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07-05-2016 - Approval of Successor Agency Meeting Minutes - Item No. SA1 (2).pdf( ( City of West Covina MEMORANDUM AGENDA ITEM NO.: SAl CITY OF WEST COVINA SUCCESSOR AGENCY TUESDAY MAY 03, 2016, 7:00 PM REGULAR MEETING DATE: July S, 2016 CITY HALL COUNCIL CHAMBERS 1444 W. GARVEY AVEN1JE SOUTH WEST COVINA, CALIFORNIA 91790 MINUTES CALL TO ORDER-Chairman James Toma called the meeting to order at 9:54 p.m. ROLL CALL Present: Chairman Toma, Vice Chairman Warshaw Agency Members Johnson, Spence, Wu CHANGES TO THE AGENDA None. ORAL COMMUNICATIONS None. Tuesday May 03, 2016 CONSENT CALENDAR SAl) Approval of Meeting Minutes It is recommended that the City Council, acting as the Successor Agency to the West Covina Redevelopment Agency, approve the following Successor Agency Meeting Minutes: February 16, 2016 Regular Successor Agency Meeting Minutes March 1, 2016 Regular Successor Agency Meeting Minutes March 15, 2016 Regular City Council/Successor Agency Meeting Minutes April 5, 2016 Regular Successor Agency Meeting Minutes A motion was made by Agency Member Johnson and seconded by Agency Member Wu to approve the aforementioned Successor Agency Meeting Minutes. Motion carried by a vote of 5-0. AYES: NOES: ABSENT: Johnson, Spence, Warshaw, Wu, Toma None None SA2) Successor Agency Treasurer's Report for the Month Ended March 31, 2016 It is recommended that the Successor Agency receive and file the report. A motion was made by Agency Member Johnson and seconded by Agency Member Wu to receive and file the Successor Agency Treasurer's Report for the Month Ended March 31, 2016. AYES: NOES: ABSENT: Johnson, Spence, Warshaw, Wu, Toma None None SUCCESSOR AGENCY BOARD MEMBER COMMENTS None. ADJOURNMENT Chairman Toma adjourned the meeting at 9:57 p.m. 2 Tuesday May 03, 2016 Submitted by: Rosalia A. Conde, CMC Agency Secretary 3 James Toma Chairman CITY OF WEST COVINA CITY COUNCIL/SUCCESSOR AGENCY TUESDAY JUNE 07, 2016, 6:00 PM REGULAR MEETING-CLOSED SESSION CITY MANAGER'S CONFERENCE ROOM 1444 W. GARVEY A VENUE SOUTH WEST COVINA, CALIFORNIA 91790 MINUTES Mayor Toma called to order the regular closed session meeting of the West Covina City Council at 6:01 p.m. in the City Manager's Conference Room at City Hall, 1444 W. Garvey Avenue South, West Covina. ROLL CALL Present: Absent: Others Present: Mayor James Toma, Mayor Pro Tern Corey Warshaw Councilmembers Lloyd Johnson, Mike Spence, Tony Wu None Freeland, Minnich, Bokosky, Hall Barlow, Bubenheim PUBLIC COMMENTS ON ITEMS ON THE AGENDA None. ( Tuesday June 07, 2016 CLOSED SESSION CONFERENCE WITH REAL PROPERTY NEGOTIATORS Pursuant to Government Code § 54956.8 Property: APN: 8735-001-912, 8735-004-933, 8735-004-934 Agency Negotiator: Hall Barlow, Morales Negotiating Parties: None Under Negotiation: Terms and Conditions of Agreement CONFERENCE WITH LEGAL COUNSEL-ANTICIPATED LITIGATION Pursuant to Government Code§ 54956.9(d)(3) Number of Cases: One (1) CONFERENCE WITH LEGAL COUNSEL-ANTICIPATED LITIGATION: INITIATION OF LITIGATION Pursuant to Government Code§ 54956.9(d)(4) Number of Cases: One (1) CONFERENCE WITH LABOR NEGOTIATORS Pursuant to Government Code§ 54957.6 City Negotiators: Freeland, Bokosky, Hall Barlow •Employee Organizations-W.C. Firefighters' Association, I.A.F.F., Local 3226 •Unrepresented Employee Group-Department Heads ADJOURNMENT Mayor Toma adjourned the meeting at 6:45 p.m. Submitted by: Rosalia A. Conde, CMC Assistant City Clerk 2 James Toma Mayor CITY OF WEST COVINA SUCCESSOR AGENCY TUESDAY JUNE 07, 2016, 7:00 PM REGULAR MEETING CITY HALL COUNCIL CHAMBERS 1444 W. GARVEY A VENUE SOUTH WEST COVINA, CALIFORNIA 91790 MINUTES CALL TO ORDER-Chairman James Toma called the meeting to order at 9:24 p.m. ROLL CALL Present: Chairman Toma, Vice Chairman Warshaw Agency Members Johnson, Spence, Wu CHANGES TO THE AGENDA None. ORAL COMMUNICATIONS None. ( ( Tuesday June 07, 2016 CONSENT CALENDAR SAl) Successor Agency Treasurer's Report for the Month Ended April 30, 2016 It is recommended that the City Council, acting as the Successor Agency to the former West Covina Redevelopment Agency, receive and file the report. A motion was made by Vice Chairman Warshaw and seconded by Agency Member Johnson to receive and file the Successor Agency Treasurer's Report for the Month Ended April 30, 2016. Motion carried by a vote of 5-0. AYES: NOES: Johnson, Spence, Warshaw, Wu, Toma None ABSENT: None SA2) Intent to Refund Certain Successor Agency Bonds It is recommended that the Successor Agency Board members authorize staff, subject to Oversight Board approval, to undertalce proceedings for the refunding of Successor Agency debt through participation in the County of Los Angeles Redevelopment Bond Refunding Program. A motion was made by Vice Chairman Warshaw and seconded by Agency Member Johnson to authorize staff, subject to Oversight Board approval, to undertalce proceedings for the refunding of Successor Agency debt through participation in the County of Los Angeles Redevelopment Bond Refunding Program. Motion carried by a vote of 5-0. AYES: NOES: ABSENT: Johnson, Spence, Warshaw, Wu, Toma None None SUCCESSOR AGENCY BOARD MEMBER COMMENTS None. ADJOURNMENT Chairman Toma adjourned the meeting at 9:27 p.m. 2 Tuesday June 07, 2016 Submitted by: Rosalia A. Conde, CMC Agency Secretary 3 James Toma Chairman ·To: FROM: Chair and Board Members of the Successor Agency Chris Freeland Executive Director BY: Paulina Morales Economic Development & Housing Manager City of West Covina MEMORANDUM AGENDA ITEM NO.: SA-2 DATE: July 5, 2016 SUBJECT:. AWARD OF CONTRACT FOR LOCAL ENFORCEMENT REGULATORY COMPLIANCE SERVICES FOR SUCCESSOR AGENCY PROPERTIES AT THE BKK LANDFILL SITE RECOMMENDATION: It is recommended that the Successor Agency authorize the City Manager to execute a one-year agreement with Rincon Environmental, LLC (Rincon) in the amount of $29,915 to provide Local Enforcement Agency (LEA) regulatory compliance services for the Successor Agency properties located at the BKK Landfill. BACKGROUND: The BKK Class III Landfill solid waste facility located at 2210 S. Azusa Avenue was closed in 2008 and currently undergoing a Post Closure Maintenance Plan, including a Proactive Monitoring Program under the authority of the California Department of Resources Recycling and Recovery (Ca!Recycle). Formerly, California Integrated ·waste Management Board, Ca!Recycle is the state agency that oversees waste diversion, recycling, ensure facilities are operating according to state stands, and oversees LEA's. LEA's are the agencies tasked with the responsibility of ensuring the correct operation and closure of solid waste facilities in the State and reporting the monitoring and compliance to Ca!Recycle. The LEA program is the City of West Covina' s Waste Management Enforcement Agency, certified by the City. The responsibility of the LEA is the oversight and implementation of the Class III Final Closure construction activities ,and Post-Closure maintenance and monitoring activities, assuring compliance with State regulations. The LEA is responsible for facility pennits and inspection programs. Rincon Environmental, LLC has been providing LEA regulatory compliance services on behalf of the Successor Agency since 2013 and for the City since 2008. The City's current contract with Rincon ( expires on June 30, 2016. OPTIONS: 1. The Successor Agency may elect to award a contract to any one of the two firms interviewed by staff. If the Successor Agency elects to award contract to a film other than Rincon funding for the contract would have to come from the City's General Fund. 2. The Successor Agency may elect to award the contract to Rincon for a one-year term and enter into an agreement with TRC Solutions, for FY 2017-18. 3. Not award a contract at this time and direct staff to send out a new RFP for these services. With this option, the Successor Agency will continue to utilize the services of Rincon Environmental, LLC on a month-to-month basis until a new contract is awarded for these services. FISCAL IMP ACT: Rincon will provide LEA regulatory compliance services in the amount of $29,915. As the work is specific to the Successor Agency properties funding will come from the RPTTF. DOF has approved a maximum of$30,000 for the LEA agreement in ROPS 16-17. 'P~~ ( Prepared by: Paulina Morales Economic Development & Housing Manager Reviewed and Approved by:~~ Christa Buhagiar Finance Director Attachment No. 1 Contract Agreement with Rincon Environmental, LLC ( ATTACHMENT NO. 1 THE SUCCESSOR AGENCY TO THE CITY OF WEST COVINA PROFESSIONAL SERVICES AGREEMENT WITH Rincon Environmental, LLC for Local Enforcement Agency for Agency Regulatory Compliance Services THIS AGREEMENT is made and entered into this 5th day of July, 2016 ("Effective Date"), by and between the Sucessor Agency to the City of West Covina ("Successor Agency"), and Rincon Environmental, LLC, a California Corporation ("Consultant"). WITNESSETH: A. WHEREAS, the Successor Agency proposes to utilize the services of Consultant as an independent contractor to the Successor Agency, as more fully described herein; and B. WHEREAS, Consultant represents that it has that degree of specialized expertise contemplated within California Government Code Section 37103, and holds all necessary licenses to practice and perform the services herein contemplated; and C. WHEREAS, the Successor Agency and Consultant desire to contract for the specific services described in Exhibit "A" and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and D. WHEREAS, no official or employee of the Successor Agency has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement. NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows: 1.0. SERVICES PROVIDED BY CONSUL TANT 1.1. Scope of Services. Consultant shall provide the professional services described in the Scope of Services attached hereto as Exhibit "A," incorporated herein by this reference. 1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise the Successor Agency of any changes in any laws that may affect Consultant's performance of this Agreement. Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such laws and regulations. Officers and employees shall not be liable at law or in equity occurring by failure of the Consultant to comply with this section. 1.3. Performance to Satisfaction of The Successor Agency. Consultant agrees to perform all the work to the reasonable satisfaction of the Successor Agency. Evaluations of the work will be conducted by the Successor Agency Executive Director or his or her designee. If ( the quality of work is not satisfactory, Successor Agency in its discretion has the right to: ( a) Meet with Consultant to review the quality of the work and resolve the matters of concern; (b) Require Consultant to repeat the work at no additional fee until it is satisfactory; and/or (c) Terminate the Agreement as hereinafter set forth. 1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. 1.5. Non-discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical or intellectual disability, medical condition, pregnancy, marital status, sexual gender or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code. 1.6. Non-Exclusive Agreement. Consultant acknowledges that the Successor Agency may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement. 1.7. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of the Successor Agency. Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by the Successor Agency. Successor Agency shall grant such authorization if disclosure is required by law. All Successor Agency data shall be returned to the Successor Agency upon the termination of this Agreement. Consultant's covenant under this Section shall survive the termination of this Agreement. 1.8 Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to Successor Agency may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254. 7, and of which Consultant informs Successor Agency of such trade secret. The Successor Agency will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The Successor Agency shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court. 2.0. COMPENSATION AND BILLING 2 ( ( 2.1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit "B," attached hereto and made a part of this Agreement (the "Fee Schedule"). Consultant's total compensation shall not exceed Thirty Thousand Dollars ($30,000). 2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of services specified in the Consultant's Proposal unless thet, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. Should the Successor Agency request in writing additional services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee based upon the Consultant's standard hourly rates shall be paid to the Consultant for such additional services. Such increase in additional fees shall be limited to 25% of the total contract sum or $25,000 whichever is greater. The Department Head or Successor Agency Executive Director is authorized to approve a Change Order for such additional services. 2.3. Method of Billing. Consultant may submit invoices to the Successor Agency for approval on a progress basis, but no more often than once a month. Said invoice shall be based on the total of all Consultant's services which have been completed to The Successor Agency's sole satisfaction. Successor Agency shall pay Consultant's invoice within forty-five (45) days from the date Successor Agency receives said invoice. Each invoice shall describe in detail the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" and shall identify the number of the authorized change order, where applicable, on all invoices. 2.4. Records and Audits. Records of Consultant's services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to Successor Agency for inspection and/or audit at mutually convenient times for a period of three (3) years from the Effective Date. 2.5. Redevelopment Dissolution. Consultant acknowledges and understands that, under the Health & Safety Code, Successor Agency's ability to pay any compensation to Consultant may be subject to approvals of the Successor Agency's Oversight Board, the California Department of Finance, and other relevant public agencies ("Dissolution Approvals"). Conslutant acknowledges and understands that the Successor Agency may not be able to obtain Dissolution Approvals and that the Successor Agency has no control over whether the Dissolution Approvals can be obtained. Consultant shall not be entitled to any compensation for any services rendered under this Agreement if Dissolution Approvals are not granted. Consultant agrees that Consultant shall not bring any claim or complaint against the Successor Agency or the City of West Covina in relation to the Dissolution Approvals. 3.0. TIME OF PERFORMANCE 3.1. Commencement and Completion of Work. The professional services to be performed pursuant to this Agreement shall commence on July 5, 2016 the Effective Date of this Agreement. Said services shall be performed in strict compliance with the Project Schedule approved by Successor Agency. The Project Schedule may be amended by mutual agreement of the parties. Failure to commence work in a timely manner and/or diligently pursue work to completion may be grounds.for termination of this Agreement. 3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such 3 ( acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Consultant is encountered, a time extension may be mutually agreed upon in writing by the Successor Agency and the Consultant The Consultant shall present documentation satisfactory to the Successor Agency to substantiate any request for a time extension. 4.0. TERM AND TERMINATION 4. 1. Term. This Agreement shall commence on the Effective Date and continue until June 30, 2016. The itinital term of this Agreement shall be for one (1) year. Upon mutal written agreement of the Parties, the Initial Term may be extended for up to three (3) successgive one (1) year terms, each a "Renewal Term". 4.2. Notice of Termination. The Successor Agency reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least fifteen (15) days prior written notice to Consultant In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the Succressor Agency. If the Successor Agency suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement If the Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the Successor Agency shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement The Successor Agency also shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement, immediately upon service of written notice of termination on the Consultant, if the latter should: a. Be adjudged a bankrupt; b. Become insolvent or have a receiver of its assets or property appointed because of insolvency; c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement; e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs. 4.3. Compensation. In the event of termination, Successor Agency shall pay 4 Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the effective date of the City's written notice of termination, within forty-five (45) days after the effective date of the notice of termination or the final invoice of the Consultant, whichever occurs last. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. 4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the Successor Agency within ten (10) days of the effective date of the notice of termination, at no cost to Successor Agency. 5.0. INSURANCE 5.1. Minimum Scope and Limits of Insurance. Consultant shall obtain, maintain, and keep in full force and effect during the life of this Agreement all of the following minimum scope of insurance coverages with an insurance company admitted to do business in California, rated "A," Class X, or better in the most recent Best's Key Insurance Rating Guide, and approved by City: (a) Broad-form commercial general liability, in a form at least as broad as ISO from #CG 00 01 11 88, including premises-operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be twice the required occurrence limit. (b) Business automobile liability for owned vehicles, hired, and non-owned vehicles, with a policy limit of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence for bodily injury and property damage. (c) Workers' compensation insurance as required by the State of California. Consultant agrees to waive, and to obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the Successor Agency, its officers, agents, employees, and volunteers for losses arising from work performed by Consultant for the Successor Agency and to require each of its subcontractors, if any, to do likewise under their workers' compensation insurance policies. Before execution of this Agreement by the Successor Agency, the Consultant shall file with the Successor Agency the following signed certification: I am aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self-insurance before commencing any of the work. 5 ( ( (d) The Consultant shall also comply with Section 3800 of the Labor Code by securing, paying for and maintaining in full force and effect for the duration of this Agreement, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to the Successor Agency before execution of this Agreement by the Successor Agency. The Successor Agency, its officers and employees shall not be responsible for any claims in law or equity occasioned by failure of the consultant to comply with this section. Professional errors and omissions ("E&O") liability insurance with policy limits of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence and aggregate. Architects' and engineers' coverage shall be endorsed to include contractual liability. If the policy is written as a "claims made" policy, the retro date shall be prior to the start of the contract work. Consultant shall obtain and maintain, said E&O liability insurance during the life of this Agreement and for three years after completion of the work hereunder. 5.2. Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions: (a) Additional insureds: 'The Successor Agency of the West Covina Redevelopment Agency and the City of West Covina and their respective elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Consultant pursuant to its contract with the Successor Agency; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; automobiles owned, leased, hired, or borrowed by the Consultant." (b) Notice: "Said policy shall not terminate, be suspended, or voided, nor shall it be cancelled, nor the coverage or limits reduced, until thirty (30) days after written notice is given to the Sucessor Agency." (c) Other insurance: "The Consultant's insurance coverage shall be primary insurance as respects the Successor Agency of the West Covina Redevelopment Agency and the City of West Covina, their respective officers, officials, agents, employees, and volunteers. Any other insurance maintained by the Successor Agency or the City of West Covina shall be excess and not contributing with the insurance provided by this policy." (d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the Successor Agency or the City of West Covina, their respective officers, officials, agents, employees, and volunteers. (e) The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 5.3. Deductible or Self Insured Retention. If any of such policies provide for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved in advance by the Sucessor Agency. 6 5.4. Certificates of Insurance. Consultant shall provide to Successor Agency certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by the Sucessor Agency, prior to performing any services under this Agreement. 5.5. Non-limiting. Nothing in this Section shall be construed as limiting in any way the indemnification provision contained in this Agreement. 6.0. GENERAL PROVISIONS 6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. 6.2. Representatives. The Successor Agency Executive Director or his or her designee shall be the representative of Successor Agency for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the Successor Agency, called for by this Agreement, except as otherwise expressly provided in this Agreement. Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement. 6.3. Key Personnel. It is the intent of both parties to this Agreement that Consultant shall make available the professional services of Steve Samaniego, who shall coordinate directly with Successor Agency. Any substitution of key personnel must be approved in advance by City's Representative and the Agreement shall be amended to reflect the changes. 6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile, Email or by U.S. mail. If by U.S. mail, it shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile or by Email; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail. IF TO CONSULTANT: Rincon Environmental, LLC 22505 Lark Spring Terrace Diamond Bar, CA 91765 Attn: Steve Samaniego Tel: (909) 964-2628 Fax: (909) 503-0787 Email:stevesamaniego@gmail.com 7 IF TO THE SUCCESSOR AGENCY: City of West Covina Successor Agency 1444 West Garvey Ave. South Rm: 218 West Covina, CA 91790 Attn: Paulina Morales Tel: (626) 939-8417 Fax: (626) 939-8665 Email:paulina.morales@westcovina.org ( 6.5. Attorneys' Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. 6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Los Angeles County, California. 6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant's interest in this Agreement without Sucessor Agency's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of Sucessor Agency's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be performed by Consultant hereunder for the term of this Agreement. 6.8. Indemnification and Hold Harmless. Consultant agrees to defend, indemnify, hold free and harmless the Sucessory Agency and the City of West Covina, their respective elected and appointed officials, officers, agents and employees, at Consultant's sole expense, from and against any and all claims, demands, actions, suits or other legal proceedings brought against the Sucessor Agency and the City of West Covina, their respective elected and appointed officials, officers, agents and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the work undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply without any advance showing of negligence or wrongdoing by the Consultant, its employees, and/or authorized subcontractors, but shall be required whenever any claim, action, complaint, or suit asserts as its basis the negligence, errors, omissions or misconduct of the Consultant, its employees, and/or authorized subcontractors, and/or whenever any claim, action, complaint or suit asserts liability against the Sucessor Agency and the City of West Covina, their respective elected and appointed officials, officers, agents and employees based upon the work performed by the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the Successor Agency and the City of West Covina for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the Sucessor Agency or the City of West Covina. This provision shall supersede and replace all other indemnity provisions contained either in the Sucessor Agency's specifications or Consultant's Proposal, which shall be of no force and effect. 6.9. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of Sucessor Agency. Consultant shall have no power to incur any debt, obligation, or liability on behalf of Successor Agency or otherwise act on behalf of Successor Agency as an agent. Neither Successor Agency nor any of its agents shall have control over the conduct of Consultant or any of Consultant's employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of the Sucessor Agency. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment 8 Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold Successor Agency harmless from any and all taxes, assessments, penalties, and interest asserted against the Successor Agency by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold Successor Agency harmless from any failure of Consultant to comply with the applicable worker's compensation laws. Successor Agency shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to Successor Agency from Consultant as a result of Consultant's failure to promptly pay to Successor Agency any reimbursement or indemnification arising under this paragraph. 6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the Sucessor Agency, Consultant shall indemnify, defend, and hold harmless Successor Agency for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of Sucessor Agency. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by Successor Agency, including but not limited to eligibility to enroll in PERS as an employee of Successor Agency and entitlement to any contribution to be paid by Successor Agency for employer contribution and/or employee contributions for PERS benefits. 6.11. Cooperation. In the event any claim or action is brought against the Successor Agency relating to Consultant's performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which Successor Agency might require. 6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of the Sucessor Agency. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of the Sucessor Agency. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of Successor Agency and without liability or legal exposure to Consultant. Successor Agency shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys' fees, arising out of or resulting from Sucessor Agency's use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant. Consultant shall deliver to Successor Agency any findings, reports, documents, information, data, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by Successor Agency or its authorized representative, at no additional cost to the Sucessor Agency. Consultant or Consultant's agents shall execute such documents as may be necessary from time to time to confirm City's ownership of the copyright in such documents. 6.13. Economic Interest Statement. Consultant hereby acknowledges that pursuant to Government Code Section 87300 and the Conflict of Interest Code adopted by Successor 9 ( Agency hereunder, Consultant is designated in said Conflict of Interest Code and is therefore required to file an Economic Interest Statement (Form 700) with the Successor Agency Secretary, for each employee providing advise under this Agreement, prior to the commencement of work, unless waived by the Successor Agency Executive Director. 6.14. Conflict of Interest. Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090. 6.15. Prohibited Employment. Consultant will not employ any regular employee of the Successor Agency or City of West Covina while this Agreement is in effect. 6.16. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced. 6.17. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 6.18. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of the Successor Agency and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 6.19. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 6.20. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. 6.21. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 6.22. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction 10 I shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations. 6.23. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. 6.24. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement. 6.25 Taxpayer Identification Number. Consultant shall provide Successor Agency with a complete Request for Taxpayer Identification Number and Certification, Form W 9, as issued by the Internal Revenue Service. IN WITNESS WHEREOF, the parties hereto haye caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written. THE SUCCESSOR AGENCY TO THE CITY OF WEST COVINA, Successor Agency Executive Director Chris Freeland Rincon Environmental, LLC Signature President Steve Samaniego ATTEST: Successor Agency Secretary Date: Date: 11 APPROVED AS TO FORM: Date: ---------- Successor Agency Counsel APPROVED AS TO INSURANCE: Date: ---------- Risk Management 12 EXHIBIT A SCOPE OF SERVICES 1. Consultant shall provide environmental consulting and oversight inspection services to the Agency with respect to the BKK Site. Such services. shall include, without limitation, providing the required routine BKK Site inspections, reviewing land use restrictions, reviewing environmental reports and submission of such reports to the Agency, and such other related services pertaining to the BKK Site that are requested by the Agency and agreed to by Consultant. Consultant shall inspect the BBK Site two (2) days per month, with a workday consisting of a maximum of eight (8) hours, and shall be compensated for such work at the hourly rate set forth in Section 5 .1 of this Agreement. 2. At the request of the Agency, Consultant shall complete more frequent and/or additional inspections of the BBK Site, with such additional inspections to be compensated at the · hourly rate set forth in the fee schedule; provided, however, that the total compensation paid Consultant shall not exceed $30,000 per year. 3. At the request of the Agency, Consultant shall coordinate with various local, state and federal regulatory agencies in performing services under the Agreement, including, but not limited, to Los Angeles County, Regional Water Quality Control Board, South Coast Air Quality Management District, Cal EPA Department of Toxic Services, Cal EPA Cal Recycle, Federal U.S. Environmental Protection Agency, and U.S. Fish & Game. 4. Consultant shall perform all work to the highest professional standards of Consultant's profession and in a manner reasonably satisfactory to Agency. Consultant shall comply with all applicable federal, state, and local laws and regulations (including the conflict of interest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000 et seq.)). During the term of the Agreement, Consultant shall retain the right to perform any work for another person or entity provided that such work would not require Consultant to abstain from a decision under the Agreement with the Successor Agency pursuant to a conflict of interest statute. 5. All services performed for the Scope of Work shall be performed by Consultant or under his/her direct supervision, and all personnel engaged in the work shall be qualified to perform such services. Agency shall approve Consultant's project administrator and who shall have direct responsibility for management of Consultant's performance pursuant to the Agreement. No change shall be made in Consultant's project administrator without Agency's prior written consent. 6. City shall have the right to request, in writing, changes in the Scope of Services. Any such changes shall be mutually agreed upon by the parties, and any corresponding increase or decrease in compensation shall be incorporated by written amendment to this Agreement. Consultant shall inspect the Landfill two days a month with a workday consisting of a maximum of seven hours including anytime required to review or process reports. 7. In performing the services, the Consultant may be permitted to perform certain tasks or services from location(s) other than City Hall and may be permitted to perform the services via telephone, facsimile, e-mail or other forms of communication. In order to facilitate the performance of the Consultant's duties from remote location(s) away from City Hall, the City may provide the Consultant's e-mail, e-fax and other essential electronic communication methods. Consultant shall be provided access to City Hall during regular operating hours and shall be permitted to use equipment and materials essential to his/her duties set forth herein. 13 $155/hr EXHIBIT B FEE SCHEDULE 14 73 $29,915 TO: FROM: Chair and Board Members of the Successor Agency Clu·is Freeland Executive Director BY: Christa Buhagiar Finance Director City of West Covina Memorandum AGENDA ITElVI NO _..:a:S..:....:A=3 __ _ DATE Julv 5, 2016 SUBJECT: SUCCESSOR AGENCY TREASURER'S REPORT FOR THE MONTH ENDED 1VIAY 31, 2016 RECOMMENDATION: It is reconm1ended the City Council, acting as the Successor Agency to the fonner West Covina Redevelopment Agency, receive and file this report. DISCUSSION: The Investment Policy of the City of West Covina also applies to the Successor Agency to the fo1111er West Covina Redevelopment Agency. In accordance with Section XVI of the City of West Covina Fiscal Year 2015-16 Statement of Investment Policy, a Treasurer's Rep01i for the month ended May 31, 2016, is hereby submitted to the Successor Agency. It also includes cash held by trustees for all bond issues and cash in the various Successor Agency bank accounts as well as reporting on compliance with the City's Inveshnent Policy, and providing a statement of the ability to meet budgeted expenditure needs for the following six months. At May 31, 2016, the Treasurer's Report shows that the Successor Agency's po1ifolio increased by $2,630,411.96 from $9,424,066.48 on April 30, 2016, to $12,054,478.44 on May 31, 2016. The increase is the result of sales tax and prope1iy tax revenue for the C01m1mnity Facilities District (CFD) received in May as well as a $2,836,005.65 settlement check the Successor Agency received related to the Hassan Imports Partnership litigation. Property tax revenue is the largest source of income and the large payments are received in December, April and May of each year. The Successor Agency's surplus funds are in the Los Angeles County Investment Pool (LACIP) which is completely liquid, as the City can withdraw them at any time. This is approximately 98 percent of the portfolio with th e remaining small amount of available cash on deposit in the checking account. The Bond Detail Report includes fiscal agent investments of Successor Agency cash which is being held to service various issues of bonded debt. Prepared by: Accounting Manager Reviewed by: Christa Buhagiar Finance Director ATTACHMENT NO. 1 -Treasurer's Report West Covina Successor Agency Treasurer's Report May 31, 2016 Investment Portfolio Book Value Market Value Bank Accounts $ 257,366 $ 257,366 State Local Agency Investment Fund (LAIF) 1 1 Los Angeles County Investment Pool (LACIP) 11 ,797,113 11,797,113 Total Cash and Investments $ 12,054,480 $ 12,054,480 IBiended Yield * 0.94% --· .. -= = ---" Benchmarks: -\. ·----- LAIF 0.55% LACIP * 0.94% 6mo U.S. Treasury 0.49% 2yr U.S. Treasury 0.87% Syr U.S. Treasury 1.37% Restricted Funds with Fiscal Agent Market Value 1988 Housing Set-Aside Tax Allocation Bonds Series A & B $ 397,784 1998 Housing Set-Aside Tax Allocation Bonds Series A & B 560,816 1999 Taxable Variable Rate Demand Tax Allocation Bonds 214 2001 Housing Set-Aside Tax Allocation Revenue Bonds 799,531 2002 Taxable Variable Rate Lease Revenue Refunding Bonds 996,552 1996 Special Tax Refunding Bonds 5,042,651 Total Restricted Funds 7,797,548 % of Portfolio 2.14% 0.00% 97.86% 100.00% Book Value $ 397,784 560,816 215 779,488 996,552 5,042,651 $ 7,777,506 "To ensure timely submission of the City Treasurer's Report, the prior month's LACIP percentage yield is used. I hereby certify that the investments are in compliance with the investment policy adopted by the City Council in July 2015. The investment portfolio provides sufficient cash flow liquidity to meet estimated expenditures for the next six months. This report meets the requirements of Government Code Section 53646. PREPARED BY: Manager SUBMITTED BY: Ch~ctor West Covina Successor Agency Investment Portfolio Activity May 31, 2016 Aeril 30, 2016 Deeosits Withdrawals Mal 31, 2016 Checking Accounts Wells Fargo Checking $ 107,612.38 $ 3,439,558.84 $ 3,459,340.01 $ 87,831.21 Wells Fargo Checking -C.F.D. 226,136.14 543,412.06 600,013.73 169,534.47 Subtotal $ 333,748.52 $ 3,982,970.90 $ 4,059,353.74 $ 257,365.68 Other Investments Local Agency Investment Fund (LAIF) $ 0.65 $ $ $ 0.65 Los Angeles County Investment Pool (LACIP) 7,207,494.42 2,705,343.26 600,000.00 9,312,837.68 Los Angeles County Investment Pool (LACIP) -C.F.D. 1,882,822.89 601 ,451.54 2,484,274.43 Subtotal $ 9,090,317.96 $ 3,306,794.80 $ 600,000.00 $ 11,797,112.76 Total Successor Agency $ 9,424,066.48 $ 7,289,765.70 $ 4,659,353.74 $ 12,054,478.44 In January 2016, the Successor Agency received funds from the DOF-approved ROPS for the January to June 2016 period which will provide sufficient cash flow liquidity to meet estimated expenditures from Janaury to June 2016. Issuer/Security West Covina Successor Agency Investment Portfolio Detail May 31, 2016 Maturity Date Yield Book Value Market Value Local Agency Investment Fund LAI F -Successor Agency N/A 0.55% $ 1 $ 1 Local Agency Investment Fund Subtotal Los Angeles County Investment Pool LACIP -Successor Agency LACIP-CFD Los Angeles County Investment Pool Subtotal Portfolio Total N/A N/A 0.94% 0.94% ------------1 1 9,312,838 2,484,274 11 ,797,112 $ 11,797,113 9,312,838 2,484,274 11,797,112 $ 11,797,113 Bond / Investment/ Issuer/ Account West Covina Successor Agency Bond Detail Report May31,2016 Maturity Date Rate 1988 Lease Revenue Refunding Bonds (The Lakes Public Parking Project) Federated Treasury Obligations Federated Investors Co Reserve 8/1/2018 Original LOC #NZS671159 I CUSIP #S8671 4370 Wells Fargo UC Fund 8/1/2018 Market Value* Original Cost $ 396,668.93 $ 396,668.93 1,115.35 1,1 15.35 $ 397,784.28 $ 397,784.28 1998 Housing Set-Aside Tax Allocation Bonds Series A & Taxable Series B (Executive Lodget Project) First American Treas Oblig Cl d Corp Trust First American Funds, Inc. Bond Interest Series A Interest Series B Reserve Series A Reserve Series B Project Fund Series B Principal Account 9/1/2025 9/1/2025 9/1/2025 9/1/2025 9/1/2025 9/1/2025 9/1/2025 1999 Taxable Variable Rate Demand Tax Allocation Bonds First American Treas Oblig Cl d Corp Trust First American Funds, Inc. Revenue Fund 11/1/2029 Cash UC Fund 4/30/2017 2001 Housing Set-Aside Tax Allocation Revenue Bonds First American Treas Oblig Cl d Corp Trust First American Funds, Inc. Special Fund FHLMC Discount Note U.S. Treas & Agency Reserve Account 9/1/2016 First American Treas Oblig Cl d Corp Trust First American Funds, Inc. Reserve Account 9/1/2031 Project Fund 9/1/2031 5.27% $ 0.03 $ 344,290.00 101,650.00 114,681.26 194.59 $ 560,815.88 $ $ 214.29 $ $ 214.29 $ $ $ 799,144.00 336.88 50.43 $ 799,531.31 $ 0.03 344,290.00 101,650.00 114,681.26 194.59 560,815.88 214.29 1.00 215.29 779,100.62 336.88 50.43 779,487.93 2002 Taxable Variable Rate Lease Revenue Refunding Bonds (Public Facilities Project) First American Treas Oblig Cl d Corp Trust First American Funds, Inc. Special Fund First American Government Obligation First American Funds, Inc. Reserve Fund 9/1/2035 9/1/2035 Community Facility District No. 1989-1 (Fashion Plaza) 1996 Special Tax Refunding Bonds Guaranteed Investment Contract Westdeutsche Landesbank Girozentrale Reserve Fund 9/1/2022 First American Treas Oblig Cl d Corp Trust First American Funds, Inc. Bond 9/1/2022 Rebate Reserve Fund 9/1/2022 $ 19.90 $ 19.90 0.01% 996,532.50 996,532.50 $ 996,552.40 $ 996,552.40 7.01% $ 5,002,670.40 $ 5,002,670.40 39,980.1 4 39,980.14 $ 5,042,650.54 $ 5,042,650.54 GRAND TOTAL $ 7,797,548.70 $ 7,777,506.32 *Market valuations have been provided by BNY Western Trust Company and U.S. Bank