15-180 Agreement, Cities of San Jose and Saratoga, Asphalt Repair of De Anza Blvd at Prospect Rd and De Anza Blvd at Bollinger Rd IntersectionsAGREEMENT BETWEEN THE CITIES OF
CUPERTINO, SAN JOSE AND SARATOGA
FOR THE ASPHALT REPAIR OF
DE ANZA BOULEVARD AT PROSPECT ROAD INTERSECTION
AND DE ANZA BOULEY ARD AT BOLLINGER ROAD INTERSECTION
This Agreement (herein "Agreement") is made and entered into this ~-~ay of 0 ~ , 2015, (herein
the "Effective Date") by and between the City of Cupertino, a chartered California municipal corporation, with
its principal place of business located at 10300 Torre Avenue, Cupertino, California 95014 (herein
"CUPERTINO") the City of San Jose, a California municipal corporation, (herein "SAN JOSE") and the City of
Saratoga, a chartered California municipal corporation, with its principal place of business located at 13777
Fruitvale Avenue, Saratoga, California 95070. CUPERTINO, SAN JOSE and SARATOGA may be referred to
herein individually as a "Party" or a "City" or collectively as the "Parties", "Cities" or the "Parties to this
Agreement".
RECITALS
WHEREAS:
A. CUPERTINO and SAN JOSE find that it is in the public interest to remove and replace failed
asphalt at De Anza Boulevard & Bollinger Road intersection, over which CUPERTINO and
SAN JOSE have jurisdiction; and
B. CUPERTINO, SAN JOSE and SARATOGA find that it is in the public interest to remove and
replace failed asphalt at De Anza Boulevard & Prospect Road intersection, over which
CUPERTINO, SAN JOSE, and SARATOGA have jurisdiction; and
C. It is in the public interest for CUPERTINO, SAN JOSE, and SARATOGA to complete the
PROJECT in a cooperative and economical manner by constructing CUPERTINO, SAN JOSE,
and SARA TOGA portions of the PROJECT together; and
D. Each Party has agreed to perform its portion of the work as described herein, under its direction.
In consideration of the above referenced recitals and the following mutual covenants, agreements and
obligations of the parties, CUPERTINO, SAN JOSE, and SARATOGA agree as follows:
AGREEMENT PROVISIONS
1. PROJECT DESCRIPTION:
The work to be performed under this Agreement within San Jose will consist ofremoving and replacing
approximately 500 tons of asphalt and placing 3850 square yards of type II slurry in San Jose along with
replacement of affected traffic striping and traffic detector loops of the San Jose portion of De Anza
Boulevard at Prospect Road intersection and De Anza Boulevard at Bollinger Road intersection. The
work to be performed under this Agreement within Saratoga will consist of removing and replacing
approximately 300 tons of asphalt in Saratoga along with replacement of affected traffic striping and
traffic detector loops of the Saratoga portion of De Anza Boulevard at Prospect Road intersection
(herein the "PROJECT"). The work to be performed is more fully described in the document entitled
"Scope of Work and Schedule of Performance" set forth in Exhibit A, attached and incorporated by
reference. Approximately 25% of De Anza Boulevard at Prospect Road intersection and approximately
50% De Anza Boulevard at Bollinger Road intersection are within the City of San Jose's jurisdiction.
Approximately 5 0% of De Anza Boulevard at Prospect Road intersection is within the City of Saratoga
jurisdiction. The remaining area is within the City of Cupertino's jurisdiction.
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2. CUPERTINO'S OBLIGATIONS:
CUPERTINO agrees as follows:
A. To act as the lead agency to administer the design and construction of the PROJECT.
Administration shall include preparation of specifications, contract documents and cost
estimate; notification of local business; coordination with various agencies; preparation of all
necessary environmental documents; obtaining permits; obtaining bids; awarding the
construction agreement; administering the construction agreement; providing materials control
and inspection services; and making progress payments to the contractor.
B. To promptly provide SAN JOSE and SARATOGA with awarded final specifications and
contract documents for the PROJECT.
C. To pay CUPERTINO's share of the PROJECT cost. The Project cost is defined as the actual
amount paid to the contractor plus ten percent (10%) for CUPERTINO's engineering,
construction and other administrative services. CUPERTINO's share of the Cost is 100% of the
PROJECT cost for the CUPERTINO owned portion of the road.
D. CUPERTINO agrees to cooperate with SAN JOSE and SARA TOGA should SAN JOSE or
SARATOGA raise any issues concerning the work in either SAN JOSE's jurisdiction or
SARATOGA'S jurisdiction that requires correction prior to acceptance or within the warranty
period.
E. The designated project manager for CUPERTINO for the duration of the PROJECT is Roger
Lee (phone number: 408-777-3350). CUPERTINO's project manager shall have all the
necessary authority to direct technical and professional work within the scope of the Agreement
and shall serve as the principal point of contact with SAN JOSE and SARATOGA.
F. Keep and maintain a complete copy of all records regarding costs and expenditures relating to
the project, together with a complete copy of all plans, specifications, reports, contracts and
other documents relating to the project, and the same shall be available for inspection by San
Jose and/or Saratoga at any time during usual business hours.
3. SAN JOSE'S OBLIGATION:
SAN JOSE agrees as follows:
A. To pay SAN JOSE's share of the PROJECT cost to CUPERTINO, as defined in Section 2.C.,
up to a maximum amount of $104,560 including contingencies/change orders. Cupertino shall
not approve change orders in excess of 10% of the project cost without the consent of San Jose.
SAN JOSE's share of the cost is 100% of the Project Cost for the SAN JOSE-owned portion of
the road. Should that amount exceed $104,560, SAN JOSE'S ability to pay above $104,560
requires appropriation by San Jose's City Council. SAN JOSE'S share of the costs include
100% of the contractor costs for work on the SAN JOSE-owned portion of the road, plus 10%
of the amount billed by the contractor for the SAN JOSE-owned portion of the road, which will
be paid to CUPERTINO for engineering, construction, and other administrative services as
described in Section 2.C.
B. To pay its share of the PROJECT cost within forty-five (45) business days of receiving and
approving the detailed invoice from CUPERTINO, provided that the following conditions are
met:
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1. The PROJECT has been completed and SAN JOSE has approved the portion of the
work in its jurisdiction. Acceptance by SAN JOSE shall be made in writing to
CUPERTINO; and
2. The detailed invoice sets forth the cost of construction of all PROJECT work based on
the actual contract unit prices paid and negotiated change order( s ), if any.
C. The designated project manager for SAN JOSE for the duration of the PROJECT is Frank
Farshidi (phone number: 408-794-1945). SAN JOSE's project manager shall have all the
necessary authority to review and approve and accept technical and professional work within
the scope of the Agreement and shall serve as the principal point of contact with CUPERTINO.
SAN JOSE may request documentation of such costs, and may review the original invoices and
weight certificates or request copies of same, which shall be provided within a reasonable time.
4. SARATOGA'S OBLIGATION:
SARATOGA agrees as follows:
A. To pay SARATOGA's share of the PROJECT cost to CUPERTINO, as defined in Section 2.C.,
up to a maximum amount of $67,127 including contingencies/change orders]. Cupertino shall
not approve change orders in excess of 10% of the project cost without the consent of Saratoga.
SARATOGA's share of the cost is 100% of the Project Cost for the SARATOGA-owned
portion of the road. Should that amount exceed $67,127, SARATOGA'S ability to pay above
$67,127 requires appropriation by SARATOGA's City Council. SARATOGA's share of the
costs include 100% of the contractor costs for work on the SARATOGA-owned portion of the
road, plus 10% of the amount billed by the contractor for the SARATOGA-owned portion of
the road, which will be paid to CUPERTINO for engineering, construction, and other
administrative services as described in Section 2.C.
C. To pay its share of the PROJECT cost within forty-five (45) business days of receiving and
approving the detailed invoice from CUPERTINO, provided that the following conditions are
met:
1. The PROJECT has been completed and SARATOGA has approved the portion of the
work in its jurisdiction. Acceptance by SARA TOGA shall be made in writing to
CUPERTINO; and
2. The detailed invoice sets forth the cost of construction of all PROJECT work based on
the actual contract unit prices paid and negotiated change order(s), if any.
C. The designated project manager for SARA TOGA for the duration of the PROJECT is John
Cherbone (phone number: 408-868-1239). Saratoga's project manager shall have all the
necessary authority to review and approve and accept technical and professional work within
the scope of the Agreement and shall serve as the principal point of contact with CUPERTINO.
SARA TOGA may request documentation of such costs, and may review the original invoices
and weight certificates or request copies of same, which shall be provided within a reasonable
time.
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5. TERM OF AGREEMENT:
A. Unless otherwise modified by a written amendment to this Agreement, the term of this
Agreement shall be one (1) year from the Effective Date or until the PROJECT acceptance by
both parties and final payments of all outstanding balances.
B. Consistent with City of San Jose Standard Specifications, Section 7-1.23, CUPERTINO shall
cause the contractor to provide a warranty period of at least one ( 1) year from the acceptance
date.
6. OWNERSHIP AND MAINTENANCE:
A. Upon completion of all work under this Agreement, ownership and title to all materials,
equipment and appurtenances installed as a part of the PROJECT within the city limits of SAN
JOSE and SARA TOGA will automatically be vested in SAN JOSE and SARA TOGA
respectively, and all materials, equipment and appurtenances installed as a part of the PROJECT
within the city limits of CUPERTINO will be vested in CUPERTINO, and no further agreement
will be necessary to transfer ownership.
B. This Agreement does not change any authority or responsibility between CUPERTINO, SAN
JOSE, or SARATOGA with regard to maintenance, operation or further repair responsibility.
7. CONTRACTOR SHALL BE AN INDEPENDENT CONTRACTOR:
Any contractor(s) hired by any Party to perform the work included in the PROJECT shall not be an
agent or employee of any Party and will perform such work as independent contractor. All persons
employed by or contracted with such contractor(s) to furnish labor and/or materials in connection with
the work in the PROJECT shall not be employees of any Party in any respect.
8. TERMINATION:
Once CUPERTINO has awarded the construction contract for the PROJECT, the Agreement can be
terminated only upon the mutual written consent and terms acceptable to all parties.
9. NO PLEDGING OF EITHER CITY'S CREDIT:
Under no circumstances shall either CUPERTINO, SAN JOSE or SARATOGA have authority or power
to pledge the credit of the other public entity or incur obligation in the name of the other public entity.
10. NO THIRD PARTY BENEFICIARY:
This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party
or parties and no third party or parties shall have any claim or right of action hereunder for any cause
whatsoever.
11. AMENDMENTS:
No alternation or violation of the terms of this Agreement shall be valid unless made in writing and
signed by the parties and incorporated into this Agreement
12. NOTICES:
Notices are to be sent as follows:
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To SAN JOSE:
To CUPERTINO:
To SARATOGA:
Noe Veloso
Division Manager of Pavement Maintenance
City of San Jose
1404 Mabury Road
San Jose, CA 95133
Roger S. Lee
Assistance Director of Public Works
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
John Cherbone
City of Saratoga
13777 Fruitvale Avenue
Saratoga, California 95070
13. SEVERABILITY CLAUSE:
In case any one or more of the provisions contained herein shall, for any reason, be held invalid, illegal,
or unenforceable in any respect, it shall not affect the validity of the other provisions which shall remain
in full force and effect.
14. ENCROACHMENT PERMITS:
All Parties to this Agreement will cooperate and /or provide access to its consultants, engineers and
contractors for the PROJECT in the jurisdictional boundaries of each Party. Contractor shall obtain
street opening permit from SAN JOSE I SARATOGA and SAN JOSE I SARATOGA shall provide
such a pennit at no cost.
15. HOLD HARMLESS/INDEMNIFICATION:
Neither of the respective Parties, their respective City Council, employees, officers, agents and assigns
shall be responsible for any damage or liability occurring by reason of anything done or omitted to be
done by the other party in connection with the PROJECT.
It is understood and agreed that pursuant to California Government Code Section 895.4, the respective
Parties shall fully indemnify and hold the others hannless from any liability imposed for injury (as
defined in Government Code Section 810.8) by reason of anything done or omitted to be done by
CUPERTINO, SAN JOSE or SARATOGA in connection with any work, authority or jurisdiction
delegated to the respective Party under this Agreement. This hold hannless and indemnification
provision shall apply to any activities, error or omission of the respective Party and/or the Party's
officers, employees, agents, or any person or entity acting or omitting to act for or on behalf of said City
or such person or entities as are specifically authorized and empowered by the respective Party to act for
the Party. For the activities, errors, and/ or omissions of the contractor retained for the Project, each
Party shall defend, indemnify and hold harmless the other Parties to the fullest extent legally possible
for all work performed in that Party's jurisdiction.
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15. CAPTIONS:
The captions of the various sections, paragraphs and subparagraphs of this Agreement are for
convenience only and shall not be considered nor referred to for resolving questions of interpretation of
this Agreement.
16. INSURANCE REQUIREMENTS:
CUPERTINO shall require any contractor awarded a contract for any portion of the work to be done on
the Project to secure and maintain in full force and effect at all times during construction and
performance of the Project, and until said Project is accepted by all PARTIES, and any other time
periods specified in the 2015 PAVEMENT MAINTENANCE PROJECT -PHASE 1 (Project No. 2015-
22) and 2015 PAVEMENT MAINTENANCE PROJECT -PHASE 2 (Project No. 2015-24) contract
documents, bodily injury insurance, and property damage insurance, at no additional cost to either SAN
JOSE or SARA TOGA, with coverage amounts, required endorsements, certificates of insurance, and
coverage verifications satisfactory and acceptable to all PARTIES. SAN JOSE and SARATOGA, their
respective City Council, commissions, officers, employees, volunteers and agents are hereby added as
additional insureds on the commercial general liability policy with respect to liability arising out of
Contractor's work for CUPERTINO on this Project.
It is mutually understood that during the term of the construction activities on the PROJECT,
CUPERTINO will require the successful contractor to carry commercial general liability in amounts of
not less than Two Million Dollars ($2,000,000); automobile liability in an amount not less that One
Million Dollars ($1,000,000); and, a Workers' Compensation Insurance policy with policy limits in an
amount not less than One Million Dollars($ 1,000,000).
17. STATUTES AND LAW GOVERNING CONTRACT:
This Agreement shall be governed and construed in accordance with the statues and laws of the State of
California. CUPERTINO shall require that any contractor awarded a contract for any portion of the
work to be done on the Project shall comply with the requirements for prevailing wage under Labor
Code Section 1770, et seq.
18. WAIVER:
The Parties' waiver of any term, condition or covenant, or breach of any term, condition or covenant
shall not be construed as a waiver of any other term, condition or covenant or breach of any other term,
condition or covenant.
19. ENTIRE AGREEMENT:
This Agreement contains the entire Agreement between CUPERTINO, SAN JOSE and SARATOGA
relating to the PROJECT. Any prior agreements, promises, negotiations, or representations not
expressly set forth in this Agreement are of no force or effect.
20. OTHER AGREEMENTS:
This Agreement shall not prevent either Party from entering into similar agreements with others. The
Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the
following signatures of their duly authorized representatives. It is intent of the Parties that this
Agreement shall become operative on the effective date.
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The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following
signatures of their duly authorized representatives. It is the intent of the Parties that this Agreement shall become
operative on the Effective Date.
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CAROL I<ARODE
~ity Attorney
D ~-
ATTEST:
CITY OF CUPERTINO, CALIFORNIA,
10300 Torre Avenue
Cupertino, California 95014
Phone: (408) 777-3212
Fax: (408) 777-3366
__ / L
DAVID BRANDT
City Manager
~~YJJ G~cECDT to -ii/r.J
City Clerk
CITY OF SAN JOSE, CALIFORNIA
200 E. Santa Clara Street
San Jose, CA 95112
Phone: (408) 277-5777
Fax: (408) 277-3131
By:
Deputy City Manager
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APPROVED AS TO FORM:
~-
Richard Taylor
Shute, Mihaly & Weinberger LLP
ATTEST:
CITY OF SARATOGA, CALIFORNIA
13777 Fruitvale Avenue
Saratoga, California 95070
Phone: (~08) 868-1239
Fax: (408) 868-1281
By: J04: e tin~J
. ~anager
Dat
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EXHIBIT "A"
SCOPE OF WORK AND SCHEDULE OF PERFORMANCE
The project consists ofremoving and repairing approximately 500 tons of asphalt and installation of3850
square yards of type II slurry in San Jose along with replacement of affected traffic striping and traffic
detector loops of the San Jose portion of De Anza Boulevard at Prospect Road intersection and De Anza
Boulevard at Bollinger Road intersection. The work to be performed within Saratoga will consist of
removing and replacing approximately 300 tons of asphalt in Saratoga along with replacement of affected
traffic striping and traffic detector loops of the Saratoga portion of De Anza Boulevard at Prospect Road
intersection. The project shall also include traffic control, subgrade preparation, replacing of all affected
traffic striping I loop detectors, lowering and raising manholes, water valve boxes and monument as
required. An "Agency Quantity Worksheet" is attached for reference. Approximately 25% of De Anza
Boulevard at Prospect Road intersection and approximately 50% De Anza Boulevard at Bollinger Road
intersection are within the City of San Jose's jurisdiction. Approximately 50% of De Anza Boulevard at
Prospect Road intersection are within the City of Saratoga's jurisdiction. The remaining area is within the
City of Cupertino's jurisdiction.
SAN JOSE to provide striping/marking plan and field layout of pennanent striping/markings and approve
lay out for traffic loop replacement for their portion of De Anza Boulevard at Bollinger & De Anza
Boulevard at Prospect intersections.
SARA TOGA to provide striping/marking plan and approve lay out for traffic loop replacement for their
portion of De Anza Boulevard at Prospect intersection.
The work to be performed is fully described in the 2015 PAVEMENT MAINTENANCE PROJECT -
PHASE 1, (Project No. 2015-22) and 2015 PAVEMENT MAINTENANCE PROJECT-PHASE 2 (Project
No. 2015-24) contract documents.
The contract documents are herein incorporated to this Agreement by reference.
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AGENCY QUANTITY WORKSHEET
Description Unit Unit Cost San Jose Qty Saratoga Qty Cupertino Qty Total Qty Total Cost
Traffic Control LS $ 20,000 $ 5,400.00 $ 3,200.00 $ 11,400.00
Hot Mix Asphalt, 1/2" Maximum, Type c TN $ 93 501 295 1724 2520 $ 234,454
Cold Plane and Remove 4" AC SY $ 7 2250 1325 7739 11314 $ 76,143
Adjust Survey Cover EA $ 255 1 1 $ 255
Lower Manhole EA $ 273 1 2 3 $ 819
Lower Cleanout I Water I Gas Valve Cover Prior to Cold Planing EA $ 180 7 9 16 $ 2,880
Adjust Manhole Covers to Finish Grade EA $ 301 1 2 3 $ 903
Adjust Cleanout I Water I Gas Valve Cover to Finish Grade EA $ 180 7 9 16 $ 2,880
6" White (Thermo) LF $ 1 107 107 $ 57
12" White Crosswalk/Limit Line (Thermo) LF $ 3 376 522 1000 1898 $ 5,827
12" Yellow Crosswalk (Thermo) LF $ 3 0 0 $ -
Striping Detail# 21 (Thermo) LF $ 1 48 36 84 $ 58
Striping Detail 38C LF $ 3 40 40 $ 120
Striping Detail# 39 (Thermo) LF $ 1 70 70 $ 35
"STOP" Legend (Pre-formed Thermo) EA $ 350 1 1 $ 350
Bike Lane Symbol Left Facing (Pre-formed Thermo) EA $ 415 2 2 $ 830
Arrow Type IV (Pre-formed Thermo) EA $ 450 3 8 6 17 $ 7,650
Replace Traffic Signal Loops EA $ 301 24 16 26 66 $ 19,866
TYPE 111 Arrow SY $ 170 1 2 3 $ 510
Arrow Type VII (L) (Pre-formed Thermo) EA 1 8 9 $ -
Striping Detail 10 LF 120 120 $ -
TYPE II Slurry (Bollinger west of De Anza) SY $ 2 3833' 2751 6584 $ 11,193
Thru Arrow EA 1 1
4"Yellow EA 418 418 $ -
Bike Lane Loop Detector EA $ 300 1 1 2 $ 600
Adjust Storm Drain Grates EA $ 375 2 2 $ 750
Weekend Differential Pay I LS Is 10,000 I
TOTAL
Total+ 10% Contingency
Total+ 10% Contingency+ 10% Administrative Fee
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Saratoga
San Jose Cost Cost
$ 5,400.00 $ 3,200.00
$ 46,625 $ 27,457
$ 15,143 $ 8,917
$ -$ -
$ -$ 273
$ -$ 1,260
$ -$ 301
$ -$ 1,260
$ -$ 57
$ 1,154 $ 1,603
$ -$ -
$ -$ 33
$ -$ -
$ -$ -
$ -$ -
$ -$ 830
$ 1,350 $ 3,600
$ 7,224 $ 4,816
$ -$ 170
$ -$ -
$ -$ -
$ 6,517 $ -
$ -$ -
$ 300 $ -
$ -$ -
$ 2,700 $ 1,700
$ 86,413 $ 55,477
$95,054 $61,025
$104,560 $67,127
Cupertino Cost
$ 11,400.00
$ 160,371
$ 52,083
$ 255
$ 546
$ 1,620
$ 602
$ 1,620
$ -
$ 3,070
$ -
$ 25
$ 120
$ 35
$ 350
$ -
$ 2,700
$ 7,826
$ 340
$ -
$ -
$ 4,677
$ -
$ 300
$ 750
$ 5,600
$ 254,290