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HomeMy WebLinkAboutC2011-209 - 6/14/2011 - ApprovedSTATE OF TEXAS § 139 COUNTY OF NUECES § INTERLOCAL AGREEMENT BETWEEN CITY OF CORPUS CHRISTI AND NUECES COUNTY FOR RECREATIONAL FIELD LIGHTING EQUIPMENT WHEREAS, the City of Corpus Christi, Texas, hereinafter "City," and Texas A &M University System, hereinafter "TAMUS," entered into a lease agreement whereby TAMUS leased the ballfields and improvements located in the area formerly known as South Guth Park to the City; WHEREAS, the lease agreement between the City and TAMUS authorizes City to remove any improvements from the site prior to the termination of the lease agreement; WHEREAS, Nueces County, Texas, hereinafter "County," desires permission to remove field lighting equipment, identified on Exhibit A, hereinafter "Equipment," to be used by County and to be installed at County parks in the City limits; WHEREAS, Chapter 791 of the Texas Government Code, as amended, authorizes contracts between local governmental agencies to perform governmental functions and services such as Parks and Recreation. NOW, THEREFORE, THIS AGREEMENT is hereby made an entered into by City and County, upon and for the mutual consideration stated herein: 1. County is granted permission to go upon the property formerly known as the South Guth Park ball fields to remove the items as shown on Exhibit "A" (the "Equipment "). The Equipment is currently fixed to light poles located at the property formerly known as South Guth Park, which is under lease from Texas A &M University System to the City of Corpus Christi. Upon final execution of this Agreement, County acquires all rights, title and interest to the Equipment. 2. The County shall remove said Equipment from its current location no later than June 29, 2011. If Equipment is not removed by County by June 29, 2011, then this Agreement is null and void and the Equipment may be disposed in the manner consistent with the City /TAMUS lease agreement. 3. As consideration for providing this Equipment to County, County agrees to install and maintain the Equipment in a County public park in the City limits and to ensure that the County parks are available for use without charge by the general public, including City of Corpus Christi residents. The County agrees to install said Equipment no later than August 31, 2012 at the following two County park locations located within the City limits: Oil Belt Little League Park on Cliff Crenshaw Drive and Lyondell Park on Haven Drive. 2011 -209 Res. 029094 06/14/11 Nueces County INDEXED 2 4. County has sole responsibility for maintenance and upkeep of the Equipment and the Equipment is conveyed by the City to the County without any warranty as surplus personal property. Should County in the sole discretion of its Parks Director decide that the Equipment is beyond reasonable repair, County has no duty to replace said Equipment. County may not resell, transfer or dispose of the Equipment, except with prior written approval of the City's Parks Director. 5. The Parties agree that all expenditures under this agreement shall be paid with current revenues of the paying party. 6. County shall hire a contractor to remove and install the Equipment. County shall ensure that Contractor complies with all applicable Federal, State and Local laws and regulations, and obtains proper permits. County shall ensure that its contractor obtains the insurance as described on the attached Exhibit prior to Contractor beginning work to remove the Equipment. County shall ensure that its contract with its contractor includes an indemnity provision whereby the contractor shall indemnify the City and TAMUS from any and all liability which arises out of Contractor's removal and subsequent installation of the lights and controllers at the County's parks. County's contract with its contractor shall include the following provision: "[COUNTY CONTRACTOR] SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI, TEXAS, TEXAS A &M UNIVERSITY SYSTEM, AND THEIR RESPECTIVE OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES ") FROM AND AGAINST AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF ANY NATURE ON ACCOUNT OF DEATH, PERSONAL INJURIES, PROPERTY LOSS OR DAMAGE OR ANY OTHER KIND OF DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH THE REMOVAL, INSTALLATION, AND USE OF THE EQUIPMENT DESCRIBED IN THIS CONTRACT OR THE PERFORMANCE OF THIS CONTRACT, REGARDLESS OF WHETHER THE INJURIES, DEATH OR DAMAGES ARE CAUSED OR ARE CLAIMED TO BE CAUSED BY THE CONCURRENT OR CONTRIBUTING NEGLIGENCE OF INDEMNITEES, BUT NOT BY THE SOLE NEGLIGENCE OF INDEMNITEES UNMIXED WITH THE FAULT OF ANY OTHER PERSON OR GROUP. [COUNTY CONTRACTOR] MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO INDEMNITEES AND PAY ALL CHARGES OF ATTORNEY AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING ROM ANY OF SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS OR ACTION. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR SOONER TERMINATION OF THIS AGREEMENT." 7. COUNTY INDEMNIFICATION. TO THE EXTENT ALLOWED UNDER TEXAS LAW, COUNTY SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF , , 3 CORPUS CHRISTI, TEXAS, TEXAS A &M UNIVERSITY SYSTEM, AND THEIR RESPECTIVE OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES ") FROM AND AGAINST AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF ANY NATURE ON ACCOUNT OF DEATH, PERSONAL INJURIES, PROPERTY LOSS OR DAMAGE OR ANY OTHER KIND OF DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH THE REMOVAL, INSTALLATION, AND USE OF THE EQUIPMENT DESCRIBED IN THIS CONTRACT OR THE PERFORMANCE OF THIS CONTRACT, REGARDLESS OF WHETHER THE INJURIES, DEATH OR DAMAGES ARE CAUSED OR ARE CLAIMED TO BE CAUSED BY THE CONCURRENT OR CONTRIBUTING NEGLIGENCE OF INDEMNITEES, BUT NOT BY THE SOLE NEGLIGENCE OF INDEMNITEES UNMIXED WITH THE FAULT OF ANY OTHER PERSON OR GROUP. COUNTY MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO INDEMNITEES AND PAY ALL CHARGES OF ATTORNEY AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING ROM ANY OF SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS OR ACTION. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR SOONER TERMINATION OF THIS AGREEMENT. 8. This Agreement takes effect upon date of last signature and shall be in effect for as long as the Equipment is being maintained by the County at a public park for use by the general public, including Nueces County residents. 9. Neither the City nor TAMUS make any representation or warranty regarding the operation, safety, condition, use or functionality of the Equipment. The Equipment is provided to the County "AS IS" "WITH ALL FAULTS" AND WITHOUT WARRANTY OF ANY HIND. The County assumes all risks and liability for the removal, installation, use and operation of the Equipment. 10, This Agreement has been duly executed and delivered by all parties and constitutes a legal, valid and binding obligation of the parties. Each person executing this Agreement represents and warrants that they have full right and authority to enter into this Agreement. 11. This Agreement may not be amended except in a written instrument specifically referring to this Agreement and signed by the parties hereto. 12. APPLICABLE LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas and venue of any legal action filed by either the City or County shall be in Nueces County, Texas. 13. SEVERABILITY. In the event that one or more of the provisions contained in the Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability of the Agreement shall be construed as if such 4 invalid, illegal or unenforceable provision has never been contained herein, but shall not affect the remaining provisions of this Agreement, which shall remain in full force and effect. 14. NOTIFICATION Any and all notices which may be required under the terms of the Agreement shall be delivered by registered or certified United States mail or by a recognized commercial carrier or delivery service as follows: NUECES COUNTY: Nueces County Judge 901 Leopard, Room 303 Corpus Christi, Texas 78401 CITY OF CORPUS CHRISTI Director of Parks and Recreation 1201 Leopard Street Corpus Christi, Texas 78401 Executed in duplicate originals, this the 20th day of June , 2011 by Nueces County by its duly authorized officer: Nueces County By: amuel L. , Jr. %oNe Nueces County Judge , TT Q T71P�A T. W\V-t2.g1Z,4 y CourrN CL +2.1C.. rV� Gam" Executed in duplicate originals, this the —H-Say of , 2011 by City of Corpus Christi by its duly authorized City Manager: Y B : A 8' - Ronald L. Olson City Manager . 10�-9 W AUTHOlt110 Attest: ST COUIRWii.....� By: Armando Chapa S£CWARY )' City Secretary Approved as to form: 4' ! 1 , 2011 By: 41JI-r Lisa Aguilar, As "ant ant City Attorney For the City Attorney EXHIBIT "A" Four (4) sets of athletic field lighting and the associated controllers currently located at former South Guth Park location 7 EXHIBIT INSURANCE REQUIREMENTS CONTRACTOR'S LIABILITY INSURA A. Contractor must not commence work under this agreement until all insurance required herein has been obtained and such insurance has been approved by the City. The Contractor must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been so obtained. B. Contractor must furnish to the City's Risk Manager, two (2) copies of Certificates of Insurance, showing the following minimum coverage by insurance company(s) acceptable to the City's Risk Manager. The City and Texas A & M University System must be named as additional insureds for the General liability policy. A blanket waiver of subrogation in favor of the City and Texas A & M University System is required on all applicable policies. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -Day Notice of Cancellation is required on all Bodily Injury and Property Damage certificates or by policy endorsement. Per occurrence - aggregate Commercial General Liability including: $1,000,000 COMBINED SINGLE LIMIT 1. Commercial Broad Form 2, Premises -- Operations 3. Explosion and Collapse Hazard 4. Underground Hazard 5. Products/ Completed Operations Hazard 6. Contractual Liability 7. Independent Contractors AUTOMOBILE LIABILITY $1,000,000 COMBINED SINGLE LIMIT 1. Owned vehicles 2. Hired & Non -owned vehicles WHICH COMPLIES WITH THE TEXAS WORKERS' COMPENSATION WORKERS' COMPENSATION ACT AND PARAGRAPH 11 OF THIS EXHIBIT EMPLOYERS' LIABILITY $500,000/ $500,000/ $500,000 C. In the event of accidents of any kind, the Contractor must furnish the Risk Manager with copies of all reports of any accidents within ten (10) days of any accident. r] II. ADDITIONAL REQUIREMENTS A. Contractor must obtain workers' compensation coverage through a licensed insurance company in accordance with Texas law. The contract for coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The coverage provided must be in amounts sufficient to assure that all workers' compensation obligations incurred will be promptly met. B. Contractor's financial integrity is of interest to the City; therefore, subject to Contractors right to maintain reasonable deductibles in such amounts as are approved by the City, Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. The City shall be entitled, upon request and without expense, to receive copies of the policies, declarations page and all endorsements thereto as they apply to the limits required by the City, and may require the deletion, revision, or modification of particular policy terms, conditions, limitations or exclusions (except where policy provisions are established by law or regulation binding upon either of the parties hereto or the underwriter of any such policies). Contractor shall be required to comply with any such requests and shall submit a copy of the replacement certificate of insurance to City at the address provided below within 14 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Management P.O. Box 9277 Corpus Christi, TX 78469 -9277 (361) 826 -4555- Fax # D. Contractor agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • Name the City and Texas A & M University System and its officers, officials, employees, volunteers, and elected representatives as additional insured by endorsement, as respects operations and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers' compensation and professional liability polices; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi and Texas A & M University System where the City and Texas A & M University System are additional insureds shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City and Texas A & M University System; and • Provide thirty (30) calendar days advance written notice directly to City and Texas A & M University System of any suspension, cancellation, non - renewal or material change in coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a suspension, cancellation, or non - renewal of coverage, Contractor to provide a replacement Certificate of Insurance and applicable endorsements to City and Texas A & M University System. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this agreement. H. It is agreed that Contractor's insurance shall be deemed primary and non - contributory with respect to any insurance or self insurance carried by the City of Corpus Christi and Texas A & M University System for liability arising out of operations under this contract. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2011 South Guth Ball Fields Lighting removal contractor ins. req. 5 -3 -11 ep Risk Mgmt.