Abalone Cove Landslide Abatement District y �
4.
AGREEMENT BETWEEN THE RANCHO PALOS VERDES
IMPROVEMENT AUTHORITY AND THE ABALONE COVE
LANDSLIDE ABATEMENT DISTRICT
This Agreement is entered into this 2nd day of
May , 2000, between the Rancho Palos Verdes
Improvement Authority (hereinafter referred to as "Authority")
and the Abalone Cove Landslide Abatement District (hereinafter
referred to as "ACLAD") .
RECITALS
WHEREAS, ACLAD has installed a network of pumps and
dewatering wells to remove water from the Abalone Cove
Landslide; and
WHEREAS, ACLAD also has installed and maintains a
drainage system to remove the water which is generated by its
dewatering wells; and
WHEREAS, the Rancho Palos Verdes Redevelopment Agency
("Agency") also has installed a network of pumps and wells to
remove water from the Abalone Cove Landslide; and
WHEREAS, pursuant to an Agreement between ACLAD and
Agency, dated April 5, 1994, ACLAD allowed Agency to connect
some of its dewatering wells to discharge lines owned by ACLAD;
and
WHEREAS, pursuant to the April 5, 1994 Agreement,
Agency and ACLAD agreed that ACLAD would maintain certain of
Agency' s dewatering wells and that Agency would reimburse ACLAD
annually for the cost of maintaining Agency' s dewatering wells
and any discharge lines into which Agency' s wells drain, as set
forth in said Agreement; and
WHEREAS, pursuant to the provisions of the
Reimbursement and Settlement Agreement between the County of Los
Angeles, the City of Rancho Palos Verdes and Agency, certain
monies (One million dollars) were deposited in a fund that is
administered by Authority to maintain landslide abatement
improvements; and
WHEREAS, the Rancho Palos Verdes Redevelopment Agency
has assigned to the Authority its obligations to ACLAD under the
terms of the 1994 Agreement; and
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WHEREAS, ACLAD has requested that Authority use some
of the interest earned on the $1 million fund to pay for the
costs incurred by ACLAD to maintain ACLAD' s dewatering wells and
discharge lines so that ACLAD can use the funds that it obtains
from the annual assessments, which ACLAD imposes on owners of
property within the District, to install new dewatering wells
and other capital improvements or facilities to abate the
landslide and enhance the stability of the land within the
District; and
WHEREAS, Authority is willing, in its sole discretion,
to reimburse ACLAD for certain of ACLAD' s expenditures that are
directly related to maintaining the dewatering wells and
discharge lines, which are not included within the scope of the
1994 Agreement between ACLAD and the Rancho Palos Verdes
Redevelopment Agency;
NOW, THEREFORE, AUTHORITY AND ACLAD AGREE AS FOLLOWS:
1 . On or before March 1st, ACLAD shall submit a written
request to Authority for payment of reimbursable expenses, as
defined in Section 4, for the upcoming fiscal year. Authority
shall determine, in connection with the preparation of
Authority' s budget, the maximum amount of money, if any, that
Authority shall pay to ACLAD during that fiscal year, to
reimburse ACLAD for the cost of maintaining, monitoring and
repairing ACLAD' s dewatering wells and drainage facilities .
2 . The determination of the amount, if any, to be paid to
ACLAD during a particular fiscal year shall be in the sole
discretion of Authority. Authority shall advise ACLAD in
writing of its determination, so that ACLAD can incorporate any
amount to be allocated by the Authority into ACLAD' s budget for
the upcoming fiscal year.
3 . Ninety percent of any sum authorized by Authority to
bep aid to ACLAD shall be paid to ACLAD by August 31st of that
fiscal year. Reimbursement for any remaining expenses
authorized by this Agreement, not to exceed ten percent, shall
be paid to ACLAD within sixty days following receipt from ACLAD
of the accounting of expenditures referred to in Section 6,
below. If ACLAD does not expend the full amount of any monies
paid by Authority on authorized expenditures during a particular
fiscal year, ACLAD either shall refund any unexpended monies to
Authority within sixty days following the end of the fiscal
year, or if Authority authorizes a payment to ACLAD for a
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successive fiscal year, the amount to be paid to ACLAD for such
successive year shall be the amount so authorized, less the
unexpended monies from any prior payment (s) from the Authority.
4 . Pursuant to the provisions of Section 1, if Authority
receives and approves a request for reimbursement from ACLAD for
a particular fiscal year, which commences annually on July 1st,
only certain types of ACLAD expenses shall be eligible for
reimbursement . Reimbursable expenses shall include only those
expenses that are directly related to the operation and
maintenance of ACLAD' s dewatering wells and drainage facilities
and are not within the scope of the 1994 Agreement. Such
expenses shall include the cost of electric power to operate the
de-watering wells and monies paid to contractors, which are
related to the operation and maintenance of ACLAD' s dewatering
wells and drainage facilities . Any expenses associated with any
major capital projects are specifically excluded from
reimbursement under this Agreement .
5. ACLAD shall keep detailed and itemized records of the
maintenance, monitoring and repair of all dewatering wells and
drainage facilities, which shall identify the particular
dewatering well or drainage facility that has been maintained,
repaired or monitored.
6. Within sixty days following the end of the fiscal
year, ACLAD shall provide Authority with an itemized accounting
of the maintenance, monitoring and repair of all dewatering
wells and drainage facilities. The itemized accounting shall
distinguish between expenses incurred in connection with the
operation and maintenance of dewatering wells and drainage
facilities owned or used by RDA and dewatering well and drainage
facilities that are owned or used by ACLAD.
With respect to expenditures relating to RDA facilities or
ACLAD facilities for which ACLAD is seeking reimbursement from
Authority, the itemized accounting also shall include copies of
the actual invoices that have been paid by ACLAD, identification
of the check number used to pay the particular invoice, and
copies of the actual checks issued by ACLAD in payment of the
expenditure. This itemized accounting shall be in a format
acceptable to Authority.
7 . Authority Staff shall review the documentation of
expenditures submitted by ACLAD for purposes of determining
eligibility for reimbursement under this Agreement. With
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1:
respect to expenditures relating to ACLAD facilities, the
determination of whether an expenditure falls within the
provisions of this Agreement is in the sole and reasonable
discretion of Authority. All payments made by Authority
pursuant to the provisions of this Agreement shall be paid to
ACLAD. Authority shall not pay any ACLAD invoice to a vendor or
contractor.
8 . During the term of this Agreement ACLAD shall not
reduce its annual assessments upon properties within the
District below the assessments that existed as of July 1, 1999,
without providing at least thirty days prior written notice of
the proposed reduction to the Authority.
9. ACLAD shall indemnify, defend and hold Authority, the
City of Rancho Palos Verdes, and RDA, and their respective
officers, agents and employees harmless from any and all claims,
causes of action, obligations, liabilities or financial losses
arising from damages to persons or property which are caused by
the negligence or willful misconduct of ACLAD and its agents or
employees in the performance of this Agreement .
10 . Authority shall indemnify, defend and hold ACLAD and
its officers, agents and employees harmless from any and all
claims, causes of action, obligations, liabilities or financial
losses arising from damages to persons or property which are
caused by the negligence or willful misconduct of Authority and
its agents or employees in the performance of this Agreement .
11 . The term of this Agreement shall be from the date
first written above until terminated by one or both of the
parties pursuant to the provisions of Section 12 .
12 . Either ACLAD or Authority may terminate this Agreement
by providing not less than thirty (30) days notice in writing to
the other party, pursuant to the provisions of Section 18 .
13 . This Agreement shall be interpreted under the laws of
the State of California.
14 . This Agreement may be amended by the parties, provided
that said amendment is in writing and executed by both parties .
15 . This Agreement contains the entire agreement between
the parties hereto. No promise, representation, warranty, or
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411
covenant not included in the agreement has been or is relied
upon by any party hereto.
16. Each provision of this Agreement is separate, distinct
and individually enforceable. If any section or portion of this
agreement is found to be invalid, such findings shall not affect
the validity of the remainder of the Agreement, which shall
continue in full force and effect.
17 . An action arising from the terms and provisions of
this Agreement shall entitle the prevailing party to recovery of
reasonable attorneys' fees and court costs .
18 . All notices pertaining to this Agreement shall be in
writing and shall be sufficient if delivered personally or sent
by United States Mail, certified or registered, postage prepaid,
to the addresses listed below:
If to Authority: Rancho Palos Verdes Improvement Authority
30940 Hawthorne Boulevard
Rancho Palos Verdes, California 90275
Attention: Executive Director
If to ACLAD: Abalone Cove Landslide Abatement District
P.O. Box 7000-169
Rancho Palos Verdes, California 90275
Attention: Executive Director
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IN WITNESS WHEREOF, the parties have executed this
Agreement as of the day and year first written above.
Dated: May 2, 2000 Rancho Palos Verdes Improvement
Authority
By:
Chairm Byrd
ATTEST:
Authority Secretary
Dated: May2000 Abalone Cove Landslide Abatement
District
c
B y: r'
Chair
ATTEST:
�. .�
District Clerk
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