City of Sacramento
City Council - 5PM Report
915 I Street Sacramento, CA 95814
www.cityofsacramento.org
File ID: 2022-01677 10/11/2022 Consent Item 21.
Sacramento Tree Foundation Partnership Agreement for Matsui Park File ID: 2022-01677
Location: Robert T. Matsui Park, 450 Jibboom Street, District 4 Recommendation: Adopt a Resolution: 1) approving the Partnership Agreement with Sacramento Tree Foundation (STF) for the Hanami Line Renovation at the Robert T. Matsui Park; 2) authorizing the City Manager or the City Manager’s designee to execute the Partnership Agreement; and 3) authorizing the City Manager or the City Manager’s designee to accept funding from STF and increase the revenue and expenditure budgets in the Robert T. Matsui Waterfront Park Master Plan Project (L19911200) in amount of $482,000 (Other Capital Funds, 3704) per payment schedule.
Contact: Raymond Costantino, Parks Development Manager, (916) 808-1941, Jason Wiesemann, Senior Landscape Architect, (916) 808-7634, Department of Youth, Parks and Community Enrichment; Amanda Wallace, (916) 808-5453, Development Project Manager, Office of Innovation and Economic Development
Presenter: None
Attachments:
1-Description/Analysis
2-Partnership Agreement
3-Resolution
Description/Analysis
Issue Detail: The Department of Youth, Parks & Community Enrichment (YPCE) is seeking approval for a Partnership Agreement between the City and Sacramento Tree Foundation (STF) to renovate Robert T. Matsui Park. Robert T. Matsui Park is a 1.97 acre neighborhood park located at 450 Jibboom Street, Planning Area 1, Council District 4. The STF’s renovation plans are inspired by the Japanese tradition of Hanami and will feature several cherry tree groves, new decorative walkways, shade canopies, benches, decorative seating, a donor wall, and a new art sculpture. Construction of the Hanami Line is expected to be completed by June 30, 2024.
Since first proposing this project, known as the Hanami Line, more than a decade ago, the STF has been a dedicated partner in efforts to transform Robert T. Matsui Park into an iconic connection point between the new Railyards developments, Old Sacramento, the new I Street Bridge, and the adjacent Museum of Science and Curiosity (MOSAC) and Sacramento River Bikeway. STF worked City of Sacramento Page 1 of 4
File ID: 2022-01677 10/11/2022 Consent Item 21.
with the City to develop a phased approach to renovating Robert T. Matsui Park. The first phase consisted of access improvements to increase accessibility and neighborhood connectivity to the park. Access improvements include an ADA ramp, central staircase, retaining walls, railing, and landscaping that will be completed by September 2022. These first phase improvements, totaling approximately $900,000 in investment, were funded with a combination of Choice Neighborhood Initiative grant, Community Development Block Grant, Quimby and Park Impact Fee funding.
The Hanami Line is the second phase of the renovations. Over the years, the STF took critical steps that benefited both phases of the project to make the Hanami Line shovel ready until construction funding could be secured. This included engaging a landscape architecture firm to develop the new park design, preparing construction drawings, and obtaining the necessary permits from the Army Corp of Engineers (ACE).
On February 15, 2022, the California Department of Transportation (Caltrans) awarded the City of Sacramento a $3.2 million dollar Clean California grant on the behalf of the Sacramento Tree Foundation (STF) for phase two of the park renovations. The City Council gave the City manager authority to formally accept these grant funds on January 18, 2022 (Resolution 2022-0021). The City and Caltrans plan to execute a contract in September 2022 to accept the funds into the existing Robert T. Matsui Waterfront Park Master Plan Project (L19911200).
The City will enter into this partnership agreement with STF to outline each parties’ rights and responsibilities in regard to the implementation of phase two park improvements. The STF will be the public face of the project, and the City will be the construction manager for the project delivery and will administer the Clean California grant.
In addition to the $3.2 million Clean California grant, the STF will contribute $482,000 from their fundraising campaign towards phase two improvements. The City will contribute $280,000 in Art in Public Places funds for construction of an art sculpture, which were allocated by Department of Utilities. Additionally, in July 2021 the City Council allocated $200,000 from the Innovation and Growth Fund (Fund 2031) to the Robert T. Matsui Waterfront Park Master Plan Project (L19911200) (Resolution 2020-00712), which will be used towards project construction. The project budget totals the amount of $4,139,911.
Policy Considerations: City Code Chapter 3.60 provides that City Council approval is required to enter into construction agreements over $250,000. Providing parks and recreation facilities is consistent with the City’s strategic plan to enhance livability in Sacramento’s neighborhoods by expanding park, recreation, and trail facilities throughout the City. This is also part of the Park Development Process for park planning as stated in the 2005-2010 Parks and Recreation Master Plan.
Economic Impacts: Not applicable.
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File ID: 2022-01677 10/11/2022 Consent Item 21.
Environmental Considerations:
California Environmental Quality Act (CEQA): A Mitigated Negative Declaration (MND) was completed for Revised Robert T. Matsui Waterfront Park Master Plan as part of the CEQA clearance for Powerhouse Science Center (Museum of Science and Curiosity) construction project and was approved by City Council June 1, 2010. NEPA clearance has also been completed as part of Powerhouse Science Center project and City Council approved the Cultural Resources Treatment and Monitoring Agreement on November 9, 2010. The necessary levee encroachment permits have been issued by the United States Army Corps of Engineers and Central Valley Flood Protection Board in August 2021.
Sustainability: The Hanami Line Renovation Project has been reviewed for consistency with the goals, policies, and targets of the City’s Climate Action Plan for Internal Operations 2016 Update, the 2035 General Plan, the 2018 YPCE Strategic Plan, and the Parks and Recreation Master Plan 2005-2010. The park will advance the goals, policies, and targets of these plans by reducing greenhouse gas emissions and air pollution through the addition of trees, including native and drought-tolerant plantings, and improving the health of all residents through access to a diverse mix of wellness activities. The park development will include sustainable design and maintenance guidelines, including the City’s Model Water Efficient Landscape Ordinance (MWELO), low impact development (LID) strategies to infiltrate stormwater and reduce run-off, and River Friendly landscaping program practices by using water efficient irrigation controlled by the centralized irrigation system, and water/energy efficient appliances.
Commission/Committee Action: In March 2010, the Parks and Community Enrichment Commission approved an amendment to the Robert T. Matsui Park Master Plan and the park type changed from regional-serving to community-serving park. The master plan amendment integrated the historic Jibboom Street Pacific Gas and Electric (PG&E) building and several new MOSAC buildings at the northern half of the site with the existing developed park, the water intake facility entrance, and the Sacramento River Parkway Bike Trail. The amendment to the master plan involved changes to the existing developed park by requiring the removal of landscaping, in addition to grading and recontouring the site.
Rationale for Recommendation: The Partnership Agreement is consistent with the City goals for redevelopment of the Sacramento Riverfront.
Financial Considerations: STF will allocate funding to the City per the payment schedule in Partnership Agreement for Hanami Line Renovation at the Robert T. Matsui Park, by increasing the revenue and expenditure budgets in the Robert T. Matsui Waterfront Park Master Plan Project (L19911200) by $482,000 in the Other Capital Fund (Fund 3704). Development of parks creates an City of Sacramento Page 3 of 4
File ID: 2022-01677 10/11/2022 Consent Item 21.
ongoing cost for park maintenance and utilities based on the size of the park. The baseline park maintenance for this 1.97 acre existing park is estimated to be $39,400 ($20,000 per acre) annually.
Funding for park maintenance is paid for through a maintenance assessment district and will be allocated as part of the annual budget cycle for the upcoming fiscal year. As an existing park, these improvements are accounted for in future maintenance costs and any additional maintenance costs will be offset through funding discussions with MOSAC for an additional $20,000 contribution towards Matsui Park maintenance.
Local Business Enterprise (LBE): Not applicable.
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Matsui Park Hanami Line
Project Agreement 1 Dated 09-09-22
ROBERT T. MATSUI WATERFRONT PARK -
HANAMI LINE PROJECT AGREEMENT
This Matsui Park Hanami Line Project Agreement (“Agreement”) dated as __________________2022, (“Effective Date”) is between the CITY OF SACRAMENTO, a municipal corporation, ("CITY''), the SACRAMENTO TREE FOUNDATION, a California nonprofit corporation, (“STF”).
Background
A. The Robert T. Matsui Waterfront Park (“Park”) is a 1.46 acre park located along the Sacramento River and adjacent to the Powerhouse Science Center (PSC) now known as MOSAC. CITY is currently undertaking improvements to the Park to facilitate access to the Park from MOSAC and to meet ADA requirements with federal funding (the “Park Access Project”).
STF helped fund the design of the Park Access Project. Under City Agreement No. 2019-0024, PSC has primary use of the existing turf area within the Park for groups visiting MOSAIC (the “Primary Use Agreement”).
B. STF has gone through comprehensive planning with stakeholders including the Parks Department and various other city departments in order to redesign Robert T. Matsui park to create the Hanami Line. The Hanami Line design includes installation of a cultivar of Japanese cherry trees known as Pink Flair, which are suited for our soil and climate, as well as creating new walkways though the Park and installation of benches, seats and a donor wall.
STF hired a firm to prepare the design plans, has been coordinating with PSC in designing the Hanami Line to compliment the Science Center improvements, and PSC supports development of the Hanami Line within areas of the Park.
C. STF has prepared the plans for the Hanami Line, which had been reviewed and approved by the CITY’s Parks and Recreation Commission and City Council. However, due to the US Army Corps of Engineers levee permit requirements, the Pink Flair Trees cannot be planted next to the levee as originally planned. As a result, STF has revised the Hanami Line plan so it will no longer be located next to the water intake plant nor within PSC leased area along the river, and will cover all of the existing turf areas in the Park.
D. The City applied for a Clean CA local grant from Caltrans (the “State Grant”) to fund the costs to construct the Hanami Line and the planned Park improvements in the amount of $3.2 million. The scope of the State Grant includes planting approximately 100 Pink Flair trees and other amenities, including: a state-of-the-art, water-wise irrigation system, drought tolerant vegetation, a striking promenade and accessible pathways, permanent shade structures, energy efficient lighting throughout the park, unique seating that incorporates reclaimed urban wood from the region and beautiful custom railing throughout the space ______________________
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Project Agreement 2 Dated 09-09-22
(collectively the “Hanami Line Park Project”). All of the existing landscaping and hardscape in the Park is to be removed per the grant application. The selection of the artist is to be coordinated by the CITY’s Convention and Cultural Services Department in coordination with STF. The State Grant deadline for completion of the Hanami Line Park Project is June 30, 2024.
E. The Hanami Line Park Project will also include an iconic art sculpture consistent with the Art and Public Places program. The footing for the sculpture will be designed and installed during Project construction and will be designed and installed with STF and Department of Utilities funds.
F. The State Grant was recently awarded and CITY is the named grantee responsible for delivery of the Hanami Line Park Project. There is an additional $1.1 million in Project costs that are not grant eligible, including certain construction overhead costs. The grant also limits allowable expenditures to costs incurred after the grant was awarded.
G. Implementation of the Hanami Line Park Project requires compliance with state laws and regulations for a “public works” project, which include preparing an invitation for bid, competitive bidding, insuring compliance with Department of Industrial Relations (DIR) registration and contractor licensing, addressing any bid protests, insuring submittal of performance and payment bonds, obtaining evidence of insurance coverages that protects the CITY from claims, labor compliance monitoring to insure compliance with prevailing wage rates and apprenticeship requirements, verification of contractor and subcontractor certified payroll filings through LCP Tracker, prevailing wage monitoring by a labor compliance consultant, addressing prevailing wage violations with DIR, conducting daily inspections and preparing reports, recording a notice of completion, and addressing stop notice claims by subcontractors and payment claims by laborers though court proceedings and filing surety claims. The bid documents must incorporate CITY’s Standard Specifications for any improvements to CITY property. State law requires prompt payment of contractor’s invoices. However, under the State Grant, contractors must be paid before the State will release funds for reimbursement, which requires sufficient cash flow to meet state law requirements to advance payment before receipt of grant payments.
H. The purpose of this Agreement is to set forth the tasks each party will undertake to construct the Hanami Line Park Project, including funding and maintenance obligations.
Agreement
NOW THEREFORE, it is mutually agreed between CITY and STF as follows:
ARTICLE I – PURPOSE, PROJECT BOUNDARY AND AGREEMENT TERM
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Project Agreement 3 Dated 09-09-22
1. Purpose. The purpose of this Agreement is to set forth the roles and responsibilities of the CITY and STF to modify CITY’s real property located at 450 Jibboom Street, Assessor’s Parcel Number 001-0190-021, (the “CITY Property”) as shown in Exhibit A, known as Robert T. Matsui Waterfront Park, to construct the Hanami Line Park Project (“Project”) in accordance with the scope of the State Grant, and to maintain the Project as set forth in this Agreement.
2. Project Boundary. The existing Master Plan for the Park is attached as Exhibit B and shows the intent to add trees and other landscaping improvements while retaining the turf area. The Park boundary extends into the area next to the Science Center which PSC has control over with regard to making improvements. While Exhibit A depicts the CITY property as extending into the Water Intake Facility entrance and parking lot, the Project will only encompass the Park boundary as shown in Exhibit B.
3. Term. The term of this Agreement shall extend from the Effective Date until both parties have fully performed their respective obligations under this Agreement, unless sooner terminated by mutual agreement of the parties or pursuant to section 22 below.
ARTICLE II - DESIGN AND CONSTRUCTION OF PROJECT
4. Role of the Parties. CITY and STF shall undertake their respective roles and responsibilities with regard to the design and construction of the Project at the Park with the State Grant and other funds as described in this Agreement.
4. Design. The revised Project design submitted with the State Grant application is attached as Exhibit C. The design-related services that may be performed either by STF or City as specified in Exhibit D include preparation of construction bid documents.
5. Project Plans. STF shall provide final design plans and technical specifications (the “Project Plans” or “Plans”) for construction of the Project, subject to City approval. The Project Plans shall include all of the improvements listed in the State Grant application. The Project Plans shall be designed and prepared in compliance with the CITY’s Standard Specifications. The Plans must address any changes recommended by a CPTED (Crime Prevention Through Environmental Design) analysis and be consistent with City’s park maintenance requirements. CITY agrees to use its best efforts and due diligence to review, provide comments regarding any necessary corrections, and approve the Project Plans in a prompt and timely manner. CITY's staff approval shall not be unreasonably withheld or conditioned.
CITY must also obtain written approval of the Project Plans by SMUD, PG&E and all other appropriate public entities or utility companies which will own, operate and/or maintain any utility improvements that are to be installed as part of construction of the Project. ______________________
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Project Agreement 4 Dated 09-09-22
Removal or pruning of existing trees within the Park may be subject to approval by the CITY Youth, Parks & Community Enrichment Director as set forth in Chapter 12.56 of the City Code. STF shall work with the City’s Urban Forestry staff to include on the Project Plans the location, size, and type of any existing trees within the Park that are to be removed or pruned.
6. Bid Document Preparation. CITY shall prepare the bid document that includes the construction plans and specifications for the Project and shall provide updated construction cost estimates and construction timelines.
7. Final Budget. The Project budget is attached as Exhibit E (“Final Budget”), subject to Caltrans’ approval if required. ( The Final Budget includes all actual and estimated Project costs and include a reasonable contingency amount. If the scope of the Project improvements are to be modified based on mutual agreement of the Parties because the total costs will exceed the State Grant and other funds, CITY will obtain approval from Caltrans if modification of the Project scope is required under the State Grant agreement.
8. STF Funding and Services. As reflected in the Final Budget, STF will provide funding to the City in the amount of $482,000. These funds shall be spent on a donor wall, mobilization costs, artwork, the purchase of 104 Pink Flair Trees, and certain soft costs, including material testing, permitting, and consultant expenses. Such activities shall be subject to the requirements set forth in section 15, below. The contractor will source and install the Pink Flair Trees in consultation with STF, which will approve the quality, size, and source of the trees. STF will also provide donor recognition plaques. STF funds for the $482,000 will be submitted per following schedule:
$75,000 at the time the City executes this agreement with STF $120,000 for Art in Public Places due at time that City enters contract with the artist (approximately March 2023)
$120,000 at contractor invoicing for 50% of the work completed and verified complete by the City (approximately July 2023)
$167,000 at building permit finalized and final walk-thru (approximately November 2023).
9. Contract Award. The CITY shall solicit competitive bids for construction of the Project.
CITY shall post the invitation for bids on CITY’s Planet Bids and shall send the request for bids to landscape contractors identified by STF. CITY shall provide STF with a copy of all bids received.
10. Construction. CITY covenants that the Project will be constructed in compliance with the approved Project Plans, bid document, and any modifications thereto in accordance ______________________
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Project Agreement 5 Dated 09-09-22
with this Agreement, subject to change orders issued in accordance with the provisions of Section 13 below.
11. Project Coordination. CITY will provide a Project Manager who will serve as the point of contact with STF regarding construction of the Project. The Project Manager shall have complete authority over the CITY’s construction inspectors, with authority to determine whether the work complies with the Project Plans. The Project Manager shall also have authority to order minor design changes to meet unanticipated field conditions, provided that the same are consistent with the Project Plans, and subject to the provisions of Sections 12 and 13 below. The Project Manager will ensure that the contractor diligently works to complete the Project construction in a timely and efficient manner on or before the State Grant Completion Date.
Should a CITY inspector find any nonconformance or noncompliance with the Project Plans or the bid document, the Project Manager shall notify the STF representative of such nonconformance or noncompliance. Thereafter, the Project Manager and the STF representative, in consultation with the CITY building inspector, shall jointly determine the corrective action required.
12. Unforeseen Cost Increase. If the construction contractor encounters unknown and unforeseen site conditions after commencement of Project construction that will increase the Project Costs in excess of the Final Budget, and neither Party voluntarily agrees to bear such cost increase, then a change order shall be issued to modify the Project scope of improvements not yet constructed in order to bring the Project Costs back within the Final Budget. In this latter event, CITY and STF shall meet and confer in an attempt to agree upon the modifications. If the Parties are unable to agree and neither party has identified funding to cover the added costs, CITY shall have the final authority to make such determination and identify Project improvements to be deleted or changed to bring the Project Costs within the Final Budget. The Completion Date shall be extended by the number of days required to implement the modifications to the Project by the contractor, if any.
13. Contracts and Change Orders. CITY shall be responsible for entering into all contracts and issuing any change orders required for the construction of the Project; provided, however, CITY shall not be required to enter into any change orders that would increase the Project Costs in excess of the Final Budget unless an increase in the Final Budget is approved by the Parties in the form of a written amendment to this Agreement.
14. Construction Submittals. CITY shall provide STF representative upon demand, copies of all submittals furnished by the contractor including, without limitation, all construction schedules, certified payroll records, material testing reports, requests for substitution of materials or equipment, soil and hazardous substances testing and monitoring reports, ______________________
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Project Agreement 6 Dated 09-09-22
material testing reports, and all change order requests and all other required contractor submittals within (10) days from the date of CITY’s receipt of such documents.
15. Donated Construction Services. STF (and any donor working onsite) is required to maintain commercial general liability insurance, automobile insurance and workers compensation insurance in accordance with the same requirements imposed on the Project’s construction contractor. STF shall pay its contractors and all persons who perform labor or provide materials for performance of the work authorized under this Agreement in accordance with state laws, unless such contractors and persons have voluntarily agreed, in writing, to donate their services and materials. STF shall keep the Park free from any mechanics liens due to non-payment to its contractor(s). STF shall obtain release of liability waivers for the benefit of City from all volunteers who install improvements or perform any work within the Park. STF shall indemnify and hold harmless CITY from and against any and all liens, claims, demands, costs or expenses of whatsoever nature in any way connected with or arising out of such work done, labor performed, or materials furnished to STF for the work authorized under his Agreement.
ARTICLE III - PROJECT COMPLETION, MAINTENANCE AND PARK USE
16. Final Inspection and Project Completion. When construction of the Project is substantially complete, CITY shall provide written notice to STF requesting participation in the final inspection. Final inspection will not occur until the turf has been established, which is generally 30 days for sod and 90 days for hydro seeding. If during the final inspection either party determines that the Project has not been fully completed in accordance with the Project Plans, CITY shall prepare a punch list of all items to be completed and send the list to STF within ten (10) business days following the date of the final inspection. CITY shall arrange for the completion and repair of the punch list items to occur in a prompt and diligent manner. Once CITY determines that the punch list work is complete, CITY will record a Notice of Completion.
17. City Maintenance Obligations. Except as set forth in this section and section 18 below, after completion of the Project, CITY will maintain all of the Project improvements, landscape maintenance, and trash pickup, at CITY’s expense, including increased park maintenance costs due to mowing, blowing, and daily trash pickup. CITY has the sole exclusive right to determine the scope and frequency of its maintenance work. a. CITY will coordinate with STF to allow for STF or others to fund the cost of replacing non-standard elements unless City determines that the original, non-standard fixtures, furniture or equipment is not suitable for use in a public park due to safety or durability concerns. As set forth in section 18, CITY will consult with STF in replacing non-standard fixtures, furniture or equipment so that the integrity of the Hanami Line for its intended purpose as a Japanese style garden is retained to the extent feasible. b. STF’s revised Hanami Line plan shows that the area under the trees will be turf which has the potential to increase park maintenance costs to hand mow the turf around the trees. ______________________
Matsui Park Hanami Line
Project Agreement 7 Dated 09-09-22
When turf has degraded to a point that replacement is required, the City will consult with STF.
c. City will work with its police department to provide park security based on future funding available and security needs.
18. STF Maintenance and Operations Obligations.
a. STF shall be responsible for the maintenance of the Pink Flair Trees that STF supplies for the first three years following Project completion, STF shall provide all care, including staking, monitoring, pruning, and establishment of the trees. For five additional years, STF shall continue to monitor the health of the trees and provide pruning services. During this eight-year maintenance period, STF shall replace any trees that are dead or dying. STF, or any contractor hired by STF to satisfy the requirements of this Section, shall comply with the City’s standard contract terms, attached as Exhibit F, in performing this work. STF will coordinate the work with the City and PSC to minimize disruption to Park and Science Center operations.
b. For 25-years following installation, STF shall be responsible for maintaining or replacing all donor recognition elements installed in the Park, including but not limited to, any plaques, benches, and the donor wall (“Donor Recognition”). Following the initial 25-year period, the City shall contact STF when Donor Recognition requires maintenance or replacement and shall proceed in accordance with Section 17 above. If, at any time, STF does not have available funding or is otherwise unable to maintain or replace Donor Recognition, or to provide the City with replacement fixtures, furniture or equipment after consultation with the City, the City may repair or replace with an alternative that is consistent with the City’s standards, or may elect to remove and not replace. c. The provisions of this Section 18 shall survive any expiration or termination of this Agreement.
19. Capital Improvements. After the Hanami Line project is completed, if repairs or replacements of the Park irrigation and electrical systems, landscaping, or the specialized hardscape pathways are needed, STF may request City to allocate funds and undertake that work. If such funding is approved by City, City will coordinate the work with PSC to minimize disruption to the Science Center operations.
20. Hanami Line Festivals. The Park will be open to the public from dawn to dusk to enjoy the Hanami Line improvements. CITY understands that STF or others may plan festivals within the Park, such as a Cherry Tree Blossom Festival and other events. Any organization that wants to hold a special event at the Park that will involve more than 50 persons or extend past normal hours, is required to first obtain a special event permit in accordance with City Code Chapter 12.48. Issuance of such permits is at CITY’s sole discretion and requires payment of a permit fee.
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Project Agreement 8 Dated 09-09-22
21. Warranty. CITY will obtain from its contractor a warranty that the Project improvements will be free from any defects in materials and workmanship for a period of one (1) year following the date of final acceptance. However, the warranty excludes damages or defects caused by: (i) ordinary wear and tear of the Project improvements under normal usage, (ii) abuse or neglect by other persons, and (iii) vandalism and acts of God.
ARTICLE IV – GENERAL PROVISIONS
22. Termination. In the event that a party is in material breach of this Agreement, the non- breaching party may notify the party in breach of the specific breach, and the party in breach will have 30 business days within which to cure its breach. Upon expiration of the initial 30-day period, if the party fails to cure its breach, the other party may, in its sole discretion, terminate this Agreement with immediate or delayed effect.
23. Notices. Any notice or other communication under this Agreement must be in writing and is when the considered properly given and effective only when mailed or delivered in the manner provided by this Section 23 to the persons identified below. A notice or other communication that is mailed is effective or considered to have been given on the third day after it is deposited in the U.S. Mail (certified mail and return receipt requested), addressed as set forth below, with postage prepaid. A notice or other communication sent in any other manner is effective or considered properly given when actually delivered. A party may change its address for these purposes by giving written notice of the change to the other party in the manner provided in this Section 23.
If to the CITY: If to STF:
City of Sacramento Sacramento Tree Foundation
915 I Street, 3rd Floor 191 Lathrop Way, Ste D
Sacramento, California 95814 Sacramento, CA 95815
Attention: Youth, Parks, & Attention: Executive Director Community Enrichment Director
24. Indemnity. Each party shall indemnify, defend, protect, hold harmless, and release the other, its officers, agents, and employees, from and against any and all claims, loss, proceedings, damages, causes of action, liability, costs, or expense (including attorneys’ fees and witness costs) arising out of or resulting from the performance of this agreement (“Claims”), but only in proportion to and to the extent such Claims are caused by the negligence or intentional acts of omissions of such indemnifying party or its agents, employees, or representatives. This indemnification obligation shall not be limited in any way by any limitation on the amount or types and amounts of insurance or self-insurance maintained by the parties. Nothing in this indemnity obligation shall be construed to create any duty to, any standard of care with reference to, or any liability or obligation, contractual ______________________
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Project Agreement 9 Dated 09-09-22
or otherwise, to any third party. The provisions of this indemnity obligation shall survive the expiration or termination of this Agreement.
The existence or acceptance by City of any insurance policy or coverage shall not affect or limit any of CITY’s rights under this Section 24, nor shall the limits of such insurance limit the liability of STF. The provisions of this Section 24 shall survive any expiration or termination of this Agreement.
25. No Joint Venture. This Agreement does not create between the parties a joint venture, partnership, or any other relationship of association. Except as expressly provided in this Agreement, no party will have the right to obligate the other in any manner whatsoever, and nothing in this Agreement is intended to give any right of any kind to any third person.
Each party shall be solely responsible for any commitments made to any third party until the other party agrees and consents in writing to be bound by such commitments.
26. Assignments. A party may not assign or otherwise transfer this Agreement or any interest in it without the other party's prior written consent, which the other party may withhold in its sole discretion. An assignment or other transfer made contrary to this Section 26 is void. Excepting only a change in name, the term “assignment” includes any change in the form of the legal entity of the STF, any merger or consolidation of STF from that of a California nonprofit corporation, whether voluntarily or by operation of law, except that a change of status due only to a change in the California Corporation Code will not be deemed to be an assignment.
27. No Third Party Beneficiaries. This Agreement shall not be deemed to confer any rights upon any individual or entity, which is not a Party hereto, and the Parties hereto expressly disclaim any such third-Party benefit.
28. Governing Law and Venue. This Agreement is entered into and shall be construed and interpreted in accordance with the laws of the State of California. Venue of any litigation arising out of or connected with this Agreement shall lie exclusively in the state trial court located in Sacramento County in the State of California, and the Parties consent to jurisdiction over their persons and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts.
29. Waiver. A party's failure to insist on strict performance of this Agreement or to exercise any right or remedy upon breach of this Agreement is not a waiver of the performance, right, or remedy. A party's waiver of another party's breach of any provision in this Agreement will not constitute a continuing waiver or a waiver of any later breach of the same or any other provision. A waiver is binding only if set forth in a writing signed by the waiving party.
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Project Agreement 10 Dated 09-09-22
30. Interpretation. This Agreement is to be interpreted and applied in accordance with California law, except that that the rule of interpretation in California Civil Code section 1654 will not apply. The parties have each carefully reviewed this Agreement and have agreed to each term. No ambiguity will be presumed to be construed against either party.
31. Attorneys' Fees. The parties must bear their own costs and attorneys' fees incurred in connection with preparing this Agreement.
32. Counterparts. The parties may sign this Agreement in counterparts, each of which is considered an original, but all of which constitute the same agreement. Facsimiles, pdfs, and photocopies of signature pages of the Agreement have the same binding effect as originals.
33. Integration and Modification. This Agreement sets forth the parties' entire understanding regarding the matters set forth above and is intended to be their final, complete, and exclusive expression of those matters. It supersedes all prior or contemporaneous agreements, representations, and negotiations-written, oral, express, or implied and may be modified only by another written agreement signed by both parties.
34. Authority. The person signing this Agreement for STF represents that he or she is fully authorized to sign this Agreement on behalf of STF and to bind STF to the performance of its obligations under this Agreement.
[Signature page follows]
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Matsui Park Hanami Line
Project Agreement 11 Dated 09-09-22
The parties hereto have caused this Agreement to be duly executed as of the day and year first written above.
CITY OF SACRAMENTO: SACRAMENTO TREE FOUNDATION:
By: By:
Mario Lara, Director
Youth, Parks & Community Enrichment Name: Jessica Sanders PHD, PMP For: Howard Chan, City Manager
Title: Executive Director
Approved as to Form:
By:
Senior Deputy City Attorney
Attest:
By:
Assistant City Clerk
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Project Agreement 12 Dated 09-09-22
EXHIBIT A
MATSUI WATERFRONT PARK
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Matsui Park Hanami Line
Project Agreement 13 Dated 09-09-22
MATSUI PARK MASTER PLAN
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Project Agreement 14 Dated 09-09-22
EXHIBIT C
HANAMI LINE REVISED DESIGN PLAN
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EXHIBIT D
TASKS ALLOCATION
This table identifies the tasks each party will be responsible for in the design and construction of the Project.
A. CONCEPTUAL DESIGN PHASE (Mostly Completed or May Not Be Required)
1. Survey of Park site (inc. topo mapping and property line verification), if required.
2. Determination of park amenities and final park design scope.
3. Preparation of revised Park Master Plan, if required.
4. Public review and approval process for revised Park Master Plan, if required.
5. Environmental review and documentation (completed).
B. PARK DESIGN PLAN PREPARATION AND BIDDING PHASE
1. Selection of design firm/development of final design plans and specifications.
2. Preparation of document for construction bidding.
3. Preparation of engineer’s construction cost estimate.
4. Determination of Additive items, if any.
5. Review and approval of final plans, specifications and estimate.
6. Solicitation and selection of Project Contractor and construction contract award.
7. Submit for building permit (City Community Development Dept. Building Division)
8. Preparation of Project timeline/construction schedule.
C. CONSTRUCTION PHASE (CITY Lead/STF Review)
1. Pre-construction meeting
2. Project staking inspection.
3. Daily construction inspection.
4. Project milestones construction inspection.
5. Change order review and approval.
6. Review labor compliance submittals on a monthly basis.
7. Review payment requests; verify project cost documentation.
8. Process contractor payments.
9. Final Inspection, prepare punch list items.
10. Final walkthrough; verify site clean-up.
11. Filing Notice of Completion.
12. Warranty administration.
D. MARKETING/PUBLIC RELATIONS (STF Lead/CITY Assist)
1. Grant Award Media Announcement
2. Park Site Grant Award Event
3. Ground Breaking Event
4. Park Ribbon Cutting Event
City
STF
______________________
Matsui Park Hanami Line
Project Agreement 16 Dated 09-09-22
EXHIBIT E
FINAL BUDGET
______________________
Matsui Park Hanami Line
Project Agreement 17 Dated 09-09-22
EXHIBIT F
CITY STANDARD TERMS
1. STF Liability. STF shall keep the Park free from any mechanics liens due to non- payment to its contractor(s). STF shall obtain release of liability waivers for the benefit of City from all volunteers who install improvements or maintain or replace the trees before they perform any work within the Park.
2. Insurance. STF shall either (i) maintain in full force and effect at its own cost and expense the following insurance coverages before maintaining or replacing the Pink Flair Trees or donor recognition elements installed in the Park, including any plaques, benches, and the donor wall (“Donor Recognition”), (ii) hire a contractor that carries such insurance, or (iii) all of the work will be performed by volunteers who sign the Release Form attached as Attachment 1.
Any available insurance proceeds in excess of the specified minimum limits and coverages shall be available to the City.
(a) General Liability Insurance: Commercial General Liability Insurance is required providing coverage at least as broad as ISO CGL Form 00 01 on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal injury, arising out of activities performed by or on behalf of the Contractor and subcontractors, products and completed operations of Contractor and subcontractors, and premises owned, leased, or used by Contractor and subcontractors, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide contractual liability and products and completed operations coverage for the term of the policy.
The City, its officials, employees and volunteers shall be covered by policy terms or endorsement as additional insureds as respects general liability arising out of: activities performed by or on behalf of Contractor and subcontractors; products and completed operations of Contractor and subcontractors; and premises owned, leased, or used by Contractor and subcontractors.
(b) Automobile Liability Insurance is required providing coverage at least as broad as ISO Form CA 00 01 for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide coverage for owned, non- owned and/or hired autos as appropriate to the operations of the Contractor.
The City, its officials, employees and volunteers shall be covered by policy terms or endorsement as additional insureds as respects auto liability.
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Matsui Park Hanami Line
Project Agreement 18 Dated 09-09-22
No automobile liability insurance will be required, i f S T F o r a n y S T F Contractor certifies in writing as follows:
“No motor vehicle will be used in the performance of any work or services in the performance of this work . If, however, STF or any Contractor does transport items in the performance of this work, or the scope of work is amended to require STF or Contractor to use a vehicle to perform services, S T F o r a n y Contractor shall provide evidence of Automobile Liability Insurance providing coverage at least as broad as ISO Form CA 00 01 for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide coverage for owned, non-owned and/or hired autos as appropriate to the operations of STF or the Contractor.”
(c) Workers’ Compensation Insurance within statutory limits, and Employers’ Liability Insurance with limits of not less than one million dollars ($1,000,000). The Worker’s Compensation policy shall be endorsed to include a waiver of subrogation in favor of the City.
(d) Other Insurance Provisions.
(1) The policies must contain, or be endorsed to contain, the following provisions:
a. STF or its Contractor's insurance coverage, including excess insurance, shall be primary insurance as respects the City, its officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officials, employees or volunteers will be in excess of Contractor's insurance and will not contribute with it.
b. Any failure to comply with reporting provisions of the policies will not affect coverage provided to the City, its officials, employees or volunteers.
c. Coverage shall state that STF’s or Contractor's insurance applies separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.
d. The City shall receive 30 days written notice of cancellation or material change in the policy language or terms.
(2) Acceptability of Insurance. Insurance must be placed with insurers with a Bests' rating of not less than A:VI. Self-insured retentions, policy terms or other variations that do not comply with the requirements of this Exhibit F must be ______________________
Matsui Park Hanami Line
Project Agreement 19 Dated 09-09-22
declared to and approved by the City in writing before work begins.
(3) Verification of Coverage.
a. STF or its Contractors shall furnish City with certificates and required endorsements evidencing the insurance required. Certificates of insurance must be signed by an authorized representative of the insurance carrier. Copies of policies shall be delivered to the City Representative on demand.
b. STF or its Contractors shall send all insurance certificates and endorsements, including policy renewals, during the term of this Agreement directly to:
City of Sacramento
c/o Exigis LLC
PO Box 947
M u r r ie t a , C A 9 2 5 6
c. Certificate Holder must be listed as:
City of Sacramento
c/o Exigis LLC
PO Box 947
M u r r ie t a , C A
92564
d. STF or its contractors will not be allowed to perform work if the certificates of insurance and endorsements required have not been provided before work is scheduled to begin.
(4) Subcontractor Insurance Coverage. STF and its c ontractors shall require and verify that all subcontractors maintain insurance coverage that meets the minimum scope and limits of insurance coverage specified in this Exhibit F.
3. Indemnity. Each party shall indemnify, defend, protect, hold harmless, and release the other, its officers, agents, and employees, from and against any and all claims, loss, proceedings, damages, causes of action, liability, costs, or expense (including attorneys’ fees and witness costs) arising out of or resulting from the performance of this agreement (“Claims”), but only in proportion to and to the extent such Claims are caused by the negligence or intentional acts of omissions of such indemnifying party or its agents, employees, or representatives. This indemnification obligation shall not be limited in any way by any limitation on the amount or types and amounts of insurance or self-insurance maintained by the parties. Nothing in this indemnity obligation shall be construed to create any duty to, any ______________________
Matsui Park Hanami Line
Project Agreement 20 Dated 09-09-22
standard of care with reference to, or any liability or obligation, contractual or otherwise, to any third party. The provisions of this indemnity obligation shall survive the expiration or termination of this Agreement.
The existence or acceptance by City of any insurance policy or coverage shall not affect or limit any of City’s rights under this Section, nor shall the limits of such insurance limit the liability of Permittee hereunder. The provisions of this section shall survive any expiration or termination of this Agreement.
4. Licenses; Permits, Etc. STF or any STF Contractor shall maintain at all times during the performance of any work under this Agreement, at its sole cost and expense, all licenses, permits, qualifications, and approvals of any nature that are legally required for Contractor to practice its profession or fulfill the terms of this Agreement, including a City Business Operations Tax Certificate (if required) and any required certification issued by the California Secretary of State.
5. Pesticides and Fertilizers. Neither STF or any STF Contractor shall utilize any pesticides or fertilizers at the Park without the prior written approval of the City.
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Matsui Park Hanami Line
Project Agreement 21 Dated 09-09-22
Attachment 1
PARK VOLUNTEER RELEASE AND WAIVER OF LIABILITY
Volunteer understands that the nature of work to perform park improvement and maintenance projects requires physical effort (such as walking, bending, lifting, digging, kneeling etc.), working with other volunteers, and being exposed to dangers (such as sharp branches, open holes/trenches, exposed metal, using sharp shovels/clippers, and moving heavy equipment). I agree to abide by the safety training measures for any and all activities in which I participate.
Volunteer understands and acknowledges that by performing park improvement and maintenance projects and being at the park when such work will occur could expose Volunteer to the risk of being injured and the risk of damage to Volunteer’s personal property. Volunteer agrees to immediately notify the site supervisor is he/she discovers any hazardous site conditions, is injured, or witnesses someone else being injured. Volunteer agrees to wear clothing suitable for such work and closed toed shoes, and agrees that City is not responsible for loss or damage to my personal property.
I hereby release and hold harmless for any and all damages or injuries that I may suffer, and waive my rights and covenant not to file a lawsuit against: (i) the City, (ii) a project sponsor/donor listed below and their successors, (iii) their respective officers, board members, employees, volunteers, and agents, and (iv) other volunteers. This release and waiver of liability includes all loss, liability and claims that may arise from or is caused by the negligence (an act or omission) of any and all of the foregoing persons and entities, but not their intentional misconduct. This release and waiver of liability is also made on behalf of my parents, spouse, partner, children and all of my relatives and heirs.
____________________________ _____________________________________ Project Sponsor/Donor Project Sponsor/Donor
I also agree that I will defend, hold harmless, and indemnify the foregoing persons and entities if I cause personal injury to another person at the park or damage to their personal property, whether intentional or by accident.
Volunteer Name: __________________________________
(please print)
Volunteer Signature: ____________________________ Date: ___________________
Parent or Legal Guardian Signature: _______________________________________
Name of Parent or Legal Guardian: ________________________________________
RESOLUTION NO. 2022-
Adopted by the Sacramento City Council
Sacramento Tree Foundation Partnership Agreement for Matsui Park and Increase Revenue and Expenditure Budget for Hanami Line Park Project
BACKGROUND
A. On February 15, 2022, the California Department of Transportation (Caltrans) awarded the Department of Youth, Parks, & Community Enrichment a $3.2 million dollar Clean California grant on the behalf of the Sacramento Tree Foundation (STF) for phase two park renovation and the installation of a Japanese inspired Hanami Line at Matsui Park. YPCE wishes to enter a partnership agreement with Sacramento Tree Foundation for the renovation and accept STF contribution towards the renovation. The goal is to deliver this project by June 2024.
B. STF will allocate $482,000 in funding to the City per the payment schedule in partnership agreement to support the budget transfers.
BASED ON THE FACTS SET FORTH IN THE BACKGROUND, THE CITY COUNCIL RESOLVES AS FOLLOWS:
Section 1. The City Manager or the City Manager’s designee is authorized to execute a Partnership Agreement with Sacramento Tree Foundation (STF) for funding the Hanami Line Renovation at Robert T. Matsui Park by STF in the amount not to exceed $482,000.
Section 2. The City Manager or the City Manager’s designee is authorized to:
a. Increase the revenue and expenditure budgets in the Robert T. Matsui Waterfront Park Master Plan (L19911200) by $482,000 in the Other Capital Fund (Fund 3704) to reflect the terms of the Partnership Agreement with STF.