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AGREEMENT TERMINATION
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Please complete this form when the attached agreement is no longer in effect.
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City of Santa Ana
Revised 3-2-07 Clerk of the Council
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CLERK OF COUNCIL
DATE: 5_'o -07 PROGRAM MANAGEMENT AGREEMENT FOR THE CITY PROPERTY
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(5 , GA t W THIS PROGRAM MANAGEMENT AGREEMENT ("Agreement") is entered into this 181h
day of September, 2006, by and between GRANT GENERAL CONTRACTORS, a California
corporation (hereinafter referred to as "Program Manager") and THE CITY OF SANTA ANA, a
charter city and municipal corporation duly organized and existing under the constitution and laws
of the State of California (hereinafter referred to as the "City").
RENOVATIONS
RECITALS:
A. The City and Program Manager desire to enter into an agreement by which Program
Manager undertakes program management services for a public improvement
project located in Auto Mall Drive ("the Project").
B. Both the City and Program Manager believe that services to be provided by Program
Manager with respect to the Project are in the nature of professional services and
thus not subject to competitive bidding requirements of Section 421 of the City's
Charter, but rather constitute services which can be procured pursuant to City's
Municipal Code Section 2-807. Consistent with the foregoing, it is the parties' intent
that (i) Program Manager not act as a general contractor that "self performs" the
work, sub -contractor or material supplier for any portion of the Project, but that all
labor and materials would be provided by others pursuant to construction contracts
let by the Program Manager as representative of the City as the "owner" (and, where
such contracts would exceed $10,000 in value, would be competitively bid pursuant
to Section 421 of the City's Charter).
In consideration of the foregoing, the parties hereto mutually covenant and agree as follows:
ARTICLE 1
1. DEFINITIONS
The following words and phrases shall have the below definition pertaining to this
Agreement and any related documents:
Construction Contracts = construction and material supply contracts awarded to Contractors in
accordance with the requirements of this Agreement; all Construction Contracts in excess of
$10,000 shall be awarded to a Contractor only upon full compliance with the competitive bidding
requirements of City Charter Section 421.
Contractors = the construction contractors, subcontractors and material suppliers to be awarded
construction or material supply contracts by the City (either directly or through Construction
Manager on behalf of the City) for all or any portion of the Project construction work.
V ,r 0 •
Day = a calendar day unless otherwise specifically designated.
Designated City Representative = Deputy City Manager for Development Services, or designee
Consultant(s) = Consultant(s) hired by Program Manager pursuant to this Agreement (e.g.
architect, engineer, etc.).
Consultant(s) Agreements = the contracts executed between Program Manager and its
Consultant(s).
Construction Management Agreement = the agreement entered into by and between Program
Manager and its Construction Manager providing for Project construction management services.
Construction Manager = The construction manager designated by Program Manager to supervise
and manage the construction of the Project by the Contractors.
Project Budget (Attached hereto as Exhibit A) = $259,424 (includes all work as shown on
Exhibit A and Project Documents) the total cost of Project, including the costs of engineering and
constructing the Project (including construction management services to be provided by Program
Manager's designated Construction Manager). The Project Budget includes costs for (i) the fees
and allowed reimburseables of Program Manager under this Agreement including without
limitation the fees and allowed reimburseables of Program Manager's Construction Manager; (ii)
costs of plan check and permits for the Project (except to the extent waived); and (iii) the fees, costs
and allowed reimburseables of the Contractors, as set forth in the Construction Contracts let to the
Contractors.
Project = the construction/renovation of the Santa Ana Auto Mall per attached Exhibit A and
Exhibit B and by reference construction drawings prepared by Clark & Green Associates, City's
representative, 17-sheets dated 10/16/06 and subsequently revised on April 16, 2007, and any other
plans and documents to be prepared by Program Manager and/or Clark & Green Associates, which
are necessary to implement this project.
Project Documents = include this Agreement, the Scope of Work attached hereto as Exhibit A &
Exhibit B, and by reference, the construction drawings prepared by Clark & Green Associates,
City's representative, 17-sheets dated 10/16/06 and subsequently revised on April 16, 2007, any
other plans and documents to be or caused to be prepared by Project Manager necessary to
implement this Project, and any agreements between Program Manager, its Consultants, the
Construction Manager and the Contractors.
Project Site = those portions of Auto Mall Drive, Dan Gurney Drive, and Ritchey Street as detailed
in Exhibit A and said Project Documents in the City of Santa Ana.
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ARTICLE 2
2. STATEMENT OF THE WORK - PROJECT IMPLEMENTATION AGREEMENT
DOCUMENTS
2.1 This Agreement represents the entire agreement between the City and Program
Manager with regard to the renovations at the Project Site, and supersedes all prior negotiations,
representations or agreements. This Agreement shall not be superseded by any provisions of the
documents for construction and may be amended only by written instrument signed by both the
City and Program Manager.
2.2 Program Manager shall (i) provide general administration of the Agreement, (ii)
interpret the requirements of the Project Documents, (iii) manage and supervise its Consultants and
design professionals and the processing of plans and specifications for the Project; (iv) manage as
the City's representative the putting out for bid of all components of construction for the Project,
including assuring all competitive bidding requirements applicable to the Project pursuant to City
Charter Section 421 are complied with; (v) manage and supervise the services provided by its
Construction Manager representative, for the purpose of causing the Project to be completed within
the Project Budget and in accordance with the Project Documents.
2.3 Program Manager agrees to furnish the services set forth herein and agrees to furnish
efficient business administration and management, and cause the Project to be completed in the
most expeditious and economical manner consistent with the interests of the City. Program
Manager represents that it possesses any and all licenses necessary to discharge its obligations
under this Agreement.
2.4 Upon approval of this Agreement, Program Manager shall cause its Consultants to
prepare and/or modify all further necessary drawings, plans and specifications necessary to
construct the Project within the Project Budget. It is understood and agreed that as work proceeds
on the Project, certain clarifications and modifications may have to be made, including adjustments
in plans, circulation, site work and elevations, as well as detailing of materials, colors and finishes.
All scope of work as set forth in the Drawings and Specifications shall be subject to mutual
approval by the parties. The Designated City Representative is hereby authorized and directed to
review and approve all of the Project Documents as set forth below, provided they substantially
conform to the scope of the Project as set forth in Exhibit A and Project Documents, as well as later
developed drawings, provided further except as authorized in writing by the City, under no
circumstances shall the cost of the Project exceed the Project Budget.
ARTICLE 3
3. PROGRAM MANAGER'S RESPONSIBILITIES
3.1 Program Manager shall be responsible to cause to be delivered to the City in a
timely manner all design work necessary for the implementation of the Project, to assure that all
construction work is competitively bid in accordance with bid documents approved by the City and
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to oversee the Construction Manager's supervision of all Contractors as set forth in the Project
Documents as well as any exhibits attached hereto.
3.2 Program Manager shall assure that the agreements executed by its Construction
Manager and by all Contractors will, in the aggregate, satisfactorily provide all labor, materials,
tools, and construction equipment necessary for the execution and completion of the Project, and
that all Construction Contracts will incorporate within their contract sums the payment by the
Contractors for all sales, use, gross receipts and similar taxes related to the Project. Program
Manager shall be responsible for any of such costs due to its failure to cause same to be provided
by the Contractors.
3.3 Program Manager shall prepare, or cause its Construction Manager to prepare and
submit for the City's approval, an estimated progress schedule for the Project. The schedule shall
indicate the date for the commencement and completion of any stages of the design and
construction and provide for a completion date as set forth in Section 5.1 hereof. The Project
schedule is subject to revisions as required by the conditions of the Project, change orders, and
those conditions and events that are beyond the control of Program Manager, its Construction
Manager or the Contractors, including force majeure delays.
3.4 The Program Manager shall assure that all bid documents released for competitive
bidding to prospective Contractors, and all contracts awarded to Contractors, include a requirement
that such Contractors keep the Project Site free from accumulation of waste materials or rubbish
caused by such Contractors operations. If any subsequent law and/or ordinance are enacted which
affect the cost of the Project, Program Manager shall submit a revised Project Budget to reflect
such change and, once approved by the City, is authorized to direct its Construction Manager to
process change orders with affected Contractors consistent with such Project Budget revision.
3.5 The Program Manager shall make sure that all applicable provisions of federal, state
and local safety laws to safeguard against accidents or injury to persons on, about or adjacent to the
Project Site are complied with and enforced by its Construction Manager and the Contractors. The
foregoing shall not apply, however, with respect to the elimination or abatement of safety hazards
created or otherwise resulting from work at the Project carried on by persons or firms directly
employed or engaged by the City and not a part of the Project. The City shall cause such separate
contractors or tenants to abide by and fully adhere to all applicable provisions of federal, state and
safety laws and regulations and to comply with the reasonable request by the Construction Manager
for the elimination and abatement of any such safety hazard.
3.6 Program Manager shall keep, and also cause its Construction Manager to keep, such
full and detailed accounts as may be necessary for the proper construction and financial
management under this Agreement. The system will contain Program Manager's records, books,
correspondence, instructions, drawings, receipts, vouchers, memoranda and similar data relating to
this Agreement.
3.7 Program Manager shall obtain or keep, or cause its Construction Manager to obtain
or keep, and the City shall have the right to examine and audit, all books, estimates, records,
contracts, documents, bid documents, subcontracts, and other data of Program Manager (including
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computations and projections), its Construction Manager and the Contractors related to negotiating,
pricing, or performing the change order modifications in order to evaluate the accuracy and
completeness of the cost or pricing data. The expense of said audit shall be at the sole cost of the
City. Program Manager shall assure that either Program Manager or its Construction Manager shall
retain the materials described in this paragraph, for examination, audit, or reproduction, until four
(4) years after completion of the Project.
3.8 Program Manager shall cause its Construction Manager to insert a clause essentially
containing the above audit provisions, in all of the subcontracts over Ten Thousand Dollars
($10,000.00).
3.9 Program Manager shall cause its Construction Manager to publicize bids for the
Project construction work in accordance with the City's "Standard Specifications" and the Santa
Ana Municipal Code, as it pertains to public works projects. Notwithstanding the foregoing, if and
only to the extent permitted by law, Program Manager shall be permitted to require the three lowest
bidders to re -bid after they have been selected as the three lowest bidders. Program Manager, as
agent and fiduciary to the City, shall have control of the bidding procedures inclusive of
determination of the lowest responsible bidder(s).
3.10 Program Manager will require its Construction Manager and all Contractors to use
their best efforts to prosecute the Project work in a manner to minimize public inconvenience and
possible hazard, to restore the streets and other work areas to their original condition and former
usefulness as soon as possible, and to protect public and private property adjacent to the Project.
ARTICLE 4
4. THE CITY' S RESPONSIBILITIES
4.1 The City shall provide in a timely manner full information regarding its
requirements for the Project hereunder.
4.2 The Designated City Representative shall render, in a timely manner, all decisions
requested by Program Manager which may be necessary to perform the Project work. All decisions
rendered by the Designated City Representative shall be binding upon the City. Furthermore, any
City representative(s) present at the job site during construction shall be subject to reasonable rules
as may be imposed by Program Manager and/or its Construction Manager.
4.3 If the City discovers any fault, defect or nonconformance in the Project or with the
Drawings or Specifications, the City shall give prompt written notice to the Program Manager. The
Designated City Representative shall sign the final plans and specifications prior to issuance of
building permit.
4.4 The Program Manager will submit all plans for plan checks and will apply for and
obtain all building permits, grading permit(s) and construction permit(s) required by the City of
Santa Ana or other agencies, as applicable. The City shall pay or waive all fees in connection
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therewith, at no cost to Program Manager. The City shall cooperate with the Program Manager at
all times and shall make best efforts to expedite all plan checks and issuance of all requisite permits
in accordance with the Project's requirements and schedules.
4.5 The Program Manager is not responsible for inspection. The City will furnish, at no
expense to Program Manager, all required inspection of the Project work. The inspector(s) is not
authorized to make changes in the Project Documents.
ARTICLE 5
5. TIME SCHEDULE FOR EACH PROJECT IMPLEMENTATION AGREEMENT
5.1 Project Schedule. It is acknowledged by all parties that the Project is anticipated to
be initiated concurrent with other work being performed by Program Manager on
adjacent property owned by Crevier Motors, Inc (need to verify ownership entity).
Specifically, this other work involves construction of a right hand turn lane on Auto
Mall Drive. It is anticipated that the Project will be initiated by May 7, 2007 and
completed no later than August 6, 2007, but in no case initiated later than May 21,
2007 and completed by August 20, 2007, unless otherwise mutually agreed upon. In
no case shall the project take more than three (3) months to complete, once initiated,
unless otherwise mutually agreed upon. Should this timeline not be met, City has
the right to terminate or renegotiate this agreement. A copy of the proposed Project
Schedule shall be supplied by the Program Manager to the City, and the terms of
said Project Schedule shall be incorporated herein.
5.2 The work required under the Project Documents shall be substantially completed
subject to § 3.3 of Article 3 (the "Completion Date").
5.3 The date of Substantial Completion of the Project is the date when construction is
sufficiently complete in accordance with the Project Documents such that all demolition,
landscaping, hardscape, utilities and signage have been completed. This date shall be established by
a certificate of Substantial Completion ("Certificate") signed by the Program Manager and the City.
The Certificate shall list the items, if any, to be completed or corrected and establish the time for
the completion and correction.
5.4 If the Program Manager, its Construction Manager or any Contractor is delayed at
any time in the progress of the Project by any act or neglect of the City, by any separate contractor
or agent employed by the City or by changes ordered in the Project, or by labor disputes, fire, act of
war, unusual delay in transportation, adverse weather condition not reasonably anticipated,
unavoidable casualties, or any causes beyond the Program Manager's control, or a delay authorized
by the City pending settlement of a dispute ("Permissible Delay"), then the date for substantial
completion shall be extended by change order for the delay period caused by such Permissible
Delay.
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ARTICLE 6
6. PROJECT BUDGET
6.1 The Project Budget for the Project, subject to additions and deductions as provided
herein, including any change orders so requested and authorized by the City, is $259,424. The final
cost of the Project may be less than the Project Budget, but under no circumstances shall it exceed
the guaranteed maximum price. Program Manager is responsible for assuring that the Project
Budget is not exceeded and under no circumstances will the City be obligated to expend an amount
for the Project in excess of the Budget. In the event the cost of Project, after accounting for all soft
and hard costs (as such hard costs are bid by Contractors), exceeds the Project Budget, Program
Manager shall either cause the Project or components thereof be re -designed in a manner
satisfactory to the City and within the Budget, or proceed with the Project as approved and pay with
its own funds for the costs in excess of the Project Budget.
6.2 The parties acknowledge that the Project Budget includes a fixed program
management fee equal to six percent (6%) of the Program Budget, to compensate Program
Manager for its services hereunder. The parties also acknowledge that the Program Budget shall
include a construction manager's fee for the services of the Construction Manager not to exceed six
percent (6%) of the direct construction costs for the Project based upon the construction budget for
the Project (Construction Manager fee included under "General Conditions - Supervision" line item
in Exhibit A, Project Budget). Program Manager shall have the responsibility of paying its
Construction Manager.
6.3 Pursuant to California Labor Code Section 1861, Program Manager gives the
following certifications: Program Manager is aware of the provisions of Section 3700 of the
California Labor Code which require every employer to be insured against liability for Worker's
Compensation or to undertake self-insurance in accordance with the provisions of that code, and
Program Manager will comply with such provisions (to the extent applicable) and cause the
Construction Manger and all Contractors to comply with such provisions before commencing the
performance of their respective Project work.
ARTICLE 7
7. PROGRESS PAYMENTS
7.1 Payments shall be made by the City to the Program Manager for disbursement to its
Construction Manager and to Contractors according to the following procedure:
7.2 The City shall make progress payments monthly as the work proceeds. The Program
Manager or its Construction Manager shall furnish a summary breakdown invoice of the total
Project Budget, in a format acceptable to the City, showing the amount included therein for each
principal category of the work, in such detail as requested, to provide a basis for determining
progress payments.
7.3 Reserved.
7.4 Program Manager shall submit to The City its draft request for payment on or about
the 25 h day of each month estimating the percentage of completion of each category in the
breakdown of the Project Budget as referred to in Article 3 for approval by the City. The
Designated City Representative shall review the Program Manager's request for payment and shall
inform the Program Manager of any reasons why such request is not suitable for payment, if any.
Prior to the submittal to the City, the City will review the requested percentage of completion for
each activity. Provided the request is in proper form, the Program Manager shall submit the request
to the City. The payment request will be in the format as provided by the City and will refer to the
schedule. In the event of any difference between the City's estimate and Program Manager's
estimate of completion of a breakdown item, the City's judgment shall prevail.
7.5 Upon receipt of a payment request, the City shall:
1. Review that request promptly for the purpose of determining if the payment
request is a proper payment request; and
2. Return any payment request determined not to be a proper request suitable for
payment to Program Manager as soon as practicable, but not later than fourteen (14) days
after receipt. The returned request for payment shall be accompanied by a document setting
forth in writing the reasons why the payment request is not proper.
7.6 Any progress payment which is undisputed and properly submitted shall be paid
within thirty (30) days of submission to the City. If not so paid, the amount unpaid shall accrue
interest to Program Manager equivalent to the legal rate set forth in subdivision (a) of Section
685.010 of the California Code of Civil Procedure. The number of days available to the City to
make a payment without incurring interest pursuant to this Section shall be reduced by the number
of days by which the City exceeds the fourteen -day return requirement set forth in this Article 7,
Section 7.5.2.
7.7 In making these progress payments, the City will retain ten percent (10%) (of the
direct cost component of the Project Budget only) of the estimated amount until final completion
and acceptance of the work unless otherwise agreed upon by Program Manager and the City. When
the work is substantially complete as defined in Article 5, the City shall retain a maximum amount
of 5% and shall release to Program Manager all of any excess amount for disbursement to the
Contractors.
7.8 Except as otherwise prohibited by law, Program Manager may elect to require the
City to disburse to Program Manager payments payable to its Contractors without any retention, by
causing the affected Contractors to post securities in accordance with California Public Contract
Code Section 22300.
7.9 The City may withhold payment (in excess of retentions) or, on account of
subsequently discovered evidence, nullify the whole or a part of any certificate of completion to
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such extent as may be necessary to protect the City from loss on account of the following (and each
contract awarded to Contractors shall allow withholding for):
Defective work not in the process of being remedied.
2. "Stop Notice" claims filed.
3. Failure of Program Manager or its Construction Manager to make payments
properly to Contractors for material or labor when no actual dispute exists
concerning such payment.
4. Default of Program Manager or its Contractors, including without limitation,
the Construction Manager, in the performance of the material terms of this
Agreement.
7.10 If Stop Notices are filed with the City, the City shall withhold the amount required
from certificates until such claims shall have been resolved pursuant to applicable law California
Civil Code Section 3179, et seq.
ARTICLE 8
FINAL PAYMENT
8.1 The City shall pay the final payment due Program Manager under this Agreement and
Program Manager shall be authorized to disburse same:
1. The Agreement has been fully performed by the Program Manager;
b. Request for Final Payment has been made;
c. Release of all liens and Stop Notices has been accomplished; and
d. Program Manager has presented to the City releases of all filed claims against
the City by Program Manager, by its Construction Manager and/or by the
Contractors.
e. Program Manager has complied with the conditions precedent set forth below.
8.2 The Program Manager or its Construction Manager may, if any Contractor refuses to
furnish a release or receipt in full, furnish a bond satisfactory to the City, to indemnify against any
such lien.
8.3 When a certificate of substantial completion from Program Manager's Consultants
or Contractors is received by the City covering the entire Project, the Designated City
Representative will issue a Notice of Completion and within ten (10) days thereafter record such
Notice of Completion. A certified conformed copy of the recorded Notice of Completion will be
sent to the Program Manager.
8.4 Notwithstanding the foregoing, neither final payment nor any remaining retained
percentage shall become due until the Program Manager submits to the City (1) an affidavit that
payrolls, bills for materials and equipment, and other indebtedness connected with the work for
which the City or the City's property might be responsible or encumbered (less amounts withheld
by the City have been paid or otherwise satisfied, (2) a certificate evidencing that insurance
required by the Project Documents to remain in force after final payment is currently in effect and
will not be canceled or allowed to expire until at least thirty (30) days' prior written notice has been
given to the City, (3) a written statement that the Program Manager knows of no substantial reason
that the insurance will not be renewable to cover the period required by the Project Documents, (4)
consent of surety, if any, to final payment and (5) if required by the City, other data establishing
payment of satisfaction of obligations. such as receipts, releases and waivers of liens, claims,
security interests or encumbrances arising out of the Agreement to the extent and in such form as
may be designated by the City. If a subcontractor refuses to furnish a release or waiver required by
the City, the Program Manager or its Construction Manager may furnish a bond satisfactory to the
City to indemnify the City against such lien. If such lien remains unsatisfied after payments are
made, the Program Manager shall refund to the City all money that the Program Manager may be
compelled to pay in discharging such lien, including all costs and reasonable attorneys' fees.
8.5 After issuance of the Certificate of Substantial Completion by the appropriate
Consultant(s)/Contractor(s) but not later than 35 days thereafter, Program Manager will submit to
the City a detailed statement showing the remaining unpaid Project costs, together with a request
for the City payment in the amount thereof, provided, the City shall not be responsible for any
payment in excess of the Project Budget (as amended from time to time); provided further, the City
may withhold sums for incomplete work; and for any other cause under the Agreement.
8.6 Program Manager shall, from the effective date of Acceptance until the expiration of
four years after final settlement under this Agreement, preserve and make available to the City, all
its books, records, documents, and other evidence bearing on the costs and expenses of Program
Manager under this Agreement.
ARTICLE 9
9. INDEMNIFICATION
9.1 Program Manager shall indemnify, defend and hold harmless the City, its officers,
agents, employees, and volunteers from and against:
a. Any and all claims, actions, and proceedings relating to:
(1) any breach or default in the performance of, or the omission to perform, any
obligation on Program Manager's part under any term or condition of the
Agreement; and
(2) any negligent act or omission to act by Program Manager, Program
Manager's agents, representatives, or employees, relating to the performance
of, or omission to perform, any term or condition of the Agreement; and
(3) any liability of any nature, for or on account of any patented or unpatented
article, appliance or device used in the performance of the Agreement;
b. All reasonable costs, attorneys' fees, expenses, and liabilities incurred in the
defense of any claim, action or proceeding brought pursuant to Section 8.1(a).
9.2 If any such claim, action, or proceeding is brought pursuant to Section 8.1 (a)
against the City or the City's officers, agents, employees, or independent contractors, Program
Manager upon notice from the City, shall defend the same at Program Manager's expense by
counsel satisfactory to the City and Program Manager.
9.3 The City shall promptly notify Program Manager of any claim, action, or proceeding
against the City or the City's officers, agents, employees, or independent contractors, relating to the
performance, or omission to perform, any term or condition of this Agreement. The City shall
cooperate fully in the defense of such claim, action, or proceeding.
9.4 The City shall not be liable or responsible for any accident, loss or damage
occurring on or to the work prior to the completion and acceptance of same, unless otherwise
specifically agreed to at the time of occupancy by the City.
ARTICLE 10
10. CONCEALED OR UNKNOWN CONDITIONS
If conditions are encountered at the site which are (a) subsurface or otherwise concealed
physical conditions which are at variance with those indicated in the Project Documents or (b)
unknown physical conditions of an unusual nature which differ materially than those ordinarily
found to exist and generally recognized as inherent in construction activities of the character
provided for in the Project Documents, then notice by the observing party shall be given to the
other party promptly before conditions are disturbed and in no event later than 21 days after first
observance of the conditions. The appropriate Consultant will promptly investigate such conditions
and notify the City and Program Manager of any anticipated increase in the cost of or time to
complete the Project. Upon such notification, Program Manager will cause the affected Contractors
to be notified and to prepare change orders to their Construction Contracts to reflect such additional
expense and/or time. Such change order shall processed under the guidelines set forth in Article 15
below. If the increases in Project cost causes the Project Budget to proceed, the City shall either (i)
instruct Program Manager to cause the re -design of the Project or a component thereof, or modify
the scope of the Project, so fit within the Project Budget, or (ii) adjust the Project Budget to include
the additional costs. Any time delay associated with the foregoing shall cause an equitable
adjustment to the Completion Date. If the Consultant determines that the conditions at the site are
not at variance with those indicated in the Project Documents and that no change in the items of
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this Agreement is justified, the Consultant shall so notify the City and Program Manager in writing,
stating the reasons, and Program Manager shall assure that its Construction Manager notifies all
potentially affected Contractors of such determination and such reasons. Claims by the City or any
affected Contractor in opposition to such determination must be made within 21 days after the
Consultant has given notice of its determination. If the City and any Contractor cannot mutually
agree on the amount of an adjustment to the contract sum for an affected Construction Contract, the
adjustment shall be determined in accordance with the guidelines set forth in Article 17 below.
ARTICLE 11
11. INSURANCE
11.1 General Requirements
a. Before allowing a Contractor to commence the Project work, Program Manager
shall assure that its Construction Manager requires such Contractor provides the insurance policies
specified below, and shall require its Construction Manager to file copies of certificates of said
insurance with the City. Each of the insurance policies shall be issued by:
(1) Either a California Admitted Surety/Insurer OR a current Treasury
Listed Surety (Federal Register);
and
(2) Either a current A.M. Best A VIII rated Surety or Insurer.
11.2 Public Liability and Property Damage Insurance
a. Occurrence type Public Liability and Property Damage Insurance shall
protect the City, its officers, agents, employees, volunteers and Program Manager, from claims for
damages for personal injury including wrongful death, as well as from claims for property
damages, which may arise from or in connection with the Contractor's performance or the
Contractor's omission to perform any term or condition set forth in the Contractor's Construction
Contract, whether such performance be by the Contractor or anyone directly or indirectly employed
by the Contractor as follows:
(1) General Liability: $ 1,000,000 combined single limit per occurrence
for bodily injury, personal injury and property damage. If Commercial General
Liability Insurance or other form with a general aggregate limit is used, either the
general aggregate limit shall apply separately to any act or omission to act by the
Contractor under its Construction Contract or the general aggregate limit shall be
twice the required occurrence limit.
(2) Automobile Liability: $1,000,000 combined single limit per
accident for bodily injury and property damage.
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b. The General Liability and Automobile Liability coverages shall name the
Program Manager, the City, and their respective officers, agents, employees and volunteers, as
additional insureds, and shall provide that the City and Program Manager shall be given thirty (30)
days advance written notice of expiration, reduction or cancellation of such coverage, by certified
mail. Program Manager shall assure that its Construction Manager causes each Contractor to
maintain a Commercial General Liability Policy of insurance with an aggregate limit of liability of
not less than $2,000,000.00 products completed operations, a general aggregate of not less than
$2,000,000.00 and excess coverage of not less than $2,000,000 each occurrence and general
aggregate; provided, however, the City may waive or reduce the minimum coverage requirements
with respect to any Contractor. All such policies shall meet the requirements set forth in Section
11.1.
11.3 Fire Insurance
Program Manager shall cause its Construction Manager, to the extent appropriate, and each
Contractor, to the extent appropriate, to maintain fire insurance on such party's own equipment and
machinery, or to adequately self -insure the same.
11.4 Property Insurance/Builders Risk
The City shall provide, or cause to be provided, and maintain at its sole cost, property
insurance in the amount of the value of the improvements on the property where the Project is to be
constructed on a replacement cost basis. The insurance shall include the interest of the City, the
Program Manager and its agents. Such insurance shall be on an all-risk policy form.
ARTICLE 12
12. BONDS
12.1 General Requirement
This Article sets forth the bonding requirements to be imposed upon the Construction
Manager and Project Contractors.
a. Before allowing a Contractor to enter upon the Project Site and perform Project
construction work, the Program Manager shall cause its Construction Manager
to cause to be filed with the City four duplicates of each bond required under this
Article. These bonds shall be in the amounts and for the purposes specified
below. They shall be surety bonds issued by:
(1) Either a California Admitted Surety OR a current Treasury Listed
Surety (Federal Register).
and
13
(2) Either a current A.M. Best A VIII rated Surety OR an admitted surety
insurer which complies with the provisions of the California Code of Civil
Procedure Section 995.660.
b. Should any surety or sureties upon said bonds or any of them become
insufficient, Program Manager shall cause its Construction Manager to require
renewal of said bond(s) with good and sufficient sureties within ten (10) days
after receiving notice from the City that the surety or sureties are insufficient.
The cost of bonds are included in the Project Budget.
12.2 Performance Bond & Maintenance
Program Manager shall request of or, on behalf of its Construction Manager shall,(i) post a
Performance Bond in favor of City on a form reasonably acceptable to the City Attorney and equal
in amount to 100% of the direct construction costs of the Project, as security for the faithful
performance by the Construction Manager its obligations under the Construction Management
Agreement, and cause its Construction Manager to (ii) require each Contractor designated by the
City to deliver to the City an executed Performance Bond in favor of the City on a form reasonably
acceptable to the City Attorney and equal in amount to 100% of the contract sum of such
Contractor's Construction Contract, as security for the faithful performance by such Contractor of
his obligations under his Construction Contract. City may partially release bond for all items other
than landscape improvements upon issuance of a certificate of completion. Such retained
performance bond shall have a term extending one year after the completion date of the
improvements.
12.3 Payment Bond
Program Manager shall request of or on behalf of its Construction Manager (i) post a
Payment Bond in favor of the City in an amount equal to 100% of the direct costs component of the
Project Budget, as security for the payment to the Contractors, and cause its Construction Manager
to (ii) require each Contractor designated by the City to deliver to the City an executed Payment
Bond in favor of the City in an amount equal to 100% of the contract amount such Contractor's
Construction Contract as security for the payment of all persons performing labor and furnishing
materials under such Contractor's Construction Contract.
ARTICLE 13
13. DESIGN AND PROGRAM MANAGEMENT WORK PRODUCT
The City acknowledges that all reports, drawings, specifications, field data, field notes,
laboratory test data, calculations, estimates and other similar documents prepared by Program
Manager and/or its Consultants or Contractors are instruments of professional service, not products.
Although ownership of such documents and any copyrights thereto or therein are normally retained
by Program Manager, they nonetheless shall in this instance become the property of the City upon
14
final payment to Program Manager of any and all amounts owed or due under terms of this
Agreement. No such documents should be subject to unauthorized use or reuse, that is use or reuse
without prior written authorization of Program Manager to do so. Any reuse of the documents by
the City without express written authorization by the Program Manager shall be at the City's sole
risk and without liability or legal exposure to the Program Manager or its Consultants. The Program
Manager shall cause its Consultants to turn over to the City the following: Record Drawings (as-
builts) on mylar (not sepia mylar), diskettes of computer generated plans, equipment and product
manuals, all contractor's warranties and guarantees.
ARTICLE 14
14. TERMINATION
This Agreement may be terminated at any time by either Program Manager or the City upon
written notice to the other party. If either party gives notice of termination, the City shall issue
payment for all services and work performed and costs incurred to the date of written notice. In the
event this Agreement is terminated, Program Manager's shall assign to the City, effective upon
such termination, all of its agreements with its Construction Manager, Consultants and Contractors,
subject to the prior rights of the surety providing the payment and performance bond required under
this Agreement.
ARTICLE 15
15. CHANGES
15.1 Changes affecting Program Manager and its Construction Manager. Adjustments to
the fee compensation of Program Manager under this Agreement, and the fee compensation of its
Construction Manager under the Construction Management Agreement, shall be determined as
follows:
15.1.1 (1) For services performed by Program Manager under
this Agreement due to an approved change in the scope of the work of the
Project, six percent (6%) of the net additional cost of the work (including
additional work performed by Consultants, additional fees, equipment, labor
and materials reflected in each change order with Contractors that results
from such scope change).
(2) For services performed by the Construction
Manager involving a change in scope of the work of the Project, no more
than six (6%) of the net direct cost of the work, equipment, labor and
materials.
15.2 Changes Affecting . other Consultants and Contractors. Changes orders affecting
Consultants and/or Contractors, and the rules governing the implementation thereof, are set forth in
the City's Standard Specifications.
15
0 •
ARTICLE 16
16. WARRANTY
The Program Manager shall assure that its Construction Manager requires each Contractor
to warrant to the City in writing that all material and equipment furnished under such Contractor's
Construction Contract will be of good quality and new unless otherwise required or permitted by
the Project Documents, that such Contractor's work will be free from defects not inherent in the
quality required or permitted, and that the work will conform with the requirements of the Project
Documents for a period of one (1) year from the date of the Certificate of Completion for the
Project, including but not limited to, maintenance of the palm trees for a one-year period following
the date of the certificate of completion and maintenance of the other landscaping for a period of at
least three months from the date of the certificate of completion.. Work not conforming with these
requirements, including substitutions not properly approved and authorized, may be considered
defective. Such warranties may exclude damage or defects caused by abuse, modifications not
performed by the Contractor, improper or insufficient maintenance, improper operation, normal
wear and tear under normal usage or improper or defective work on other portions of the Project
performed by other Contractors.
ARTIfTN 17
17. DISPUTES/CLAIMS
17 .l Claims Resolution Involving Consultants and Contractors
Disputes involving Consultants and/or Contractors shall be resolved in accordance with the
rules set forth in the City's Standard Specifications, a copy of which is on file with the City.
17.2 Dispute Resolution Under this Agreement
Unless both parties otherwise agree in writing, all disputes between the parties regarding the
interpretation of this Agreement or the performance by a party hereunder shall be resolved through
binding, judicial arbitration, using a private arbitration services such as JAMS/Endispute or similar
service acceptable to each party; provided, however, in the event the parties are unable despite their
good faith efforts to agree upon the procedures for such arbitration or the arbitration service to
utilize, then, upon written notice from either party, arbitration shall be conducted pursuant to the
commercial arbitration rules of the American Arbitration Association. In the conduct of such
arbitration, each party shall be afforded the right for discovery of evidence in accordance with
Sections 1985 et seq. of the California Code of Civil Procedure, but any disputes that may arise
regarding discovery shall be submitted to the arbitrator for resolution.
17.3 Wages & Records
17.3.1 Wage Rates
16
a. Pursuant to Section 1770 and 1773, et seq. of the California Labor Code,
the Director of Industrial Relations has ascertained the general prevailing rate of per
diem wages and the rates for overtime and holiday work in the locality in which the
work is to be performed for each craft, classification, or type of workman needed to
execute the contract which will be awarded to the successful bidder, copies of which
are on file and available upon request at the Public Works Agency of the City, and
which Program Manager shall cause its Construction Manager to post at the Project
Site. Program Manager is responsible for ensuring payment of prevailing wage
rates, as applicable.
b. Program Manager shall assure that its Construction Manager requires that
each Contractor and subcontractor under him, pay not less than the said specified
rates to all laborers, workmen, and mechanics employed in the execution of the
Agreement.
c. In case it becomes necessary for Program Manager, its Construction
Manager, or any Contractor to employ on the Project any person in a trade or
occupation (except executives, supervisory, administrative, clerical, or other non -
manual workers as such) for which no minimum wage rate is herein specified, such
Program Manager shall assure that such party shall immediately notify the City who
will promptly thereafter determine the prevailing rate for such additional trade or
occupation and shall furnish such party with the minimum rate based thereon. The
minimum rate thus furnished shall be applicable as a minimum for such trade or
occupation from the time of the initial employment of the person affected and during
the continuance of such employment.
d. The City will not recognize any claim for additional compensation
because of the payment by any party of any wage rate in excess of the prevailing
wage rate set forth as provided herein.
ARTICLF. 19
18.1 LABOR COMPLIANCE
The parties acknowledge that certain labor compliance regulations apply to the Project. It shall be
Program Manager's responsibility to assure that the following procedures and recording keeping
are undertaken, either by Program Manager or by its Construction Manager.
18.1.1 Procedures
A. The Program Manager, through its Construction Manager, shall be responsible to enforce
the Construction Contract provisions and ensure that all labor compliance requirements are
performed and documented in the Project file(s).
17
B. When labor compliance problems are discovered by the Construction Manager, Program
Manager will require that they be reported to the City. The City is responsible for
determining the appropriate action required to remedy or address the problem. When labor
compliance problems are discovered by process review they should be documented in the
process review report with a recommendation for correction of the problem.
18.1.2 Record Keeping_ The Construction Manager must maintain sufficient records to
ensure each Contractor's compliance with wage and apprenticeship sections of the Agreement.
ARTICLE 19
19.1 Assignment
Neither this Agreement nor any part thereof shall be assigned by the Program Manager
without prior written consent of the City.
19.2 Amendments to the Agreement
Amendments to the Agreement must be in writing and approved by both parties before they
become effective.
19.3 Conflicts in Documents
In the event of conflict between the terms set forth in the Agreement and any Exhibits, the
provisions listed in the Agreement shall control.
ARTICLE 20
20.1 NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this Agreement
shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first
class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in
the manner provided in this Section, to the following persons:
To the City: Clerk of the City Council
The City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
Facsimile (714) 647-6956
With courtesy copy to:
18
Deputy City Manager for Development Services
The City of Santa Ana
20 Civic Center Plaza (M-25)
P.O. Box 1988
Santa Ana, California 92702
Facsimile (714) 647-6549
To Program Manager: Grant General Contractors
5051 Avenida Encinas
P.O. Box 979
Carlsbad, California 92008-4380
Attn: James Peevy
Facsimile (760) 438-3056
A party may change its address by giving notice in writing to the other party. Thereafter, any
notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the
new address. If sent by mail, any notice, tender, demand, delivery, or other communication shall be
effective or deemed to have been given three (3) days after it has been deposited in the United
States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If
sent by facsimile, any notice, tender, demand, delivery, or other communication shall be effective
or deemed to have been given twenty-four (24) hours after the time set forth on the transmission
report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of
calculating these time frames, weekends, federal, state, County or City holidays hall be excluded.
19
0 •
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first
above written.
ATTEST:
Patricia E. Healy
Clerk of the Council
APPROVED AS TO FORM:
THE CITY OF SANTA ANA
By:
David N. Re , City Manger
PROGRAM MANAGER
GRANT GENERAL CONTRACTORS, a California
corporation
By:
ame: Zj ,,, e . eeJEy, J R
Its:
FEIN- 53 - 0 3' "/ y
S-Lwm R . 40.s"(�J
LF-xa
20
r. 0 •
AUTO MALL IMPROVEMENTS
Santa Ana Auto Mall
Santa Ana, CA
Exhibit A - Schedule of Values and Qualifications 4/26/2007
Division
Work Item Description
Value Notes
DIVISION 1 -
GENERAL REQUIREMENTS
- a a qua
a ;ARX ;" „
1000
General Conditions
..'y ,� „
General Conditions
27,264
Traffic Control (Plan/Implementation)
4.800
1400
Quality Control
............................................
Special Inspections / Materials Testing
Excluded - by Owner
1500x
Survey and Staking
Site Improvements
Not Required
DIVISION 2 - SITE WORK
�'•` # ��
2100x
Erosion Control / SWPPP
Dust Control / Inlet Protection / Misc SWPPP
2,500
2050/220012300/2310
Demolition / Earthwork
Demolition / Earthwork / Grading
10.625
2751
Site Concrete
..........................................
Curbs / Banding
3,074
2700x
Fence / Gates
...........................................
............................................
Fence / Gates
18,564
..........
2850x
Interlocking Pavers
...............................
Paver Repairs / Fill-ins
1,250
2900
Irrigation and Landscaping
Irrigation / Landscaping ! Maintenance
37,300
DIVISION 7 - THERMAL & MOISTURE
Iq
7900
Sealants and Caulking
Miscellaneous Caulking
625
DIVISION 9 - FINISHES,
9900
Painting / Coatings
Miscellaneous Painting
8,800
DIVISION 10 - SPECIALTIES
10400
Signage
Signs
95,785
Dispose of excess Excavated Materials
1,250
DIVISION 16 - ELECTRICAL
16300x
Site Lighting
Sign Lighting
18,266
MISCELLANEOUS
90000x Other / Miscellaneous
Program Manager's Contingency
Insurance 1,681
Builders All -Risk Insurance Excluded -Provided by Owner as necessary
Program Manager 14,508
Performance & Payment Bonds 3,113
TOTAL $259,424
Qualifications
1. Our Proposal excludes costs associated with Permits, Fees, Assessments and Permanent Metering.
2. Our Proposal excludes costs associated with Removal and Disposal of Hazardous Materials, Buried Debris,
Cesspools, Buried Tanks and Utilities not indicated for removal or relocation.
3. Our Proposal excludes costs associated with Design and Engineering.
4. Our Proposal excludes costs associated with Site Lighting Repairs or Renovations.
Included are costs associated with New Site Lighting at Signage locations only.
5. Our Proposal excludes costs associated with Testing and Inspections.
6. Our Proposal excludes costs of Water Useage during Construction.
7. Our Proposal excludes costs associated with Builder's All -Risk Insurance.
8. Our Proposal includes costs for Prevailing Wages associated with the Signage only.
All other work will be performed as non-prevailing ra qn tdeemed as maintenance
r. •
AUTO MALL IMPROVEMENTS
Santa Ana Auto Mali
Santa Ana, CA
Exhibit B - List of Drawings
4/2612007
Drawing No.
Drawing Title
Plan Date
Notes
Clark & Green Associates
T
Title Sheet
10/16/2006
L-1.1
Overall Index Plan
10/162006
L-1.2
Demolition Plan
10116/2006
Delta 1 Revision - 4/16/2007
L-1.3
Demolition Plan
10/16/2006
L-2.1
Construction Plan
10/16/2006
Delta 1 Revision - 4/16/2007
L-2.2
Construction Plan
10/16/2006
Delta 1 Revision - 4/16/2007
L-3.1
Construction Details
10/16/2006
Delta 1 Revision - 4/16/2007
L-3.2
Construction Details
10/16/2006
Delta 1 Revision - 4/16/2007
L-3.3
Construction Notes
10/16/2006
L-4.1
Planting Plan
10/16/2006
L-4.2
Planting Plan
10/16/2006
L-4.2
Planting Plan
10/16/2006
Delta 1 Revision - 4/16/2007
L-5.1
Irrigation Plan
10/16/2006
Delta 1 Revision - 4/16/2007
L-5.2
Irrigation Plan
10/16/2006
Delta 1 Revision - 4/16/2007
L-6.1
Planting & Irrigation - Details & Notes
10/16/2006
L-6.2
Planting Specifications
10/16/2006
L-6.3
Irrigation Specifications
10/16/2006
Exhibit B
S
OP ID E DATE (MMIDDn-YM
ACORD CERTIFICATE OF LIABILITY INSURANCE
2GRANTI 01 10 07
PRODUCER
The Wooditch Company Insurance
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
Services, Inc.
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
1 Park Plaza, 1400
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW
Irvine CA 92614
Phone: 949-553-9800 Fax: 949-553-0670
INSURERS AFFORDING COVERAGE
NAIC #
INSURED
INSURER A Travelers Property Casualty Co
INSURER B: National Union Tire ins. Co.
J. E Inc:Grant General Contractors
. dba Grant General
Contractors
5051 Avenida Encinas
Carlsbad CA 92008
INSURERc. Praetorian Insurance ComaxY
INSURER D:
INSURER E
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
LTR
NSR
TYPE OF INSURANCE
POLICY NUMBER
DATE M
DATE MMID
LIMITS
GENERAL LIABILITY
EACH OCCURRENCE
$1,000,000
A
X
X COMMERCIAL GENERAL LIABILITY
CLAIMS MADE 1 OCCUR
ME-CO-072SC301-TIL-06
10/01/06
10/01/07
PREMISES (Ea occurence)
$ 300,000
MED EXP (Any one person)
$ 5 , 000
PERSONAL & ADV INJURY
$1 , 000 , 000
GENERAL AGGREGATE
s2,000,000
GEML AGGREGATE LIMIT APPLIES PER:
PRODUCTS - COMP/OP AGG
$ 2 , 0 00 , 00 0
POLICY X JECTT LOC
A
X
AUTOMOBILE
X
LIABILITY
ANY AUTO
DT-610-0720C301-TIL-06
10/01/06
10/01/07
COMBINED SINGLE LIMIT
(Ea accident)
51,000,000
ALL OWNED AUTOS
SCHEDULED AUTOS
BODILY INJURY
(Per person)
$
X
X
HIRED AUTOS
NON -OWNED AUTOS
BODILY INJURY
(Per accident)
$
PROPERTY DAMAGE
(Per aoeideM)
$
GARAGE LIABILITY
AUTO ONLY -EA ACCIDENT
$
EA ACC
OTHER THAN —
AUTO ONLY: AGG
$
ANY AUTO
S
EXCESSIUMBRELLA LIABILITY
EACH OCCURRENCE
s3,000,000
$
X OCCUR CLAIMSMADE
BE7227543
10/01/06
10/01/07
AGGREGATE
s 3,000,000
S
DEDUCTIBLE
$
-- —
$ ---
RETENTION $
C
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
ANY PROPRIETOR/P�
OFFFIICER/MEMBER EXCLUDED?
MSPECIAescZeunder
L PROVISIONS bebw
P0011-01-0034369
10/01/06
10/01/07
X TORY LIMBS ER
E.LEACHACCIDENT
$ 1 000,000
r
EL DISEASE- EA EMPLOYE
$ 1 , 000 , 000
ELDISEASE- POLICY LIMB
$ 1,000,000
OTHER
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS
*Except 10 days Notice of Cancellation for non-payment of premium.
RE: J.E. Grant Job #20702; Santa Ana Auto Mall Improvements. City of Santa
Ana, Program Manager, the City and their respective officers, agents,
amployeas and voluntears era included as Additional Insureds as respects
General Liability and Auto Liability per attached endorsements. glai/auai
CERTIFICATE IFICATE HOLDER CANCELLATION
SANTAA8 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
20 Civic Center Plaza M-25
City of Santa Ana IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
P.O. Box 1988 REPRESENTATIVES.
n+Pl7Y
Santa Ana CA OVE4 As _ "` FO A EPRESgUA„
N KAUFMAN
int City. Attorney
COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY
BLANKET ADDITIONAL INSURED
(CONTRACTORS)
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
1. WHO IS AN INSURED — (Section II) is amended
to include any person or organization that you
agree in a "written contract requiring insurance"
to include as an additional insured on this Cover-
age Part, but:
a) Only with respect to liability for "bodily injury",
"property damage" or "personal injury"; and
b) If, and only to the extent that, the injury or
damage is caused by acts or omissions of
you or your subcontractor in the performance
of "your work" to which the "written contract
requiring insurance" applies. The person or
organization does not qualify as an additional
insured with respect to the independent acts
or omissions of such person or organization.
2. The insurance provided to the additional insured
by this endorsement is limited as follows:
a) In the event that the Limits of Insurance of
this Coverage Part shown in the Declarations
exceed the limits of liability required by the
"written contract requiring insurance", the in-
surance provided to the additional insured
shall be limited to the limits of liability re-
quired by that "written contract requiring in-
surance". This endorsement shall not in-
crease the limits of insurance described in
Section III — Limits Of Insurance.
b) The insurance provided to the additional in-
sured does not apply to "bodily injury", "prop-
erty damage" or "personal injury" arising out
of the rendering of, or failure to render, any
professional architectural, engineering or sur-
veying services, including:
i. The preparing, approving, or failing to
prepare or approve, maps, shop draw-
ings, opinions, reports, surveys, field or-
ders or change orders, or the preparing,
approving, or failing to prepare or ap-
prove, drawings and specifications; and
ii. Supervisory, inspection, architectural or
engineering activities.
c) The insurance provided to the additional in-
sured does not apply to "bodily injury" or
"property damage" caused by "your work"
and included in the "products -completed op-
erations hazard" unless the "written contract
requiring insurance" specifically requires you
to provide such coverage for that additional
insured, and then the insurance provided to
the additional insured applies only to such
"bodily injury" or "property damage" that oc-
curs before the end of the period of time for
which the "written contract requiring insur-
ance" requires you to provide such coverage
or the end of the policy period, whichever is
earlier.
3. The insurance provided to the additional insured
by this endorsement is excess over any valid and
collectible "other insurance", whether primary,
excess, contingent or on any other basis, that is
available to the additional insured for a loss we
cover under this endorsement. However, if the
'Written contract requiring insurance" specifically
requires that this insurance apply on a primary
basis or a primary and non-contributory basis,
this insurance is primary to "other insurance"
available to the additional insured which covers
that person or organization as a named insured
for such loss, and we will not share with that
"other insurance". But the insurance provided to
the additional insured by this endorsement still is
excess over any valid and collectible "other In-
surance", whether primary, excess, contingent or
on any other basis, that is available to the addi-
tional insured when that person or organization is
an additional insured under such "other insur-
ance".
4. As a condition of coverage provided to the
additional insured by this endorsement:
a) The additional insured must give us written
notice as soon as practicable of an "occur-
rence" or an offense which may result in a
claim. To the extent possible, such notice
should include:
AP�OVED AS TO fORJvJ
3
CG D2 46 08 OS ` 00 The maul Travelers Companies, Inc. Page 1 of 2
BENJ IN KAUFMAN
iet Ass stant City Attorney
• 0
COMMERCIAL GENERAL LIABILITY
I. How, when and where the 'occurrence"
or offense took place;
ii. The names and addresses of any injured
persons and witnesses; and
Ill. The nature and location of any injury or
damage arising out of the "occurrence" or
offense.
b) If a claim is made or "suit" is brought against
the additional insured, the additional insured
must:
i. Immediately record the specifics of the
claim or "suit" and the date received; and
II. Notify us as soon as practicable.
The additional insured must see to it that we
receive written notice of the claim or "suit' as
soon as practicable.
c) The additional insured must immediately
send us copies of all legal papers received in
connection with the claim or "suit", cooperate
with us in the investigation or settlement of
the claim or defense against the "suit', and
otherwise comply with all policy conditions.
d) The additional insured must tender the de-
fense and indemnity of any claim or "suit" to
APPROVED AS TO FORM
ZEN IN F AN
fief As stant City A ,
any provider of "other insurance" which would
cover the additional insured for a loss we
cover under this endorsement. However, this
condition does not affect whether the insur-
ance provided to the additional insured by
this endorsement is primary to 'other insur-
ance" available to the additional insured
which covers that person or organization as a
named insured as described in paragraph 3.
above.
5. The following definition is added to SECTION V.
— DEFINITIONS:
"Written contract requiring insurance" means
that part of any written contract or agreement
under which you are required to include a
person or organization as an additional in-
sured on this Coverage Part, provided that
the "bodily injury" and "property damage" oc-
curs and the "personal injury" is caused by an
offense committed:
a. After the signing and execution of the
contract or agreement by you;
b. While that part of the contract or
agreement is in effect; and
c. Before the end of the policy period.
Page 2 of 2 0 2005 The St. Paul Travelers Companies, Inc. CG D2 46 08 05
POLICY NUMBER: DT-810-0728C301-TIL-06 COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
DESIGNATED INSURED
This endorsement modifies insurance provided under the following:
BUSINESS AUTO COVERAGE FORM
GARAGE COVERAGE FORM
MOTOR CARRIER COVERAGE FORM
TRUCKERS COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply
unless modified by this endorsement.
This endorsement identifies person(s) or organization(s) who are "insureds" under the Who Is An Insured
Provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage
Form.
SCHEDULE
Name of Person(s) or Organization(s):
ANY PERSON OR ORGANIZATION WHOM YOU HAVE
AGREED IN A WRITTEN CONTRACT, EXECUTED
PRIOR TO LOSS AND IN EFFECT DURING THIS
POLICY PERIOD, TO NAME AS ADDITIONAL
INSURED.
(If no entry appears above, information required to complete this endorsement will be shown in the
Declarations as applicable to the endorsement)
Each person or organization shown in the Schedule is an "insured" for Liability Coverage, but only to the
extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision
contained in Section II of the Coverage Form.
APPROVED AS TO FORM
B JAMIN FM N
Chief Assistant City Attorney
CA 20 48 02 99 Copyright, Insurance Services Office, Inc., 1998 Page 1 of 1
•
JOINT SESSION
80.A. APPROVAL OF PROGRAM MANAGEMENT AGREEMENT FOR CITY
PROPERTY RENOVATIONS BETWEEN THE CITY OF SANTA ANA
AND GRANT GENERAL CONTRACTORS
Steve McGuigan expressed concerns relative to the proposed agreement
Motion: 1. Direct the City Attorney to prepare and authorize the City Manager
and the Clerk of the Council to execute a Program Management
Agreement for Santa Ana Auto Mall Property Renovations with
Grant General Contractors in an amount not to exceed $260,000.
2. Approve a Funding Analysis with a total estimated construction
cost of $314,000.
3. Direct the City Attorney to prepare and authorize the City Manager
and the Clerk of the Council to execute a Cooperative Agreement
between the City of Santa Ana and the Community
Redevelopment Agency for Agency funding of these public
improvements.
MOTION: Garcia SECOND: Bustamante
VOTE: AYES: Alvarez, Bustamante, Bist, Garcia, Pulido,
Solorio (6)
NOES: None (0)
ABSTAIN: None (0)
ABSENT: Christy (1)
COUNCIL RECESSED TO THE COMMUNITY REDEVELOPMENT AGENCY
MEETING AT 7:32 P.M.
COUNCIL RECONVENED AT 7:33 P.M. WITH SAME MEMBERS PRESENT.
COUNCIL AGENDA ITEM
Pursuant to Charter Section 411, any member of the City Council may place items on
the City Council Agenda to be considered by the City Council.
85.A. AMEND CONTRACT AMOUNT WITH TOWNSEND PUBLIC AFFAIRS
FOR GOVERNMENT LIAISON SERVICES FOR AN ANNUAL TOTAL
NOT TO EXCEED $60,000 (PULIDO)
Motion: Direct the City Attorney to prepare and authorize the City Manager
and Clerk of the Council to execute an amendment to the agreement.
CITY COUNCIL MINUTES 318 SEPTEMBER 18, 2006
r
REQUEST FOR COUNCIL/
AGENCY ACTION
MEETING DATE:
SEPTEMBER 18, 2006
1111111111111111114
APPROVAL OF PROGRAM MANAGEMENT
AGREEMENT FOR CITY PROPERTY
RENOVATIONS BETWEEN THE CITY
OF SANTA ANA AND GRANT GENERAL
CONTRACTORS
CITY MANAGER E CECUTIVE DI *CTOR
RECOMMENDED ACTION
CITY COUNCIL ACTION
•
CLERK OF COUNCIL USE ONLY:
APPROVED
❑
As Recommended
❑
As Amended
❑
Ordinance on 1 st Reading
❑
Ordinance on 2nd Reading
❑
Implementing Resolution
❑
Set Public Hearing For
CONTINUED TO
FILE NUMBER A-2006-338
1. Direct the City Attorney to prepare and authorize the City Manager
and the Clerk of the Council to execute a Program Management
Agreement for Santa Ana Auto Mall Property Renovations with Grant
General Contractors in an amount not to exceed $260,000.
2. Approve a Funding Analysis with a total estimated construction cost
of $314,000.
3. Direct the City Attorney to prepare and authorize the City Manager
and the Clerk of the Council to execute a Cooperative Agreement
between the City of Santa Ana and the Community Redevelopment
Agency for Agency funding of these public improvements.
COMMUNITY REDEVELOPMENT AGENCY ACTION
Direct the Agency General Counsel to prepare and authorize the Executive
Director to execute a Cooperative Agreement between the City of Santa
Ana and the Community Redevelopment Agency for funding of these public
improvements.
Approval of Program Management
Agreement for City Property
Renovations Between the City of
Santa Ana and Grant General Contractors
September 18, 2006
Page 2
DISCUSSION
The Santa Ana Auto Mall was originally established by the Community
Redevelopment Agency in 1984 to assist with the retention and expansion
of local auto dealerships. The mall currently has 12 manufacturers
within eight new car dealerships, generating approximately $3.9 million
in annual sales tax revenue for the City. In May 2003, the Agency sold
$20 million in tax allocation bonds for the expansion and enhancement of
the mall. The expansion of the Auto Mall is well underway and includes
the opening of the mall to Edinger Avenue along with various upgrades,
such as new signage and landscaping, which are expected to benefit all
the dealerships. Various improvements in the City's right of way have
also been identified for overall enhancement of the mall. Some of these
improvements consist of removal of the guard shack, new landscaping in
the median island, directional signage, fence replacement and/or re-
painting, and landscape and signage improvements to the Ritchey Street
entrance. Grant Contractors is currently performing the improvements on
the Crevier expansion, which will include (phase II) landscape
improvements along Edinger and construction of a new right turn lane on
Auto Mall Drive for the City.
Due to economy of scale and to ensure coordination of improvements with
least impact to the dealers, it is desirable to utilize this same
contractor for the interior improvements of the mall under a Program
Management Agreement. Grant Contractors is a very experienced and
highly regarded general contractor and was the general contractor for
Crevier BMW's original facility in the Auto Mall. The Program Manager
would provide general administration of the Agreement, manage and
supervise the consultants and design professionals, manage the bidding
of all components of construction for the project. Grant would also
serve as construction manager for this project. The contract will
guarantee the cost of the project and Grant Contractors will assume all
the risks. The projected cost of the project is a not to exceed amount
of $260,000, assuming it runs concurrent with Crevier's phase II
improvements (expected to commence January - March 2007).
Approval of Program
Agreement for City
Renovations Between
Santa Ana and Grant
September 18, 2006
Page 3
Management
Property
the City of
General Contractors
ENVIRONMENTAL IMPACT
In accordance with the California Environmental Quality Act, the
proposed project is exempt from further review. Categorical Exemption
ER No. 06-139 will be filed for this report.
FISCAL IMPACT
The Funding Analysis shows a total estimated construction cost of
$314,000 for the project (Exhibit 1). Funds are available in the South
Main Tax Allocation Bond Series 2003A Capital Project account (account
552-936-6631, Project 9257).
APPROVED AS TO FUNDS AND ACCOUNTS:
'� � ��
Nancy T. dwards ��E�ecutive
ancisco Gutierrez
Assistant Director Director
Community Development Agency Finance and Management Services Agency
SGH/VU/SG/mlr
H:\ACTIONS\2006 CC\JT CC-CRA Grant Contract at Risk Auto Mall 9-18-06.doc
FUNDING ANALYSIS
AUTO MALL PROPERTY RENOVATIONS
Construction Contract
Additional Inspection & Testing
Contingencies
$2605000
15,000
3%000
TOTAL ESTIMATED CONSTRUCTION COSTS $314,000
Exhibit 1