Loading...
HomeMy WebLinkAbout09. Approve Lease Agmt w-County of LA for Design & Construction of Multi-Purpose Sports Complexnem r4o. APPROVED BY CITY MANAGER TO: MAYOR ASHTON AND MEMBERS OF THE CITY COUNCIL FROM: OFFICE OF THE CITY MANAGER BY: ALDO E. SCHINDLER, DIRECTOR OF COMMUNITY DEVELOPMENT DATE: JULY 10, 2018 SUBJECT: COUNTY OF LOS ANGELES — RANCHO LOS AMIGOS SOUTH CAMPUS SPORTS COMPLEX OPTION TO LEASE AGREEMENT N. X0 U61 9 T FA li, FBJ-,'V "s That the City Council approve an Option to Lease Agreement between the County of Los Angeles and the City of Downey, for the design and construction of a new multi-purpose sports complex facility located at 7631 and 7651 Gardendale Street within the Los Angeles County Rancho Los Amigos South Campus, and authorize the Mayor to sign the Option to Lease Agreement. The City of Downey has been in communication with the County of Los Angeles staff and former County Supervisor Don Knabe for many years regarding the use of the Rancho Los Amigos South Campus area for recreational uses. At their November 22, 2016 Board of Supervisor's meeting the Board approved the Rancho Los Amigos South Campus Sports Center Project, with a preliminary total project amount of $10,000,000 appropriated to the project. Subsequently, Los Angeles County Supervisor Janice Hahn has remained committed to the project and has continued to direct County staff to work with City staff to complete and execute an Option to Lease the site, so as to move the design and construction components of the project forward. The Board of Supervisors approved five acres to be used for recreational purposes within the southeastern portion of the Rancho Los Amigo South Campus, generally bordered by Erickson Avenue to the west, Bonita Street to the north, St. Pius X - St. Matthias Academy to the east, and Gardendale Street to the south. It also directed the Chief Executive Officer to negotiate and execute an Option to Lease Agreement with the City of Downey for the five acres. It was also noted that the City would be responsible for all maintenance, replacement and operational costs during the lease term, and any other project -related costs exceeding the $10,000,000 total estimated project costs. City of Downey staff has been working with County of Los Angeles staff on the design and layout of multi -use fields on the five acres of land offered by the County of Los Angeles. The W COUNTY OF LOS ANGELES — RANCHO LOS AMIGOS SOUTH CAMPUS SPORTS COMPLEX OPTION TO LEASE AGREEMENT JULY i 2018 development of the proposed project includes: three synthetic turf or grass soccer fields of various sizes to support play of youth through high school level of competition, with the largest field being able to host football and lacrosse play as well; a parking lot with an estimated 74 spaces; and, a 2,100-3,000 square -foot building that will house restrooms, concessions, administrative offices, storage and meeting space; shielded directional lighting of sports fields to allow for field usage during dusk/night; fencing along the project boundaries; temporary or permanent bleacher seating is being contemplated; and drought -tolerant landscaping. The County of Los Angeles may add security and stabilization features to avoid adverse effects to neighboring historic buildings. All parties involved are also assessing the existing utilities serving the project site including domestic water, irrigation, sewer, storm drain, and electrical connections, which would need to be expanded. The property also includes the land hosting two existing buildings that are currently occupied by the Downey Rose Float Association, That area and buildings will remain untouched. In the event the Rose Float buildings become vacant during the term of the future lease, the County of Los Angeles and City of Downey will negotiate in good faith to amend the lease such that the Rose Float buildings portion of the Property may be used by the City of Downey on terms agreed to by both the parties. In parallel to the design of the multi -use fields, City and County staff have negotiated an Option to Lease Agreement ("Agreement"). The Agreement grants the City an exclusive option to lease the property upon completion of the design and development of the multi -use fields. The Agreement requires an "Option Price" of $10,000 to be paid to the County of Los Angeles, which shall be credited toward the City's future maintenance of the site when a final lease is executed betweenthe City and County. The Agreement terminates upon the County's completion of the design and construction of the project, whereas both parties will enter into a lease for the site. At a future date, the main provisions of the future site lease will be: annual rent of $1.00; a term of 20 years with two options to extend the term for five years each; the City shall operate, replace, and maintain the site at its sole cost; and the City shall make annual financial contributions of $75,000 to the site's capital improvement account. FISCAL IMPACT The Option Price of $10,000 required by the Option to Lease Agreement has been budgeted by the Community Development Department in the Fiscal Year 2018-19, account number 10-4-5910-0700. Attachment "A Option to Lease Agreement Attachment "B" Aerial Site Photo 2 This Option to Lease Agreement (the "Agreement") is made and entered into this day of 2018, by and between the COUNTY OF LOS ANGELES, a body corporate and politic (the "County"), and the CITY OF DOWNEY, a California Municipal Corporation and charter city (the "City"). County and City are sometimes referred to herein individually as a "Party" and collectively as the "Parties." A. The County is the Owner of that certain real property located at Rancho Los Amigos South Campus, Downey, 7631 and 7651 Gardendale Street, Downey, California, designatedasa portion of Assessor's Parcel Number 6245-016-934, and more particularly described in Exhibit "A", attached hereto and incorporated herein by this reference (collectively, the "Property"); B. The Property is comprised of an approximately 5.6 acre parcel of land and includes two existing buildings that are currently occupied by the Downey Rose Float Association ("Float Buildings"); C. The City desires to lease the Property following the County's design and construction of a new multi-purpose sports complex facility on the Property (the "Project"), and the County is willing to grant the City an option to lease the Property in accordance with the terms of this Agreement. D. The City and County have contemplated a maximum funding contribution from the County for the design, project management, and construction of the Project in an amount not to exceed Ten Million Dollars ($10,000,000). NOW, THEREFORE, in consideration of the foregoing recitals, which are hereby deemed a contractual part hereof, and of the mutual covenants, agreements and conditions set forth herein, the Parties agree as follows: 1.1 Option. The County hereby grants to the City an exclusive option to lease the Property upon completion of the Project, subject to the terms and conditions contained herein, for the period set forth herein (the "Option"). 1.2 Option Term. This Option shall be exercisable by the City during a term commencing on the date of completion of the Project (as defined in Section 1.8.2) and terminating one year thereafter (the "Option Term"). The Parties may extend the Option period by mutual agreement in writing, and the City's City Manager is authorized to sign such writing on behalf of the City. 1.3 Option Price. In consideration of the County's grant of the Option and design and construction of the Project, City shall tender the sum of Ten Thousand 1 Attachment "A„ Dollars ($10,000) (the "Option Price") to the County within ten (10) business days after the execution of this Agreement by all Parties. In the event that City elects to exercise its Option, the Option Price shall be credited toward City's capital improvement fund described in Section 1.7.4 hereof onto any Project cost overruns. County shall refund the Option Price to City, together with any additional payments made by City to County pursuant to this Agreement if (1) this Agreement is terminated by the County or the City for any reason other than a breach of this Agreement by the City (including, without limitation, County's failure or refusal to approve a lease of the Property in accordance with Sections 1.5 through 1,7 of this Agreement), or (2) County fails to complete the Project by 24 months from design -build contract award date by the County's Board of Supervisors. If the Project is completed by such contract award date, but City nevertheless elects not to exercise the Option, or in the event of a termination of this Agreement due to a breach of this Agreement by City, the County shall retain the Option Price (tothe extent it has not already been applied to Project cost overruns in accordance with this Agreement) and "City shall reimburse County for its design and management costs; provided, however, that (1) such costs shall be limited to those incurred through the date of termination and/or election not to exercise the Option; and (2) such costs shall not exceed the amount specifically designated for design and management costs in the Ultimate Cost Forecast (prepared in accordance with Section 9.2, below) reviewed and approved by the City. 4 No Further Encumbrance of Property. The County hereby agrees that it shall not encumber the Property with any leasehold interest, tenancy or occupancy, and further agrees not to amend, extend, renew, or permit the holdover of any existing leasehold interests, tenancies or occupancies of the Property or to cause, oracquiesceto, any further liens or encumbrances or otherwise alter the condition of title, during the Option Term. The County shall agree and represent that the Property is currently unencumbered by any leasehold interest, tenancy or occupancy, and County shall further maintain the Property in that unencumbered condition through the end of the Option Term or any extension thereof or the Execution Date, as defined below, whichever occurs f rst. 1.5 Exercise of Option. The City shall notify the County of the City's intent to exercise its Option by delivering written notice (in accordance with Section 4 hereof) (the "Option Notice") to the County by letter from the City Manager at any time prior to the expiration of the Option Term. Within 90 days of the City's delivery of the Option Notice (or such additional time as is reasonably required, so long as the Parties each diligently pursue finalization of the Lease), the Parties shall finalize the Lease (as defined in Section 1.7) and shall thereafter as expeditiously as possible return to the County's Board of Supervisors and the City's City Council for final execution of the Lease, provided that the parties' failure to obtain approval by their respective governing boards shall not constitute a material default hereunder. 2 1.6 [RESERVED] 1.7 Execution of Lease. Upon the City's election to exercise the Option, the Parties hereto, pursuant to Government Code section 26227 and other applicable law, will execute the Lease (as defined below) for the Property containing the following material terms and conditions("Lease" ). 1.7.1 Rent: During the term of the Lease, the annual rent shall be exactly One Dollar ($1). 1.7.2 Term: The initial term of the Lease shall be twenty (20) years with two options of five (5)years each to extend the Lease term to a maximum of 30 years; 1.7.3 Operating,Costs: During the term of the Lease, the City shall operate (including all Project programming), replace, and maintain the Project and the Rose Float Association buildings at its sole cost; 1.7.4 Capital, Contributions: During the term of the Lease, the City shall make annual financial contributions to a capital improvement account, which contributions shall in no event be less than Seventy -Five Thousand Dollars ($75,000) per year and not to exceed Three Million Dollars ($3,000,000) in the aggregate; 1.7.5 Joint Use: The Lease shall specify a protocol providing the County reasonablerights to joint use of the Project; provided, however, that the County's exercise of its rights shall be contingent on the provision of ample advanced notice, and shall not take precedence over prior scheduled use of the Project by the City, other governmental agencies, or third party persons or organizations. The Rancho Los Amigos - National Rehabilitation Center (RLANRC) anticipates using the fields on average 1-3 hours per week during the daytime. RLANRC will schedule these outings with a minimum 1 week notice and City shall honor such scheduling requests to the extent the facility has not already been booked. 1.7.6 Liability Protection for County: The Lease shall require that the City require all third parties using the Property execute an agreement (a "Use Agreement") in a form approved by the County that includes appropriate insurance and a release of liability provision minimizing the County's liability exposure. Notwithstanding the foregoing, the parties acknowledge that the Lease will include an indemnification provision pursuant to which City will indemnify the County against claims made by non -County users of the Project whether or not they have signed the User Agreement. 3 1.7.7 Furniture. Fixtures, and Equipment: The Lease shall require that the City have responsibility for costs, maintenance, and repair of furniture, fixtures, and equipment (FF&E), including removable soccer goals, removable football uprights, temporary/removable bleachers, field striping, restroom paper stock, sporting equipment; 1.7.8 Utility Costs: The Lease shall require that the City pay all utility costs for the Project and the Rose Float_ Association buildings during the Lease term; and 1-.7.9 Security: The Lease shall require the City's provision of security to the Project at its sole cost during the term. 1.7.10 Condition of the Property: The Property will be provided for lease in its as is condition. The City has inspected the Property and the County's documentation "related to the Property's condition with respect to environmental, toxics, and hazardous materials, and on that basis City has satisfied itself that the Property is suitable for its intended use as a parks and recreation facility. As part of the construction activity for the multi-purpose sports complex, the County will remediate the property of the known contaminents identified in the Addendum for Site Assessment Reports, Rancho Los Amigos Hospital Area 8, dated February 1, 2018. Included in the remediation, the County will employ an environmental consultant who will provide the following: 1.7.10.1 Prepare a soilremovalplan that outlines the methods to be used for the mitigation of soils that will have clean-up goals where there will be no exceedances above the current residential regional screening levels (RSLs). The mitigation work is expected to consist of excavation, verification - sampling, and off-site disposal if impacted soil is encountered. A draft soil removal plan will be provided to the City for its review and concurrence. 1.7.10.2 Observe the mitigation work and collect soil samples for verification. The mitigation work is to be performed in accordance with the soil removal plan. 1.7.10.3 Prepare a completion report that documents the mitigation work conducted. The report will compare the analytical results for verification samples with the -clean-up goals presented in the soil removal plan to demonstrate that the clean-up goals have _been met. This completion report will be provided to the City upon completion of the clean-up efforts. 7.10.4 The County's environmental consultant will provide reliance letters to the City for the current site assessment reports and 4 for the reports prepared during the mitigation work. 1.7.11 Availability of the Float Buildings. In the event the Float Buildings become vacant during the term of the Lease, the parties will negotiate in good faith to amend the Lease such that the Float Buildings portion of the Property may be used by the City on terms agreed to by the Parties hereto. 1.7.12 Additional Matters. Any additional matters included in`a Lease or other instrument related to the Lease shall be consistent with the terms set forth in this Agreement unless otherwise mutually agreed by the Parties. 1.8 Conditions to Exercise of"Otion. The Parties' respective obligations to enter into the Lease following the City's provision of the Option Notice are subject to the following conditions: 1.8.1 Approval of this Agreement by the County and the City; 1.8.2 County's completion of the designand construction of the Project in substantial conformance with the Site Plan attached as Exhibit "A hereto and the Scope of Work attached as Exhibit "B" hereto, and the issuance of a Certificate of Occupancy or Temporary Certificate of Occupancy_ therefor; 1.8.3 Subject to the meet and confer process described in Section 9.2, below, City's payment to the County to cover any design and construction cost overruns related to the Project beyond the County's maximum funding commitment of Ten Million Dollars ($10,000,000), including without limitation any cost difference betweennaturalgrass and artificial turf - and the cost of any modificationstothe storage/concession/restroom building or any other optional Project feature or add-on that increases the Project cost at City's sole election, to the extent that the cost difference of any of these items, individually or collectively, causes the design, construction, and project management cost of the Project to exceed the County's funding commitment of Ten Million Dollars ($10,000,000). 1.9 VoluntaN Termination. City may terminate this Agreement, by written notice to County (in accordance with Section 4 hereof), prior to the expiration of the Option Term for any reason, or for no reason. Upon provision of such notice: (a) the Option shall terminate and all rights of the City related to the Property shall then and there cease; (b) subject to the qualifications and limitations set forth in Section 1.3, the City shall_ reimburse County for County's design and management costs within 30 days of City's receipt of an invoice for such costs; and (c) subject to the qualifications and limitations set forth in Section 1.3, County shall be entitled to retain the Option Price. 5 2. Condition of Property+'. The City acknowledges that, except as specified in Section 1.4, the County has made no representations or warranties concerning the Property or its condition. Notwithstanding the foregoing, the County shall bear sole responsibility for - and shall defend, indemnify, and hold the City harmless from all costs related to — the removal of all contaminated materials, toxic or hazardous substances, and asbestos, if any, on the Property, pursuant to the terms of this Agreement. The foregoing indemnification shall expire and have no further effect upon the earlier of: (a) the termination of this Agreement or (b) the execution of the Lease by the Parties. 1 Loss by Fire or Other Casualty`. In the event that, prior to the date of execution of the Lease (the "Lease Execution Date"), the Property or any part thereof, is destroyed or damaged, the City, at its option, may instead elect to terminate this Agreement pursuant to Section 1.9 hereof, in which case, neither Party shall have any further obligations to one another pursuant to this Agreement, except as otherwise set forth herein, including without limitation in Section 1.3 hereof. 4. Notices. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered or sent by registered or certified mail, postage prepaid, return receipt requested or by Express Mail or Federal Express to the following address: To County; County of Los Angeles, Chief Executive Office 222 South Hill Street, Third Floor Los Angeles, California 90013 Attention: Dean Lehman With a Copy to; County of Los Angeles, Office of County Counsel Room 653 Kenneth Hahn Hall of Administration 500 West Temple Street Los Angeles, California 90012 Attention: Amy M. Caves, Esq. To City`. City of Downey 11111 Brookshire Avenue Downey, CA 90241 Attn: City Manager With a Copy to: City of Downey 11111 Brookshire Avenue Downey, CA 90241 Attn: City Attorney Notice shall be deemed, for all purposes, to have been given on the date of personal service or the deposit of the same with a carrier as specified above. Notice of change of address shall be given by written notice in the manner detailed in this paragraph._ 5. Brokers. The Parties represent that no broker or finder has been engaged by either A of them, and no commission or other fee is due to any broker or finder arising from or in connection with this Agreement, the Property, and/or the Project. 6. Pe resentations and Warranties of the Parties. In consideration for entering into this Agreement and as an inducement to the transaction contemplated herein, each of the Parties hereto makes the following representations and warranties, each of which is material and is being relied upon by the other, the truth and accuracy of which shall constitute a condition precedent to each Party's obligations hereunder. Each of the following representations and warranties shall be deemed to have been remade as of the Lease Execution Date. 6.1 Power. Each Party has the legal power, right and authority to enter into this Agreement and the instruments referenced herein, and to _consummate the transactions, including without limitation the Lease, contemplated hereby. 6.2 Peouisite Action. All requisite action has-been taken- by each Party in connectionwith entering into this Agreement and the instruments referenced herein and, by the Lease Execution Date, all such necessary action will have been taken to authorize the consummation of the transactions contemplated by this Agreement. By the Lease Execution Date, no additional consent of any person or entity, judicial or administrative body, governmental authority or other Party shall be required for each Party to consummate the transactions contemplated by this Agreement. 6.3 Individual Authority. The individuals on behalf of each Party executing this Agreement and the instruments referenced herein, have the legal power, right and actual authority to bind their respective Party to the terms and conditions hereof and thereof. 6.4 Validit ._This Agreement and all documents required hereby to be executed by each Party are and shall be valid, legally binding obligations of and enforceable against each Party in accordance with their terms, subject only to applicable bankruptcy, insolvency, reorganization, moratorium laws or similar laws or equitable principles affecting or limiting the rights of contracting parties generally. 7. Indemnification. 7.1 The City shall defend, indemnify, and hold the County and the County's Special Districts, elected and appointed officers, agents and employees free and harmless from and against any and all liabilities, damages, claims, costs and expenses (including without limitation, attorneys' fees, legal expenses and consultants' fees) to the extent arising from the negligence or willful misconduct of the City or its officers, employees or agents relating to the performance of its obligations under the terms of this Agreement. 7.2 The County shall defend, indemnify, and hold the City and the City's elected 7 and appointed officers, agents and employees free and harmless from and against any and all liabilities, damages, claims, costs and expenses (including without limitation, attorneys' fees, legal expenses and consultants' fees) to the extent arising from the negligence or willful misconduct of the County or its officers, employees or agents relating to the performance of its obligations under the terms of this Agreement. 7.3 The indemnities provided by this Section 7 shall survive the Lease Execution Date. 8. General Provisions. 8.1 Delegation of'Authority. The County hereby delegates to its Chief Executive Officer or her/his designee, the authority to issue any and all approvals required by this Agreement and to execute any and all instruments necessary to negotiate and prepare the Lease for approval by the County's Board of Supervisors. The City hereby delegates to its City Manager or his/her designee, the authority to issue any and all approvals required by this Agreement and to prepare the Lease for approval by the City Council via adoption of an ordinance. 8.2 Survival of Covenants. The covenants, "agreements, representations and - warranties made herein are intended to and shall survive the Lease Execution Date, except as otherwise expressly provided herein. 8.3 Entire Agreement! This Agreement (including the exhibits attached hereto and the documents referenced herein) contains the entire agreement between the Parties hereto with respect to the subject matter hereof and no addition or modification of any term or provision shall be effective unless set forth in writing, signed by both County and City. 8.4 Counter arts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same Agreement. Signatures to this Agreement transmitted by scan/email shall be valid and effective to bind the Party so signing. Each Party agrees to promptly deliver an execution original of this Agreement with its actual signature to the other Party, but a failure to do so shall not affect the enforceability of this Agreement, it being expressly agreed that each Party to this Agreement shall be bound by its own scanned/emailed signature and shall accept the scanned/emailed signature of the other Party to this Agreement. 8.5 California Law. This Agreement has been made and entered into 'in'the State of California, and shall be construed in accordance with the internal laws thereof. Any action commenced to enforce, or seek a remedy for the breach of, any provision of this Agreement shall be submitted to mediation prior to the initiation of any litigation in the Superior Courts for the County of Los Angeles, California. A 8.6 Waivers. No waiver by a Party of a breach of any of the terms, covenants, or conditions of this Agreement by the other shall be construed or held to be a waiver of any succeeding or preceding breach of the same or any other term, covenant or conditions contained herein. No waiver of any default by a Party shall be implied from any omission by the other Party to take any action on account of such default if such default persists or is repeated and no express waiver shall affect a default other than as specified in such waiver. The consent or approval by either Party to or of any act by the other requiring the first Party's consent or approval shall not be deemed to waive or render unnecessary the consent Party's consent or approval to or of any subsequent similar acts by the other Party. 8.7 Captions. The section and paragraph numbers and captions appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or intent of such sections or paragraphs of this Agreement nor in any way affect this Agreement. 8.8 Interpretation. Unless the context of this Agreement clearly requires otherwise: (i) the plural and singular numbers shall be deemed to include the other; (ii) the masculine, feminine and neuter genders shall be deemed to include the others; (iii) "or" is not exclusive; and (iv) "includes" and "including" are not limiting. 8.9 Severabilily. In the event any portion of this Agreement shall be declared by any court of competent jurisdiction to be invalid, illegal or unenforceable, such portion shall be severed from this Agreement and the remaining parts hereof shall remain in full force and effect as fully as though such invalid, illegal or unenforceable portion had never been part of this Agreement; provided that the remaining Agreement can be reasonably and equitably enforced. 8.10 Bindino Effect. The provisions of this Agreement shall be binding upon the Parties hereto and their respective successors -in -interest. 8.11 No Presumption Re- Drafter. The Parties acknowledge and agree that the terms and provisions of this Agreement have been negotiated and discussed between the Parties and their attorneys, and this Agreement reflects their mutual agreement regarding the same. Because of the nature of such negotiations and discussions, it would be inappropriate to deem any Party to be the drafter of this Agreement, and therefore, no presumption for or against validity or as to any interpretation hereof, based upon the identity of the drafter shall be applicable in interpreting or enforcing this Agreement. 8.12 Assistance of Counsel. Each Party hereto either had the assistance of counsel or had counsel available to it, in the negotiation for, and the execution of, this Agreement, and all related documents. M 9. Design and Construction 9.1 The County shall perform all design work on the Project up to the point of commencement of construction, including without limitation the schematic design, design development, and construction design and project specifications for the Project (collectively, the "Design Work") in accordance with the Scope of Work attached hereto as Exhibit "B All Design Work shall be the sole property of the County. 9.2 The County shall schedule meetings with the City (1) prior to award of the design -build contract for the Project by the County, (2) once per quarter after the award of the design -build contract for the Project by the County, and (3) at the completion of each of the design milestones listed below ("Progress Meetings"). At the Progress Meetings, the County shall present and submit relevant documents (including but not limited to all information relating to the forecasted total cost of completion of the Project including both hard and soft costs, with specific line=items<to designate design and management costs ("Ultimate Cost Forecast")) to the City for review ("Progress Meeting Documents"). The City shall have ten (10) business days following receipt of the Progress Meeting Documents to review and provide input, if any, to the County, except that the City shall have 30 calendar days to review and provide input at the final design milestone prior to completion of the Project. In each instance where an Ultimate Cost Forecast exceeds Ten Million Dollars ($10,000,000), County and City shall meet and confer in good faith to identify options to make design or other modifications to reduce the Ultimate Cost Forecast to Ten Million Dollars ($10,000,000) ("Value Engineering Discussions"). If, through the Value Engineering Discussions or otherwise, either Party reasonably determines that it isnot feasible to reduce the Ultimate Cost Forecast to Ten Million Dollars ($10,000,000), then such Party may deliver to the other Party a Notice of Excess Funding Obligation (in accordance with Section 4, above) ("Excess Funding Notice"), except that City shall not have such right or any right to terminate pursuant to this Section 9.2 in the event that the Project cost exceeds Ten Million Dollars ($10,000,000) due to City's election of artificial turf or any other optional Project feature or add-on that increases the Project cost at City's sole election. Within sixty (60) days following receipt of an Excess Funding Notice, either Party may elect to terminate this Agreement (provided, however, that if County elects to terminate pursuant to this Section 9.2, it shall return the -Option Price, together any additional amount paid by City to County under this Agreement, to City). If the City does not elect to terminate this Agreement within sixty (60) days following receipt of an Excess Funding Notice, City shall be responsible for such additional costs, above Ten Million Dollars ($10,000,000) and up to the amount of the then -existing Ultimate Cost Forecast, as ultimately incurred by the County in the design, construction, and project management of the Project. The Design Milestones for purposes of this Section 9.2 are as follows: Im • Schematic Design • Design Development- • Construction Design Docs (50%) • Construction Design Docs & Specifications (90%) 9.3 Permits. To the extent applicable, the County shall secure the approval of governmental authorities, and all permits required by governmental authorities having jurisdiction over such approvals. To the extent reasonably possible, the City will cooperate with the County in expediting any permits sought for the Project from City. 9.4 Design and Construction Schedule: During the term of this Agreement, on a quarterly basis, the County will provide the City (in accordance with Section 4) with written progress updates, including notice _of_the County's reasonably forecasted milestone dates, design completion dates, and construction completion dates. IN WITNESS WHEREOF, the City has executed this Agreement or caused it to be duly executed and this Agreement has been executed on behalf of the County of Los Angeles on the day, month, and year first above written. [SIGNATURES ON FOLLOWING PAGE] 11 r-1vittm Maria Alicia Duarte, CIVIC City Clerk Jeffrey T. Melching Special Counsel to City of Downey K2 , ATTEST: Celia Zavala Acting Executive Officer -Clerk of the Board of Supervisors MARY C. WICKHAM County Counsel By: Amy M. Caves Principal Deputy WA 490NAW90 N -W=- - LeW :4 Wei U-111 I Lei 0 W-11 0 1 OIL" w V-11 MIA :0 Sean Ashton Mayor F-I'VaTirerMflit"Mr.05 oil By: Sachi A. Hamai Chief Executive Officer E EXHIBIT "A" In �L ` The Rancho Los Amigos South Campus Sports Project will include the following; • A site not exceeding 5 acres within the 5.6 acre Property at the Rancho Los Amigos South Campus generally bordered by Erickson Avenue to the west, Bonita Street to the North, St. Pius X / St. Matthias Academy to the east, and Gardendale Street to the south. • Demolition of a non-contributing structure (LACO nos. 1286 and 2492). • Demolition of structures outside the historic district boundary (LACO nos. 2637, 7704, and 5793). , • Partial demolition of Bonita Street. • Construction of a new surface parking lot with security lighting. • Construction of a new 2,100 SF restroom/concession/storage building on a permanent foundation. • New multi-purpose sports fields of various sizes based on age and competition level. • New site utilities including domestic water, irrigation; sewer, storm drain, and electrical connections to existing utility services. • New sports lighting to allow for field usage during dusk/night. • Fencing along the project boundaries (16 -FT high fencing behind goals). • Sidewalks, curbs, and driveway entrances. • Landscaping. 14