notice to Proceed.
13. Furnish DISTRICT with the final ruylar IMPROVEMENT PLANS and
assign their ownership to DISTRICT prior to the start of STORM DRAIN construction.
14_ Not permit any change to or modification of IMPROVEMENT PLANS
without the prior written permission and consent of DISTRICT-
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15. Construct or cause to be constructed, STORM DRAIN and
APPURTENANCES at DEVELOPERS' sole cost and expense in accordance with
IMPROVEMENT PLANS approved by DISTRICT and CITIES.
16_ During the period of- PROJECT construction, maintain Workers'
Compensation Insurance in an amount required by law. A certificate of said insurance policy
shall be provided to DISTRICT and CITIES at the time of providing written notice to DISTRICT
of the start of construction as set forth in Section 1-7.
17. At the time of providing written notice to DISTRICT of the start of
construction as set forth in Section 1.7., and continuing until DISTRICT accepts STORM
DRAIN for ownership, operation and maintenance:
(a) Provide and maintain or cause their contractor(s) to provide and
maintain comprehensive liability insurance coverage which shall
protect DEVELOPERS from claim from damages for personal injury,
including accidental and wrongful death, as well as from claims for
property damage which may arise from DEVELOPERS' construction
of PROJECT or the performance of their obligations hereunder,
whether such construction or performance be by DEVELOPERS, by
any of their contractors, subcontractors, or by anyone employed
directly or indirectly by any of them. Such insurance shall name
DISTRICT and CITIES as additional insureds with respect to this
Agreement and the obligations of DEVELOPERS hereunder. Such
insurance shall provide for limits of not less than two million dollars
(S2,000,000) per occurrence.
(b) Cause their insurance carrier(s) or their contzactor's insurance
camer(s), who shall be authorized by the California Department of
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Insurance to transact the business of insurance in the State of
California, to furnish DISTRICT and CITIES at the time of providing
written notice to DISTRICT of the start of construction as set forth In
Section LT, with certificatc(s) of insurance and applicable policy
endorsements showing that such insurance is in full force and effect
and that DISTRICT and CITIES are named as additional insureds
with respect to this Agreement and the obligations of DEVELOPERS
hereunder. Further, said certificate(s) shall state that the issuing
company shall give DISTRICT and CITIES sixty (60) days written
notice in the event of any cancellation, termination, non-renewal or
reduction in coverage of the policies evidenced by the certificate(s).
In the event of any such cancellation, termination, non-renewal or
reduction in coverage, DEVELOPERS shall, forthwith, secure
replacement insurance meeting the provision of this paragraph.
Failure to maintain the insurance required by this paragraph shall be
deemed a material breach of this Agreement and shall authorize and constitute authority for
DISTRICT, at its sole discretion, to proceed to perform the remaining work pursuant to Section
V.3. herein.
18. Within two (2) weeks of completing PROJECT construction, provide
DISTRICT with written notice (Attention: Contract Administration Section) that construction of
PROJECT is substantially complete and requesting that DISTRICT conduct a final inspection of
STORM DRAIN.
19. Accept sole ownership and responsibility for the operation and maintenance
of PROJECT, until such time as DISTRICT accepts ownership and responsibility for operation
and maintenance of STORM DRAIN and PALM SPRINGS accepts ownership and
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responsibility for operation and maintenance of APPURTENANCES. Further, it is mutually
understood by the parties hereto that prior to DISTRICT acceptance of ownesslrip and
responsibility for the operation and maintenance of STORM DRAIN as set forth hercin,
PROJECT shall be in a satisfactorily maintained condition as mutually agreed by DISTRICT,
PALM SPRINGS and CATI3EDRAL CITY.
20. Upon completion of construction of STORM DRAIN, but prior to
DISTRICT acceptance of STORM DRAIN for ownership, operation and maintenance,
DEVELOPERS' civil engineer of record or construction civil engineer of record, duly registered
in the State of California, shall provide to DISTRICT a redlined "as-built" copy of the
IMPROVEMENT PLANS, After DISTRICT approval of"as-built" drawings, DEVELOPERS'
engineer shall schedule with DISTRICT a time to transfer the rcdlined changes onto
DISTRICT'S original IMPROVEMENT PLANS at DISTRICT'S office, after which the engineer
shall review, stamp and sign the IMPROVEMENT PLANS "AS-BUILT".
21. Pay, if suit is brought upon this Agreement or any bond guaranteeing the
completion of STORM DRAIN, all costs and reasonable expenses and fees, including reasonable
attorneys' fees, and acknowledge that, upon entry of judgment, all such costs, expenses and tees
shall be computed as costs and included in any judgment rendered.
22. Ensure that all work performed pursuant to this Agreement by
DEVELOPERS, their- agents or contractors is done in accordance with all applicable laws and
regulations, including but not limited to all applicable provisions of the Labor Code, Business
and Professions Code, and Water Code. DEVELOPERS shall be solely responsible for all costs
associated with compliance with applicable laws and regulations.
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SECTION II
DISTRICT shall:
1. Review and approve IMPROVEMENT PLANS prior to the start of
STORM DRAIN construction.
2. Provide CITIES an opportunity to review and approve IMPROVEMENT
PLANS prior to DISTRICT'S final approval_
3. Upon execution of this Agreement, record or cause to be recorded, a copy
of this Agreement in the Official Records of the Riverside County Recorder.
4. Inspect construction of STORM DRAIN and the connection to LINE 34,
5. Keep an accurate accounting of all DISTRICT costs associated with the
review and approval of IMPROVEMENT PLANS, the review and approval of rights of way and
conveyance documents, and in processing and administration of this Agreement.
6. Keep an accurate accounting of all DISTRICT construction inspection
costs, and within sixty (60) days after DISTRICT acceptance of STORM DRAIN as being
complete, submit a final cost statement to DEVELOPERS. If the deposit, as set forth in Section
L3., exceeds such costs, DISTRICT shall reimburse DEVELOPERS the excess amount within
sixty (60) days after DISTRICT acceptance of STORM DRAIN as being complete. If at any
time the costs exceed the deposit or are anticipated by DISTRICT to exceed the deposit,
DEVELOPERS shall pay such additional amount(s), as deemed reasonably necessary by
DISTRICT to complete the inspection of STORM DRAIN, within thirty (30) days after receipt
of billing from DISTRICT.
7. Accept ownership and responsibility for the operation and maintenance of
STORM DRAIN, upon DISTRICT acceptance of STORM DRAIN construction as being
complete.
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8. Provide CITIES with a reproducible duplicate copy of "as-built"
11', PROVEMENT PLANS upon DISTRICT acceptance of STORM DRAIN construction as
being complete.
SECTION III
PALM SPRINGS shall:
1. Review and approve IMPROVEMENT PLANS prior to the start of
PROJECT construction.
2. Accept the PALM SPRINGS and DISTRICT approved faithful
performance and payment bonds submitted by DEVELOPERS as set forth in Sectiozi 1.6. and
hold said bonds as provided herein.
3. Inspect construction of APPURTENANCES.
4. Accept ownership and sole responsibility for the operation and maintenance
of APPURTENANCES upon (i) satisfactory completion of APPURTENANCES construction,
(ii) DISTRICT acceptance of STORM DRAIN construction as being complete and (iii) transfer
to PALM SPRINGS of any right of way for necessary for PALM SPRINGS to operate and
maintain APPURTENANCES.
SECTION IV
CATHEDRAL CITY shall:
I. Review and approve IMPROVEMENT PLANS prior to the start of
PROJECT construction.
2. By execution of this Agreement, grant DISTRICT the right to construct,
inspect, operate and maintain STORM DRAIN within CATHEDRAL CITY rights of way.
3. By execution of this Agreement, grant PALM SPRINGS the right to
construct, inspect, operate and maintain those portions of APPURTENANCES located within
CATHEDRAL CITY rights of way.
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4- Inspect, operate and maintain certain curb inlets located on east side of'Sun
Luis Rey Drive.
SECTION V
It is further mutually agreed:
1- All work involved with STORM DRAIN shall be inspected by DISTRICT
and shall not be deemed complete until approved and accepted in writing as complete by
DISTRICT.
2. CITIES and DEVELOPERS personnel may observe and inspect all work
being done on STORM DRAIN, but shall provide any comments to DISTRICT personnel who
shall be. solely responsible for all quality control communications with the contractor during the
construction of STORM DRAIN-
3. DEVELOPERS shall complete construction of STORM DRAIN within
twelve (12) consecutive months after execution of this Agreement and within ninety (90)
consecutive calendar days after commencing work on STORM DRAIN- It is expressly
understood that since time is of the essence in this Agreement, failure of DEVELOPERS to
perform the work within the agreed upon time shall constitute authority for DISTRICT to
perform the remaining work and require DEVELOPERS' surety to pay to PALM SPRINGS the
penal sum of any and all bonds- In which case, PALM SPRINGS shall subsequently reimburse
DISTRICT for DISTRICT costs incurred.
4. DISTRICT shall endeavor to issue DEVELOPERS a Notice to Proceed
within twenty (20) days of receipt of DEVELOPERS' complete written notice as set forth in
Section I.7.; however, DISTRICT'S construction inspection staff is limited and, therefore, the
issuance of a Notice to Proceed is subject to staff availability.
In the event DEVELOPERS wish to expedite issuance ok a Notice to
Proceed, DEVELOPERS may elect to furnish an independent qualified construction inspector at
DEVELOPERS' sole cost and expense- DEVELOPERS shall furnish appropriate documentation
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of the individual's credentials and experience to DISTRICT for review and, if appropriate,
approval. DISTRICT shall review the individual's qualifications and experience and, upon
approval thereof, said individual, hereinafter called "DEPUTY INSPECTOR", shall be
authorized to act on DISTRICT'S behalf-on all STORM DRAIN construction and quality control
matters. If DEVELOPERS' initial construction inspection deposit furnished pursuant to Section
I.3. exceeds ten thousand dollars ($10,000), DISTRICT shall refttnd to DEVELOPERS up to
eighty percent (80%) of DEVELOPERS' initial inspection deposit within forty-five (45) days of
DISTRICT'S approval of DEPUTY INSPECTOR; however, a minimum balance of ten thousand
dollars ($10,000) shall be retained on account.
5. STORM DRAIN construction work shall be on a five (5) day, forty (40)
hour work week with no work on Saturdays, Sundays or DISTRICT designated legal holidays,
unless otherwise approved in writing by DISTRICT. If DEVELOPERS feel it is necessary to
work more than the normal forty (40) hour work week or on holidays, DEVELOPERS shall
make a written request for permission Isom DISTRICT to work the additional hours. The
request shall be submitted to DISTRICT at least 72 hours prior to the requested additional work
hours and state the reasons for the overtime and the specific time frames required_ The decision
of granting permission for overtime work shall be made by DISTRICT at its sole discretion and
shall be final. If permission is granted by DISTRICT, DEVELOPERS will be charged the cost
incurred at the overtime rates for additional inspection time required in connection with the
overtime work in accordance with Ordinance Nos_ 671 and 749, including any amendments
thereto, of the County of Riverside.
6. DEVELOPERS shall not request DISTRICT to accept any portion of
STORM DRAIN or request PALM SPRINGS to accept any portion of APPURTENANCES for
operation and maintenance until PROJECT is deemed complete in accordance with Section 11.7.
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7. In the event that any claim, proceeding or legal action is brought against
DISTRICT or CITIES related to this Agreement because of the actual or alleged acts or
omissions by DEVELOPER, its agents or contractors (including but not limited to design,
construction or failure of PROJECT) or because of the actual or alleged failure of DEVELOPER,
it agents or contractors to comply with the requirements of this Agreement, DEVELOPER shall
defend, indemnify and hold DISTRICT and CITIES harmless therefrom, without cost to
DISTRICT or CITIES. Upon DEVELOPER'S failure to do so, DISTRICT and CITIES shall be
entitled to recover from DEVELOPER all of their costs and expenses, including, but not limited
to, reasonable attorneys' fees.
S. DEVELOPERS shall defend, indemnify and hold DISTRICT and CITIES,
their respective officers, agents, employees and independent contractors free and harmless from
any claim or legal action whatsoever, based or asserted, pursuant to Article I, Section 19 of the
California Constitution, the Fifth Amendment of the United States Constitution, or any other law
or ordinance which seeks to impose any other liability or damage caused by from the diversion
of the waters from the natural drainage patterns, save and except claims and litigation arising
through the negligence or willful misconduct of DISTRICT or CITIES, which claims shall be
shared by the parties on a pro rata basis based on their respective responsibilities.
DEVELOPERS shall defend DISTRICT and CITIES without cost to DISTRICT or CITIES, and
upon DEVELOPERS' failure to do so, DISTRICT and CITIES shall be entitled to recover from
DEVELOPERS all of their costs and expenditures, including, but not limited to, reasonable
attorneys' fees.
9. DEVELOPERS for themselves, their successors and assigns, hereby
releases DISTRICT and CITIES, their respective officers, agents, and employees from any and
all claims, demands, actions, or suits of any kind arising out of any liability, known or unknown,
present or future, including, but not limited to any claim or liability, based or asserted, pursuant
112106 5
to Article 1, Section 19 of the California Constitution, the Fifth Amendment of the Uni led Status
Constitution, or any other law or ordinance which seeks to impose any other liability oT damage,
whatsoever, for damage caused by the discharge of drainage within or from PROJECT_ Nothing
contained herein shall constitute a release by DEVELOPERS of DISTRICT or PALM
SPRINGS, their officers, agents and employees liom any and all claims, demands, actions or
suits of any kind arising out of any liability, known or unknown, present or future, for the
negligent maintenance of STORM DRAIN and APPURTENANCES, after the acceptance of
STORM DRAIN and APPURTENANCES by DISTRICT and PALM SPRINGS, respectively.
10. Any waiver by DISTRICT or by CITIES of any breach of any one or more
of the terms of this Agreement shall not be construed to be a waiver of any subsequent or other
breach of the same or of any other term hereof: Failure on the part of DISTRICT or CITIES to
require exact, full and complete compliance with any terms of this Agreement shall not be
construed as in any manner changing the terns hereof, or estopping DISTRICT or CITIES ixom
enforcement hereof
11. If any provision in this Agreement is held by a court of competent
jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless
continue in full force without being impaired or invalidated in any way.
12. This Agreement is to be construed in accordance with the laws of the State
of California.
13. Any and all notices sent or required to be sent to the parties of this
Agreerent will be mailed by first class mail, postage prepaid, to the following addresses:
RIVERSIDE COUNTY FLOOD CONTROL CITY OF PALM SPRINGS
AND WATER CONSERVATION DISTRICT 3200 E. Tabquitz Canyon Way
1995 Market Street Palm Springs, CA'92262
Riverside, CA 92501 Attn: David J. Barakian
GEIGER, LLC CITY OF CATHEDRAL CITY
6044 West Country Court 68700 Avenida Lalo Guerrero
Visalia, CA 93277 Cathedral City, CA 92234
Attn: Gary Geiger Attn: Bill Bayne
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ENDURE INSVESTMENTS, LLC
c/o Excel Property Management
1888 Century Park East, Suite 450
Los Angeles, CA 90067
Attn: Jack Kurchian
14. Any action at law or in equity brought by any of the parties hercto for the
purpose of enforcing a right or rights provided for by the Agreement, shall be tried in a corm of
competent jurisdiction in the County of Riverside, State of California, and the parties hereto
waive all provisions of law providing for a change of venue in such proceedings to any other
county_
15. This Agreement is the result of negotiations between the parties hereto, and
the advice and assistance of their respective counsel. The fact that this Agreement was prepared
as a matter of convenience by DISTRICT shall have no import or significance. Any uncertainty
or ambiguity in this Agreement shall not be construed against DISTRICT because DISTRICT
prepared this Agreement in its final form.
16. The rights and obligations of DEVELOPERS shall inure to and be binding
upon all heirs, successors and assignees.
17. DEVELOPERS shall not assign or otherwise transfer any of their rights,
duties or obligations hereunder to any person or entity without the written consent of the other
parties hereto being first obtained. In the event of any such transfer or assignment,
DEVELOPERS expressly understands and agrees that it shall remain liable with respect to any
and all of the obligations and duties contained in this Agreement.
18. The individuals executing this Agreement on behalf of DEVELOPERS
hereby certify that they have the authority within their respective companies to enter into and
execute this Agreement, and have been authorized to do so by any and all boards of directors,
legal counsel, and or any other board, committee or other entity within their respective
companies which have the authority to authorize or deny entering this Agreement.
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19. This Agreement is intended by the parties hereto as a final expression of
their understanding with respect to the subject matter hereof and as a complete and exclusive
statement of the tenns and conditions thereof and supersedes any and all prior and
contemporaneous agreements and understandings, oral or written, in connection therewith. This
Agreement may be changed or modified only upon the written consent of the parties hereto.
14104 s
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
(to be filled in by the Clerk of the Board)
RIVERSIDE COUNTY FLOOD CONTROL
RECOMMENDED FOR APPROVAL AND WATER CONSERVATION DISTRICT
By By
WARREN D. WILLIAMS MARION ASHLEY, Chaimm
General Manager-Cluef Engineer Riverside County Flood Control and Water
Conservation District Board of Supervisors
APPROVED AS TO FORM: ATTEST:
JOE S. RANK NANCY A. ROMERO
County Counsel Clerk of the Board
By By
NEAL KIPNIS Deputy
Deputy County Counsel
Dated (SEAL)
Cooperative Agreement: Parcel Map No. 31969
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APPROVED AS TO FORM: CITY OF PALM SPRINGS
By By
DOUGLAS HOLLAND DAVID IT READY, City Manager
City Attorney City of Palm Springs
Dated ATTEST:
By
JAMES THOMPSON
City Clerk
(SEAL)
Cooperative Agreernent: Parcel Map No. 31968
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APPROVED AS TO FORM: CITY OF CATHEDRAL CITY
13y _ By
CHARLES GREEN DONALD BRADLEY, City Manager
City Attorney City of Cathedral City
Dated ATTEST:
By
PAT HAMMERS
City Clerk
(SEAL)
Cooperative Agreement: Parcel Map 31968
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GEIGER, LLC
a Nevada limited liability company
By:
JOHN J. CARROLL IV, INC.
a California Corporation
Its managing member
By
JOHN CARROLL_
President
And
ENDURE INVESTMENTS, LLC
a Nevada limited liability company
By:
EXCEL PROPERTY MANAGEMENT
SERVICES, INC.
a California Corporation
Its managing member
By
MARK GABAY
President
(NOTARY)
(ATTACH NOTARY ACKNOWLEDGEMENT
WITH CAPACITY STATEMENT FOR EACH
SIGNATORY)
Cooperative Agreement: Parcel Map No. 31968
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Parcel Map 31968
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Cooperative Agreement
Parcel Map 31968
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MINUTE ORDER NO.
APPROVING A COOPERATIVE AGREEMENT
BETWEEN THE RIVERSIDE COUNTY FLOOD
CONTROL AND WATER CONSERVATION
DISTRICT, THE CITY OF PALM SPRINGS, THE
CITY OF CATHEDRAL CITY, AND GEIGER, LLC, A
NEVADA CORPORATION, ASSOCIATED WITH THE
CONSTRUCTION, OPERATION, AND
MAINTENANCE OF FLOOD CONTROL
IMPROVEMENTS IDENTIFIE❑ AS PALM SPRINGS
MASTER ❑RAINAGE PLAN (MDP) LINE 34A,
ASSOCIATED WITH PARCEL MAP 31968
I, James Thompson, City Clerk of the City of Palm Springs, hereby certify that
this Minute Order approving a Cooperative Agreement between the Riverside
County Flood Control and Water Conservation District, the City of Palm Springs,
the City of Cathedral City, and Geiger, LLC, a Nevada Corporation, associated
with the construction, operation, and maintenance of flood control improvements
identified as Palm Springs Master Drainage Plan (MDP) Line 34A associated
with Parcel Map 31968, was adopted by the City Council of the City of Palm
Springs, California, in a meeting thereof held on the 6th day of June, 2007.
James Thompson, City Clerk