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HomeMy WebLinkAboutC23350 - C23370 MOUs - Landscape Maintenance along I-10 InterchangesContract No. C23350 Contract NO. C23360 Contract No. C23370 CITY OF PALM DESERT PUBLIC WORKS DEPARTMENT STAFF REPORT REQUEST: Authorize the Mayor to Execute the Following Memorandums of Understanding: 1. With the County of Riverside and CalTrans for the Maintenance of New Landscaping at the 1-10 and Monterey Avenue and 1-10 and Washington Street Interchanges: 2. With the City of Rancho Mirage for the Maintenance of Median Landscapes on Monterey Avenue and Dinah Shore Drive and the 1-10 and Monterey Avenue Interchange Landscape. 3. With the Cities of La Quinta and Indian Wells for the Maintenance of the 1-10 and Washington Street Interchange Landscape. SUBMITTED BY: H. Spencer Knight, Landscape Manager DATE: January 27, 2005 CONTENTS: Vicinity Map MOU (3) Recommendation: Authorize the Mayor to execute the following Memorandums (MOU) of Understanding: 1. With the County of Riverside and CalTrans for the Maintenance of New Landscaping at the 1-10 and Monterey Avenue and 1-10 and Washington Street Interchanges. 2. With the City of Rancho Mirage for the Maintenance of Median Landscapes on Monterey Avenue and Dinah Shore Drive and the 1-10 and Monterey Avenue Interchange Landscape. 3. With the Cities of La Quinta and Indian Wells for the Maintenance of the I-10 and Washington Street Interchange Landscape. Executive Summary: MOU 1: This MOU establishes the relationship between the City of Palm Desert, the County of Riverside and CalTrans for the maintenance of the new landscaping to be installed by the County of Riverside early this year on the 1-10 interchanges at Monterey Avenue and Washington Street. The City of Palm Desert will serve as the lead agency for the administration of the maintenance program. MOU 1-10 & Monterey Ave. & Washington St. Interchange Landscapes January 27, 2005 Page 2 of 3 MOU 2: Contract NO. C23350 Contract NO. C23360 Contract No. C23370 This MOU establishes the relationship between the Cities of Palm Desert and Rancho Mirage for the distribution and payment of maintenance costs for the existing and future median landscapes on Monterey Avenue and Dinah Shore Drive common to both cities and the 1-10 and Monterey Avenue interchange. MOU 3: This MOU establishes the relationship between the Cities of Palm Desert, La Quinta and Indian Wells for the distribution and payment of maintenance costs for the 1-10 and Washington Street interchange landscape. Discussion: In early 2003 the County of Riverside presented preliminary construction plans for the landscaping of the 1-10 interchanges at Monterey avenue and Washington Stree to the Cities of Palm Desert, Rancho Mirage and La Quinta and requested participation from the Cities for the long-term maintenance of the new landscaping. Shortly thereafter City of Palm Desert staff brought the proposal to the Landscape Beautification Committee and were directed to proceed with the negotiation process. Several meetings were held with Riverside County, CalTrans and the various city staff members and a draft agreement was worked out. County of Riverside and TEA grant funding are being used to install the project and provide for the first year of maintenance at both interchanges. MOU 1 requires that Riverside County maintain the landscapes at both interchanges for the first year. MOU 2 requires the Cities of Palm Desert and Rancho Mirage to maintain the Monterey Avenue interchange landscape for the following three (3) years. After this time the interchange landscape maintenance will be transferred to CalTrans. MOU 3 requires that the Washington Street interchange be maintained for a period of nineteen (19) years by the Cities of Palm Desert, La Quinta and Indian Wells after the first year. The landscape maintenance will then be transferred to CalTrans. The difference in maintenance periods between the two interchanges is due to a change in CalTrans policy for the accepting of landscape maintenance responsibilities along highways. The Monterey interchange has been in their files for a number of years and falls under the older policy of a six -year maintenance period. Riverside County successfully negotiated the maintenance period down to four years. The Washington Street interchange is a new project and is covered under the new policy of a twenty-year maintenance period. Riverside County was unsuccessful in negotiating down this time period. MOU 2 establishes that both cities will equally share the maintenance costs for median and interchange landscapes. The estimated cost of maintenance for the Monterey G:\PubWorks\Staff Reports\2005\January 27\Auth Mayor to execute MOU -1-10 Interchange Landscape with Riv Co & CalTrans.doc MOU 1-10 & Monterey Ave. & Washington St. Interchange Landscapes January 27, 2005 Page3of3 Avenue interchange is $ 24,000 per year. Estimated amounts for this interchange are as follows: Monterey Avenue: Years 2-4 - Rancho Mirage = $ 12,000/yr. - Palm desert = $ 12,000/yr. The total cost to the City of Palm Desert is estimated at $ 36,000 for the three (3) year maintenance period. MOU 3 establishes that the cost for each city be based on population. The estimated cost of maintenance for the Washington Street interchange is $ 36,000 per year. The estimated amounts for the Washington Street interchange are as follows: Washington Street: Years 2-20 - Palm Desert (58.1%) = $ 20,916/yr. - La Quinta (36.1%) = $ 12,996/yr. - Indian Wells (5.8%) = $ 2,088/yr. The total cost to the City of Palm Desert is estimated at $ 397,404 for the nineteen (19) year maintenance period. The City Attorney has reviewed MOU 1 and is has written MOU 2 and 3. Upon the Council's approval, each MOU will be forwarded to the appropriate agencies for approval and/or execution. Therefore, staff recommends that the City Council, by minute motion, authorize the Mayor to execute the subject Memorandums of Understanding. Submitted By: H. pen r Kni t La dsca a Ma ger Appr•v A" M for lopment Services City Manag Reviewed and Concur: i rrante, P.E. D ect•r •f Public Works Director of Finance G:\PubWorks\Staff Reports\2005Uanuary 271Auth Mayor to execute MOU - I-10 Interchange Landscape with Riv Co & CalTrans.doc Monterey & 10 Interchange 0 187.5375 750 1,125 1,500 ���. Feet ASHINGTON & 1-10 INPI1ERCHANGE WILDCAT CR. WOLF RO. JACKAL OR.. . 0 0 • r ‹�. 0 w, Y: 0 CE mZ--I m! 7-4 SofNR Sk ROW ` .N PgCIFj Rq/CRogo 1-10 AND WASHINGTON INTERCHANGE COUNTRY CLUB OR. \. 1 0 300 900 1,500 FEET o cam! S�RL,N •1, 7� (L'Z `ARNER RD. C„vrs,CLUg_ Jan-21-2005 10:15 From -BEST BEST KRIEGER 780341703E T-415 P.002/013 F-319 Contract No. C23350 OS-Riv-10-KP 50.5/82.1 (PM 44.1/45.1) Interchange Landscaping Design for Monterey Ave and. Washington St 08340-437700-7EXO3NLF0321 Permit No. 08-03-N-LF-0321 District Agreement No. 08-1231 LANDSCAPE AGREEMENT This AGREEMENT, entered into effective on , is between the STATE OF CALIFORNIA, acting by and through its Department of Transportation, referred to herein as STATE." and (1) COUNTY OF RIVERSIDE, a political subdivision of the State of California, referred to herein as "COUNTY." and CITY of PALM DESERT, a body politic and a municipal corporation of the State of California, referred to herein as "CITY." RECITALS STATE, CITY and COUNTY, pursuant to Streets and Highways Code Section 130, are authorized to enter into a Cooperative Agreement for improvements to State highways within the County of Riverside and the City of Palm Desert_ (2) Portions of the Freeway roadside through the City of Palm Desert and the County of Riverside are not presently landscaped. which presents a negative visual impact on the adjacent surrounding community. In order to enhance the safety, welfare, convenience and enjoyment of the public using the Freeway, it will be to STATE's benefit for a portion or the Freeway to be landscaped. COUNTY desires State highway improvements consisting of landscaping, decorative slope pavement and automatic irrigation system on Route 10 at the Monterey Avenue Interchange and the Washington Street interchange, referred to herein as -PROJECT," 1 Received Jan-21-2005 10:23 From-7003417030 To -PALM DESERT PUBLIC W Page 002 Jan-21-2005 10:15 From -BEST BEST KRIEGER 7503417033 T-415 P.003/013 F-319 Contract No. C23350 District Agreement No. QS 1231 and is willing to fund one hundred percent (100%) of all design, capital outlay, and staffing costs, construction and construction engineering, including all necessary water service connections, water use and electrical service, except the costs of STATE's oversight of preliminary engineering and construction activities which will be borne by STATE. (5) COUNTY desires to prepare the contract documents, advertise, award, and administer the construction contract for PROTECT. (6) STATE is agreeable to COUNTY's proposal to prepare the contract documents and advertise, award, and to administer the construction contract for PROJECT_ (7) CITY desires to continue the maintenance of both Monterey Avenue and Washington Street after the completion of a one (1) year plant establishment period by COUNTY. (8) STATE is agreeable to CITY's proposal to maintain Monterey Avenue Interchange Washington Street Interchange after the completion of the aforementioned plant establishment for an additional three (3) years for the Monterey Avenue Interchange and nineteen (19) years for the Washington Street Interchange. (9) The parties hereto intend to define herein the terms and conditions under which PROJECT is to be developed, designed, Maintained, and financed. SECTION I COUNTY AGREES: (1) To fund one hundred percent (100%), using of TEA and COUNTY match funds, of all preliminary and design engineering costs, including, but nor limited to, costs incurred for the preparation of contract documents, advertising for bids, and for awarding the construction contract for PROJECT. (2) To have detailed Plans, Specifications, and Estimate (PS&E), and all necessary environmental documentation (ED) prepared, at no cost to STATE, and to submit each to STATE for STATE's concurrence at appropriate stages of development. The final plans and specifications for PROJECT shall be signed by a Landscape Architect registered in the State of California. (3) To make written application to STATE for necessary encroachment permits authorizing entry of COUNTY onto the State highway right of way to perform surveying and other investigative activities required for preparation of the ED and/or PS&E. 2 Received Jan-21-2005 10:23 From-7603417033 To -PALM DESERT PUBLIC W Page 003 Jan-21-2005 10:15 From -BEST BEST KRIEGER 730341703E T-415 P.004/013 F-319 Contract No. C23350 District Agreement No. OS-I231 (4) To identify and locate all high and low risk underground facilities within the PROJECT arca as part of its design responsibility and to protect or otherwise provide for such facilities, all in accordance with STATE's "Policy on High and Low Risk Underground Facilities Within Highway Rights of Way." COUNTY hereby acknowledges receipt of STATE's "Policy on High and Low Risk Underground Facilities Within Highway Rights of Way." All facilities not relocated or removed in advance of construction shall be identified on the PROJECT plans and specifications. (5) To furnish evidence to STATE, in a form acceptable to STATE, that arrangements have been made for the protection, relocation, or removal of all conflicting facilities within ST.A.TE's right of way and that such work will be completed prior to the award of the contract to construct PROJECT or as covered in the Special Provisions for said contract. This evidence shall include a reference to all required State highway encroachment permits. (6) COUNTY shall require the utility owner and/or its contractors performing the relocation work within STATE's right of way to obtain a STATE encroachment permit prior to the performance of said relocation work. (7) To advertise, award and administer the construction contract for PROJECT in accordance with the requirements of the State Contract Act and the California Labor Code, including its prevailing wage provisions_ Workers employed in the performance of work contracted for by COUNTY, and/or performed under encroachment permit, are covered by provisions of the Labor Code in the same manner as are workers employed by STATE's Contractors. COUNTY shall obtain applicable wage rates from the State Department of Industrial Relations and shall adhere to the applicable provision of the State Labor Code. Violations shall be reported to the State Department of Industrial Relations. (8) To apply for necessary encroachment permits for required work within State highway rights of way, in accordance with STATE's standard permit procedures, as more specifically defined in Article (2), (3), (4), (5) and (6) of Section IV of this Agreement. (9) In recognition that PROJECT construction work done on STATE property will not be directly funded and paid by STATE, for the purpose of protecting stop notice claimants and the interests of STATE relative to ,uccessful PROJECT Completion, COUNTY agrees to require the construction contractor furnish both a payment and performance bond in COUNTY's name with both bonds complying with the requirements set forth in Section 3- 1.02 of STATE's current Standard Specifications prior to performing any PROJECT construction work. COUNTY shall defend, indemnify and hold harmless STATE. its officers and employees from all PROJECT construction -related claims by contractors and all claimants. 3 Received Jan-21-2005 10:23 From-7603d17039 To -PALM DESERT PUBLIC W Page 004 J2n-21-2005 10:16 From -BEST BEST KRIEGER 7603417039 T-415 P.005/Q13 F-319 Contract NO. C23350 District Agreement No. 08-1231 (10) To consuuct PROJECT in accordance with COUNTY plans and specifications to the satisfaction of and to the approval of STATE. (11) Contxact Administration procedures shall conform to thr requirements set forth in STATE's Construction Manual, Local Assistance Procedures Manual and the Encroachment Permit Manual for construction of PROJECT. (12) Construction within the existing or ultimate STATE right of way shall comply with the requirements in STATE'S Standard Specifications and PROJECT Special Provisions, and in conformance with methods and practices specified in STATE's Construction Manual. (13) To furnish, at COUNTY expense and subject to approval of STATE, a field site representative who is a licensed Civil Engineer or Landscape Architect in the State of California, to perform the functions of a Resident Engineer. If the PROTECT plans and specifications were prepared by a private landscape architecture company, the Resident Engineer shall not be an employee of that company. The Resident Engineer shall also be independent of the construction contractor. If a registered Civil Engineer is chosen in lieu of a registered Landscape Architect to perform the function of a Resident Engineer, COUNTY shall furnish at COUNTY's expense, and subject to approval of STATE. a Landscape Architect to perform the ti edon of assistant "Resident Engineer" who is responsible for both daily an -site inspections and final decisions including but not limited to the highway planting and the irrigation systems portion of work. Final decisions shall continue to be subject to the satisfaction and approval of STATE. If Federal funds are involved. the employee responsible in charge of PROJECT shall be a public employee in accordance with Chapter 16 of Local Assistance Procedure Manual. (14) To pay one hundred percent (10O%) of the actual costs of construction required for satisfactory completion of PROJECT, including changes pursuant to contract change orders concurred with by the STATE representative. (15) At COUNTY expense, to furnish qualified support staff, subject to approval of STATE, to assist the Resident Engineer in, but not limited to, construction surveys, measurement and computation of quantities, checking shop drawings, preparation of estimates and reports, preparation of As -Built drawings and other inspection and staff services necessary to assure that the construction is being performed in accordance with the plans and specifications. Said qualified support staff shall be independent of the design engineering company and construction contractor, except the PROJECT designer may check the shop drawings and do construction surveys. (16) To make progress payments to the contractor using COUNTY funds and pay all costs for required staff services as described in Articles (13) and (15) of this Section I. The STATE 4 Received Jan-21-2005 10;23 From-7603417039 To -PALM DESERT PUBLIC W Page 005 Jan-21-2005 10:16 From -BEST BEST KRIEGER 7803417039 T-415 P.008/013 F-319 Contract No. C23350 District Agreement No. 08-1231 representative shall review all contract progress pay schedules. STATE does not assume responsibility for accuracy of itemization on progress pay schedules. (17) Within sixty (60) days following the completion and acceptance of the PROJECT construction. contract, to furnish STATE a complete set of acceptable electronic "As -Built" plans, including all contract records and survey documents an Micro Station J format, using standard CD Rom Format. One copy of the data on CU Rom, including the engineer's electronic signature and seal, shall be provided to STATE upon completion of PROJECT. If electronic procedures described above are not available to COUNTY, to furnish STATE a complete set of acceptable full-sized film positive reproducible As -Built plans and all contract records, including survey documents. (1 S) Upon completion of work under this Agreement, COUNTY shall assume maintenance and the expense thereof for PROJECT, including water and utility costs during the one (1) year plant establishment period. If COUNTY does not maintain PROJECT at acceptable standards, STATE may either remove the landscaping and/or slope pavement or maintain the landscaping and/or slope pavement at COUNTY expense, and COUNTY agrees to pay said STATE expenses within thirty (30) days of receipt of billing by STATE. (19) if COUNTY terminates PROJECT prior to completion of the construction contract for PROJECT, STATE may require COUNTY, at COUNTY's expense, to return rigxit of way to its original condition or to an acceptable permanent condition. If COUNTY fails to do so, STATE reserves the right to finish PROJECT or place PROJECT in satisfactory permanent condition. STATE will bill COUNTY for all actual expenses incurred and COUNTY agrees to pay said expenses within Thirty (30) days or STATE, acting through the State Controller, may withhold an equal amount from future apportionments due COUNTY from the Highway User Tax Fund or any other sources. (20) As part of COUNTY's maintenance responsibilities, during construction and one (1) year plant establishment period of PROJECT following construction, COUNTY shall make all necessary arrangements with the local utility companies for payment and billing of electricity and water supplied for PROJECT. (21) To provide. install, replace in accordance with State policy, any disturbed monuments, and/or protect in place monuments to delineate STATE's existing land net and alignment/right of way prior to and during construction. (22) To provide STATE's Survey Records Departments a copy of all Records of Survey, filed Corner Records and field notes required for the preparation of "As -Built" plans. (23) That COUNTY's contractor shall conform to all Federal, State and Regional water pollution control requirements as required in Section 7-1.01G,. 'Water Pollution," of the 5 Received Jan-21-2005 10:23 From-7603417030 To -PALM DESERT PUBLIC W Page 006 Jan-21-2005 10:17 From —BEST BEST KRIEGER 7603417030 T-415 P.007/013 F-310 Contract No. C23350 District Agreement No. 08-1231 Standard Specifications. Water pollution control work shall also conform to the requirements of the Storm Water Pollution Prevention Plan (SWPPP) and Water Pollution Control Program (WPC?) Preparation Manual and Construction Site Best Management Practices (BMP's) Manual, Moth dated November, 2000, and addenda thereto issued up to and including the date and advertisement of PROJECT. (24) Personnel who prepare the PS&.E shall be made available to STATE. at no cost to STATE, through completion of construction of PROJECT to discuss problems, which may arise during construction, and/or to make design revisions for contract change orders. (25) To not use funds from STATE for any capital and support costs for PROJECT. SECTION II CITY AGREES; (1) To apply for necessary encroachment permits for required work within State highway rights of way, in accordance with STATE's standard permit procedures, as more specifically defined in Article (7) of Section IV of this Agreement. (2) Upon completion of work under this Agreement including the one (1) year plant establishment period by COUNTY, CITY shall assume maintenance and the expense thereof for PROJECT, including water and utility costs for the Monterey Avenue Interchange for a three-year maintenance period and for the Washington Street Interchange for a 19 year maintenance period. CITY will maintain at its own expense, in perpetuity the slope pavement installed with PROJECT. If CITY does not maintain PROJECT at acceptable standards approved by STATE, STATE may either remove the landscaping ant or slope pavement or maintain the landscaping and or slope pavement at CITY expense, and CITY agrees to pay said STATE expenses within thiny (30) days of receipt of billing by STATE. (3) To make all necessary arrangements with the local utility companies to transfer all utility billing to STATE thirty (30) days prior to the acceptance of the three-year maintenance period for Monterey Avenue Interchange and 19 year period for the Washington Street Interchange. 6 Received Jan-21-2005 10:23 From-7603417039 To -PALM DESERT PUBLIC W Page 007 Jan-21-2005 10:17 From -BEST BEST KRIEGER 7603417039 T-415 P.008/013 P-319 Contract NO. C23350 STATE AGREES: To issue. at no cost to COUNTY and COUNTY's contractor, the necessary encroachment permits for required work within State highway right of way, as more specifically defined in Articles (2), (3), (4), (5) and (6) of Section IV of this Agreement. (2) To provide, a qualified STATE representative who shall have authority to accept or reject work and material or to order any action needed for public safety or the preservation of property and to assure compliance with all provisions of the encroachment permit(s) issued to COUNTY and COUNTY's contractor. (3) To issue, at no cost to CITY and or CITY's contractor, the necessary encroachment permits for required work within State highway right of way. as more specifically defined in Articles (7) of Section III of this Agreement. (1) District Agreement No. 08-1231 SECTION III SECTION IV IT IS MUTUALLY AGREED: (1) All obligations of STATE under the terms of this Agreement are subject to Inc appropriation of resources by the Legislature to STATE for the purposes of fulfilling STATE' s obligations herein. (2) Construction by COUNTY of improvements referred to herein which lie within STATE highway rights of way or affect STATE facilities, shall .not be commenced until COUNTY's original contract plans involving such work and plan. for utility relocations have been reviewed and approved by signature of the STATE's District 8 Director of Transportation or the District Director's delegated agent, and until an encroachment permit to COUNTY and COUNTY's contractor authorizing such work has been issued by STATE. (3) COUNTY shall obtain aforesaid encroachment permit through. The office of the State District Pertsut Engineer and COUNTY's application shall be accompanied by five (5) sets of reduced construction plans of aforesaid STATE approved contract plants. Receipt by COUNTY of the approved encroachment permit shall constitute COUNTY's authorization from STATE to proceed with wort to be performed by COUNTY or COUNTY's contractor within proposed STATE rights of way or which affects STATE facilities, pursuant to work covered by this Agreement. COUNTY's authorization to proceed with said work shall be contingent upon COUNTY's compliance with all provisions set forth in this Agreement and said encroachment permit. 7 Received Jan-21-2005 10:2S From-78034170SO To -PALM DESERT PUBLIC W Page 008 Jan-21-2005 10:17 From —BEST BEST KRIEGER 750341703E T-415 P.003/013 F-319 Contract No. C23350 District Agreement No. 08-1231 (4) COUNTY's construction. contractor shall also be required TO obtain an encroachment permit from STATE prior to commencing any work within STATE rights of way or which affects STATE facilities. The application. by COUNTY's contractor for said encroachment permit shall be made through the of'Ice of State District Permit Engineer and shall include proof said contractor has payment and performance surety bonds covering construction of PROJECT. (5) COUNTY shall not advertise for bids to construct PROJECT until after an encroachment permit has been issued to COUNTY by STATE. (6) COUNTY's construction contractor shall maintain in force, until completion and acceptance of the PROJECT construction contract. a policy of Contractual Liability Insurance, including coverage of Bodily Injury Liability and Property Damage Liability in accordance with Section 7-1.12 of State SrAnciard Specifications. Such policy shall contain an additional insured endorsement naming STATE, its officer, agents and employees as additional insured. Coverage shall be evidenced by a Certificate of Insurance in a form satisfactory to STATE, which shall be delivered to STATE before the issuance of an Encroachment Permit to COUNTY contractor. CITY shall obtain aforesaid Landscape Maintenance (LM) encroachment permit through the office of the District 8 Permit Fngineer for: maintenance of landscaping and slope paving on Monterey Avenue, maintenance of slope paving on the Washington Street interchange, and maintenance of landscaping on the Washington Street interchange. (8) Prior to award of a construction contract for PROJECT, COUNTY may terminate this Agreement by written notice. (9) in construction of said PROJECT, representatives of COUNTY and STATE will cooperate and consult, and all work pursuant to PROJECT shall be accomplished according to the approved plans, specifications and applicable STATE standards. Satisfaction of these requirements shall be verified by STATE's representative. The STATE representative is authorized to enter COUNTY's and CITY's properties during construction for the purpose of monitoring and coordinating construction activities. (10) Changes to PROJECT plans and specification shall be implemented by contract change orders concurred with by the STATE representative. All changes affecting public safety or public convenience, all de3ign and specification changes, and all major changes as defined in STAT's Construction Manual shall be approved by STATE m advance of performing the work. Unless otherwise directed by the STATE representative, changes authorized as provided herein will not require an encroachment permit rider. All changes shall be shown on the `As -Built" plans referred to in Section I. Article (17) of this Agreement. (7) 8 Received Jan-21-2005 10:23 From-7603417039 To —PALM DESERT PUBLIC W Page 009 Jan-21-2005 10:18 From -BEST BEST KRIEGER 7803417030 T-415 P.010/013 F-310 Contract No. C23350 District Agreement No. O8-1231 (11) Should any portion of PROJECT be financed with Federal funds or STATE gas tax funds, all applicable laws, regulations and policies relating to the use of such funds shall apply notwithstanding other provisions of this Agreement. (12) COUNTY shall provide a claims process acceptable to STATE and shall process any and all claims through COUNTY's claim process. The STATE representative wl i be made available to COUNTY to provide advice anti technical input in any claim process. (13) COUNTY shall not release The performance bond required in Section I, Article (9) until the "As -Built" plans and contract records required in Section I, Article (17) and (22) have been furnished to the STATE representative and the STATE representative has determined them to be complete. (14) If any existing public and/or private utility facilities conflict with PROJECT construction or violate STATE's encroachment policy, COUNTY shall make all necessary arrangements with the owners of such facilities for their protection, relocation or removal uz accordance with STATE policy and procedure for those facilities located within the limits of work providing for the improvement of the State highway and in accordance with COUNTY policy for those facilities located outside of the limits of work for the State highway. Total costs of such protection, relocation or removal shall be determined in accordance with STATE policy and procedure. COUNTY shall require any utility owner and/or its contractors performing relocation work in STATE's right of way to obtain a STATE encroachment permit prior to the performance of said relocation work. Any relocated or new facilities shall be correctly shown and identified on the -As -Built" plans referred to in Section 1, Article (17) of this Agreement. (15) Pursuant to the authority contained in Section 591 of the Vehicle Code, STATE has determined that within such areas as are within the limits of PROJECT and are open to public traffic, COUNTY shall comply with all the requirements set forth in Divisions 11, 12, 13, 14, and 15 of the Vehicle Code. COUNTY shall rake all necessary precautions for safe operation of COUNTY's vehicles, the construction contractor's equipment and vehicles of personnel retained. by COUNTY and for the protection of the traveling public from injury and damage from such vehicles or equipment. (16) Upon completion of all work under this Agreement, ownership and title to material, equipment and appurtenances installed within STATE's right of way will automatically be vested in STATE. No further agreement will be necessary to transfer ownership as hereinabove stated. 9 Received Jan-21-Z005 10;23 From-7003417039 To -PALM DESERT PUBLIC W Page 010 Jan-21-2005 10:13 From -BEST BEST KRIEGER 7503417039 T-415 P.011/013 F-319 Contract No. C23350 District Agreement No. 08-1231 (17) Nothing in the provisions of this Agreement is intended to create duties or obligations to or rights in third parties not parties to this Agreement or affect the legal liability of either parry to the Agreement by imposing any standard of care with respect to the maintenance of State highways different from the standard of care imposed by law. (18) Neither STATE nor any officer or employee thereof is responsible for any damage or liability occurring by reason of anything done or omitted to be done by COUNTY or CITY under or in connection with any work, authority or jurisdiction delegated to COUNTY or CITY under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, COUNTY and CITY shall fully defend, indemnify and save harmless the State of California, all officers and employees from all claims, suits or actions of every name, kind and description brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by COUNTY or CITY under or in connection with any work, authority or jurisdiction delegated to COUNTY or CITY under this Agreement. (19) Neither COUNTY nor any officer or employee thereof is responsible for any damage or liability occurring by reason of anything done or omitted to be done by STATE under or in connection with any work, authority or jurisdiction delegated to STATE under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, STATE shall fully defend, indemnify and save harmless COUNTY from all claims, suits or actions of every name, kind and description brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of anything clone or omitted to be done by STATE under or in connection with any work, authority or jurisdiction delegated to STATE under this Agreement. (20) Neither CITY or any officer or employee thereof is responsible for any damage or liability occurring by reason of anything done or omitted to be done by STATE under or in connection with any work, authority or jurisdiction delegated to STATE under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, STATE shall fully defend, indemnify and save harmless CITY from all claims, suits or actions of every name, kind and description brought for or an account of injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by STATE under or in connection with any wort, authority or jurisdiction delegated to STATE under this Agreement. (21) No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto and no oral understanding or agreement not incorporated herein shall be binding on any of the parties hereto. 10 Received Jan-21-2005 10:23 From-7603417039 To -PALM DESERT PUBLIC W Page 011 Jan-21-2005 10:19 From -BEST BEST KRIEGER 7603417039 T-415 P.012/013 F-319 Contract NO. C23350 District Agreement No. 08-1231 (22) Except as otherwise provided in Articles 8 and 21, this Agreement shall terminate upon completion and acceptance of the construction contracs for PROJECT, completion of a plant establishment period after construction, completionof a three-year landscape maintenance period after the pima establishment period at Monterey Avenue Interchange, upon completion of a nineteen -year landscape maintenance period after the plant establishment period at Washington Street Interchange, or on December 31, 2025, whichever is earlier in time; however, the ownership_ maintenance, liability and claims clauses shah remain in effect until terminated or modified in writing by mutual agreement. Signatures are on the following page. 11 Received Jan-21-2005 10:23 From-7603417038 To -PALM DESERT PUBLIC W Page 012 Jan-21-2005 10:1G From -BEST BEST KRIEGER 7003417039 T-415 P.013/013 F-319 Contract No. C23350 STATE OF CALIFORNIA OF TRANSPORTATION JEFF MORALES Director of Transportation By: ANNE MAYER District Director APPROVED AS TO FORM AND PROCEDURE: Attorney Deparunent of Transportation CERTIFIED AS TO FUNDS: District Budget Manager CERTIFIED AS TO FINANCIAL TERMS AND POLICIES: Accounting Administrator 12 District Agreement No. 08-1231 COUNTY of RIVERSIDE By: Chairman Board of Supervisors Attest: Clerk of the Board of Supervisors APPROVED AS TO FORM AND PROCEDURE: By: Counsel CITY OF PALM DESERT By: Mayor Attest: City Clerk Received Jan-21-2005 10:23 From-7503417039 To -PALM DESERT PUBLIC W Page 013 Contract No. C23360 AGREEMENT BETWEEN THE CITY OF PALM DESERT AND THE CITY OF RANCHO MIRAGE FOR OPERATION AND MAINTENANCE OF COMMON LANDSCAPE MEDIANS AT DINAH SHORE DRIVE AND MONTEREY AVENUE THIS AGREEMENT is entered into as of this day of , 2005, by and between the City of Palm Desert, a municipal corporation ("Palm Desert') and the City of Rancho Mirage, a municipal corporation ("Rancho Mirage"). Palm Desert and Rancho Mirage are sometimes hereinafter individually referred to as a "Party" and/or collectively referred to as the "Parties." RECITALS WHEREAS, Monterey Avenue is a major roadway bisected by the boundary lines between Palm Desert and Rancho Mirage, and WHEREAS, Dinah Shore Drive is a major roadway bisected by the boundary lines between Palm Desert and Rancho Mirage, and WHEREAS, said major roadways have landscape medians that are common to both Palm Desert and Rancho Mirage, and WHEREAS, Palm Desert and Rancho Mirage anticipate constructing additional landscape mediums on Dinah Shore Drive and Monterey Avenue that will be common to both cities, and WHEREAS, said current and future landscape medians will enhance the safety, welfare, convenience and enjoyment of the public using Dinah Shore Drive and Monterey Avenue, and WHEREAS, said current and future landscape medians will require regular operation and maintenance, and WHEREAS, Palm Desert has the capability to provide for operation and maintenance of current and future landscape medians on Dinah Shore Drive and Monterey Avenue that are common to both cities, and WHEREAS, Palm Desert and Rancho Mirage find it desirable to jointly finance the cost of operating and maintaining the current and future landscape medians since both cities will benefit from the landscape medians, and WHEREAS, Palm Desert and Rancho Mirage will benefit from the maintenance of current and future landscape medians, NOW, THEREFORE, the Parties mutually agree as follows: 1. General a The foregoing recitals are true and correct. RMLIT/CZC/246056 Contract No. C23360 b All exhibits referred to hereinafter are hereby incorporated into and made a part of this Agreement. Location The landscape medians to be operated and maintained under the terms of this Agreement are common to Palm Desert and Rancho Mirage and are located on Dinah Shore Drive and Monterey Avenue, as shown on attached Exhibit "A." Future common landscape medians will also be located on Dinah Shore Drive and Monterey Drive. 3. Operation and Maintenance a. Utilities Palm Desert shall provide water service for irrigation to current and future common landscape medians and electrical service as may be required by landscape medians. b. Maintenance Palm Desert shall provide for maintenance to current and future common landscape medians through contract services in accordance with its Specifications for Landscape Maintenance Services for Consolidated Maintenance Area Number , as may be amended thereafter, attached hereto as Exhibit "B." Palm Desert will arrange with the Contractor's insurance company to include Rancho Mirage as an additional insured for the portion of work on the common landscape medians located on Dinah Shore Drive and Monterey Avenue called for under this Agreement. c. Immediate Repair or Replacement When the immediate repair or replacement of a current or future common landscape median is necessary to ensure the public safety and welfare, such circumstances will be deemed an operational emergency. In the event of such an operational emergency, Palm Desert shall have 24 hours to initiate repairs following discovery thereof or upon notice from Ranch Mirage. If Palm Desert fails to initiate and diligently complete such repairs in a timely manner, Rancho Mirage may direct its forces to perform such work as necessary to correct the problem and to immediately place the common landscape median back in operational condition. If such procedure is implemented, Rancho Mirage will deduct all expenses incurred for such repairs from its share of all costs incurred by Palm Desert for the operation and maintenance of said common landscape median. 4. Maintenance Cost Sharing RMLIT/CZC/246056 2 Contract No. C23360 Except as hereinafter provided, Rancho Mirage shall reimburse Palm Desert for fifty percent (50%) of all costs incurred by Palm Desert for the operation and maintenance of current and future common landscape medians pursuant to and in accordance with terms of this Agreement. These costs include, but are not limited to, the following: water landscape maintenance contract irrigation system repair/modifications shrub and tree pruning shrub replacement tree staking and replacement pest control fertilization decomposed granite — raking, replacement and renovation boulder and cobble repair/replacement hardscape repair/replacement trash and sand removal signage repair/replacement 5. Submission of Bills for Operation and Maintenance Palm Desert will submit reimbursement bills to Rancho Mirage quarterly or in such other periodic sequence as may be agreed to in advance by the Finance Directors of Palm Desert and Rancho Mirage. Bills for less than Five Hundred Dollars ($500.00) shall not be submitted more than once each quarter. Bills must be submitted promptly following the close of the corresponding billing period and shall be promptly paid by Rancho Mirage. Palm Desert shall maintain, on a generally accepted accounting basis, complete and accurate records that support all billings. These records shall be made available to Rancho Mirage at reasonable times for review and shall be retained for a period of three (3) years after payment of said billings. 6. NOTICES. Any and all notice, reimbursement bills and payments sent or required to be sent to the Parties to this Agreement will be mailed to the following addresses: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: City of Rancho Mirage 69-825 Highway 111 Rancho Mirage, CA 92270 Attn: RMLIT/CZC/246056 -3 Contract No. C23360 7. Legal Relations and Responsibilities Nothing in the provisions of this Agreement is intended to create duties or obligations to or rights in third parties to this Agreement. Each Party hereto shall indemnify, defend and hold the other Party and its officers, agents, servants and employees harmless from any and all liabilities, claims, demands, debts, suits, actions and causes of actions, including but not limited to, property damage, personal injury or wrongful death, arising out of or in any manner connected with any act or omission of such indemnifying Party hereunder, or its officers, agents, servants or employees, done or performed pursuant to the terms and provisions of this Agreement. 8. Termination With the mutual consent of all Parties, this Agreement may be terminated with a 30-day written notification. IN WITNESS WHEREOF, the Parties have caused this Agreement to be signed as of the date first written above. [Signatures on Following Page] RMLIT/CZC/246056 - 4 Contract No. C23360 CITY OF PALM DESERT ATTEST: By: By: BUFORD A. CRITES, Mayor RACHELLE KLASSEN, City APPROVES AS TO CONTENT: APPROVES AS TO FORM: By: By: CARLOS L. ORTEGA DAVID J. ERWIN City Manager City Attorney CITY OF RANCHO MIRAGE ATTEST: By: By: RON MEEPOS ELENA KEERAN Mayor City Clerk APPROVES AS TO CONTENT APPROVED AS TO FORM: By: By: PATRICK M. PRATT STEVEN B. QUINTANILLA City Manager City Attorney RMLIT/CZC/246056 5 Contract No. C23360 - A AGREEMENT BETWEEN THE CITY OF PALM DESERT, THE CITY OF RANCHO MIRAGE AND THE COUNTY OF RIVERSIDE FOR OPERATION AND MAINTENANCE OF LANDSCAPING AT THE MONTEREY AVENUE AND INTERSTATE 10 INTERCHANGE THIS AGREEMENT is entered into as of this day of , 2005, by and between the City of Palm Desert, a municipal corporation ("Palm Desert'), the City of Rancho Mirage, a municipal corporation ("Rancho Mirage") and the County of Riverside, a political subdivision of the State of California ("County"). Palm Desert, Rancho Mirage and County are sometimes hereinafter individually referred to as a "Party" and/or collectively referred to as the "Parties." RECITALS WHEREAS, Monterey Avenue is a major roadway bisected by the boundary lines between Palm Desert, Rancho Mirage and the County, and WHEREAS, U.S. Interstate 10 is a major roadway bisecting Palm Desert, Rancho Mirage and the County, and WHEREAS, the Monterey Avenue and U.S. Interstate 10 interchange is not presently landscaped, which presents a negative visual impact on the adjacent surrounding community, and WHEREAS, said landscaping improvements will generally consist of landscaping, decorative slope pavement and an automatic irrigation system, and WHEREAS, said landscape improvements will enhance the safety, welfare, convenience and enjoyment of the public using the Monterey Avenue and U.S. Interstate 10 interchange, and WHEREAS, said landscape improvements will require regular operation and maintenance, and WHEREAS, the County will be installing and funding the landscape improvements, and WHEREAS, the County has the capability to provide for operation and maintenance of said landscape improvements for the first year of maintenance, and WHEREAS, Palm Desert has the capability to provide for operation and maintenance of said landscape improvements for the second through fourth year of maintenance, and WHEREAS, Palm Desert, Rancho Mirage and County find it desirable to jointly finance the cost of operating and maintaining said landscape improvements, and WHEREAS, Palm Desert, Rancho Mirage and County will benefit from the landscape improvements, NOW, THEREFORE, the Parties mutually agree as follows: 1. General RMPUB/CZC/246167 Contract No. C23360 — A a The foregoing recitals are true and correct. b All exhibits referred to hereinafter are hereby incorporated into and made a part of this Agreement. 2. Location The landscape improvements that will generally consist of landscaping, decorative slope pavement and automatic irrigation system ("Landscape Improvements") to be operated and maintained under the terms of this Agreement are located at the interchange of Monterey Avenue and U.S. Interstate 10, as shown on attached Exhibit "A." 3. Installation of Landscape Improvements County will install the Landscape Improvements pursuant to the Landscape Agreement dated , 2005, by and between Palm Desert, County and the State of California, attached hereto as Exhibit "B", hereinafter referenced as the "Landscape Agreement." 4. Operation and Maintenance a. County i. Term of Maintenance Upon installation and completion of the Landscape Improvements as set forth in Paragraph 3, County shall assume maintenance and expense thereof for the Landscape Improvements, including water and utility costs for a one (1) year period thereafter, as set forth in the Landscape Agreement. County shall provide for maintenance to the Landscape Improvements through contract services in accordance with the approved landscape specifications and installation plans. ii. Additional Insured County will arrange with the Contractor's insurance company to include Palm Desert and Rancho Mirage as an additional insured for the portion of work on Monterey Avenue called for under this Agreement. iii. Immediate Repair or Replacement When the immediate repair or replacement of any of the Landscape Improvements is necessary to ensure the public safety and welfare, such circumstances will be deemed an operational emergency. In RMPUB/CZC/246167 2 Contract No. C23360 — A the event of such an operational emergency, County shall have twenty-four (24) hours to initiate repairs following discovery thereof or upon notice from Palm Desert or Ranch Mirage. If County fails to initiate and diligently complete such repairs in a timely manner, Palm Desert or Rancho Mirage may direct its forces to perform such work as necessary to correct the problem and to immediately place the Landscape Improvements back in operational condition. If such procedure is implemented, Palm Desert or Rancho Mirage shall submit a reimbursement bill to the County for all expenses incurred for such repairs. The reimbursement bill shall be promptly paid by the County. b. Palm Desert Term of Maintenance Upon completion of County's responsibility to maintain the Landscape Improvements for a period of one (1) year as set forth in Paragraph 4(a)(i), Palm Desert shall assume maintenance and expense thereof for the Landscape Improvements, including water and utility costs for a period of three (3) years thereafter, as set forth in the Landscape Agreement. Palm Desert shall provide for maintenance to the Landscape Improvements through contract services in accordance with its specifications for Landscape Maintenance Services for Consolidated Maintenance Area Number , as may be amended thereafter, attached hereto as Exhibit ii. Additional Insured Palm Desert will arrange with the Contractor's insurance company to include Rancho Mirage and the County as an additional insured for the portion of work on Monterey Avenue called for under this Agreement. ii. Immediate Repair or Replacement When the immediate repair or replacement of any of the landscape improvements is necessary to ensure the public safety and welfare, such circumstances will be deemed an operational emergency. In the event of such an operational emergency, Palm Desert shall have twenty-four (24) hours to initiate repairs following discovery thereof or upon notice from Ranch Mirage or County. If Palm Desert fails to initiate and diligently complete such repairs in a timely manner, Rancho Mirage or County may direct its forces to perform such work as necessary to correct the problem and to RMPUB/CZC/246167 Contract No. C23360 — A immediately place the Landscape Improvements back in operational condition. If such procedure is implemented by Rancho Mirage, then Rancho Mirage will deduct all expenses incurred for such repairs from its share of all costs incurred by Palm Desert for the operation and maintenance of said Landscape Improvements as set forth in Paragraph 5. If such procedure is implemented by County, then County shall submit a reimbursement bill to Palm Desert for all expenses incurred for such repairs. The reimbursement bill shall be promptly paid by Palm Desert. 5. Maintenance Cost Sharing a. County County will be responsible for all costs incurred by County for the operation and maintenance of the said Landscape Improvements pursuant to and in accordance with the terms of this Agreement. b. Palm Desert Except as hereinafter provided, Rancho Mirage shall reimburse Palm Desert for fifty percent (50%) of all costs incurred by Palm Desert for the operation and maintenance of said Landscape Improvements pursuant to and in accordance with terms of this Agreement. These costs include, but are not limited to, the following: water landscape maintenance contract irrigation system repair/modifications shrub and tree pruning shrub replacement tree staking and replacement pest control fertilization decomposed granite — raking, replacement and renovation boulder and cobble repair/replacement hardscape repair/replacement trash and sand removal signage repair/replacement 6. Submission of Bills for Operation and Maintenance Palm Desert will submit reimbursement bills to Rancho Mirage quarterly or in such other periodic sequence as may be agreed to in advance by the Finance RMPUB/CZC/246167 Contract No. C23360 — A Directors of Palm Desert and Rancho Mirage. Bills for less than Five Hundred Dollars ($500.00) shall not be submitted more than once each quarter. Bills must be submitted promptly following the close of the corresponding billing period and shall be promptly paid by Rancho Mirage. Palm Desert shall maintain, on a generally accepted accounting basis, complete and accurate records that support all billings. These records shall be made available to Rancho Mirage at reasonable times for review and shall be retained for a period of three (3) years after payment of said billings. 7. Notices Any and all notice, reimbursement bills and payments sent or required to be sent to the parties to this Agreement will be mailed to the following addresses: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: City of Rancho Mirage 69-825 Highway 111 Rancho Mirage, CA 92270 Attn: County of Riverside County Administrative Center 4080 Lemon Street, 8th Floor, P.O. Box 1090 Riverside, CA 90502-1090 Attn: 8. Legal Relations and Responsibilities Nothing in the provisions of this Agreement is intended to create duties or obligations to or rights in third parties to this Agreement. Each Party hereto shall indemnify, defend and hold the other Party and its officers, agents, servants and employees harmless from any and all liabilities, claims, demands, debts, suits, actions and causes of actions, including but not limited to, property damage, personal injury or wrongful death, arising out of or in any manner connected with any act or omission of such indemnifying Party hereunder, or its officers, agents, servants or employees, done or performed pursuant to the terms and provisions of this Agreement. 9. Termination With the mutual consent of all Parties, this Agreement may be terminated with a 30-day written notification. RMPUB/CZC/246167 5 Contract No. C23360— A IN WITNESS WHEREOF, the Parties have caused this Agreement to be signed as of the date first written above. CITY OF PALM DESERT ATTEST: By: By: BUFORD A. CRITES RACHELLE KLASSEN Mayor City Clerk APPROVES AS TO CONTENT: APPROVES AS TO FORM: By: By: CARLOS L. ORTEGA DAVID J. ERWIN City Manager City Attorney CITY OF RANCHO MIRAGE ATTEST: By: By: RON MEEPOS ELENA KEERAN Mayor City Clerk APPROVES AS TO CONTENT APPROVED AS TO FORM: By: By: PATRICK M. PRATT STEVEN B. QUINTANILLA City Manager City Attorney [Signatures Continued on Following Page] RMPUB/CZC/246167 -6 Contract No. C23360 - A COUNTY OF RIVERSIDE RECOMMENDED FOR APPROVAL: APPROVED AS TO FORM: By: By: GEORGE A. JOHNSON, P.E. WILLIAM C. KATZENSTEIN Director of Transportation County Council Dated: Dated: APPROVAL BY THE BOARD ATTEST: OF SUPERVISORS: By: By: MARION ASHLEY GLORIA PERI-SMITH Chaiiuian, Board of Supervisors Clerk of the Board Dated: Dated: RMPUB/CZC/246167 7 Contract No. C23370 AGREEMENT BETWEEN THE CITY OF PALM DESERT, THE CITY OF LA QUINTA, THE CITY OF INDIAN WELLS AND THE COUNTY OF RIVERSIDE FOR OPERATION AND MAINTENANCE OF LANDSCAPING AT THE WASHINGTON STREET AND INTERSTATE 10 INTERCHANGE THIS AGREEMENT is entered into as of this day of , 2005, by and between the City of Palm Desert, a municipal corporation ("Palm Desert'), the City of La Quinta, a municipal corporation ("La Quinta"), the City of Indian Wells, a municipal corporation ("Indian Wells"), and the County of Riverside, a political subdivision of the State of California ("County"). Palm Desert, La Quinta, Indian Wells and County are sometimes hereinafter individually referred to as a "Party" and/or collectively referred to as the "Parties." RECITALS WHEREAS, Washington Street is a major roadway bisected by the boundary lines between Palm Desert, La Quinta, Indian Wells and the County, and WHEREAS, U.S. Interstate 10 is a major roadway bisecting Palm Desert, La Quinta, Indian Wells and the County, and WHEREAS, the Washington Street and U.S. Interstate 10 interchange is not presently landscaped, which presents a negative visual impact on the adjacent surrounding community, and WHEREAS, said landscaping improvements will generally consist of landscaping, decorative slope pavement and an automatic irrigation system, and WHEREAS, said landscape improvements will enhance the safety, welfare, convenience and enjoyment of the public using the Washington Street and U.S. Interstate 10 interchange, and WHEREAS, said landscape improvements will require regular operation and maintenance, and WHEREAS, the County will be installing and funding the landscape improvements, and WHEREAS, the County has the capability to provide for operation and maintenance of said landscape improvements for the first year of maintenance, and WHEREAS, Palm Desert has the capability to provide for operation and maintenance of said landscape improvements for the second through twentieth year of maintenance, and WHEREAS, Palm Desert, La Quinta, Indian Wells and County find it desirable to jointly finance the cost of operating and maintaining said landscape improvements, and WHEREAS, Palm Desert, La Quinta, Indian Wells and County will benefit from the landscape improvements, NOW, THEREFORE, the Parties mutually agree as follows: 1. General RMLIT/CZC/246481 Contract No. C23370 The foregoing recitals are true and correct. b All exhibits referred to hereinafter are hereby incorporated into and made a part of this Agreement. 2. Location The landscape improvements that will generally consist of landscaping, decorative slope pavement and automatic irrigation system ("Landscape Improvements") to be operated and maintained under the teinis of this Agreement are located at the interchange of Washington Street and U.S. Interstate 10, as shown on attached Exhibit "A." 3. Installation of Landscape Improvements County will install the Landscape Improvements pursuant to the Landscape Agreement dated , 2005, by and between Palm Desert, County and the State of California, attached hereto as Exhibit "B", hereinafter referenced as the "Landscape Agreement." 4. Operation and Maintenance a. County i. Term of Maintenance Upon installation and completion of the Landscape Improvements as set forth in Paragraph 3, County shall assume maintenance and expense thereof for the Landscape Improvements, including water and utility costs for a one (1) year period thereafter, as set forth in the Landscape Agreement. County shall provide for maintenance to the Landscape Improvements through contract services in accordance with the approved landscape specifications and installation plans. ii. Additional Insured County will arrange with the Contractor's insurance company to include Palm Desert, La Quinta and Indian Wells as an additional insured for the portion of work on Washington Street called for under this Agreement. iii. Immediate Repair or Replacement When the immediate repair or replacement of any of the Landscape Improvements is necessary to ensure the public safety and welfare, such circumstances will be deemed an operational emergency. In RMLIT/CZC/246481 2 Contract No. C23370 the event of such an operational emergency, County shall have twenty-four (24) hours to initiate repairs following discovery thereof or upon notice from Palm Desert, La Quinta or Indian Wells. If County fails to initiate and diligently complete such repairs in a timely manner, Palm Desert, La Quinta or Indian Wells may direct its forces to perfoiiu such work as necessary to correct the problem and to immediately place the Landscape Improvements back in operational condition. If such procedure is implemented, Palm Desert, La Quinta or Indian Wells shall submit a reimbursement bill to the County for all expenses incurred for such repairs. The reimbursement bill shall be promptly paid by the County. b. Palm Desert Term of Maintenance Upon completion of County's responsibility to maintain the Landscape Improvements for a period of one (1) year as set forth in Paragraph 4(a)(i), Palm Desert shall assume maintenance and expense thereof for the Landscape Improvements, including water and utility costs for a period of nineteen (19) years thereafter, as set forth in the Landscape Agreement. Palm Desert shall provide for maintenance to the Landscape Improvements through contract services in accordance with its specifications for Landscape Maintenance Services for Consolidated Maintenance Area Number , as may be amended thereafter, attached hereto as Exhibit ii. Additional Insured Palm Desert shall arrange with the Contractor's insurance company to include La Quinta, Indian Wells and the County as an additional insured for the portion of work on Washington Street called for under this Agreement. ii. Immediate Repair or Replacement When the immediate repair or replacement of any of the landscape improvements is necessary to ensure the public safety and welfare, such circumstances will be deemed an operational emergency. In the event of such an operational emergency, Palm Desert shall have twenty-four (24) hours to initiate repairs following discovery thereof or upon notice from Ranch Mirage or County. If Palm Desert fails to initiate and diligently complete such repairs in a timely manner, La Quinta, Indian Wells or County may direct its forces to perform such work as necessary to correct the problem RMLIT/CZC/246481 3 Contract No. C23370 and to immediately place the Landscape Improvements back in operational condition. If such procedure is implemented by La Quinta or Indian Wells, then La Quinta or Indian Wells will deduct all expenses incurred for such repairs from its share of all costs incurred by Palm Desert for the operation and maintenance of said Landscape Improvements as set forth in Paragraph 5. If such procedure is implemented by County, then County shall submit a reimbursement bill to Palm Desert for all expenses incurred for such repairs. The reimbursement bill shall be promptly paid by Palm Desert. 5. Maintenance Cost Sharing a. County County will be responsible for all costs incurred by County for the operation and maintenance of the said Landscape Improvements pursuant to and in accordance with the terms of this Agreement. b. Palm Desert Except as hereinafter provided, La Quinta shall reimburse Palm Desert for thirty-six and one tenth percent (36.1%) and Indian Wells shall reimburse Palm Desert for five and eight tenths percent (5.8%), of all costs incurred by Palm Desert for the operation and maintenance of said Landscape Improvements pursuant to and in accordance with terms of this Agreement. These costs include, but are not limited to, the following: water landscape maintenance contract irrigation system repair/modifications shrub and tree pruning shrub replacement tree staking and replacement pest control fertilization decomposed granite — raking, replacement and renovation boulder and cobble repair/replacement hardscape repair/replacement trash and sand removal signage repair/replacement 6. Submission of Bills for Operation and Maintenance RMLIT/CZC/246481 4 Contract No. C23370 Palm Desert will submit reimbursement bills to La Quinta and Indian Wells quarterly or in such other periodic sequence as may be agreed to in advance by the Finance Directors of Palm Desert and Rancho Mirage. Bills for less than Five Hundred Dollars ($500.00) shall not be submitted more than once each quarter. Bills must be submitted promptly following the close of the corresponding billing period and shall be promptly paid by La Quinta and Indian Wells. Palm Desert shall maintain, on a generally accepted accounting basis, complete and accurate records that support all billings. These records shall be made available to La Quinta and Indian Wells at reasonable times for review and shall be retained for a period of three (3) years after payment of said billings. 7. Notices Any and all notice, reimbursement bills and payments sent or required to be sent to the parties to this Agreement will be mailed to the following addresses: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attn: City of Indian Wells 44-950 Eldorado Drive Indian Wells, CA 92210-7497 Attn: County of Riverside County Administrative Center 4080 Lemon Street, 8th Floor, P.O. Box 1090 Riverside, CA 90502-1090 Attn: 8. Legal Relations and Responsibilities Nothing in the provisions of this Agreement is intended to create duties or obligations to or rights in third parties to this Agreement. Each Party hereto shall indemnify, defend and hold the other Party and its officers, agents, servants and employees harmless from any and all liabilities, claims, demands, debts, suits, actions and causes of actions, including but not limited to, property damage, personal injury or wrongful death, arising out of or in RMLIT/CZC/246481 -5 Contract No. C23370 any manner connected with any act or omission of such indemnifying Party hereunder, or its officers, agents, servants or employees, done or performed pursuant to the terms and provisions of this Agreement. 9. Termination With the mutual consent of all Parties, this Agreement may be teiiuinated with a 30-day written notification. IN WITNESS WHEREOF, the Parties have caused this Agreement to be signed as of the date first written above. CITY OF PALM DESERT ATTEST: By: By: BUFORD A. CRITES RACHELLE KLASSEN Mayor City Clerk APPROVES AS TO CONTENT: APPROVES AS TO FORM: By: By: CARLOS L. ORTEGA DAVID J. ERWIN City Manager City Attorney CITY OF LA QUINTA ATTEST: By: By: DONALD ADOLPH JUNE S. GREEK Mayor City Clerk APPROVES AS TO CONTENT APPROVED AS TO FORM: By: By: THOMAS P. GENOVESE . M. KATHERINE JENSON City Manager City Attorney [Signatures Continued on Following Page] RMLIT/CZC/246481 6 Contract No. C23370 CITY OF INDIAN WELLS ATTEST: By: By: PERCY L. BYRD ANNA GRANDYS Mayor City Clerk APPROVES AS TO CONTENT APPROVED AS TO FORM: By: Bv: GREG JOHNSON STEVEN P. DEITSCH City Manager City Attorney COUNTY OF RIVERSIDE RECOMMENDED FOR APPROVAL: APPROVED AS TO FORM: By: By: GEORGE A. JOHNSON, P.E. WILLIAM C. KATZENSTEIN Director of Transportation County Council Dated: Dated: APPROVAL BY THE BOARD ATTEST: OF SUPERVISORS: By: By: MARION ASHLEY GLORIA PERI-SMITH Chairman, Board of Supervisors Clerk of the Dated: Dated: RMLIT/CZC/246481 7