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Home My WebLink About2015 CON San Diego Port District - National City Aquatic Center - Amendment #2 MOUNOTE TO FILE 01-29-18 IN THE MATTER OF: Resolution 2015-164, of the City of National City rescinding Resolution No. 2015-142 approving Amendment No. 2 to the amended and restated MOU with the San Diego Unified Port District regarding the National City Aquatic Center. Please note the following: A FULLY EXECUTED ORIGINAL AMENDMENT NO. 2 MOU WAS NEVER FILED WITH THE OFFICE OF THE CITY CLERK. NOTE: RESCINDS RESOLUTION NO. 2015-142 ADOPTED ON 09-15-15. ORIGINATING DEPARTMENT: CDC Housing & Grants City Attorney Human Resources City Manager MIS Community Svcs. Planning X Engineering Police Finance X Public Works Fire *11-10-15: Forwarded (2) partially executed original Amendments to Steve M. (ENG) to have Tirza process for signatures. NTF AMENDMENT NO. 2 TO THE AMENDED AND RESTATED MEMORANDUM OF UNDERSTANDING BETWEEN SAN DIEGO UNIFIED PORT DISTRICT AND THE CITY OF NATIONAL CITY REGARDING THE NATIONAL CITY AQUATIC CENTER This AMENDMENT NO. 2 TO THE AMENDED AND RESTATED MEMORANDUM OF UNDERSTANDING BETWEEN SAN DIEGO UNIFIED PORT DISTRICT AND THE CITY OF NATIONAL CITY REGARDING THE NATIONAL CITY AQUATIC CENTER is made and entered into this day of , 201, by and between the SAN DIEGO UNIFIED PORT DISTRICT, a public corporation, hereinafter called "District," and the CITY OF NATIONAL CITY, a municipal corporation, hereinafter called "City". WHEREAS, on August 13, 2013, the parties entered into The Amended And Restated Memorandum Of Understanding Between San Diego Unified Port District And The City Of National City Regarding The National City Aquatics Center, on file in the Office of the District Clerk as Document No. 60744, related to the National City Aquatic Center (Project); and WHEREAS, the parties executed Amendment No. 1 To The Amended And Restated Memorandum Of Understanding Between San Diego Unified Port District And The City Of National City Regarding The National City Aquatics Center, on file in the Office of the District Clerk as Document No. 63880. WHEREAS, due to increased costs of the construction, City has requested District increase the not -to -exceed amount of reimbursement under this MOU. NOW THEREFORE, the parties agree that the Amended And Restated Memorandum Of Understanding Between San Diego Unified Port District And The City Of National City Regarding The National City Aquatics Center be amended as follows: A. Paragraph 2 shall be replaced in its entirety with the following: 2. District agrees to contribute a total amount not to exceed $4,633,110 to the Project for design and construction as follows: (a) District shall transfer to City $830,000 to be used towards design and/or construction costs. City acknowledges that this obligation of the District has previously been satisfied in full by a transfer on September 26, 2011. 1 (b) District shall reimburse City for Project construction costs in an amount not to exceed $3,803,110 in accordance with and subject to Section 5 herein. B. Paragraph 3 shall be replaced in its entirety with the following: 3. City agrees to be solely responsible for any Project costs in excess of the $4,633,110 contribution from the District. City shall not be relieved of any obligations under this MOU due to increased expenses or cost overruns. C. Paragraph 5 shall be amended by adding new subparagraph (g) as follows: g. In addition to the other limitations on reimbursement herein, the District shall not be obligated to reimburse City for the last $223,110 of the maximum $4,633,110 until City has received all of the following and provided copies to District: (1) unconditional waivers and releases from all contractors, subcontractors, material suppliers, equipment lessors, laborers, design professionals, other persons or entities that provided work for the Project, and any other person or entity that filed a stop work notice and/or preliminary notice related to the Project; (2) a Certificate of Occupancy for the Project; (3) Americans with Disabilities Act (ADA) inspection approval for the Project; and (4) recordation of Notice of Completion with the County. D. All remaining terms shall remain in full force and effect. SIGNATURE PAGE FOLLOWS 2 IN WITNESS WHEREOF, parties hereto have executed this Amendment No. 2 To Amended And Restated Memorandum Of Understanding Between San Diego Unified Port District And The City Of National City Regarding The National City Aquatics Center as of the day and the year first above written. APPROVED AS TO FORM AND LEGALITY SAN DIEGO UNIFIED PORT DISTRICT By By Deputy General Counsel Karen G. Porteous EVP, Administration APPROVED aS TO FORM: CITY OF NATIONAL CITY By�/lam_ Clau • is G. ilva Ron Morrison ity ° ttorney Mayor 3 RESOLUTION NO. 2015 — 164 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY RESCINDING RESOLUTION 2015-142 APPROVING AMENDMENT NO. 2 TO THE AMENDED AND RESTATED MEMORANDUM OF UNDERSTANDING BETWEEN THE SAN DIEGO UNIFIED PORT DISTRICT AND THE CITY OF NATIONAL CITY REGARDING THE NATIONAL CITY AQUATIC CENTER (RENAMED AS THE WATERFRONT ADVENTURE CENTER); AUTHORIZING THE MAYOR TO EXECUTE A REVISED AMENDMENT NO. 2 TO THE AMENDED AND RESTATED MEMORANDUM OF UNDERSTANDING WHEREIN THE PORT DISTRICT AGREES TO CONTRIBUTE AN ADDITIONAL $223,110 TOWARDS COMPLETION OF THE PROJECT, BASED ON ADDITIONAL LANGUAGE REQUESTED AND APPROVED BY THE BOARD OF PORT COMMISSIONERS AT THEIR PUBLIC MEETING HELD ON OCTOBER 6, 2015; AND AUTHORIZING THE APPROPRIATION OF $223,110 TO THE PROJECT, WHICH WILL BE REIMBURSED BY THE PORT DISTRICT SUBJECT TO THE TERMS OF THE AMENDMENT WHEREAS, on August 6, 2013, the City Council adopted Resolution No. 2013- 119 entering into an Amended and Restated Memorandum of Understanding ("MOU") related to the National City Aquatic Center (renamed the Waterfront Adventure Center) between the San Diego Unified Port District and the City of National City; and WHEREAS, at the October 27, 2014 Port District Capital Improvement Program Workshop, the Board of Port Commissioners approved the City's request for an additional $500,000 to complete the Project; and WHEREAS, on December 16, 2014, the City Council adopted Resolution No. 2014-175 entering into Amendment No. 1 of the Amended and Restated MOU increasing the Port District's contribution to the Project by $500,000; and WHEREAS, on September 15, 2015, the City Council adopted Resolution No. 2015-142, authorizing the Mayor to execute Amendment No. 2 to the Amended and Restated Memorandum of Understanding wherein the Port District agreed to contribute an additional $223,110 towards completion of the Project; and WHEREAS, at a public meeting on October 6, 2015, the Board of Port Commissioners unanimously approved the additional $223,110, but revised Amendment No. 2 to add conditions to the reimbursement of the $223,110, as follows: The District shall not be obligated to reimburse City for the last $223,110 of the maximum $4,633,110 until City has received all of the following and provided copies to District: (1) unconditional waivers and releases from all contractors, subcontractors, material suppliers, equipment lessors, laborers, design professionals, other persons or entities that provided work for the Project, and any other person or entity that filed a stop work notice and/or preliminary notice related to the Project; (2) a Certificate of Occupancy for the Project; (3) Americans with Disabilities Act (ADA) inspection approval for the Project; and (4) recordation of Notice of Completion with the County. ; and Resolution No. 2015 — 164 Page Two WHEREAS, staff takes no exception to these conditions added to Amendment No. 2. and requests that the City Council rescind Resolution 2015-142, which adopted the original Amendment No. 2, and authorize the Mayor to execute the revised Amendment No. 2; and WHEREAS, an appropriation of $223,110 to the Project is necessary, which will be reimbursed by the Port District subject to the terms of Amendment No. 2. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby rescinds Resolution No. 2015-142, adopted on September 15, 2015. BE IT FURTHER RESOLVED that the City Council authorizes the Mayor to execute a revised Amendment No. 2 to the Amended and Restated Memorandum of Understanding related to the National City Aquatic Center (renamed the Waterfront Adventure Center) between the San Diego Unified Port District and the City of National City wherein the Port District agrees to contribute an additional $223,110 towards completion of the Project based on additional language requested and approved by the Board of Port Commissioners at their public meeting held on October 6, 2015. BE IT FURTHER RESOLVED that the City Council authorizes the appropriation of $223,110 to the Project, which will be reimbursed by the Port District subject to the terms of the Amendment. PASSED and ADOPTED this 3rd day of November, 2015. Morrison, Mayor ATTEST: ael R. Dalla, City Clerk APPROVED AS TO FORM: Clau•ia acitu. Silva City Attorn: y Passed and adopted by the Council of the City of National City, California, on November 3, 2015 by the following vote, to -wit: Ayes: Councilmembers Cano, Mendivil, Morrison, Rios, Sotelo-Solis. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of National City, California City City Jerk of the 4) ational City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2015-164 of the City of National City, California, passed and adopted by the Council of said City on November 3, 2015. City Clerk of the City of National City, California By: Deputy CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: November 3, 2015 AGENDA ITEM NO. 4 TEM TITLE: A resolution of the City Council of the City of National City, 1) rescinding Resolution 2015-142 authorizing the Mayor to execute Amendment No. 2 to the Amended and Restated Memorandum of Understanding (MOU) between the San Diego Unified Port District and the City of National City regarding the National City Aquatic Center (renamed as the Waterfront Adventure Center) wherein the Port District agrees to contribute an additional $223,110 towards completion of the Project; 2) authorizing the Mayor to execute a revised Amendment No. 2 based on additional language requested and approved by the Board of Port Commissioners at their public meeting held on October 6, 2015; and 3) authorizing the appropriation of $223,110 to the Project, to be reimbursed by the Port District via the terms of the Amendment. PREPARED BY: Stephen Manganiello PHONE: 336-4382 EXPLANATION: See attached. DEPARTMENT: Engineering/Public Works APPROVED BY: FINANCIAL STATEMENT: ACCOUNT NO. APPROVED: MIS Appropriate $223,110 to Account No. 001-409-500-598-3816 APPROVED: Finance ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: FINAL ADOPTION: STAFF RECOMMENDATION: Adopt the Resolution BOARD I COMMISSION RECOMMENDATION: N/A ATTACHMENTS: 1. Explanation 2. Amendment No. 2 3. Resolution k0t3 No. rd0%5-�6y EXPLANATION On August 13, 2013, the San Diego Unified Port District and the City of National City entered into an Amended and Restated MOU (on file in the Office of the District Clerk as Document No. 607444) related to the National City Aquatic Center, which has since been renamed as the Waterfront Adventure Center. At the October 27, 2014 Port District Capital Improvement Program Workshop, the Board of Port Commissioners approved the City's request for an additional $500,000 to complete the Project. Both parties subsequently executed Amendment No. 1 to the Amended and Restated MOU (on file in the Office of the District Clerk as Document No. 63880), thereby increasing the Port District's contribution to the Project by $500,000. On September 15, 2015, per City Council Resolution 2015-142, the City Council authorized the Mayor to execute Amendment No. 2 to the Amended and Restated Memorandum of Understanding (MOU) between the San Diego Unified Port District and the City of National City regarding the National City Aquatic Center wherein the Port District agrees to contribute an additional $223,110 towards completion of the Project. On October 6, 2015, Port District staff presented Amendment No. 2 to the Board of Port Commissioners at their public meeting. The Board unanimously approved the Amendment with the following conditions: "The last $223,110 of the maximum $4,633,110 until City has received all of the following and provided copies to District: (1) unconditional waivers and releases from all contractors, subcontractors, material suppliers, equipment lessors, laborers, design professionals, other persons or entities that provided work for the Project, and any other person or entity that filed a stop work notice and/or preliminary notice related to the Project; (2) a Certificate of Occupancy for the Project; (3) Americans with Disabilities Act (ADA) inspection approval for the Project; and (4) recordation of Notice of Completion with the County." Staff takes no exception to these conditions. Since this new language has been added to Amendment No. 2, staff requests that City Council rescind Resolution 2015-142, which adopted the original Amendment No. 2, and authorize the Mayor to execute the revised Amendment No. 2. Any exceptions taken to the new language or subsequent changes directed by City Council would require taking the item back to the Board of Port Commissioners for their consideration. Staff also requests the appropriation of $223,110 to the Project, to be reimbursed by the Port District via the terms of the Amendment. AMENDMENT NO. 2 TO THE AMENDED AND RESTATED MEMORANDUM OF UNDERSTANDING BETWEEN SAN DIEGO UNIFIED PORT DISTRICT AND THE CITY OF NATIONAL CITY REGARDING THE NATIONAL CITY AQUATIC CENTER This AMENDMENT NO. 2 TO THE AMENDED AND RESTATED MEMORANDUM OF UNDERSTANDING BETWEEN SAN DIEGO UNIFIED PORT DISTRICT AND THE CITY OF NATIONAL CITY REGARDING THE NATIONAL CITY AQUATIC CENTER is made and entered into this day of , 201, by and between the SAN DIEGO UNIFIED PORT DISTRICT, a public corporation, hereinafter called "District," and the CITY OF NATIONAL CITY, a municipal corporation, hereinafter called "City". WHEREAS, on August 13, 2013, the parties entered into The Amended And Restated Memorandum Of Understanding Between San Diego Unified Port District And The City Of National City Regarding The National City Aquatics Center, on file in the Office of the District Clerk as Document No. 60744, related to the National City Aquatic Center (Project); and WHEREAS, the parties executed Amendment No. 1 To The Amended And Restated Memorandum Of Understanding Between San Diego Unified Port District And The City Of National City Regarding The National City Aquatics Center, on file in the Office of the District Clerk as Document No. 63880. WHEREAS, due to increased costs of the construction, City has requested District increase the not -to -exceed amount of reimbursement under this MOU. NOW THEREFORE, the parties agree that the Amended And Restated Memorandum Of Understanding Between San Diego Unified Port District And The City Of National City Regarding The National City Aquatics Center be amended as follows: A. Paragraph 2 shall be replaced in its entirety with the following: 2. District agrees to contribute a total amount not to exceed $4,633,110 to the Project for design and construction as follows: (a) District shall transfer to City $830,000 to be used towards design and/or construction costs. City acknowledges that this obligation of the District has previously been satisfied in full by a transfer on September 26, 2011. 1 (b) District shall reimburse City for Project construction costs in an amount not to exceed $3,803,110 in accordance with and subject to Section 5 herein. B. Paragraph 3 shall be replaced in its entirety with the following: 3. City agrees to be solely responsible for any Project costs in excess of the $4,633,110 contribution from the District. City shall not be relieved of any obligations under this MOU due to increased expenses or cost overruns. C. Paragraph 5 shall be amended by adding new subparagraph (g) as follows: g. In addition to the other limitations on reimbursement herein, the District shall not be obligated to reimburse City for the last $223,110 of the maximum $4,633,110 until City has received all of the following and provided copies to District: (1) unconditional waivers and releases from all contractors, subcontractors, material suppliers, equipment lessors, laborers, design professionals, other persons or entities that provided work for the Project, and any other person or entity that filed a stop work notice and/or preliminary notice related to the Project; (2) a Certificate of Occupancy for the Project; (3) Americans with Disabilities Act (ADA) inspection approval for the Project; and (4) recordation of Notice of Completion with the County. D. All remaining terms shall remain in full force and effect. SIGNATURE PAGE FOLLOWS 2 IN WITNESS WHEREOF, parties hereto have executed this Amendment No. 2 To Amended And Restated Memorandum Of Understanding Between San Diego Unified Port District And The City Of National City Regarding The National City Aquatics Center as of the day and the year first above written. APPROVED AS TO FORM AND LEGALITY SAN DIEGO UNIFIED PORT DISTRICT By By Deputy General Counsel Karen G. Porteous EVP, Administration APPROVED AS TO FORM: CITY OF NATIONAL CITY By By Claudia G. Silva City Attorney 3 Ron Morrison Mayor RESOLUTION NO. 2015 — RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY RESCINDING RESOLUTION 2015-142 APPROVING AMENDMENT NO. 2 TO THE AMENDED AND RESTATED MEMORANDUM OF UNDERSTANDING BETWEEN THE SAN DIEGO UNIFIED PORT DISTRICT AND THE CITY OF NATIONAL CITY REGARDING THE NATIONAL CITY AQUATIC CENTER (RENAMED AS THE WATERFRONT ADVENTURE CENTER); AUTHORIZING THE MAYOR TO EXECUTE A REVISED AMENDMENT NO. 2 TO THE AMENDED AND RESTATED MEMORANDUM OF UNDERSTANDING WHEREIN THE PORT DISTRICT AGREES TO CONTRIBUTE AN ADDITIONAL $223,110 TOWARDS COMPLETION OF THE PROJECT, BASED ON ADDITIONAL LANGUAGE REQUESTED AND APPROVED BY THE BOARD OF PORT COMMISSIONERS AT THEIR PUBLIC MEETING HELD ON OCTOBER 6, 2015; AND AUTHORIZING THE APPROPRIATION OF $223,110 TO THE PROJECT, WHICH WILL BE REIMBURSED BY THE PORT DISTRICT SUBJECT TO THE TERMS OF THE AMENDMENT WHEREAS, on August 6, 2013, the City Council adopted Resolution No. 2013- 119 entering into an Amended and Restated Memorandum of Understanding ("MOU") related to the National City Aquatic Center (renamed the Waterfront Adventure Center) between the San Diego Unified Port District and the City of National City; and WHEREAS, at the October 27, 2014 Port District Capital Improvement Program Workshop, the Board of Port Commissioners approved the City's request for an additional $500,000 to complete the Project; and WHEREAS, on December 16, 2014, the City Council adopted Resolution No. 2014-175 entering into Amendment No. 1 of the Amended and Restated MOU increasing the Port District's contribution to the Project by $500,000; and WHEREAS, on September 15, 2015, the City Council adopted Resolution No. 2015-142, authorizing the Mayor to execute Amendment No. 2 to the Amended and Restated Memorandum of Understanding wherein the Port District agreed to contribute an additional $223,110 towards completion of the Project; and WHEREAS, at a public meeting on October 6, 2015, the Board of Port Commissioners unanimously approved the additional $223,110, but revised Amendment No. 2 to add conditions to the reimbursement of the $223,110, as follows: The District shall not be obligated to reimburse City for the last $223,110 of the maximum $4,633,110 until City has received all of the following and provided copies to District: (1) unconditional waivers and releases from all contractors, subcontractors, material suppliers, equipment lessors, laborers, design professionals, other persons or entities that provided work for the Project, and any other person or entity that filed a stop work notice and/or preliminary notice related to the Project; (2) a Certificate of Occupancy for the Project; (3) Americans with Disabilities Act (ADA) inspection approval for the Project; and (4) recordation of Notice of Completion with the County. ; and Resolution No. 2015 — Page Two WHEREAS, staff takes no exception to these conditions added to Amendment No. 2. and requests that the City Council rescind Resolution 2015-142, which adopted the original Amendment No. 2, and authorize the Mayor to execute the revised Amendment No. 2; and WHEREAS, an appropriation of $223,110 to the Project is necessary, which will be reimbursed by the Port District subject to the terms of Amendment No. 2. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby rescinds Resolution No. 2015-142, adopted on September 15, 2015. BE IT FURTHER RESOLVED that the City Council authorizes the Mayor to execute a revised Amendment No. 2 to the Amended and Restated Memorandum of Understanding related to the National City Aquatic Center (renamed the Waterfront Adventure Center) between the San Diego Unified Port District and the City of National City wherein the Port District agrees to contribute an additional $223,110 towards completion of the Project based on additional language requested and approved by the Board of Port Commissioners at their public meeting held on October 6, 2015. BE IT FURTHER RESOLVED that the City Council authorizes the appropriation of $223,110 to the Project, which will be reimbursed by the Port District subject to the terms of the Amendment. PASSED and ADOPTED this 3rd day of November, 2015. Ron Morrison, Mayor ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: Claudia Gacitua Silva City Attorney