HomeMy WebLinkAboutA6935 - FRIENDS OF PALM SPRINGS MOUNTAINS Wv_
FRIENDS OF PALMS SPRINGS MOUNTAINS
SERVICES AND WORK AGREEMENT
THIS FRIENDS OF PALM SPRINGS MOUNTAINS AGREEMENT("Agreement'), dated this
__� day of _9i cer2& ,' 2016, is entered into by and between the City of Palm Springs, a
California municipal corporation and charter city, ("City"), and Friends of Palm Springs Mountains, a
California non-profit corporation,("Friends"),with reference to the following:
RECITALS
A. Friends and the City has determined there is a need for a Services and Work Agreement
between Friends and the City for the (1) construction of highway fencing and gates, (2)site cleanup of
debris and garbage,(3) the initiation of nature restoration, (4)installation of property signage and(5) the
implementation of flood control trail permits.
B. The City continues to look at ways to effectively, efficiently and affordably partner with
Friends for both the current and future fiscal years. These combined efforts include not only the
development of long range, stable funding, but also strategic partnering in the ongoing preservation of
Chino Canyon.
C. The Parties recognize and agree that the preservation of critical habitat and scenic open
space area at the entry to Palm Springs known as the Chino Cone will enhance public access and
enjoyment of the natural environment, enhance tourism opportunities and promote a healthy and
active lifestyle for residents and tourists alike.
In consideration of these promises and mutual obligations and conditions, the Parties agree as
follows:
AGREEMENT
1. California State Route I I I Fence and Gates.
A. Friends, with the assistance of the City, shall coordinate and supervise the installation of
a low, two cable fence and access gates along the California State Route 1 I 1 Highway right-of-way at
the Angel Cove area properties(see Exhibit A).
B. The City shall provide $75,000 towards the construction of the fence and gate(s).
C. Friends shall prepare draft construction plans which includes map location and
supporting text describing the proposed fence and gate(s)-
D. Friends shall review and coordinate the approval of the construction plans with the City
of Palms Springs, Coachella Valley Mountains Conservancy (CVMC), California Department of
Transportation(Caltrans),and private landowners within Angel Cove.
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1190902.1
E. Friends shall request grant funding from the CVMC for fence and gate construction.
Friends shall also coordinate utilization of the approved grant funds in conjunction with City funding.
F. Friends shall locate potential bidders for performance of work and will be responsible for
choosing a contractor to perform the site work. Friends shall supervise the work and ensure it is
completed on a timely and cost effective basis.
2. Site Cleanup.
A. Friends shall ensure midsize and larger debris removal is completed on the properties
outlined in Exhibits B. Friends shall hire and supervise the contractor who will complete site the
cleanup.
B. Friends and the City shall budget $28,000 for the site cleanup. Friends shall locate
potential bidders for performance of work and will be responsible for choosing a contractor to perform
the site work. Friends shall supervise the work and ensure it is completed on a timely and cost effective
basis.
C. Friends shall conduct a"walk through"with potential bidders, identify cleanup locations,
and describe site cleanup locations in coordination with City staff if desired.
D. Friends will coordinate the bidding, award and contract supervision for the cleanup
efforts. City will have the ability to review the cleanup work and provide guidance as necessary.
E. Work will not commence until after the site is secured with the new cable fencing.
3. Nature Restoration.
A. There are numerous dirt roads and a few concentrated use areas on the Angel Cove
property which have severely damaged the natural vegetation and compacted the soil. Additionally,
there are some non-native Tamarisk trees located on the property. Friends shall initiate nature
restoration on the properties outlined in Exhibit C.
B. Friends and the City shall budget $50,000 for the nature restoration, which includes the
removal of dirt roads and evasive trees. Friends shall identify dirt roads and evasive trees that should be
removed as outlined in Exhibit C. Friends will coordinate removal of dirt roads and evasive trees with
the City as needed.
C. There are two roads that will not be removed during this nature restoration project. Dirt
Road #1 is located on a legal easement leading to a cluster of six small five-acre holding at the
southwest comer of the property outlined in Exhibit D. Dirt Road#2 is an east-west road approximately
100 yards back from and parallel to California State Route 111 which is a proposed future hiking trail.
This meandering roadway interconnects the flood control dike with the Shiprock property and extends to
the easement road at the west end of the property outlined in Exhibit D.
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119M2.1
D. Friends shall locate potential bidders for performance of work and will be responsible for
choosing a contractor to perform the work. Friends shall supervise the work and ensure it is completed
on a timely and cost effective basis.
E. Friends shall conduct a `walk thru" with potential bidders, identity nature restoration
sites in coordination with City staff if desired.
F. Friends will coordinate the bidding, award and contract supervision for the nature
restoration efforts. City will have the ability to review the nature restoration efforts and provide
guidance as necessary.
4. signage.
A. Friends and the City shall mutually design signs which properly interpret the origins and
natural and cultural significance of the Shiprock and Angel Cove properties. Friends shall supervise
the installation of two interpretive markers at the Shiprock and Angel Cove access points outlined in
Exhibit E. Friends shall also supervise the installation of trail markers on properties outlined in Exhibit
E.
S. Friends and the City shall budget $50,000 for the research and installation of the signage.
Friends shall research the history of the two property names, as well as relevant natural and cultural
histories of the sites and will develop sample designs of the sign markers-
C. Friends shall coordinate with the City, CVMC, and the Palm Springs Historical Society
regarding the wording and design of the proposed sign markers.
D. Friends shall locate potential bidders for performance of work and will be responsible for
choosing a contractor to perform the work. Friends shall supervise the work and ensure it is completed
on a timely and cost effective basis.
E. Friends shall conduct a "walk thru" with potential bidders and identify sign marker sites
in coordination with City staff if desired.
F. Friends will coordinate the bidding, award and contract supervision for the sign markers.
City will have the ability to review the sign markers and provide guidance as necessary.
S. Flood Control Trail Permit Process.
A. Friends shall complete and submit an application from the Riverside County Flood
Control District to implement a hiking trail at the top of the Chino Cone Flood Control Dike
outlined in Exhibit 1.
13. Friends and the City shall budget $35,000 for the preparation of the application. Friends
shall meet with representatives of the Riverside County Flood Control District, obtain necessary
materials, and submit the application to the City to submit for approval.
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1190902.1
C. Friends will coordinate with the Flood Control District, City, and CVMC as required
to ensure the trail permit is completed on a timely basis.
D. Friends will prepare a report advising the City how to guide the permit application
through the Flood Control District review and approval process.
6. Insurance and Indemnity.
A. Friends shall maintain Workers' compensation and disability insurance as may be
required by law with respect to all persons working at or performing services at the Properties.
Certificates of such insurance shall be filed annually with the City Clerk.
B. Friends shall, at its sole cost and expense, procure such public liability insurance from
insurers acceptable to the City's Risk Manager as will protect the Friends and the City from any claims
for damages to property and for personal injuries, including,without limitation, death, which may in any
way arise hereunder or from the services provided by the Friends or anyone directly or indirectly
employed by the Friends. Such liability insurance shall have a policy limit of not less than Five Million
(S5,000,000.00) Dollars per occurrence, and shall name the City of Palm Springs as an "additional
insured" and shall not be cancellable without prior notice to the City. In addition, Friends shall be
responsible for causing any subcontractor providing work or services under this Agreement to procure
and maintain the same types and amounts of insurance, and in compliance with the terms set forth in this
Section, including but not limited to adding the City of Palm Springs, its officials, officers, employees,
agents and volunteers as additional named insureds to their respective policies. Friends shall not allow
any subcontractor to commence any work or services relating to this Agreement unless and until it has
provided evidence satisfactory to City that the subcontractor has secured all insurance required under
this Section. Friends agrees to monitor and review all such coverage and assumes all responsibility for
ensuring that each subcontractor's insurance coverage is provided and maintained in conformity with the
requirements of this Section.
C. Copies of all policies and related endorsements shall be delivered to the City Clerk
with full premiums paid on or as promptly as practicable after the commencement date of this
Agreement. All policies shall be subject to the written prior approval of the Risk Manager for
adequacy in form and protection.
D. Friends agrees to defend, indemnify, and hold City, its officers, agents, employees,
successors and assigns harmless from any loss, damage, injury, sickness, death, or other claim made by
any person and from all costs, expenses and charges including attorney's fees caused by or arising out of
Friend's, its officers', agents', subcontractors', or employees' negligent acts, negligent errors, or
negligent omissions or willful misconduct, or conduct for which the law imposes strict liability on
Friends in the performance or failure to perform this Agreement.
7. Maintenance and Repair.
A. Friends shall do nothing detrimental to the property. Friends shall not intentionally
harm the property, roads, signs, trails, fencing, or grounds_ Upon City determination of intentional
harm (through willful act or neglect) to the property, roads, signs, trails, fencing, or grounds,
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1190992.1
Friends will be financially responsible for all repairs and may be subject to termination of this
Agreement as provided in this Agreement. The President of the Friends of Palm Springs Mountains
shall contact the City Manager when repairs to the property are needed. Friends are responsible for
contacting City Manager in a timely manner for emergency or non-routine maintenance issues that may
arise.
B. Friends and its agents, employees, or contractors, subcontractors or other representatives
shall not bring upon the Property, or permit or authorize any other person or entity to bring upon the
Property, any hazardous materials, hazardous substances, hazardous wastes, pollutants, asbestos,
polychlorinated biphenyls (PCBs), petroleum or other fuels (including crude oil or any fraction or
derivative thereof).Notwithstanding the foregoing, Friends may bring such fuels and lubricants onto the
property as may be required for operation of construction vehicles during construction and backup
power for generators during, maintenance or repair of the Property. In addition, Friends may also bring
onto the Property, any lead-acid batteries, cleaning solvents, and other chemicals necessary for proper
utilization and maintenance of the Property. In bringing any materials or substance onto, or using any
materials and substances on, the Property, Friends shall comply with all federal, State, and local
government laws, regulations, and rules. Friends shall be solely responsible for any damages or costs
incurred by Lessor due to any environmental contamination, arising from the presence or use on
Friends' behalf of any hazardous materials or substances that Friends, its agents, employees, contractors,
subcontractors or other representatives bring onto the Property.
8. Term and Termination.
A. The term of this Agreement shall commence and shall be in full force and effect upon
execution by City and shall terminate on July 31, 2017. The term of the Agreement may be extended
with the mutual consent and agreement of the Parties.
B. Either party may terminate this Agreement by giving (90) days written notice to the
other party. In the event of such termination, the City shall be responsible for payment to Friends
only for services and work actually rendered through and until the final date of termination.
9. Agreement Price
A. City and Friends agree that the total budget allocated for this entire Agreement by the
Palm Springs City Council is$238,000,
B. Periodic Payments: Payments under this Agreement shall be paid on a periodic basis,
contingent on the submission of appropriate documentation acceptable to the City Manager, supporting
any advance of funds or reimbursement of any expense,in a total amount not to exceed$238,000.00,
10. City Officers and Employees;Non-Discrimination
A. Non-Liability of City Officers and Employees. No officer or employee of City shall be
personally liable to the Consultant, or any successor-in-interest, in the event of any default or breach by
City or for any amount which may become due to the Consultant or its successor, or for breach of any
obligation of the terms of this Agreement.
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119o9in_3
B. Conflict of Interest. Contractor acknowledges that no officer or employee of the City has
or shall have any direct or indirect financial interest in this Agreement nor shall Contractor enter into
any agreement of any kind with any such officer or employee during the term of this Agreement and for
one year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give,
any third party any money or other consideration in exchange for obtaining this Agreement.
C. Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs,
executors, assigns, and all persons claiming under or through them, that there shall be no discrimination
or segregation in the performance of or in connection with this Agreement regarding any person or
group of persons on account of race, color, creed, religion, sex, marital status, disability, sexual
orientation, gender identity, gender expression, national origin, physical or mental disability, medical
condition,or ancestry.
D. Non-Discrimination Certification.
a. Consultant certifies and represents that,during the performance of the Agreement,
the Recipient and any other parties with whom it may contract shall adhere to the City's
non-discrimination and equal benefits as provided pursuant to Ordinance No. 1896 in the
Palm Springs Municipal Code Section 7.09.040 to assure that applicants and employees
are treated equally and are not discriminated against because of their actual or perceived
race, color, religion, ancestry, national origin, disability, medical condition, marital
status, domestic partner status, sex, gender, gender identity, gender expression, or sexual
orientation. Recipient further certifies that it will not maintain any segregated facilities.
b. Consultant shall, in all solicitations or advertisements for applicants for
employment placed by or on behalf of this Agreement state that it is an "equal
opportunity employer" or that all qualified applicants will receive consideration for
employment without regard to their actual or perceived race, color, religion, ancestry,
national origin, disability, medical condition, marital status, domestic partner status, sex,
gender,gender identity, gender expression, or sexual orientation.
C. Prior to final payment pursuant to Section 9.B.c of this Agreement, Consultant
shall certify that it has not, in the performance of this Agreement, discriminated against
applicants 'or employees because of their actual or perceived race, color, religion,
ancestry, national origin, disability, medical condition, marital status, domestic partner
status,sex,gender,gender identity, gender expression,or sexual orientation.
d. If requested to do so by the Contract Officer, Consultant shall provide the City
with access to copies of all of its records pertaining or relating to its employment
practices, except to the extent such records or portions of such records are confidential or
privileged under state or federal law.
e. Consultant agrees to recruit Coachella Valley residents initially and to give them
preference, if all other factors are equal, for any new positions which result from the
performance of this Agreement and which are performed within the City. The Contract
Officer may agree to modify requirement where it is in conflict with federal or state laws
or regulations.
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119p9a?.1
11. Miscellaneous Provisions.
A. Legal Requirements. In performing its obligations and duties under this Agreement,
Friends shall conform to all applicable ordinances of the City of Palm Springs and the laws and
regulations of the State of California. All such ordinances, laws, and stipulations and orders are
collectively referred to in this Agreement as the "Legal Requirements."
B. Prevailing Wages. Friends is aware of the requirements of California Labor Code
Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section
16000, et seq., ("Prevailing Wage Laws"). Friends agrees to fully comply with all applicable federal
and state labor laws (including, without limitation, if applicable, the Prevailing Wage Laws). It is
agreed by the Parties that,in connection with the Work or Services provided pursuant to this Agreement,
Friends shall bear all risks of payment or non-payment of prevailing wages under California law, and
Friends hereby agrees to defend, indemnify, and hold the City, its officials, officers, employees, agents
and volunteers, free and harmless from any claim or liability arising out of any failure or alleged failure
to comply with the Prevailing Wage Laws. The foregoing indemnity shall survive termination of this
Agreement.
C. Friends represents that it is legally qualified to perform all of its obligations and duties as
required under the temps of this Agreement and that it is properly incorporated as a Not for Profit
Corporation under the laws of the State of California. Friends also agree this Agreement, or any interest
herein, shall not be assigned or transferred, voluntarily or by operation of law, without the prior written
approval of the Palm Springs City Manager,
D. Friends shall obtain at its sole cost and expense such licenses, permits, and approvals as
maybe required by law for the performance of the services required by this Agreement.
E. The City Manager or their authorized representative has the right to make inspections of
the Property upon reasonable notice during business hours to assure compliance with the requirements
of this Agreement.
F. Nothing in this Agreement shall be construed as establishing a partnership under
California law between the parties or to authorize either party to this Agreement to incur any debt or
obligation of the other. Neither the City nor the Friends shall be considered as the agent of the other nor
shall either have the right to bind the other in any manner whatsoever.
G. Dispute Resolution. The Parties intend that any issues related to Property or issues
relating to interactions between the employees or agents of the parties, or any issues concerning rights
and responsibilities under this Agreement, be resolved at the lowest possible level. Toward that end, the
Parties agree to attempt in good faith to mutually resolve disputes at a staff level in the first instance. If
unresolved,the dispute will be moved to the next level of supervisor in the case of the City and Friends.
If the matter cannot be resolved at that level, the issue will be addressed by the City Manager and the
Executive Director to mutually resolve the dispute. If, at this level, the Parties are still unable to reach
resolution,then the Parties may mutually agree to submit the issue in controversy to mediation through a
mutually agreed upon local mediator. Any costs for mediation shall he borne equally by the Parties. If
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the Parties are unable to reach resolution through mediation, the Parties shall then be free to exercise
their respective rights under the Agreement through whatever means are available under law.
H. It is the express understanding of the parties that this Agreement does not constitute an
employer-employee arrangement. Friends' status is that of an independent contractor and covenants that
it will conduct itself consistent with such status.
I. It is understood that continuation of the Agreement between the Parties is subject to
available city funding in annual appropriations during the budget process.
J. This Agreement represents the entire understanding of the City and Friends as to those
matters contained herein. No prior oral or written understanding shall be of any force or effect with
respect to those matters covered by this Agreement. This Agreement shall be governed by the laws of
the State of California and construed as if drafted by both City and the Friends. Any action, arbitration,
mediation, hearing or other proceeding related to this Agreement shall be conducted only in the County
of Riverside.
K. Any written notices required pursuant to this Agreement shall be made by certified or
registered mail, return receipt requested, or reliable overnight courier and delivered to the following
address:
To City: City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: City Manager
To Friends: Friends of Palm Springs Mountains
P.O. Box 3172
Palm Springs, CA 92263
Attn: Chair
L. Each party agrees to and shall do and perform such other and further acts and properly
execute and deliver such other and further documents as may be reasonably necessary, expedient or
convenient to implement the intents and purposes hereof.
M. Whenever this Agreement requires or calls for the approval or consent of any parry
hereto,such approval shall not be unreasonably withheld, delayed, or conditioned.
f
N. In the event of any dispute, arbitration, or litigation arising out of or relating to this
Agreement, or the breach or performance of it, the prevailing party shall be entitled to recover, in
addition to any other appropriate relief,reasonable attorneys'fees and legal costs incurred in connection
therewith.
I
O. In the event any provisions of this Agreement is deemed or construed by arbitration or a
court of competent jurisdiction to be unenforceable, the remaining provisions shall nevertheless remain
binding and enforceable to the maximum extent possible.
Page18 1 1
i MW2_1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement and made it
effective as of the day and year set forth above.
FRIENDS: FRIENDS OF PALM SPRINGS MOUNTAINS
A California Non-Profit Corporation
Title: r-A -Y.%'
Dated:_ 2 1r 16 _
CITY: CITY OF PALM SPRINGS
A California municipal corporatio harter city
B��,.!
Title: G'i7L act
Dated:
ATTEST:
es T ho pson,City Clerk
APPROVED AS
TO LEGAL FORM:
Douglas olland, City Attorney
APPROVED BY CITY COUNCIL
Page 19 12
1190902.1
I
ACKNOWLEDGMENT
A notary public or other officer completing this certificate
verifies only the identity of the individual who signed the
document to which this certificate is attached,and not the
truthfulness,accuracy,-or validity of that document.
State of Califorry�
County of ir4l&t dC
On 64W 04eforeme, _ (IVXjlt4Q 14 &Qdi A1AA !{ plJ�j�lc
(here insert name and title of the offer)
personally appeared IV, H fZa ylih!i
who proved to me on the basis of satisfactory evidence to be the persons)whose name*
Ram subscribed to the within instrument and acknowledged to me that 't
executed the same in p b& authorized capacity(jgs�, and that by er tl�ir
is er
signature(s) on the instrument the persona, or the entity upon behalf of which the
person(a) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature _
(Seal)
CYNTHIA A. BERARDI
''+ Commission k 21155635
Z - Notary Public -California i
z Riverside County '—
M Comm.E ires Feb 18.2018
Exhibit A: Angel Cove Area Fencing
FENCING To TERMINATE.
Angel Cove- Proposed Fencing . INTDIIOCKSLOTATEDUP
SLOPEOFNILLTXISAREA
CITY PROPERTY FENCING
APPROX.I'M LF.
..I CITY PROPERTY FENCING
APPROX.I IS L.F.
t/ � 1 Si Pi Half RID.
ACCESS GATE FRIENDS I'RUI'EPIS FFW INI.
' APPRII%.n01J. APPRO\.9'S l_E
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FRIENOSPROPERTYFENCING
5 M1 -
r FRIENDS PROPERTY FENCING
APPROX 385 LE
FRIENDS YRUIERT'IEN[IN4 '
r AYPROJL 3.f 55 LF.
TO TERMINATE
nt INTO RIP RAP SUPPORTING
6DLEOiACCESSROAD
TN15 AREA
OWNERSHIP LEGEND
City of Palm Springs
— Friends of Palm Springs Mountains .}/ •SEE SXIPROCK EXHIBIT fI
Parcel Boundaries U I R CONFIGURATION
NFIRATION AND I 1
It � DiTAI151N 7H15 AREA
- - Proposed Fencing t !, P 1 ACCESS LATE AT BOTTOM
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OF" P FLOODCON L TRO AC
FROM EDGE Of HIGHWAY.
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Exhibit B: Site Cleanup
Midsize and larger debris will be removed on the properties Properties marked with an "X"
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7� DESERT
WATER
AUTHORITY
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Exhibit C: Nature Restoration
Natural Restoration will be initiated on the properties Properties marked with an"X"
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OW DESERT
�- WATER
AUTHORITY
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Exhibit D- Dirt Road#1 and#2
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Exhibit E: Sign Locations at Angel Cove and Shiprock
PROPOSED
PROPOSED SHORT TERM PROPOSED
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SIGNAGE IDAKKINC SIGE
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Exhibit G: Chino Cone Flood Control Dike Trail
Proposed Trails 1 \
Overlooks
----- Hiking Trails y,
----- CV Link Trails
0 1,000 t.000 3,000 4.000 5.000 Fro
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