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C4!IFORN�P City Council Staff Report
Date: May 7, 2014 CONSENT CALENDAR
Subject: APPROVAL OF SUB-REIMBURSEMENT AGREEMENT WITH CVAG
FOR THE LOCAL SHARE OF COSTS FOR THE INTERSTATE 10
INTERCHANGE PROJECT AT JEFFERSON STREET
From: David H. Ready, City Manager
Initiated by: Public Works and Engineering Department
SUMMARY
On January 27, 2014, the CVAG Executive Committee approved an amended Sub-
Reimbursement Agreement for the local share of costs for the Interstate 10 Interchange
Project at Jefferson Street. Approval of this agreement formally obligates the City to
pay CVAG its fair share of costs towards this 1-10 Interchange Project.
RECOMMENDATION:
1) Approve Agreement No. a Sub-Reimbursement Agreement by and
between CVAG, City of Cathedral City, City of Coachella, City of Desert Hot
Springs, City of Indian Wells, City of Indio, City of La Quinta, City of Palm Desert,
City of Palm Springs, City of Rancho Mirage, and the County of Riverside for the
Interchange Project at 1-10 and Jefferson Street; and
2) Authorize the City Manager to execute all necessary documents.
STAFF ANALYSIS:
On January 27, 2014, the CVAG Executive Committee approved an amended Sub-
Reimbursement Agreement for the local share of costs for the Interstate 10 Interchange
Project at Jefferson Street. The background for this report is provided in the CVAG
Executive Committee staff report of January 27, 2014 attached.
FISCAL IMPACT:
Approval of the agreement obligates the City to pay CVAG its fair share of costs of 4.9%
of the $12,500,000 local share towards this 1-10 Interchange Project. Palm Springs fair
share is currently estimated at $612,500. Sufficient funds will be available from the
ITEM NO.__ ? L
City Council Staff Report
May 7, 2014 -Page 2
CVAG Sub-Reimbursement Agreement for 1-10 Interchange at Jefferson Street
Local Measure A account in the 2014/2015 fiscal year subsequent to the RCTC
approval of the Measure A Five-Year Plan in June or July 2014.
SUBMITTED:
Prepared by: Recommended by:
_Y_zz�Z_
Savat Khamphou David J. Barakian
Assistant Director of Public Works/ Director of Public Works/City Engineer
Assistant City Engineer
Approved by:
David H. Ready, er
Attachments:
1. January 27, 2014, CVAG Staff Report
2. Letter to City from CVAG with Sub-Reimbursement Agreement
02
ITEM 6C
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ExectAivo CommMeo
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Staff Report
Subject: Consider Sub-Reimbursement Agreements by and between CVAG and the
City of Cathedral City, the City of Coachella, the City of Desert Hot Springs,
the City of Indio, the City of Indian Wells, the City of La Quinta, the City of
Palm Desert, the City of Palm Springs, the City of Rancho Mirage and the
County of Riverside for the Interchange Project at Jefferson Street and
Interstate 10
Contact: Allyn Waggle, Deputy Executive Director (awaggle .cvag.org)
Recommendation: Approve the Sub-Reimbursement Agreements by and between CVAG
and the City of Cathedral City, the City of Coachella, the City of Desert Hot Springs, the
City of Indio, the City of Indian Wells, the City of La Quinta, the City of Palm Desert, the
City of Palm Springs, the City of Rancho Mirage and the County of Riverside for the
Interchange Project at Jefferson Street and Interstate 10.
Transportation Committee: CONCURS (Meeting of January 6th)
Technical Advisory Committee: CONCURS (Meeting of January 13th)
Backaround: The CVAG Executive Committee approved the distribution of percentages
of responsibility for the local share of costs for the Interchange Project at Jefferson
Street and Interstate 10 at their meeting of October 28, 2013. The presentation of this
Sub-Reimbursement Agreement is simply to establish a process by which CVAG and the
appropriate jurisdictions can establish an invoicing procedure.
In January 2002 CVAG entered a Reimbursement Agreement for the Jefferson Street/ Interstate
10 Interchange project with Riverside County and the City of Indio. These two agencies were
identified as partners in relation to jurisdictions within which the project is sited, as well as those
jurisdictions in the near, most-immediately benefited, vicinity. This was roughly the process
when most Reimbursement Agreement were approved during this era.
However, it became apparent that the benefits derived from completion of the several
interchange projects about-to-be constructed on Interstate 10 were more far-reaching than
initially assigned. Accordingly, as to each project, and after extensive input from its member
jurisdictions, in September 2003 CVAG adopted a schedule of the percentages of the 25%
Local Share to be charged to each of the responsible jurisdictions based on the ratio of trips
generated by each of the respective jurisdictions. At this point, the local jurisdictions with
responsibility for payment for the Jefferson Street Interchange Project expanded to include the
City of La Quinta, but no amendment to the Reimbursement Agreement was made to reflect that
change.
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Subsequently, the areas contributing traffic to the Jefferson Street interchange have been re-
analyzed and the future traffic load has changed as well. The result has been that responsibility
for payment for some jurisdictions has changed from their 2003 schedule of percentages and all
the remaining Coachella Valley jurisdictions have been added to the list of those responsible for
a portion of the Local Share of project costs. At their meeting of October 2013 the Executive
Committee approved a revised distribution of percentage of responsibility for payment for the
25% Local Share of costs for the Jefferson Street Interchange Project.
Rather than amend these jurisdictions into the original Reimbursement Agreement it was
decided to be more efficient to have them enter a new Sub-Reimbursement Agreement with
CVAG to provide both CVAG and our jurisdictions a vehicle to authorize issuance and payment
of invoices received from CVAG for their percentage share of responsibility for the local portion
of costs for the Jefferson Street Interchange Project. That Sub-Reimbursement Agreement is
attached to this staff report.
This Sub-Reimbursement Agreement is intended to provide for collection and payment of the
applicable percentage of the local share of the costs of the agencies NOT NAMED in the
Reimbursement Agreement for the Jefferson Street Interchange Project. Agencies named below
agree to contribute their percentage assessment of the Local Share as shown for the Jefferson
Street Interchange Project.
This Sub-Reimbursement Agreement modifies and changes the proportionate local
shares of costs for the responsible jurisdictions for the Jefferson Street Interchange
Project as originally approved by the Executive Committee at their meeting in September,
2003.
This Sub-Reimbursement Agreement includes the City of Cathedral City, the City of
Coachella, the City of Desert Hot Springs, the City of Indian Wells, the City of Indio, the
City of La Quinta, the City of Palm Desert, the City of Palm Springs, the City of Rancho
Mirage and the County of Riverside as agencies responsible for payment of
proportionate shares of local costs for the Jefferson Street Interchange Project as
approved by the Executive Committee at their meeting in October, 2013.
The County of Riverside and the City of Indio, signatories to the original Reimbursement
Agreement, are also signatories to this Sub-Reimbursement Agreement as this is the
document which establishes the percentage of Local Share which those two jurisdictions
are responsible for in payment for the Jefferson Street Interchange Project
The following table shows all proportionate local shares for the Jefferson Street Interchange
Project which were approved in October, 2013.
Cathedral City 3.2 %
Coachella 2.6%
Desert Hot Springs 0.8%
Indian Wells 0.7%
Indio 50.1%
La Quinta 10.7%
Palm Desert 2.5%
Palm Springs 4.9%
Rancho Mirage 1.6%
Riverside County 22.9%
100.0%
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CVAG has entered into a Reimbursement Agreement for the Project with the County of
Riverside (Lead Agency) and the City of Indio concerning the administration of regional funding
for the cost of the Project.
Fiscal Analysis: There is no additional cost to CVAG for the recommended action. The total
amount of local share will not change, but the percentage amounts which jurisdictions will pay
will change from the 2003 estimates.
Contract Finalization: Prior to execution, minor changes/ revisions may be made to the Sub-
Reimbursement Agreement for clarification purposes by CVAG's Executive Director and/ or
Legal Counsel.
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Jefferson St/1 -10 Interchange Project
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February 26, 2014 CVAG
CITY MANAGER
David Ready NAR O
City Mana 9 er 4 20t4
City of Palm Springs
3200 East Tahquitz Canyon Way CITY�F PA�P,9 SPR;���
Palm Springs, CA 92262 $
Re; Interstate Project at Jefferson St. and I-10
Dear Mr. Ready:
Enclosed please find two original Sub-Reimbursement Agreements between the Coachella
Valley Association of Governments (CVAG) and the City of Cathedral City, City of Coachella,
City of Desert Hot Springs, City of Indian Wells, City of Indio, City of La Quinta, City of Palm
Desert, City of Palm Springs, City of Rancho Mirage and the County of Riverside. This
agreement was made and is effective as of January 27, 2013.
Please sign the documents and return them to my attention at CVAG: 73-710 Fred Waring
Drive, Suite 200, Palm Desert, CA 92260. When complete, I will send you an executed original
for your records. If you have any questions, or need further information regarding this
agreement, please contact me at (760) 346-1127.
Sincerely,
Cynthia Man Ila
Accounting Assi tant
Enclosures
CITY OF BLYTHE-CITY OF CATHEDRAL CITY-CITY OF COACHELLA CITY OF DESERT NOT SPRINGS CITY OF INDIAN WELLS O rj
CITY OF INDIO CITY OF LA QUINTA CITY OF PALM DESERT CITY OF PALM SPRINGS-CITY OF PANCHO MIRAGE COUNTY OF RIVERSIDE
AGUA CALIENTE BAND OF CAHUTLA INDIANS CABAZON BAND OF MISSION INDIANS
SUB-REIMBURSEMENT AGREEMENT
by and between
CVAG
and the City of Cathedral City, the City of Coachella, the City of Desert Hot Springs,the
City of Indian Wells, the City of Indio,the City of La Quinta, the City of Palm Desert, the
City of Palm Springs, the City Of Rancho Mirage and the County of Riverside
for
the Interchange Project at Jefferson Street and Interstate 10
THIS SUB-REIMBURSEMENT AGREEMENT is made and entered into this 27th day of
January, 2014 by and between the City of Cathedral City (Agency), the City of Coachella
(Agency), the City of Desert Hot Springs (Agency), the City of Indian Wells (Agency), the
City of Indio (Agency), the City of La Quinta (Agency), the City of Palm Desert (Agency),
the City of Palm Springs (Agency), the City Of Rancho Mirage (Agency), the County of
Riverside (Agency) and the Coachella Valley Association of Governments, a California
joint powers agency, (CVAG), with reference to the following background facts and
circumstances:
The Transportation Project Prioritization Study, a valley-wide study prepared and
regularly updated under the auspices of CVAG, has identified various transportation and
highway projects throughout the Coachella Valley as projects of regional importance; and,
Approval of a highway financing measure by the voters of Riverside County in
November, 1988, (Measure A), as well as the approval of an extension of Measure A by the
voters in November, 2002, has created a source of funds with which to construct such projects;
and,
CVAG, by agreement with its member agencies and with the Riverside County
Transportation Commission (RCTC), has been designated as the agency through which such
funds are to be conveyed and disbursed for the purpose of completing said regional
transportation projects; and,
The CVAG Executive Committee, on July 31, 2006, approved the implementation of the
amended Transportation Uniform Mitigation Fee (TUMF) Ordinance to increase the collected
TUMF, effective January 1, 2007, and,
Under CVAG's policy of funding eligible projects by member jurisdictions, effective
January 1, 2007, the responsible jurisdiction(s) will be responsible for paying Twenty-five
Percent (25%) of the project costs (the Local Share), as well as any ineligible project costs, and
CVAG will be responsible for Seventy-five Percent (75%) of eligible project costs (the Regional
Share). Historically, the CVAG Regional Share has been paid as a reimbursement to the
jurisdiction, as invoices are submitted and approved; and,
Under CVAG's reimbursement policy for administering regional funds for eligible projects
undertaken by its member jurisdictions, the cost of the eligible project is split into a "Local
Share" and a "Regional Share." The "Regional Share," paid by CVAG from regional funds, is
equal to seventy-five percent (75%) of eligible costs, as defined by applicable CVAG policies
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and procedures in effect at the time CVAG is invoiced by the lead agency for reimbursement.
All remaining costs constitute the "Local Share."
Although sometimes referred to as the "Local 25% Share," the Local Share includes not
only the remaining twenty-five percent (25%) of eligible costs as defined by CVAG policy, but
also one hundred percent (100%) of all ineligible project costs.
As determined by a benefit assessment evaluation for each project, the jurisdiction
within which a regional project is sited, as well as those jurisdictions in the near vicinity most-
immediately benefited, are assessed a specked portion of the Local Share. Accordingly, as to
each project, and after extensive input from its member jurisdictions. CVAG has adopted a
schedule of the percentages of the Local Share to be charged to each of the responsible
jurisdictions based on the ratio of trips generated by each of the respective jurisdictions.
As each project proceeds, CVAG enters into a reimbursement agreement with the Lead
Agency for the regional project. Pursuant to that reimbursement agreement, CVAG is invoiced
and makes reimbursement for certain project costs. In some circumstances, a Sub-
Reimbursement Agreement is entered for those jurisdictions not named in the project
reimbursement agreement.
Now, therefore, this Sub-Agreement is intended to provide for collection and payment of
the applicable percentage of the Local Share of the costs of the Agencies' NOT NAMED in the
Reimbursement Agreement for the 1-10 Interchange at Jefferson Street Project approved in
January, 2002.
1. Agencies named below agree to contribute their percentage assessment of the
Local Share as shown for the Interchange Project at Jefferson Street and Interstate 10
("Project").
This Sub-Reimbursement Agreement modifies and changes the proportionate
local shares of costs for the responsible jurisdictions for the Interchange Project at
Jefferson Street and Interstate 10 as originally approved by the Executive Committee at
their meeting in September, 2003.
This Sub-Reimbursement Agreement includes the City of Cathedral City, the City
of Coachella, the City of Desert Hot Springs,the City of Indian Wells, the City of Indio,the
City of La Quinta, the City of Palm Desert, the City of Palm Springs, the City Of Rancho
Mirage and the County of Riverside as agencies responsible for payment of
proportionate shares of local costs for the Jefferson Street Interchange Project as
approved by the Executive Committee at their meeting in October, 2013.
The County of Riverside and the City of Indio, signatories to the original
Reimbursement Agreement, are also signatories to this Sub-Reimbursement Agreement
as this is the document which establishes the percentage of Local Share which those
two jurisdictions are responsible for in payment for the Jefferson Street Interchange
Project
The following table shows all proportionate local shares for the Jefferson Street Interchange
Project which were approved in October, 2013.
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Cathedral City 3.2
Coachella 2.6%
Desert Hot Springs 0.8%
Indian Wells 0.7%
Indio 50.1%
La Quinta 10.7%
Palm Desert 2.5%
Palm Springs 4.9%
Rancho Mirage 1.6%
Riverside County 22.9%
100.0%
2. CVAG has entered into a Reimbursement Agreement for the Project with the
County of Riverside (Lead Agency) and the City of Indio (Agency) concerning the administration
of regional funding for the cost of the Project.
Any excess property purchased to secure the necessary right-of-way for the
Project will be shared between the appropriate jurisdiction and the Regional Arterial Program
proportionately according to the funding of the purchase by each jurisdiction participating in the
project. Excess property will be disposed of in the best interests of the Regional Arterial
Program, in order to recapture funds expended. Any recaptured funds will reduce the overall
cost of the project.
3. The scope of work for the Project was described in the original Reimbursement
Agreement, Exhibit "A," entitled "Scope of Services". The cost estimate for the Project was
described in Exhibit "B," entitled "Estimate of Cost," also attached to the original Reimbursement
Agreement. The cost estimate includes a calculation intended to allow Agency to recover an
amount representing the time of its employed staff in working on the Project, as well as the
amount Agency shall pay to outside contractors in connection with the Project. Subject to the
terms and all applicable rules regarding allowed costs, the amount of the Jurisdiction One-
Quarter and the CVAG Three-Quarters shall be calculated by reference to the cost estimates as
shown on Exhibit "B."
4. The County of Riverside estimates the total cost of the Interchange Project at
Jefferson Street and Interstate 10 will be approximately $50,000,000. CVAG's 75% Regional
Share will equal $37,500,000 and the 25% Local Share will equal $12,500,000. as well as one
hundred percent (100%) of all costs not eligible for reimbursement by CVAG. This Sub-
Reimbursement Agreement shall establish that CVAG may decline, or delay, to provide
regional funds for the Interchange Project at Jefferson Street and Interstate 10 should it
be determined that such action is necessary to maintain a minimum balance of regional
funds.
5. Agency agrees to seek reimbursement of Seventy-five Percent of only those
costs, up to the not-to-exceed limit, which are eligible for reimbursement by CVAG, as outlined
in the most recent update of the CVAG Policies and Procedures Manual.
5.1 Agency shall be responsible for initial payment of all covered costs as
they are incurred. Following payment of such costs, Agency shall submit invoices to CVAG
requesting reimbursement of seventy-five percent of those eligible costs associated with the
Project. Each invoice shall be accompanied by detailed contractor invoices, or other demands
for payment addressed to Agency, and documents evidencing Agency's payment of the invoices
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or demands for payment. Agency shall also submit a Project Completion Report, in a form
acceptable to CVAG, with each statement. Agency shall submit invoices not more often than
monthly and not less often than quarterly.
5.2 Agency shall, at the design stage of the Project, identify a project speck
ratio, "Project Ratio", for the construction phase of the project that distinguishes between
"Capacity Enhancement" items, "Rehabilitation" items or"Other" items.
Agency shall apply that "Project Ratio" to the project construction cost and
provide CVAG with supporting documents that will clearly identify "Capacity Enhancement"
costs, eligible for payment with TUMF revenues, "Rehabilitation" costs, eligible for payment with
Measure "A" revenues, and Other costs that are not eligible for reimbursement by CVAG.
All invoices submitted to CVAG for reimbursement shall include a table
identifying "Capacity Enhancement" costs eligible for payment with TUMF, 'Rehabilitation" costs
eligible for payment with Measure "A", and other costs that are not eligible for reimbursement by
CVAG.
5.3 Upon receipt of an invoice from Agency, CVAG may request additional
documentation or explanation of the Project costs. Undisputed reimbursement amounts shall be
paid by CVAG to Agency within thirty (30) days. In the event that the Agency is delinquent in
payment of any past due invoices related to any regional transportation project, CVAG may
deduct the amount owed from the reimbursement amount requested by the Agency on this
project.
5.4 If a post-payment audit or review indicates that CVAG has provided
reimbursement to Agency in an amount in excess of Seventy-five Percent of eligible costs, or
has provided reimbursement of ineligible Project costs, Agency shall reimburse CVAG for the
excess or ineligible payments within thirty (30) days of notification by CVAG.
6. Prior to any final payment to Agency by CVAG, a final report shall be submitted
to CVAG by Agency containing a record of all payments made for said Project and the source of
funds of all such payments, together with a record of all change orders, cost over-runs, and
other expenses incurred. Final payment will thereafter be paid by CVAG in accordance with its
rules, regulations and policies concerning project cost determination and expense eligibility.
7. The format used for all bids solicited by Agency for the Project shall require
itemization sufficient to allow quantities of each bid item to be easily discernible. It shall be the
responsibility of Agency to determine what quantity is for Capacity Enhancement and/or
Rehabilitation, and to provide CVAG staff with that information.
8. The parties agree that should unforeseen circumstances arise which result in
new work not covered in Exhibit'A" an increase of any costs over those shown in Exhibit "B," or
other changes in the Scope of Work are proposed, CVAG will in good faith consider an
amendment to this Agreement to provide for further appropriate reimbursement if the proposed
amendment is in accordance with the policies, procedures, and cost determination/expense
eligibility criteria adopted by CVAG. Non-substantive changes may be made to this agreement
subject to CVAG's General Counsel's approval.
9. Agency shall maintain an accounting of all funds received from CVAG pursuant
to this Agreement in accordance with generally accepted accounting principles. Agency agrees
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to keep all Project contracts and records for a period of not less than three years from the date a
notice of completion is filed by the Agency on such Project; or, if the Project is not one as to
which a notice of completion would normally be recorded, for three years from the date of
completion. Agency shall permit CVAG, at any reasonable time, upon reasonable notice, to
inspect any records maintained in connection with the Project. CVAG shall have no duty to
make any such inspection and shall not incur any liability or obligation by reason of making or
not making any such inspection.
10. The occurrence of any one or more of the following events shall, at CVAG's
option, constitute an event of default and Agency shall provide CVAG with immediate notice
thereof.
10.1 Any warranty, representation, statement, report or certificate made or
delivered to CVAG by Agency or any of Agency's officers, employees or agents now or
hereafter which is incorrect, false, untrue or misleading in any material respect;
10.2 Agency shall fail to pay, perform or comply with, or otherwise shall
breach, any obligation, warranty, term or condition in this Agreement or any amendment to this
Agreement, or any agreement delivered in connection with the Project; or,
10.3 There shall occur any of the following: dissolution, termination of
existence or insolvency of Agency; the commencement of any proceeding under any bankruptcy
or insolvency law by or against Agency; entry of a court order which enjoins, restrains or in any
way prevents Agency from paying sums owed to creditors.
11. No waiver of any Event of Default or breach by one party hereunder shall be
implied from any omission by the other party to take action on account of such default, and no
express waiver shall affect any default other than the default specified in the waiver and the
waiver shall be operative only for the time and to the extent therein stated. Waivers of any
covenant, term, or condition contained herein shall not be construed as a waiver of any
subsequent breach of the same covenant, term or condition. The consent or approval by one
party to or of any act by the other party shall not be deemed to waive or render unnecessary the
consent or approval to or of any subsequent or similar act.
12. This Agreement is made and entered into for the sole protection and benefit of
CVAG and Agency and no third person shall have any right of action under this Agreement.
13. It is the intent of the Agency and CVAG that the Project be represented as being
funded by Measure "A'yTUMF funds. All public notices, news releases, and documents shall
indicate that the Project is being cooperatively developed by the Agency, RCTC, and CVAG
using Measure "A"/TUMF funds. Prior to initiation of on-site construction, Agency agrees to
provide at least one "Project Sign" to be placed in a safe and visible location near the site of
construction so that all travelers passing the location have the opportunity to observe who the
agencies are that are providing funds for the construction of the Project. CVAG shall provide a
guide for the Project Sign format.
14. This Agreement is for funding purposes only and nothing herein shall be
construed so as to constitute CVAG as a party to the construction or in ownership or a partner
or joint venturer with Agency as to the Project. The Agency shall assume the defense of,
indemnify and hold harmless CVAG, its member agencies, and their respective officers,
directors, agents, employees, servants, attorneys, and volunteers, and each and every one of
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them, from and against all actions, damages, claims, losses and expenses of every type and
description to which they may be subjected or put by reason of or resulting from the actions or
inactions of the Agency related to the Project or taken in the performance of this Agreement or
any agreement entered into by Agency with reference to the Project. CVAG shall assume the
defense of, indemnify and hold harmless the Agency, its officers, directors, agents, employees,
servants, attorneys, and volunteers, and each of them, from and against all actions, damages,
claims, losses, and expenses of every type and description to which they may be subjected or
put by reason of or resulting from the actions of CVAG taken in the performance of this
Agreement.
15. Agency agrees to include in its contract specifications and bid documents a
requirement that all prime contractors shall name CVAG and its member agencies as "also
insured" on all liability insurance coverage required by Agency on each contract. Agency will
provide a copy of the Insurance Certificate to CVAG, depicting CVAG and its member agencies
as "also insured," within 30 days of signing a contract with the prime contractor.
16. Any dispute concerning a question of fact arising under this Agreement that is not
disposed of by voluntary negotiations between the parties shall first be decided by the CVAG
Executive Director or designee, who may consider any written or verbal evidence submitted by
Agency. This decision shall be issued in writing. However, no action in accordance with this
Section shall in any way limit either party's rights and remedies through actions in a court of law
with appropriate jurisdiction. Neither the pendency of dispute nor its consideration by CVAG will
excuse Agency from full and timely performance in accordance with the terms of this
Agreement.
17. Any agency receiving federal funds must have an approved Disadvantaged
Business Enterprise program. All recipients of Federal Highway Administration (FHWA) funds
must carry out the provisions of Part 26. Title 49 of the Code of Federal Regulations (CFR)
which established the Federal Department of Transportation's policy supporting the fullest
possible participation of firms owned and controlled by minorities and women in the Department
of Transportation programs. Except to the extent that such or other contrary federal regulations
may apply, Agency covenants that, by and for itself and all persons claiming under or through it,
there shall be no discrimination against or segregation of any person or group of persons on
account of race, color, creed, religion, sex, marital status, national origin or ancestry in the
performance of this Agreement.
18. Agency warrants that all aspects of the Project shall be undertaken in compliance
with all applicable local, state and federal rules, regulations and laws. Agency will execute and
deliver to CVAG such further documents and do other acts and things as CVAG may
reasonably request in order to comply fully with all applicable requirements and to effect fully the
purposes of this Agreement.
19. This Agreement may not be assigned without the express written consent of
CVAG first being obtained.
20. Agency, its successors in interest and assigns shall be bound by all the
provisions contained in this Agreement.
21. No officer or employee of CVAG shall be personally liable to Agency or any
successor in interest, in the event of any default or breach by CVAG or for any amount with may
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become due to Agency or to its successor, or for breach of any obligation of the terms of this
Agreement.
22. Notwithstanding any other provision herein, CVAG shall not be liable for payment
or reimbursement of any sums for which CVAG has not first obtained the necessary and
appropriate funding from TUMF and/or Measure "A" monies.
23. No officer or employee of CVAG shall have any personal interest, direct or
indirect, in this Agreement; nor shall any such officer or employee participate in any decision
relating to this Agreement which effects his or her personal interest or the interest of any
corporation, partnership or association in which she or he is, directly or indirectly, interested, in
violation of any state, federal or local law.
24. Agency warrants that the funds received by CVAG pursuant to this Agreement
shall only be used in a manner consistent with CVAG's reimbursement policy and all applicable
regulations and laws. Any provision required to be included in this type of agreement by federal
or state law shall be deemed to be incorporated into this Agreement.
25. All notices or other communications required or permitted hereunder shall be in
writing and shall be either personally delivered (which shall include delivery by means of
professional overnight courier service which confirms receipt in writing, such as Federal Express
or UPS); sent by telecopier or facsimile machine capable of confirming transmission and receipt;
or sent by certified or registered mail, return receipt requested, postage prepaid to the following
parties at the following addresses or numbers:
If to City of Cathedral City: Rod Wood, Interim City Manager
City of Cathedral City
68-700 Avenida Lalo Guerrero
Cathedral City, CA 92234
Telephone: (760) 770-0340
Fax.: (760) 770-0399
If to City of Coachella: David Garcia, City Manager
City of Coachella
1515 Sixth Street
Coachella, CA 92236
Telephone: (760) 398-3502
Fax.: (760) 398-8117
If to City of Desert Hot Springs: Robert Adams, City Manager
City of Desert Hot Springs
65-950 Pierson Boulevard
Desert Hot Springs, CA 92240
Telephone: (760) 329-6411
Fax.: (760) 288-3129
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If to City of Indian Wells: Wade Mc Kinney, City Manager
City of Indian Wells
44-950 El Dorado Drive
Indian Wells, CA 92210
Telephone: (760) 346-2489
Fax.: (760) 346-0407
If to City of Indio: Dan Martinez, City Manager
City of Indio
100 Civic Center Mall
Indio, CA 92201
Telephone: (760) 391-4000
Fax.: (760) 391-4008
If to City of La Quinta: Frank Spevacek, City Manager
City of La Quinta
78-495 Celle Tampico
La Quinta, CA 92253
Telephone. 760-777-7000
Fax.: (760) 777-7101
If to City of Palm Desert: John Wohlmuth, City Manager
City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260
Telephone: (760) 346-0611
Fax.: (760) 340-0574
If to City of Palm Springs: David Ready, City Manager
City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Telephone: (760) 322-8350
Fax.: (760) 323-8207
If to City of Rancho Mirage: Randy Bynder, City Manager
City of Rancho Mirage
69-825 Highway 111
Rancho Mirage, CA 92270
Telephone: (760) 324-4511
Fax: (760) 324-8830
If to County of Riverside: Clerk of the Board
Riverside County Board of Supervisors
4080 Lemon Street, 5th Floor
Riverside, CA 92502-6919
Telephone: (951) 955-1110
Fax.: (951) 955-1105
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If to CVAG: CVAG
73-710 Fred Waring Drive
Palm Desert, CA 92260
Attn: Deputy Executive Director
Telephone: (760) 346-1127
Fax.: (760) 340-5949
Notices sent in accordance with this paragraph shall be deemed delivered upon the next
business day following the: (i) date of delivery as indicated on the written confirmation of
delivery (if sent by overnight courier service); (ii) the date of actual receipt (if personally
delivered by other means); (iii) date of transmission (if sent by telecopier or facsimile machine);
or(iv) the date of delivery as indicated on the return receipt if sent by certified or registered mail,
return receipt requested. Notice of change of address shall be given by written notice in the
manner detailed in this paragraph.
19. This agreement contains the entire agreement between the parties, and is
intended by the parties to completely state the agreement in full. Any agreement or
representation respecting the matter dealt with herein or the duties of any party in relation
thereto, not expressly set forth in this agreement, is null and void.
20. If any term, provision, condition, or covenant of this agreement, or the application
thereof to any party or circumstance, shall to any extent be held invalid or unenforceable, the
remainder of the instrument, or the application of such term, provision, condition or covenant to
persons or circumstances other than those as to whom or which it is held invalid or
unenforceable, shall not be affected thereby and each term and provision of this agreement
shall be valid and enforceable to the fullest extent permitted by law.
21. In the event a party hereto brings an action or proceeding for a declaration of the
rights of the parties, for injunctive relief, for an alleged breach or default, or any other action
arising out of this agreement, or the transactions contemplated hereby, the prevailing party in
any such action shall be entitled to an award of reasonable attorneys' fees and costs incurred in
such action or proceeding, in addition to any other damages or relief awarded, regardless of
whether such action proceeds to final judgment.
22. Time is of the essence in this agreement, and each and every provision hereof in
which time is an element.
23. This agreement and all documents provided for herein shall be governed by and
construed in accordance with the laws of the State of California. Any litigation arising from this
Agreement shall be adjudicated in the courts of Riverside County, Desert Judicial District, State
of California.
24. Local Agency warrants that the execution, delivery and performance of this
agreement and any and all related documents are duly authorized and do not require the further
consent or approval of any body, board or commission or other authority.
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25. This agreement may be executed in one or more counterparts and when a
counterpart shall have been signed by each party hereto, each shall be deemed an original, but
all of which constitute one and the same instrument.
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IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed
by their duly authorized representatives on this date:
ATTEST CITY OF CATHEDRAL CITY
By: By:
City Manager Mayor
ATTEST CITY OF COACHELLA
By: By:
City Manager Mayor
ATTEST CITY OF DESERT HOT SPRINGS
By: By:
City Manager Mayor
ATTEST CITY OF INDIAN WELLS
By By:
City Manager Mayor
ATTEST CITY OF INDIO
By: By:
City Manager Mayor
ATTEST CITY OF LA QUINTA
By: By:
City Manager Mayor
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ATTEST CITY OF PALM DESERT
BY: By:
City Manager Mayor
ATTEST CITY OF PALM SPRINGS
By: By:
City Manager Mayor
ATTEST CITY OF RANCHO MIRAGE
By: By:
City Manager Mayor
ATTEST COUNTY OF RIVERSIDE
BY: By:
Clerk of the Board Chair
ATTEST: CVAG
BY: B
Tom Kirk on4A �h
Executive Director Chair
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