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CONTRACT 3140 Other CLOSEDCity of El Segundo Residential Sound Insulation Program Agreement . Contract Number: 3140 J This agreement is entered into this 5th day of March, 2002 by and between the City of El Segundo, a general law city and municipal corporation ( "City "), and Eugene K. & Patricia H. Canzano, a husband and wife owning real property located at 847 Dune Street ( "Owner "). 1. RECITALS. This agreement is made with reference to the following facts and objectives: A. Owner wishes to participate in the RSI Program which is made available to persons owning eligible real residential property within the City's jurisdiction. B. RSI Program is designed to mitigate noise generated by Los Angeles International Airport ( "LAX ") by installing sound insulation materials into buildings located within City's jurisdiction. C. RSI Program will fund eighty percent (80 %) of the cost for labor and materials associated with installing sound insulation into those buildings that qualify for the RSI Program. Owner understands that Owner is responsible for up to twenty percent (20 %) of the cost depending upon various factors identified in this Agreement. 2. DEFINITIONS. Unless the contrary is stated or clearly appears from the context, the following definitions will govern the construction of the words and phrases used in this Agreement. A. "RSI Improvements" mean the process (including design, administration, and installation) and materials designed to mitigate the impact of noise; B. "RSI Program" means the City's Residential Sound Insulation Program; C. "The Property" means real property owned in fee simple by Owner; 3. UNDERSTANDING REGARDING THE RSI PROGRAM. By signing this Agreement, Owner certifies that Owner understands the manner in which the RSI Program is funded and administered. Owner further acknowledges that Owner participated in the RSI Program briefings or home visits and received written program materials regarding the RSI Program. Accordingly, Owner is fully informed regarding Owner's obligations if Owner participates in the RSI Program. 4. OWNER'S COST FOR PARTICIPATING IN THE RSI PROGRAM. [Check one] ❑ (CDBG) Owner understands and agrees that Owner is required to pay City for RSI Improvement costs should those costs exceed a total of $8000. Payment will be made to City upon completion of installation. ® (Non -CDBG) Owner understands and agrees that Owner is required to pay twenty percent (20 %) of RSI Improvements. Payment will be made as follows: 03 3318199 - 1 - Residential Sound Insulation Program Agreement Contract Number: 3140 J A. Five hundred dollars ($500.00) for RSI Program management and administration costs. This sum must be paid by owner upon executing this agreement with the City; B. Five hundred dollars ($500.00) upon completion of design plans; C. Twenty percent (20 %) of the proposed cost of installation set forth in the successful bid; D. Twenty percent (20 %) of the total costs if the final sum exceeds the bid price. 5. CONTROL OVER THE RSI PROGRAM AND PROGRESSION OF RSI IMPROVEMENTS. Owner understands and agrees that City has sole discretion over all aspects of the RSI Program including, without limitation, scheduling the timing of Owner's RSI Improvements on the Property. Owner should not have any expectation, nor does Owner have any right to demand, an immediate start to RSI Improvements upon signing this Agreement. City will use its best efforts to equitably and expeditiously implement the RSI Program, but will not be liable for any failure to do so. 6. PROHIBITION AGAINST ADDITIONAL WORK. Owner agrees that Owner will not engage any contractor for any work during the time that RSI Improvements are being installed without City's written approval. Installation, for the purposes of this Section, includes the design, bid, and construction phases of installation. 7. LICENSE TO ENTER OWNER'S PROPERTY. A. Owner grants City's representatives the right to access the Property subject to the following requirements: i. Individuals permitted access are limited to City's appointed officers, consultants, employees, and contractors that are directly concerned with administering the RSI Program and with the RSI Improvements. ii. Owner also grants City's building inspectors the right to access the Property to inspect the construction of RSI Improvements and to determine whether the RSI Improvements meet the requirements of applicable law. iii. City's representatives will schedule appointments with Owner to enter onto the Property. iv. If a multi- residence building is located on the Property, or if Owner rents the Property, Owner agrees to take all steps reasonably necessary for City's representatives to gain entry to the Property. V. Owner, or Owner's representative, will accompany City's representatives during all pre - construction entries onto the Property. B. Owner also agrees to allow City's representatives to enter Property not later than ninety (90) days after City files a Notice of Completion to evaluate the effectiveness of the RSI Improvements. 03 3318199 - 2 - Residential Sound Insulation Program Agreement Contract Number: 3140 J 8. DISALLOWED COSTS. RSI Program does not pay for costs associated with temporary or permanent relocation of persons or property from the Property. Owner understands and agrees that Owner is solely responsible for any such costs. 9. PROJECT COORDINATION AND SUPERVISION. James S. O'Neill is designated as City's RSI Program Coordinator and will monitor the progress and execution of this Agreement. Eugene K. Canzano is designated as Owner's Representative and will provide supervision and have overall responsibility for the progress and execution of this Agreement. 10. EARLY TERMINATION. A. Owner may terminate this agreement at anytime. Owner understands that, upon terminating this Agreement, Owner will not receive any cost off -set, reimbursement, or the RSI Program eighty percent (80 %) contribution. Rather, Owner will be solely responsible for paying one hundred percent (100 %) of the RSI Improvement costs incurred up to the date of termination. B. Typical costs for early termination follow for purposes of example only. The actual cost for early termination may vary significantly depending on the +;- .� +;-- r.larnc -Fnr (lumar'c nrntlP.liv_ 1111 L1 Rllvu auam + Installation Phase Cost Design Phase: $2,500 Bid Phase: $2,500 Material Delivery: $15,000 After construction begins: $15,000 Total cost after construction begins: $35,000 11. SALE OF OWNER'S PROPERTY DURING RSI IMPROVEMENTS. Owner's conveyance of the Property before completing RSI Improvements will constitute an Early Termination under Section 8 of this Agreement unless the following occurs: A. This Agreement is assigned to the buyer, with City's consent, and buyer agrees to the terms and conditions in this Agreement by written amendment; and B. Owner places funds equal to Owner's costs, if any, under this agreement into escrow and agrees by separate agreement to remain obligated for any remaining costs. C. City determines, in its sole discretion, that there is sufficient funding in the RSI Program to pay for RSI Improvements on the Property after Owner's conveyance. 12. CITY'S TERMINATION. A. City may terminate this Agreement with or without cause. Except as provided herein, City will not be liable to Owner for any damages that might arise from such termination. Should City terminate without cause, City agrees to provide Owner with those plans and specifications, or other documents (if any), necessary for Owner to continue installation of mitigation materials. 03 3318199 - 3 - Residential Sound Insulation Program Agreement `O Y 0 sF(;A3 ? Contract Number: 3140 J B. Should City terminate this Agreement for cause, including, without limitation, Owner's failure to pay Owner's share of RSI Improvement costs, City may, in its sole discretion, determine that such actions constitutes an Early Termination by Owner as set forth in Section 8 of this Agreement. C. Owner agrees that nothing in this Agreement is intended to, nor will it, obligate City to continue RSI Program should federal, state or local funding become unavailable. Should any funding sources, including, without limitation, Owner's contribution, become unavailable to City for continued funding of RSI Program, this Agreement will automatically terminate. City will notify Owner as soon as practicable regarding such termination, but in no event later than fifteen (15) days following such an event. D. Should this Agreement automatically terminate, Owner will be responsible for Owner's share of the RSI Improvement costs up to the date of termination. Should Owner choose to continue with noise mitigation installation, Owner will be responsible for all actions associated with such installation including, without limitation, cost. 13. STRUCTURAL DEFECTS ON THE PROPERTY. Owner understands and agrees to repair any structural defect(s) on the Property during the term of this Agreement identified by City, or its contractor, as necessary to continue RSI Improvements. Such repair will be accomplished at Owner's sole cost. Should Owner fail to perform such repair, and such failure interferes with the timely progression of the RSI Improvements, City may either suspend RSI Improvements or terminate this Agreement. Structural defects include, without limitation, dry rot, termite damage, illegal construction, or other physical damage. 14. WARRANTIES. A. City does not make any warranties express or implied regarding the RSI Improvements. City represents, however, that it will require manufacturers and City's contractors to provide the following warranties to Owner: Materials Length of Warrant Windows 10 years Storm Doors 5 years Sliding glass doors, acoustic doors, electrical devices, mechanical devices, and installation 1 year B. Manufacturers and contractors will provide a copy of these warranties to Owner upon Owner's request after installing RSI Improvements. C. This Section is not intended to, nor will it, limit any right Owner may acquire pursuant to any warranty. Moreover, this Section is not intended to limit any rights Owner may have under any contract between City and its consultants or contractors. 03 8818199 - 4 - Residential Sound Insulation Program Agreement Contract Number: 3140 J t;• 15. MAINTENANCE. Owner agrees to assume the responsibility for maintenance and operation of the RSI Improvements after City files a Notice of Completion. Neither the FAA nor the City bears any responsibility for the maintenance and operation of these items. The property owner's right to sue the owner of Los Angeles International Airport for adverse noise impact will be abrogated if the property owner deliberately or willfully acts to reduce or destroy the effectiveness of the noise compatibility measures during the useful life of such measures. This obligation must remain in effect throughout the useful life of the noise compatibility measures, but not to exceed twenty (20) years from the date of the City's acceptance of Federal aid for the project. 16. HOLD HARMLESS. A. Owner will hold City, and its agents, harmless and free from any and all liability arising out of this Agreement, or its performance, including any such liability caused, in part, by the passive negligent act or omission of City, or its agents. Should City, or its agents, be named in any suit, or should any claim be against it, or any of its agents, by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, pursuant to this Agreement, Owner will defend City (with counsel satisfactory to City), and its agents, and will indemnify them for any judgment rendered against them or any sums paid out in settlement or otherwise. B. For purposes of this section "City" includes City's elected officials, appointed officers, and employees. C. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination of this Agreement. 17. ASSIGNABILITY. This Agreement may not be assigned without City's prior written consent. Any attempt to assign this Agreement without City's consent will terminate this Agreement and will be construed as Owner's withdrawal from the RSI Program. 18. INSURANCE. Owner will maintain Homeowner's Insurance throughout the term of this Agreement in an amount not less than $100,000 per occurrence for bodily injury and property damage. City will be named as an additional insured on such a policy. Owner agrees to provide City, upon verbal or written request, with copies of insurance certificates and endorsements showing coverage. 03 3318199 - 5 - Residential Sound Insulation Program Agreement Contract Number: 3140 J 19. NOTICES. All communications to either party by the other party will be deemed made when received by such a party at its respective name and address, as follows: City City of El Segundo Attn: James O'Neill RSI Program 350 Main Street El Segundo, California 90245 Owner(s) Eugene K. & Patricia H. Canzano 531 Main Street #226 El Segundo, California 90245 Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 20. WAIVER. In no event will any payment or any acceptance of payment by City hereunder constitute or be construed as a waiver by City or Owner of any breach of covenants or conditions of this Agreement or any default which may then exist on the part of City or Owner, and the making of any such payment while any such breach or default will exist will in no way impair or prejudice any right or remedy available to City or Owner with respect to such breach or default. 21. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of, the State of California and exclusive venue for any action involving this Agreement will be in Los Angeles County. 22. ENTIRE AGREEMENT. This Agreement sets forth the entire understanding of the parties. There are no other understandings, terms or other agreements expressed or implied, oral or written. This Agreement will bind and insure to the benefit of the parties to this Agreement and any subsequent successors and assigns. 23. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. City's city manager may execute any such amendment on behalf of City. 03 3318199 - 6 - Residential Sound Insulation Program Agreement EZ Contract Number: 3140 J 24. RECORDATION. The Parties agree that a copy of this Agreement will be recorded, at City's cost, in the Los Angeles County Recorder's office. IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first hereinabove written. CITY OF EL SEGUNDO: Mary Strenn, Manager ATTEST Cindy Mortesen, City Clerk APPROVED AS TO FORM: KARL H. BERGER, ASSISTANT CITY ATTORNEY APRIL 16, 2003 (Signature required for changes) OWNER(S): Eugene K. Canzano w Patricia H. Canzano -4 State of California SS. County of Los Angeles On "a'a-- -03 before me, Ll ✓l, do- I:OCE"hy Kgpersonally appeared Eugene K Canzano and Patricia H. Canzano, ❑ personally known to me 0 3 3318199 [5j proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) �s /are subscribed to the within instrument and acknowledged to me that he4sha/they executed the same in4i -gftr /their authorized capacity(ies), and that by /their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal Sipature of j . -7- LINDA CATHY DOPMA�j Commission #t 1276M Notary Public - Cd N"b Los Angeles County My Cam. Fxr�ir% Sep 9, 20W04 Place Notary Seal Above Residential Sound Insulation Program Agreement October 14, 2003 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS CITY OF EL SEGUNDO ) On September 22, 2003, before Cathy Domann, Deputy City Clerk, personally appeared Mary Strenn, City Manager of the City of El Segundo, personally known to me to be the person whose name is subscribed to on the within instrument, and acknowledged to me that she executed the same in her authorized capacity, and that by her signature on the instrument the person, or entity upon behalf of which the person acted, executed the instrument. Witness my hand and Official Seal. Cathy *jn , Deputy City Clerk C:forms \certsig 03 3318199