1 FUNDING AGREEMENT BETWEEN
CITY/COUNTY ASSOCIATION OF GOVERNMENTS
AND THE CITY OF PACIFICA
This Funding Agreement (“Agreement”) entered this 28th day of March 2023, by and between the CITY/COUNTY ASSOCIATION OF GOVERNMENTS OF SAN MATEO COUNTY, a joint powers agency whose members include the County of San Mateo and the twenty incorporated cities and towns within San Mateo County, hereinafter called “C/CAG,” and the City of Pacifica, hereinafter called “CITY.”
W I T N E S S E T H
WHEREAS, the Board of Directors of the City/County Association of Governments, at its April 14, 2022 meeting, authorized an infusion of $900,000 in Measure M funds to pay for Safe Routes to School (SRTS) eligible projects under the approved guidelines and process for the OBAG 3 County & Local Program; and
WHEREAS, at the September 15, 2022 C/CAG Board meeting, the Board approved the project nomination list for the OBAG 3 Program, which included a recommended funding allocation of $900,000 of Measure M SRTS funds and $1,269,801 of OBAG 3 funds for the Pacifica Sharp Park Priority Development Area Pedestrian Improvement Project; and WHEREAS, on September 30, 2022, C/CAG staff submitted to the Metropolitan Transportation Commission (MTC) the Sharp Park Priority Development Area Pedestrian Improvement Project as part of the Countywide nomination list for OBAG 3; and WHEREAS, the Sharp Park Priority Development Area Pedestrian Improvement fell short of MTC funding however, C/CAG staff recommends moving forward with the City of Pacifica’s Sharp Park Priority Development Area Pedestrian Improvement Project by allocating $900,000 of Measure M SRTS funds to begin the design and construction phase of the project; and
WHEREAS it is necessary for C/CAG to enter into a funding agreement with the City of Pacifica and set forth the responsibilities of each party.
NOW, THEREFORE, IT IS HEREBY AGREED by the parties as follows:
1. Project to be constructed by CITY. In consideration of the payments hereinafter set forth, the CITY shall build the proposed Pacifica Sharp Park Priority Development Area Pedestrian Improvement Project, more specifically described in Exhibit A, attached hereto and hereinafter incorporated by reference, and approved for grant funding (hereinafter called the “PROJECT”) in accordance with the terms, conditions, and specifications set forth herein and in Exhibit B attached hereto and by this reference made a part hereof.
C/CAG assumes no ownership, operations, or maintenance obligations in exchange for providing the specified grant payments.
ATTACHMENT 1
2 2. Contract Term. This Agreement shall be in effect as of March 28, 2023 and shall terminate on December 31, 2024 provided, however, the C/CAG Executive Director may terminate this Agreement at any time for any reason by providing 30 days’ written notice to CITY. Termination to be effective on the date specified in the notice. In the event of termination under this paragraph, CITY may request reimbursement for construction costs incurred prior to termination (less 15% local match). However, C/CAG reserves the right to reduce or withhold payment under this Section for construction costs that do not meet the overall intent of the grant program.
3. Payments. In consideration of the CITY building the PROJECT in accordance with all terms, conditions and specifications set forth herein and in Exhibit B, C/CAG shall make payments to CITY for work completed as described in Exhibit B, in a total amount not to exceed $900,000. Payments are for PROJECT construction costs only; planning, design, permitting, and staff costs are not eligible for reimbursement and do not count toward the local match requirement. Reimbursement requests, including any progress payment requests, shall recognize the required 15% local match component to ensure that C/CAG does not pay more than 85% of the total PROJECT construction costs identified in the reimbursement request, up to the grant award amount (i.e., after deducting 15% from the total PROJECT construction costs for local match, C/CAG will reimburse CITY for the remaining costs, up to the grant award amount of $900,000). The City shall submit an invoice reflecting Project expenditures, accompanied by supporting documentation. Upon receipt and approval of the invoices and accompanying documentation as provided herein, C/CAG shall reimburse the amount claimed under the invoice within thirty (30) calendar days.
4. Amendments. This Agreement may be amended by mutual agreement of C/CAG and the CITY at any time during the term of the Agreement. Any changes in the services to be performed under this Agreement shall be incorporated in written amendments, which shall specify the changes in work performed and any adjustments in scope and schedule. All amendments shall be executed by C/CAG and the CITY. No claim for additional compensation or extension of time shall be recognized unless contained in a duly executed amendment.
5. Submittal of Final Project Design. To ensure the PROJECT is substantially consistent with the proposed project selected to receive funding via the Call for Projects, the CITY shall submit to C/CAG for concurrence the final PROJECT design prior to securing a contractor to build the PROJECT or before CITY staff or others begin construction of the PROJECT. C/CAG recognizes there may be revisions between the grant proposal and final project design, but the overall intent is to ensure a comparable project is built consistent with what was submitted under the Call for Projects and for which the CITY was competitively selected to receive grant funding. CITY shall not proceed with construction of the PROJECT until it receives written concurrence from C/CAG staff that the PROJECT is substantially consistent with the project submitted with the original grant proposal. 3 6. Permits and Approvals. As the implementing agency, the CITY is responsible for all coordinating, obtaining, implementing, renewing and amending PROJECT permits, encroachment permits, agreements, and approvals necessary to construct the PROJECT, whether they are identified in the PROJECT scope of work or become necessary in the course of completing the PROJECT. Failure to do so will result in the forfeit of any right to reimbursement under this Agreement.
7. Prevailing Wages. The CITY shall comply with applicable sections of the California Labor Code and regulations promulgated thereunder (including without limitation, Labor Code Section 1720 et seq. and Title 8 of the California Code of Regulations Section 16000 et seq.) governing the payment of prevailing wages, as determined by the Director of the California Department of Industrial Relations, in regards to all work performed under this Agreement. The CITY will include prevailing wage requirements in contracts for public work and require contractors to include the same prevailing wage requirements in all subcontracts. If the PROJECT work is paid for, in whole or part, with federal funds and is of the type of work subject to federal prevailing wage requirements, the CITY will conform to the provisions of the Davis-Bacon and Related Acts.
8. Relationship of the Parties. It is understood that this is an agreement by and between independent contractors and is not intended to, and shall not be construed to, create the relationship of agent, servant, employee, partnership, joint venture or association, or any other relationship whatsoever other than that of independent contractor.
9. Non-Assignability. CITY shall not assign this Agreement or any portion thereof to a third party without the prior written consent of C/CAG, and any attempted assignment without such prior written consent in violation of this Section automatically shall terminate this Agreement.
10. Hold Harmless/ Indemnity. City shall indemnify and save harmless C/CAG and its officers, agents, employees, and servants from all claims, suits, or actions of every name, kind, and description resulting from this Agreement, the performance of any work or services required of City under this Agreement, or payments made pursuant to this Agreement brought for, or on account of, any of the following: (A) injuries to or death of any person, including City or its employees/officers/agents; (B) damage to any property of any kind whatsoever and to whomsoever belonging; (C) any sanctions, penalties, or claims of damages resulting from City’s failure to comply, if applicable, with the requirements set forth in the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and all Federal regulations promulgated thereunder, as amended; or (D) any other loss or cost.
However, City’s duty to indemnify and save harmless under this Section shall not apply to injuries, damage or any other loss or cost for which C/CAG has been found in a court of competent jurisdiction to be liable by reason of its own negligence or willful misconduct.
The duty of City to indemnify and save harmless as set forth by this Section shall include the duty to defend as set forth in Section 2778 of the California Civil Code. a. This indemnification provision will survive termination or expiration of this Agreement. 4 11. Insurance. CITY and any contractor or its subcontractors performing the services on behalf of CITY shall not commence work under this Agreement until all insurance required under this section has been obtained. CITY shall furnish C/CAG with Certificates of Insurance evidencing the required coverage and there shall be a specific contractual liability endorsement extending the CITY’s coverage to include the contractual liability assumed by CITY pursuant to this Agreement. These Certificates shall specify or be endorsed to provide that thirty (30) days’ notice must be given, in writing, to C/CAG of any pending change in the limits of liability or of non-renewal, cancellation, or modification of the policy.
a) Workers’ Compensation and Employer Liability Insurance: the CITY shall have in effect, during the entire life of this Agreement, Workers’ Compensation and Employer Liability Insurance providing full statutory coverage.
b) Liability Insurance: CITY shall take out and maintain during the life of this Agreement such Bodily Injury Liability and Property Damage Liability Insurance as shall protect CITY, its employees, officers and agents while performing work covered by this Agreement from any and all claims for damages for bodily injury, including accidental death, as well as any and all operations under this Agreement, whether such operations be by CITY or by any sub-contractor or by anyone directly or indirectly employed by either of them. Such insurance shall be combined single limit bodily injury and property damage for each occurrence and shall be not less than $1,000,000 unless another amount is specified below and shows approval by C/CAG Staff.
Required insurance shall include:
Required Approval by
Amount C/CAG Staff
if under
$ 1,000,000
a. Comprehensive General Liability $ 1,000,000 ___________ b. Workers’ Compensation $ Statutory ___________
C/CAG and its officers, agents, employees and servants shall be named as additional insured on any such policies of insurance, which shall also contain a provision that the insurance afforded thereby to C/CAG, its officers, agents, employees and servants shall be primary insurance to the full limits of liability of the policy, and that if C/CAG, or its officers and employees have other insurance against a loss covered by such a policy, such other insurance shall be excess insurance only.
5 If work is to be performed by the CITY, CITY may satisfy the foregoing insurance requirements under this section via a program of self-insurance. In the event of the breach of any provision of this section, or in the event any notice is received which indicates any required insurance coverage will be diminished or canceled, the C/CAG Executive Director, at his option, may, notwithstanding any other provision of this Agreement to the contrary, immediately declare a material breach of this Agreement.
12. Non-discrimination. The CITY and any contractor and any subcontractors performing the services on behalf of the contractor shall not discriminate or permit discrimination against any person or group of persons on the basis of race, color, religion, national origin or ancestry, age, sex, sexual orientation, marital status, pregnancy, childbirth or related conditions, medical condition, mental or physical disability or veteran’s status, or in any manner prohibited by federal, state or local laws.
13. Compliance with All Laws. CITY and any contractor or subcontractor shall, with respect to the PROJECT, comply with all applicable laws and regulations, including without limitation those regarding services to disabled persons, including any requirements of Section 504 of the Rehabilitation Act of 1973. In the event of a conflict between the terms of this Agreement and any applicable law or regulation, the requirements of the applicable law or regulation will take precedence over the requirements set forth in this Agreement.
The CITY will timely and accurately complete, sign, and submit all necessary documentation of compliance.
14. Access to Records. C/CAG, or any of their duly authorized representatives, shall have access to any books, documents, papers, and records of CITY which are directly pertinent to this Agreement for the purpose of making audit, examination, excerpts, and transcriptions. CITY shall maintain all required records for five (5) years after C/CAG makes final payments and all other pending matters are closed.
15. Merger Clause. This Agreement, including Exhibit A and Exhibit B attached hereto and incorporated herein by reference, constitutes the sole agreement of the parties hereto with regard to the matters covered in this Agreement, and correctly states the rights, duties and obligations of each party as of the document’s date. Any prior agreement, promises, negotiations or representations between the parties not expressly stated in this Agreement are not binding. All subsequent modifications shall be in writing and signed by the C/CAG Executive Director. In the event of a conflict between the terms, conditions or specifications set forth herein and those in Exhibit A and Exhibit B attached hereto, the terms, conditions or specifications set forth herein shall prevail.
16. Governing Law. This Agreement shall be governed by the laws of the State of California, without regard to its choice of law rules, and any suit or action initiated by either party shall be brought in the County of San Mateo, California. 6 17. Notices. All notices or other communications to either party by the other shall be deemed given when made in writing and delivered or mailed to such party at their respective addresses as follows:
To C/CAG City/County Association of Governments of San Mateo County 555 County Center, 5th Floor
Redwood City, CA 94063
Attn: Eva Gaye
[email protected]
To CITY: City of Pacifica
151 Milagra Drive
Pacifica, CA 94044
Attn: Lisa Peterson
[email protected]
IN WITNESS WHEREOF, the parties hereto have affixed their hands on the day and year first above written.
City of Pacifica
By ____________________________________________ __________________________ Kevin Woodhouse, City Manager Date
Approved as to form:
By _____________________________________________
Michelle Marchetta Kenyon, City Attorney
City/County Association of Governments (C/CAG)
By
Sean Charpentier, C/CAG Executive Director Date
Approved as to form:
By
Melissa Andrikopoulos, C/CAG Legal Counsel
7 Exhibit A:
Summary of Project Description
Project Description:
The Sharp Park PDA Pedestrian Improvement Project will close sidewalk gaps, improve sidewalk to above ADA standards, install new ADA compliant driveways and corner curb ramps, install curb and gutter to improve storm water management, remove and replace failed pavement, slurry seal, and install bicycle and pedestrian striping along Paloma Avenue, Carmel Avenue and Santa Maria Avenue from Francisco Boulevard to Beach Boulevard. The new driveways and sidewalks will provide ADA compliant path of travel in the project area and provide a vital link for pedestrians and bicyclists from the eastern residential neighborhood of Pacifica to the Sharp Park district, Palmetto business area, Pacifica Civic Center, two schools, the Sharp Park Library, and the popular Sharp Park Beach and Pacifica Pier. Furthermore, the pavement improvements will aid bicyclists and pedestrians by remove tripping hazards while also installing up to date and improved pavement striping for a safer overall experience.
City of Pacifica - Sharp Park Priority Development Area Pedestrian Improvement Project
Sponsor: City of Pacifica
Requested Phases: CON Award: $900,000
C/CAG Measure M SRTS Funding
Recommended Phases: Design & CON
8 EXHIBIT B
SCOPE OF WORK
The Sharp Park Priority Development Area (PDA) Pedestrian Improvement Project is an essential component within the City of Pacifica’s larger Sharp Park Specific Plan (SPSP) and will largely influence mobility in the Sharp Park community and beyond. The Sharp Park PDA Pedestrian Improvement Project will close sidewalk gaps, improve sidewalk to above ADA standards, install new ADA compliant driveways and corner curb ramps, install curb and gutter to improve storm water management, remove and replace failed pavement, slurry seal, and install bicycle and pedestrian striping along Paloma Avenue, Carmel Avenue and Santa Maria Avenue from Francisco Boulevard to Beach Boulevard.
The new driveways and sidewalks will provide ADA complaint path of travel in the project area and provide a vital link for pedestrians and bicyclists from the eastern residential neighborhood of Pacifica to the Sharp Park district, Palmetto business area, Pacifica Civic Center, two schools, the Sharp Park Library, and the popular Sharp Park Beach and Pacifica Pier. Furthermore, the pavement improvements will aid bicyclists and pedestrians by remove tripping hazards while also installing up to date and improved pavement striping for a safer overall experience
The SPSP will guide the development of the City’s core civic area by integrating the following four elements: 1. Housing; 2. Economy; 3. Transportation; and 4. Land Use.
Furthermore, the Sharp Park PDA Pedestrian Improvement Project in its design and development will adhere to the following guiding principles:
1. Promote a vibrant mix of uses—including unique stores, restaurants and cafés, places for the making and display of art, and cultural establishments—that enhance Palmetto Avenue’s attraction for those who live in Pacifica and those who visit.
2. Support office space in locations that do not detract from an active streetscape along Palmetto Avenue in order to increase opportunities for local employment, improve weekday daytime activity, and decrease vehicle miles traveled to employment locations outside Pacifica.
3. Ensure development honors the area’s character, history, and coastal locale.
4. Promote development of housing in mixed-use settings, which accommodates residents of all incomes, family types, and life stages.
5. Foster development of a “complete neighborhood”, with uses, activities, and services that support everyday living, promote social connectedness, and enhance community well-being.
6. Prioritize placemaking in public and private spaces to create inviting places that enhance the experience in Sharp Park.
9 7. Expand opportunities for outdoor recreation which maximize Sharp Park’s coastal location and proximity to trails and open spaces.
8. Improve connections within Sharp Park and to other Pacifica neighborhoods through sidewalk completion, streetscape improvements, pedestrian-scale lighting, and signage.
9. Build on existing bicycle and pedestrian infrastructure to create an even more appealing public realm along Francisco Boulevard and Palmetto Avenue corridors and across key east-west routes.
10. Establish a sustainable future for the Sharp Park area by planning for coastal resiliency using strategies identified in the Local Coastal Program.
The PDA will take into consideration existing pedestrian conditions, and community input to develop a plan featuring appropriate pedestrian facilities and sustainable techniques. Moreover, the Project will improve safety, install ADA-compliant curb ramps, beautify pedestrian pathways and will promote walking, biking and other micromobility through proposed sidewalk improvements, bike-friendly streets, and multi-use paths.