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Home My WebLink About2009 CON CDC National Brownfields - Pacific Steel Site / 1500 Cleveland AvenueAGREEMENT BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY AND THE NATIONAL, BROWNFIELDS ASSOCIATION This Agreement, dated this 20th day of October, 2009, is made by and between the Community Development Commission of the City of National City, ("CDC"), and the National Brownfields Association ("NBA"). RECITALS A. The United States Environmental Protection Agency has awarded the CI)C a grant for $25,000 to study a feasible brownfields redevelopment approach to the Pacific Steel Site on Cleveland Avenue (the "Site"). B. NBA has agreed to provide technical assistance to the CDC, including a study to be performed by a panel of members from NBA, using NBA's Site Specific Technical Assistance for a Municipal Project (STAMP) program. C. N'BA's goal, through the implementation of STAMP recommendations, is to reduce blight, improve the local property tax rolls, clean up contaminated sites, create jobs, and redevelop sites with green structures that use green design, clean energy, and employ sustainable resource management practices. D. The purpose of this Ageement is to set forth the respective rights and obligations of the parties while IBA is performing the services described herein. Description of Services. NBA shall furnish the following services during the term of this Agreement: • Consultation, review of documents and information provided by CDC, as well as professional advice • A written STAMP recommendation answering the questions a. What is the highest and hest use for the property? b. What is the most likely development? c. Does additional property need to be assembled to make the project viable? d. What is the hest way to include all needed properties in the project? e. What data gaps need to be filled to support STAMP recommendations'? f. What steps would the City need to take to move forward with a project? 1. Term of Agreement. The term of this Agreement shall commence on September 1, 2009, and terminate on December 31, 2009. 2. Compensation. The compensation for the services of NBA and the STAMP team shall be through USEPA entirely. No charges shall be incurred by the CI)(' for this project other than internal CDC charges for in kind services provided. 3. Termination. CDC or its Executive Director may terminate this Agreement at any time by providing five (5) day's written notice to NBA. 4. Independent Contractor. it is agreed that NBA is an independent Contractor and all persons working for or under the direction of NBA, including but not limited to members of the STAMP team, are NBA'S agents, servants, volunteers, and employees, and said persons shall not he deemed agents, servants or employees of CDC, and shall not be entitled to any of the rights, privileges, or benefits of CDC employees, including but not limited to retirement benefits, medical coverage. unemployment benefits, or worker's compensation insurance. 5. llold I Iarmless. To the fullest degree permitted by law, CDC agrees to defend, indemnify, and hold harmless NBA and the STAMP team and their agents, servants, and employees and agents from and against any and all claims, damages, losses, costs and expenses of any kind, including but not limited to attorneys' fees, incurred by reason of any liability resulting from the NBA STAMP teant's volunteer efforts, recommendations, or suggestions provided to CDC under the efforts of the services described herein; provided, however, that this indemnification and hold harmless shall not include any claims, damages, losses, costs and expenses, including without limitation attorneys' fees, arising out of the sole negligence or willful misconduct of NBA, the STAMP team, or their officers, agents, servants, or employees, or volunteers. 6. Project Coordination and Supervision. Patricia Beard is hereby designated the Project Coordinator for the CDC and will monitor the progress and execution of this Agreement. Robert V. Colangelo shall be the Project Coordinator for NBA, and shall provide supervision and have overall responsibility for progress and execution of this Agreement by NBA and the STAMP team. 7. Disposition and Ownership of Documents. The memoranda, reports, drawings, maps, plans, specifications, and other documents prepared by NBA under this Agreement, whether paper or electronic, shall become the property of CDC and shall he turned over to CDC upon completion of NRA's services hereunder. S. Standard of Care. NBA and the STAMP team, in performing any services under this Agreement, shall perform in a manner consistent with the level of care and skill ordinarily exercised by members of their profession. 9. Confidential Information. CDC may from time to time communicate confidential intornnation to NBA or the STAMP team, to enable them to effectively perform the services to be provided hereunder. NBA and the STAMP team shall treat all such information as confidential, and shall not disclose any part of such information without the prior written consent of ('I)C's Executive Director. 10. Conflict of interest. During the term of this Agreement, neither NBA nor the STAMP team shall engage in any activities inimical to or in conflict with the interests of CDC, nor perform services of any kind for any person or entity whose interests conflict in any way with the interests of CD('. 11. Misccllanwus Provisions. a. Counterparts. This Agreement may be executed in multiple counterparts. each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. b. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. c. i'Vo Obligations to Third Parties. Except as otherwise expressly provided herein. the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. d. Exhibits and Schedules. Any Exhibits and Schedules attached hereto arc hereby incorporated herein by this reference for all purposes. e. Amendment to this Agreement. The terms of this Agreement may not he modified or amended except by an instrument in writing executed by each of the parties hereto. f. {Waiver. The waiver or (failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. g. Applicable Law. This Agreement shall he governed by and construed in accordance with the laws of the State of California. NBA and the STAMP team shall comply with all laws, including federal, state. and local laws, whether now in force or subsequently enacted. h. Entire Agreement. This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee. officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. i. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. j. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) any rule or construction to the effect that ambiguities are to he resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. This Agreement shall be interpreted according to the laws of the State of California. IN WITNESS WHEREOF, this Agreement is executed by the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CfI'Y and the NATIONAL BROWNFIFI.US ASSOCIATION. NBA Please check applicable box, and note the number of signatures required: Corporation (two signatures of -corporate officers) Partnership (one signature) Sole Proprietorship (one signature) 3 '1 4 Signature: "v(.• ( ,u Print Name: Li ek-,2AA ) 41\1_ X, Title: Chairman Contact Information: Name: Address: Phone: Fax: Email: COMMIINI I Y DEVELOPMENT COMMISSION OF TILE CITY OF NATIONAL CITY ON MORRISON, CHAIRMAN APPROVED AS TO FORM: BY:_ GEORGE H. EISER, III, CITY ATTORNEY 4 Signature: 140k • —7120- Treci.5,irer- Print Name: 15114 ctjV. fRash— (ontat Information: Address: Name: Phone: Fax: Email: COMMUNITY DFVFI OPMFNT COMMISSION OF THE CITY OF NATIONAL CITY Ily: RON MORRISON, CHAIRMAN APPROVED AS TO FORM: 13y: GEORGE 11. FISER. 111. CITY ATTORNEY 4 RESOLUTION NO. 2009 — 263 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY AUTHORIZING THE CHAIRMAN TO EXECUTE AN INDEMNITY AGREEMENT WITH THE NATIONAL BROWNFIELDS ASSOCIATION REGARDING A GRANT -FUNDED FEASIBILITY STUDY OF THE PACIFIC STEEL SITE AT 1500 CLEVELAND AVENUE WHEREAS, the United States Environmental Protection Agency has awarded the Community Development Commission of the City of National City ("CDC") a grant for $25,000 to study a feasible brownfields redevelopment approach for the Pacific Steel site on Cleveland Avenue; and WHEREAS, the National Brownfield Association ("NBA") has agreed to provide technical assistance to the CDC including a study to be performed by a panel of its Association members using the NBA's Site Technical Assistance for a Municipal Project ("STAMP") program; and WHEREAS, NBA's goal through the implementation of STAMP recommendations is to reduce blight, improve local tax receipts, clean up contaminated sites, create jobs, and redevelop sites with "green" structures that use "green" design, clean energy, and employ sustainable resource management practices; and WHEREAS, the NBA has requested the CDC hold its members harmless for the consequences of any of the STAMP activities or recommendations. NOW, THEREFORE, BE IT RESOLVED that the Community Development Commission of the City of National City hereby authorizes the Chairman to execute an Indemnity Agreement with the National Brownfields Association regarding a grant -funded feasibility study of the Pacific Steel site at 1500 Cleveland Avenue. Said Indemnity Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 20th day of October09. Ron Morrison, Chairman APPROVED AS TO FORM: George H. Eiser, III City Attorney Passed and adopted by the Community Development Commission of the City of National City, California, on October 20, 2009, by the following vote, to -wit: Ayes: Commissioners Morrison, Parra, Sotelo-Solis, Van Deventer, Zarate. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Chairman, Community Development Commission Secretary, Communi y)evelopment Commission By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2009-263 of the Community Development Commission of the City of National City, Califomia, passed and adopted on October 20, 2009. Secretary, Community Development Commission By: Deputy City of National City, California COMMUNITY DEVELOPMENT COMMISSION AGENDA STATEMENT MEETING DATE October 20, 2009 AGENDA ITEM NO. 45 ITEM TITLE A resolution approving an Indemnity Agreement with The National Brownfield Association regarding a grant -funded feasibility study of the Pacific Steel site at 1500 Cleveland Avenue. PREPARED BY Patricia Beard (ext 4255) I ,�,� Redevelopment Manager Y DEPARTMENT Redevelopment Divisio EXPLANATION The National Brownfields Association ("NBA") conducts a program called "STAMP" — Site Technical Assistance for Municipal Projects — that brings in a team of outside experts to analyze and recommend a feasible redevelopment project and approach for a site contaminated with hazardous materials. Valued at $25,000, a STAMP project fully funded by the US Environmental Protection Agency ("EPA") is currently underway for the vicinity of the Pacific Steel site on Cleveland Avenue. The NBA is requesting that the CDC hold the team members harmless regarding the recommendations to be provided at the conclusion of the study. National City is the fourth City nationally to be provided this technical assistance; the three previous STAMP projects were implemented in their respective municipalities. Participants in the project will report to the CDC/City Council in November with recommendations for the site. l Environmental Review Not applicable. Financial Statement The value of the project is $25,000, funded by EPA. STAFF RECOMMENDATION Adopt the resolution. BOARD / COMMISSION RECOMMENDATION Not applicable. STRATEGIC GOAL 1d) Respond to City Council with thorough analysis. ATTACHMENTS 1. Proposed Agreement Resolution No. -a ° '1- OFFICE OF THE CITY CLERK 1243 National City Blvd. National City, Califomia 91950 Michael R. Dalla, CMC - City Clerk 619-336-4228 phone • 619-336-4229 fax NATIONAL BROWNFIELDS ASSOCIATION Feasibility Study Pacific Steel Site Denise Davis (CDC) Forwarded Copy of Agreement to Consultant