HomeMy WebLinkAboutC27600 - Reimbursement Agmt - Toscana Land, LLCContract No. C27600
CITY OF PALM DESERT/TOSCANA LAND, LLC
REIMBURSEMENT AGREEMENT
FOR CONSTRUCTION OF
TRAFFIC SIGNAL IMPROVEMENTS
AT HOVLEY LANE EAST & ELDORADO DRIVE
THIS AGREEMENT is made and entered into this 24�h day of April 2008, by and
between the City of Palm Desert ("Palm Desert") and Toscana Land, LLC
("Toscana"), and is made with reference to the following background facts and
circumstances:
RECITALS
Toscana has completed the Traffic Siqnal Installation at the intersection of
Hovlev Lane East and Eldorado Drive ("Proiect"�. Palm Desert desires to fund
50% of the "Project" cost. The "Project" provided traffic signalization at the subject
intersection and fiber optic interconnect between the traffic signal at Hovley Lane
East/Water Way and the traffic signal at Hovley Lane East/Indian Ridge Drive.
NOW THEREFORE, in consideration of mutual covenants and subject to the
conditions contained herein, the parties do agree as follows:
(1) The "Project" consists of the construction of traffic signal improvements as
described above.
(2) The total cost of the "Project" is $354,707.94 (See Exhibit 1). Palm Desert's
share of the Project's cost is $177,353.97 based on the percentage of the
work physically located within Palm Desert's area of responsibility.
(3) Toscana served as the lead agency for the construction of the "Project".
Upon acceptance of the improvements built within the jurisdiction of Palm
Desert under the agreement, Palm Desert shall assume all responsibilities for
maintaining such improvements.
(4) Upon completion of the "Project", Toscana presented to Palm Desert a
statement certifying its costs incurred in completing the work, and included
copies of the contractor's invoices, evidence of payment, and such other
information and records necessary to verify the payment for the work.
Contract No. C27600
(5) Within thirty days of the receipt of the information provided pursuant to section
(4) above, Palm Desert shall pay to Toscana Palm Desert's share of the
"Project" construction costs.
(6) Toscana agrees to keep all project contracts and records for a period of not
less than three years from the date of the completion of the "Project".
Toscana also agrees that all such files and records shall be made available to
Palm Desert upon its reasonable request.
(7) 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 FedEx or UPS)), sent by telecopier or facsimile ("FAX")
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 "Palm Desert": Public Works Director
City of Palm Desert
73-510 Fred Waring Drive
Palm Desert, CA 92260
Telephone: (760) 346-0611
FAX: (760) 341-7098
If to "Toscana": Phillip K. Smith, Jr., President
Toscana Land, LLC
300 Eagle Dance Circle
Palm Desert, CA 92211
Telephone: (760) 772-7227
FAX: (760) 772-7288
Notices sent in accordance with this paragraph shall be deemed delivered
upon the next business day following the: (1) date of delivery as indicated on
the written confirmation of delivery (if sent by overnight courier services); (2)
the date of the actual receipt (if personally delivered by other means); (3) date
of transmission (if sent by telecopier or facsimile machine), or; (4) 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.
(8) 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 matters dealt with herein or the
duties of any party in relation thereto, not expressly set forth in this agreement,
is null and void.
Contract No. C27600
(9) 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 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.
(10) 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.
(11) Palm Desert and Toscana do hereby mutually agree to indemnify, defend,
save, and hold harmless the other and their respective officers, agents,
servants, and employees, of and from any and all liabilities, claims, demands,
debts, damages, suits, actions and causes of action of whatsoever kind,
nature, or sort, including, but not by way of limitation, for wrongful death, and
for the expenses of the defense of said parties, and each of them, and the
payment of attorneys fees in any such action, arising out of, or in any manner
connected with any act or omission of such indemnifying party, done or
performed in connection with such parties duties and obligations hereunder.
Contract No. C27600
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their duly authorized representatives on this date:
ATTEST:
By:
Rachelle D. Klassen, City Clerk
APPROVED AS TO FORM:
By:
David J. Erwin, City Attorney
ATTEST:
By:
Secretary
APPROVED AS TO FORM:
By:
PALM DESERT
By:
Jean M. Benson, Mayor
TOSCANA LAND, LLC
By:
Phillip K. Smith, Jr., President
VICINITY MAP
Traffic Signal at Hovley Lane East and Eldorado Drive