HomeMy WebLinkAboutC-7572-6 - Agreement Related to the Replacement of Overhead with Underground Distribution Facilities (Substructure Installation by Applicant)N
N
C' AGREEMENT RELATED TO THE REPLACEMENT
i
C� OF OVERHEAD WITH UNDERGROUND DISTRIBUTION FACILITIES
(Substructure Installation by Applicant)
THIS AGREEMENT RELATED TO THE REPLACEMENT OF OVERHEAD WITH
UNDERGROUND FACILITIES, made this 30th day of December, 2019, between
SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation,
hereinafter referred to as "Utility", and the City of Newport Beach, a California municipal
corporation and charter city, hereinafter referred to as the "Applicant." Utility and
Applicant may individually be referred to herein as "Party" and collectively referred to
herein as the "Parties."
RECITALS
WHEREAS, on or about March 22, 2016, the City Council of the City of Newport
Beach created Underground Utility District No. 22a by and through Resolution No. 2016-
41;
WHEREAS, Applicant has requested Utility, pursuant to Section A of Utility's
Rule No. 20, Replacement of Overhead with Underground Distribution Facilities, to
replace Utility's existing overhead with underground distribution facilities ("Project") at the
location or locations in the County of Orange, State of California, substantially described
as follows:
Underground Utility District No. 22 — Phase 1 - Balboa Boulevard between
West Coast Highway and 36th Street and as shown on the legal description
and map attached hereto as Exhibit A and incorporated herein by reference
("Underground Utility District No. 22 — Phase 1"); and
WHEREAS, on or about April 9, 2019, the City Council of the City of Newport Beach
awarded City of Newport Beach Contract No. 7572-1 to Asplundh Construction Corp.
("Applicant's Contractor"), for the work required under Underground Utility District No. 22a
which includes the Project.
NOW, THEREFORE, it is mutually agreed by and between the parties hereto as
follows:
1. Scope of Work. Applicant will manage and oversee the work completed by
Applicant's Contractor for Underground Utility District No. 22 — Phase 1, further described
in Utility's Design No. 548199, Job No. 0548199C, attached hereto and incorporated herein
by reference as Exhibit B and hereinafter referred to as "Project".
Applicant's Contractor will complete the Project, provided, however, Utility has been
granted rights of way therefor satisfactory to and without cost to Utility.
1
Parties hereto do hereby declare it is their mutual intention that title to and ownership
of said underground structures and substructures, consisting of pads, vaults, conduits,
ducts, boxes, and electrolier bases shall vest in Utility. Applicant agrees, that upon
completion of the Project, to take all reasonably necessary steps to ensure title
to each and every component part thereof shall pass to Utility without further action upon
the part of Applicant.
2. Project Duration. The Parties acknowledge and agree that completion of the Project
is contingent upon mutually acceptable schedules including Applicant's Contractor
schedule, obtaining of permits, licenses, real property rights, and other available
documents, outages or other key items and not being delayed by those forces described
in Section 9 (Project Delays), below. Utility shall provide an inspector through the duration
of the Project, for the purpose of providing input and working with Applicant and Applicant's
Contractor to ensure satisfactory completion the project. However, Utility expressly
acknowledges and agrees the Applicant offers no guarantees or warranties regarding the
completion date for the Project.
3. Completion of Project. As indicated above, Utility shall provide an inspector through
the duration of the Project, for the purpose of ensuring timely inspection of work and
facilities installed by the Applicant's Contractor along with ensuring the Project is
satisfactorily performed to Utility's specifications and standards. To that end, the Parties
shall work cooperatively, in good faith and timely communicate with one another regarding
the Project. The Utility will timely respond to requests for information and/or provide input
to Applicant and Applicant's Contractor. Upon the Utility's final acceptance of the written
notice to Utility by Applicant of completion of the Project ("Completion of Project"), the
Project shall be deemed complete and Utility shall provide payment set forth in Section 4.
Applicant expressly represents and warrants that all work performed and all material used
in meeting Applicant's obligations herein are free from defects in workmanship and are in
conformity with Southern California Edison Company's requirements. This warranty shall
commence upon receipt by Applicant of Utility's final acceptance and shall expire one year
from that date. Applicant agrees to promptly correct to the Company's satisfaction and that
of any governmental agency having jurisdiction and at Applicant's expense any breach of
this warranty which may become apparent through inspection or operation of underground
electric system by Company during this warranty period".
4. Payment. Utility will pay to Applicant One Million One Hundred Fifty -Six
Thousand Four Hundred Sixty -Eight Dollars and 70 Cents ($1,156,468.70) upon the
Utility's final acceptance of Applicant's notice to Utility of Completion of the Project. The
agreed upon price includes all de -watering costs necessary for all structure and trenching
excavation and backfill. If additional work beyond the Scope of Work described herein is
reasonably required for Completion of Project, Applicant will present Utility with the
additional scope of work for Utility's review and approval of scope and cost. No additional
or extra cost will be paid by Utility unless additional work is agreed upon prior to
commencement of additional work. In addition, Utility shall pay Applicant additional costs
2
for extra work reasonably required for Completion of Project, as directed by Applicant and
approved by the Utility. Upon Utility's final acceptance of the Project, complete payment
shall be due sixty (60) days after receipt of the Applicant's invoice by the Utility.
5. Indemnity. The Applicant agrees, for itself, and for its agents, contractors, and
employees, to save harmless, defend, and indemnify SCE, its officers, agents, contractors,
and employees, and its successors and assigns, from and against all claims, loss, damage,
actions, causes of action, expense and/or liability arising from or growing out of loss or
damage to property, including SCE's own personal property, or injury to or death of
persons, including employees of SCE , resulting in any manner whatsoever, directly or
indirectly, by reason of the activities undertaken pursuant to this Agreement by Applicant
for replacement of overhead with underground electrical facilities or the use of or
occupancy of said Project Area by the Applicant, its agents, contractors, and employees,
invitees, successors and assigns during such activities, and regardless of whether such
claims, losses or damages are caused by SCE's ordinary negligence, but excluding any
claims, losses, or damages to the extent caused solely by SCE's gross negligence or willful
misconduct. Until such time that SCE acquires an acceptable easement from the City
Newport Beach, Applicant further agrees to indemnify, defend and hold harmless SCE for
any claims, damages, or costs resulting from any challenge to SCE's real property rights
to locate its facilities partially on property owned by the City of Newport Beach, including
but not limited the cost to relocate SCE's facilities once installed in the event of such a
challenge.
6. Rules. The work performed by the Applicant as specified herein shall comply with
all applicable statutes, codes, regulations, and ordinances.
7. Project DelaVs. Applicant shall not be responsible or liable to Utility for any delay in
its performance hereunder, or for any delays in the Project, due to any reason including,
but not limited to: shortage of labor or materials, delivery delays, major equipment
breakdown, load management, strikes, labor disturbances, war, riot, insurrection, civil
disturbance, weather conditions, epidemic, quarantine restriction, sabotage, act of public
enemy, earthquake, governmental rule, regulation or order, including orders of judgments
of any court or commission, requirement of additional or separate Environmental Impacts
Reports, delay in receiving a Certification of Public Convenience and Necessity from
California Public Utilities Commission ("CPUC"), delay in obtaining necessary rights of
way, act of God, or any cause or conditions beyond the control of Utility or Applicant. The
Utility expressly waives and releases any and all claims for damages against Applicant
arising out of any delays in the Project unless due to Applicant's sole negligence or willful
misconduct.
8. This Agreement may be subject to such changes or modifications by the Public
Utilities Commission of the State of California as said Commission may, from time to
time, direct in the exercise of its jurisdiction.
3
9. Amendments. The provisions of this Agreement shall not be altered or amended
by any representations or promises of any Party unless consented to in a writing
executed by all Parties.
10. Governing Law. The laws of the State of California shall govern this Agreement
and all matters relating to it and any action brought relating to this Agreement shall be
adjudicated in a court of competent jurisdiction in the County of Orange, State of
California.
11. No Attorneys' Fees. In the event of any dispute or legal action arising under this
Agreement, the prevailing party shall not be entitled to attorneys' fees.
12. Headings. The captions and headings used in this Agreement are strictly for
convenience and are not intended to and shall not affect the Parties' rights and
obligations, or the construction or interpretation of this Agreement.
13.Third Party Beneficiaries. Nothing herein is intended to create any third party
benefit.
14. No Agency, Partnership or Joint Venture. Nothing contained herein shall be deemed
or construed as creating the relationship of principal and agent or partnership of or joint
venture by and between the Parties hereto.
15. Waiver. No waiver of any default or breach hereunder shall be implied from any
omission to take action on account thereof, notwithstanding any custom and practice or
course of dealing. No waiver by any Party of any provision under this Agreement shall be
effective unless in writing and signed by such Party, and no waiver shall affect any default
other than the default specified in the waiver and then said waiver shall be operative only
for the time and to the extent therein stated. Waivers of any covenant shall not be
construed as a waiver of any subsequent breach of the same.
THIS SPACE INTENTIONALLY LEFT BLANK
SIGNATURES TO FOLLOW
0
IN WITNESS WHEREOF, the parties hereto have executed this Agreement above on
the day and year first written.
DATED:
APPROVED AS TO FORM:
City Attorney's Office
By:
For Aaron C. Harp t/7'24020
City Attorney
ATTEST:
:.
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
By:
Gra . Leung
City Manager
SOUTHERN CALIFORNIA EDISON
COMPANY, a California corporation
I:
MM
'Fer(6e
President, Distribution
Exhibit A
AVE
r 1
UU.D 22 PH1,
41613 -r --,I
UNDERGROUND UTILITY ASSESSMENT
DISTRICTS NO. 116, 11613 AND UNDERGROUND
UTILITY DISTRICT NO. 22 - PHASE 1
LOCATION MAP
4�
NTS
CITY OF NEWPORT BEACH
PUBLIC WORKS DEPARTMENT
C-7572-1 4/9/19
on
0
r -
i
ijjr'ii rr
,
f I K
J
rr
UNDERGROUND UTILITY ASSESSMENT
DISTRICTS NO. 116, 11613 AND UNDERGROUND
UTILITY DISTRICT NO. 22 - PHASE 1
LOCATION MAP
4�
NTS
CITY OF NEWPORT BEACH
PUBLIC WORKS DEPARTMENT
C-7572-1 4/9/19
on
0
E
� 6
9 3 ,
s
� � j ' €�€`� f
R
�€ �
I 2� ?
( � :
P iv.
i ao_p
as j •j
�$
R a
1 §°°�i?
➢ rFa(:a�
�`
P➢ m
s ;
§ y ,
3 R➢
i
e $
�
F!
� i ➢ °f ii a•3 =a
� s i � !$ 2
,a
�➢! b raj s
ff$ `
i j�1 �
e
3a
]]�:
3� 4iS ai
� l2�Pf[
?,,$5a
�� `'
:${
3
!!
s
� Y 2➢ S
3
_�
�•g' s"• 3a
� 1�
! �•
! �d.
=$`
v
ggP➢
E 5i±s
fie$ i -
ii d� e$e
3
� p 5 f� 3 a➢�
� ,4 �y �j n��� 9
2
v 9 s
� % 5jag if C �
5!!a s
2 $a ➢
�➢ (:'s
`f3 �! s
�" a.i +�
fin`
q3E
� Y§s��P
as
p!pgg
i5
a°
i. ¢p,j
➢ $a�
a.➢ j � ,
R➢
aa�e E� 'S`
! i ; s�
, a € 3 f $.s➢
� 3�6i a`� d 4 $a
2�5 aj
4 b•'. a➢ '. 3
ai si' F;1$ t
a .,S s
9 ,
2` �°
ap�:l
E ' 22
S�d� P �5 as
-...i
! fa➢ aP
6 , = a
�;$.
p �
,5
;� =Sdi
,a :ab
z bbYB ''�a
s 9 t a
ea
ag
{ ' a F$ #'_ :`
En € e =$s i. fp 2-P
5a$Pgt
o
2 1p ' d �
P•
:$a �^a! 2 �
2 tis5F�-a
�:
ai �#', je
,
=� ➢-2,; m
sa Y�?d !^
a=2 Isis ➢[
3
i a 11
,•
j5. x
.9 `1i
j�" �
Ee
g:4t➢➢'-'R
s 2zg S2a
°'§`!i Y Ufa;b�'2-j➢+;j
as
!s'Fsl= 9 2j
3_s
%�sb a`
"=F;
bas u
1 R b a a
w aE j9 € E['p �t9�€ ; g:• 5;I°si Yljt;3 fd!s ! as 2 a➢.a a i?;fe
Fp a yah j Fin ➢ s ! Hit � '� �➢ ➢ a a.. y a Pa
a 2 �s2� ^a II;aS lat;f.! $R5'cR �➢ 1jjZt ! '9 ;5a?i,y2t'°' €Ea ' aft a2
,a$ ,Sag qq 5g5g 55' a 82b§t�2 `., ➢ - p( S ➢€y- "# app :; "$ §aas ' p +11j§{ 3 o1
,
t ¢ ➢'-y f33 991 f & P • '�b i j' y 28a_ fP
AH.a83�B"HF,i-I,., F �2?;: �!t a?[ Fa➢;5 p5 ° a,.33 ?a18 gg� $a,�aal�
7
� oa
a a
cn S° SE
A a
� x
33a
Z —
� < x
O � } CD ep
a
co W
X
W
H
III
-------------------------
M.
99
L -7 - I
Qi q
1:12
�777;
7 7 7 7
z
ae°----
dddddd 11 bbbdd r!
s wc�
U a t 9opu
I= imp m _ s�
.assaasa$ _ _ s s
°$n3� aamm r-� w a arJ
`�^ ma63e' Ieees�9-
¢�.� -_ �, ,'"�o rys�ee;
�3 � m _ NAA.,.�_.��.b=;, 9 f Js.'f.J
05,001 dill 3A,17 YX FN
y i4 I r�r_ i—i � Y.AgW L x6
ME
o$§
y98 §,yg3e` m y .154
zy �dC .y g "m pY6ww oYb S6; $i§a:
v :. • Y YSSi �� - w E� :aaA �.� Wig' L
`�^a
Aw-=_
v3.'. n too I R i Y i� mA
sad m��a FU
�C-U.4;
`--s!g�
8 =ya has Mi3
1 8 10 s x n m S Y
aSa� Q aA��6 I1 s� ¢ •� � � �� � ��
-a�eBre 4 m i
i__�m$ a„ a+ a� o a z wlzll .fie
MaAsr $ j g .��,.�s: e
�iGGGGi ,,11 p �. � V ss gc
d �m P� ��3 ��� o- ✓�" `���,�9,�,� $ oA as �G
"�Rg QQ■! yi ��b a u �'
me eaa
a i$i$i Qy g ff B 48 �•-A
Fd IEC$ O
pp % +III h
e �a
t ae
eE8
Elb AV
7r fiq � +4
s%vn� AAY
N
Bey rE�
I C
a
q 033 -ez
" e,aJjiatl
O 5
a 98=�v "oma
X� \
x 4€
i m3.77777
Z �3 .90
Z
R T
#x =�`N
n- -Y POw^ ol_'Ee. p Yee
o 3o8�2ao y} 1 SsJU x669 ma
a6 C,'I 3 eF'�3 ix 66
[9
7M 5 ig� < y
Iant�
f 199HE
004901 'VIS VNIV H9SVN ah a
s--
qq oil
I. uF s R
', F77V \' a
p� b
IL 33
ma�CmC�eet s� a ��
0S46'01 VZS .VA'17 H9SVff
z f lSHS V,V5
s-i^oieoae_sa'mneee.aameam
=dd�d dddd dA dddd-dddd dddsbsdddd��ddddd ddd
--- seseeeeessee-save° ------- -
�R«RRRry«««««,«„q«gr�rpr«««R«S�rvrvry RRRrvss sRry
rG�T+n rvm Pne .- .r .I„G........II��I« IIffi
y ___ry__ry___+Y«
C
d�l-dddd bdddo'-dd_111__�_11b �ddd ddddddd ddddd
sR «eaee@ RRRSRRR eRR MRR��r �,�g,6R„_rv�HEM
_'GGGryaraaF as as MMM «'a GGGGGGp«a'�,^,aa
_ GGGGGGGGGGGGGGGGGGGGGG`m�7 GGGGGGGG
mAgy q€
�y� IIIIII %RARX%
� �IIII33........
3aR
§
(
�\ty
�
@
,
� 44
!�
{
HN
,,
g/
-
§§
�\
;
\
/
/
(
\
|
-
JCI
gaQ'KIS Iz7m&7
\
3aR
rig 3z7mlD
Z !1917H=A;
�\ty
�
|
0 o a
FF
s4
a
O aY
q
�•a`
-
baa
-'^
w
Vo s
s
o
d
es
�5gyg
s�
a
�\aT
g�-
7 1 1c
777 77
�
o
S
fi e
e
a gi
IN
Q
s
�
a
_
�J
`
4
�y
9 1199HE ,995
0S+611t V,LS 9NI7 HO,LVN
e
0 o a
FF
00+601 V -LS 9NI7 HJJVJV a n
Y j 99HS SYS e
;t
8
s4
a
u
IN
u
�
w
Vo s
o
a
8=eta
a
00+601 V -LS 9NI7 HJJVJV a n
Y j 99HS SYS e
;t
8
ray e a
Vo s
�Sblm
8=eta
a