HomeMy WebLinkAboutResolution 2014-061 N.C.S. 4/7/2014Resolution No. 2014-061 N.C.S.
of the City of Petaluma, California
AUTHORIZING THE CITY MANAGER TO EXECUTE A MASTER UTILITY
AGREEMENT WITH SONOMA MARIN AREA RAIL TRANSIT (SMART) TO
INSTALL A RAILROAD EXIT GATE AND RELATED INFRASTRUCTURE
IMPROVEMENTS AT THE CAULFIELD LANE GRADE CROSSING
WHEREAS, the City of Petaluma is required to install the final exit gate and related
infrastructure at the Caulfield Lane railroad grade crossing pursuant to decision 13-07-005 dated
July 11, 2013 by the California Public Utilities Commission; and,
WHEREAS, the City of Petaluma approved Resolution No. 2011-172 N.C.S. on
December 19, 2011 adopting a mitigated negative declaration for the Caulfield Lane grade
crossing reauthorization which including review in accordance with the California
Environmental Quality Act for the exit gate and related infrastructure; and,
WHEREAS, the City of Petaluma desires to contract with SMART to include this work
as part of its system -wide grade crossing improvements by entering into the attached Master
Utility Agreement; and,
WHEREAS, City staff has reviewed the cost proposal in detail and determined that it
represents the fair market value of design and constriction related services necessary to complete
the work, and the design and construction team is fully qualified to perform the work; and,
WHEREAS, the City of Petaluma has discussed the required improvements with
SMART and proposes to supply said improvements via the attached Master Utility Agreement
with SMART for design and construction work of the exit gate and related infrastructure; and,
WHEREAS, this action is in accordance with Government Code Section 54981 which
states that the legislative body of any local agency may contract with any other local agency for
the perfonnance by the latter of municipal services or functions within the territory of the former.
Resolution No. 2014-061 N.C.S. Page I
NOW, THEREFORE, BE IT RESOLVED,
1. The Petaluma City Council hereby authorizes the City Manager to sign the attached
Master Utility Agreement authorizing the use of City Traffic Impact Mitigation Fees
and enter into an agreement with SMART to fund the design and construction of the
final exit gate and related infrastructure per the attached Master Utility Agreement
between the City of Petaluma and SMART.
Under the power and authority conferred upon this Council by the Chaner of said City
REFERENCE: I hereby certify the foregoing Resolution was introduced and adopted by the Approved as to
Council of the City of Petaluma at a Regular meeting on the 7°i day of -April, 2014,.�r for
by the following vote: ('_
City Ano
AYES: Albertson, Harris, Healy. Vice Mayor Kearney
NOES: Barrett, Mayor Glass
.ABSENT: Miller
ABSTAIN: None
ATTEST: t �'
City Clerk
,f!7
-17v �i
l layor
Resolution No. 2014-061 N.C.S. Page 2
Exhibit A to Resolution
MASTER REIMBURSEMENT AGREEMENT
SONOMA-MARIN AREA RAIL TRANSIT DISTRICT AND CITY OF PETALUMA
THIS REIMBURSEMENT AGREEMENT ("Agreement") is entered into as of
(date) by and between the SONOMA-MARIN AREA RAIL
TRANSIT DISTRICT (SMART) (District), a public entity duly established under the laws of
California and the City of Petaluma (City).
Recitals
A. The SMART rail corridor, historically known as the Northwestern Pacific Railroad
(NWP), generally parallels Highway 101 running north -south in Sonoma and Marin Counties.
The corridor is owned by the District from Milepost (MP) 68.22 in Healdsburg southward to MP
11.4 in Corte Madera,
B. District is obligated to operate and maintain the rail corridor In accordance with
applicable California Public Utilities Commission (CPUC) and Federal Railroad Administration
(FRA) laws and regulations.
C. District has completed California Environmental Quality Act (CEQA) review and
is proceeding with design and construction of passenger rail service and accompanying multi-
use path along an approximately 70 -mile existing rail corridor extending from Cloverdale in
Sonoma County, California, to a location near the ferry terminal in Larkspur, Marin County,
California (the "SMART Rail and Pathway Project").
D. In execution of the SMART Rail and Pathway Project, the District has awarded a
design -build contract with Stacy & WitbecklHerzog, Joint Venture (District Contractor) to
construct railroad and pathway improvements (District Project) From Milepost 19.3 in$an
Rafael to Milepost 55.5, in Santa Rosa, which is through the City of Petaluma.
E. On June 24, 2004, the City filed an application with the California Public Utilities
Commission (CPUC) to close the existing Jefferson Street grade crossing and construct a -new
grade crossing on Caulfield Lane to accommodate resumption of freight rail operations in
Petaluma. The City completed improvements to the Caulfield railroad crossing on February 8,
2011. The improvements were approved by the North Coast Rail Authority (NCRA) and CPUC
for freight train services, but the CPUC crossing approval was subject to reapplication prior to
commencement of passenger rail service. On March 16, 2007, the City filed a petition to modify
the 2004 CPUC authorization, in anticipation of commencement of SMART's passenger rail
service. The City coordinated with the CPUC, SMART, NCRA and the Riverfront project
applicant, Basin Street Properties, to accommodate SMART passenger rail service,
development of the Riverfront project and future extension of Caulfield Lane across the
Petaluma River to Petaluma Boulevard South. On July 11, 2013, in Decision 13-07-005, the
CPUC approved the reapplication for the Caulfield crossing, subject to requirements to install a
final exit gate system, paving and sidewalk work, and vehicle detection loops, as specked in the
decision.
F. The City has requested the District to have District's contractor perform the
improvements required pursuant to Decision 13-07-005 when District's contractor is working at
the Caulfield crossing on District's rail corridor to maximize economic efficiencies and minimize
future disruption to the District's rail corridor. There may also be other City projects along the
Page 1 of 10
Resolution No. 2014-061 N.C.S. Page 3
District's corridor that City may wish District to consider adding to District contractor's other work
upon agreement by City to reimburse District for such work. -
G. The parties desire to enter into this Master Reimbursement Agreement so that
the City's projects can be expeditiously processed in a manner that does not adversely impact
District's project schedule, and so that all applicable requirements of the City's projects can be
met, including the requirements of CPUC decision 13-07-005.
Agreement
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which are hereby acknowledged, City and District agree as follows:
PRA
RECITALS
A. The above recitals are true and correct and are hereby incorporated in and
expressly form a part of this Agreement.
A. District's Representative shall coordinate with City's Representative to ensure
approval by authorized representatives of the City for any additional projects
in accordance with Section 3(b) of this Agreement and applicable to City
requirements prior to proceeding with additional projects. District's and City's
Representative for purposes of this Agreement shall be:
District
Cit
Bill Gamlen
Curtis Bates
Chief Engineer
Sonoma -Marin Area Rail Transit (SMART)
5401 Old Redwood Hwy., Suite 200
Petaluma, CA 94954
City Engineer
City of Petaluma
11 English Street
Petaluma, CA 94952
Phone: 707.794.3049
Phone: 707.778-4311
Fax: 707.794.3037
Fax: 707.776.3602
Email: b amlen sonomamarintrain.or
Email: CBATES@ci.petaluma.ca.us
SCOPE OF WORK
A. Proposed Improvements. City has requested SMART to make certain
improvements within the SMART right of way:
Design and construct the required exit gate at the Caulfield Lane railroad
grade crossing.
The speck improvements and cost estimates for the above crossings are
detailed In Exhibit A.
B. Request for Additional Protects.
Page 2 of 10
Resolution No. 2014-061 N.C.S.
Page 4
1. Initiation Conference: City may initiate a request for additional
projects to be covered under this Agreement. Such request shall be made in
writing to SMART. The request shall include a description of the proposed work.
Following receipt of the request, the parties shall meet to establish and agree on
the following information:
a. Project Manager Information (name, address, phone
number, fax number, and e-mail address).
map).
Project Information (project name, project area, location
Projectitask number.
Account number.
e. Time allowed to perform the work or Construction
Schedule.
2. Agreement Memorandum. SMART will prepare an Agreement
Memorandum setting forth the terms for the additional project as established
during the Initiation Conference. The Agreement Memorandum will be executed
by both parties prior to SMART's issuance of a written authorization to proceed to
District's Contractor.
C. City Projects. The term "City Projects" as used in this Agreement shall
mean the projects identified in Section 3A above plus any projects approved through an
Agreement Memorandum pursuant to Section 3B(2).
4.
Where the City Project involves construction activities, District shall be
responsible for the following (where applicable):
A. Permits: District shallobtain any permits that may be necessary from
regulatory agencies for construction of the District Project and City Projects.
[If necessary] Where work will be performed on property owned by City,
District shall require that its contractor obtain an "Encroachment Permit" from
City in substantially the form attached as Exhibit B.
B. Surveying: District shall perform topographical and construction staking.
C. Utilities: Utility design and installation shall be per City of Petaluma
standards and specifications with a minimum depth meeting District's
crossing standard. The most restrictive standards shall apply. Water
bedding, backfill and surfacing shall be per SMART's Contract CV -DB -11-001
Program Requirements and General Requirements. Locations of potential
conflicts and points of connection shall be potholed five days In advance of
installation.
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Resolution No. 2014-061 N.C.S. Page 5
D. Final Plans Specifications and Estimate of Costs: District shall prepare and
provide City with a final set of all construction drawings depicting the
jurisdiction's project improvements and allow 3 working days for review and
approval by City. Plans will be deemed approved if after 3 Working Days City
has not provided comments or revisions.
E. Insurance and Indemnification: District shall require its contractor to
indemnify, defend and hold the City and its officials, officers, employees and
agents harmless from any liability related to construction of the improvements
described in Exhibit A, except for liability that may exceed contractor's duties
in their contract. District shall require its contractor to have and maintain at
least the following minimum kinds and amounts of insurance throughout
construction of the improvements described in Exhibit A:
i. General Liability Insurance of $2,000,000 per occurrence for bodily injury,
personal injury and property damage. If general aggregate liability is
used, the general aggregate limit must apply separately to the
Improvements described in Exhibit A or the general aggregate limit
shall be twice the required occurrence limit.
ii. Auto liability Insurance of $1,000,000 per accident for bodily injury and
property damage.
iii. Employers Liability: Bodily Injury by Accident- $1,000,000 each accident
Bodily injury by Disease - $1,000,000 policy limit,
$1,000,000 each employee
The City and its officials, officers, employees and agents shall be covered as
insureds regarding liability arising out of activities performed by or on behalf
of District's contractor, products and completed operations of District's
contractor, premises owned, occupied or used by District's contractor, or
automobiles owned, leased hired or borrowed by District's contractor. The
coverage shall contain no special limitations on the scope of protection
afforded to the City of its officials, officers, employees and agents.
District contractor's insurance shall be primary insurance as regards the City
and its officials, officers, employees and agents, and no insurance or self-
insurance of the city will be excess of District contractor's insurance or
contribute to district's contractor's insurances.
District contractor's insurance shall apply separately to each insured against
whom claim is made or suit brought except regarding limits of the Insurer's
liability.
District shall furnish City with original endorsements evidencing coverage
required by this provision.
F. Material Guaranty: The District's Contractor shall unconditionally guarantee the
materials for a period of one (1) year from the date of recording the Notice of
Completion. The guarantee shall cover one hundred percent (100°/x) of all
costs of repairs within this one (1) year period, including all costs of labor,
materials, equipment, and incidentals.
Page 4 of 10
Resolution No. 2014061 N.C.S. Page 6
G. Contract Administration: District shall administer the construction contract for
the Project. Costs to the District of administration of the City Projects are
reimbursable under this Agreement pursuant to Section 6 below.
K Inspection: City shall the right to Inspect the work performed on the City
Projects. District shall be responsible for Project inspections and all work
associated with City Projects construction including documentation thereof.
District shall bear all costs associated with re -inspection of any defective,
rejected or unauthorized work, as determined by City in City's reasonable
discretion.
I. Notice of Completion and Record Drawings: District shall file the Notice of
Completion of construction and provide a copy to City within 30 calendar
days of its filing. District shall prepare record drawings showing any changes,
deletions, or additions to the City Projects and provide a set of these
drawings to City.
S.
City agrees to perform the following:
A. Environmental Documentation: City shall provide SMART with
documentation of its compliance with CEQA approval for the Caulfield gate
work.
B. Payment: City shall reimburse District in accordance with Section 6 below.
C. Right of Entry: City shall timely issue to District's Contractor Encroachment
Permit(s) in substantially the same form attached as Exhibit B.
D. Maintenance: City shall be deemed the owner and operator of the City
Projects and shall continue to be responsible for all maintenance associated
with such City Projects.
6.
Within 15 days of receipt of District's invoice, City shall reimburse District for the design,
inspection, management and construction costs for the City Projects. The total
reimbursement amount from City to District under this Agreement shall not exceed the
total estimated costs set forth in Exhibit A plus the estimated costs for any additional
projects approved pursuant to Section 3B(2) without the prior written approval of City.
District management and overhead costs for each City Project shall be detailed in
Exhibit A and will not exceed 10% of the total out-of-pocket costs for the City Project.
7.
A. Amendments to Agreement
This Agreement may be amended only by the mutual written consent of both
parties.
Page 5 of 10
Resolution No. 2014-061 N.C.S. Page 7
B. Indemnification
Each party shall indemnify, defend, protect, hold harmless, and release the
other, its officers, agents, and employees, from and against any and all
claims, loss, proceedings, damages, causes of action, liability, costs, or
expense (including attorneys' fees and witness costs) arising from or in
connection with, or caused by any act, omission, or negligence of such
indemnifying party. This indemnification obligation shall not be limited in any
way by any limitation of the amount or type of acts, disability benefit acts, or
other employee benefit acts.
C. Termination
Either party may terminate this Agreement by giving 30 -days prior written
notice to the other party, in the manner described in Section 7.D of this
Agreement, of its intent to terminate. In the event of termination, District shall
provide City with immediate access to restore City facilities. City shall pay
District for all expenses associated with the proportion of work completed as
of the termination date.
D. Notice
Unless otherwise requested by a party, all notices, demands, requests,
consents or other communications which may be or are required to be given
by either party to the other shall be in writing and shall be deemed effective
upon service. Notices shall be deemed to have been properly given when
served on the party to whom the same is to be given by hand delivery or by
deposit in the United States mail addressed to the party as follows:
District: Bill Gamlen, P.E
Chief Engineer
Sonoma -Marin Area Rail Transit District
5401 Old Redwood Highway, Suite 200
Petaluma, CA 94954
City: Curtis Bates
City Engineer
City of Petaluma
11 English Street
Petaluma, CA 94952
When a notice is given by a generally recognized overnight courier service,
the notice, invoice or payment shall be deemed received on the next
business day. When a notice or payment is sent via United States Mail, it
shall be deemed received seventy-two (72) hours after deposit in the United
States Mail, registered or certified, return receipt requested, with the postage
thereon fully prepaid. In all other instances, notices, and payments shall be
effective upon receipt by the recipient. Changes may be made in the names
and addresses of the person to whom notices are to be given by giving notice
pursuant to this paragraph.
E. Governing Law
Page 6 of 10
Resolution No. 2014-061 N.C.S. Page 8
This Agreement shall be governed by and construed in accordance with the
laws of the State of California.
F. Entire Agreement
This instrument contains the entire agreement between the parties, and no
statement, promise, or inducement made by either party or agents of the
parties that is not contained in this written contract shall be valid or binding;
and this contract may not be enlarged, modified, or altered except in writing
signed by the parties.
G. Authority of City
The undersigned hereby represents and warrants that he or she has authority
to execute and deliver this Agreement on behalf of City.
H. No Waiver of Breach
The waiver by any of the Parties of any breach of any term or promise
contained in this Agreement shall not be deemed to be a waiver of such term
or provision or any subsequent breach of the same or any other term or
promise contained in this Agreement.
I. Time of Essence
Time is and shall be of the essence of this Agreement and every provision
hereof.
Page 7 of 10
Resolution No. 2014-061 N.C.S. Page 9
IN WITNESS WHEREOF, the District and the City have executed this Agreement as of
the date first above written.
CITY OF PETALUMA: SONOMA-MARIN AREA RAIL TRANSIT
DISTRICT
By:
Farhad Mansourian, General Manager
ATTEST:
City Clerk
APPROVED AS TO FORM: APPROVED AS TO FORM FOR DISTRICT:
By: By:
City Attorney Tom Lyons, SMART Counsel
Page 8 of 10
Resolution No. 2014-061 N.C.S. Page 10
W:4:11-1llr_A
SCOPE OF WORK
Installation of an exit gate at Caulfield Lane grade crossing:
1. Design, fumish, install, test and commission one exit gate with associated
appurtenances
2. All necessary civil and track work Including additional crossing panels, AC paving,
sidewalk, and tactile warning strips.
3. Encroachment permits, survey, design, and traffic control.
4. Installation of 6 vehicle detector loops
5, Boring under road and track to tie in new exit gate and vehicle detector loop junction
boxes.
6. Assumed work on both side of the crossing is performed concurrently.
7. Includes potential replacement of transition ties and any additional asphalt that may be
required.
6. Work at Caulfield Lane will be in full accordance with the requirements of CPUC
Decision 13-07-005 and all applicable standards, including City standards.
BUDGET
Item
Amount
Add exit gate at Caulfield Lane; integrate into the existing grade
crossing warning system; add vehicle detection loos and
$181,689
Rework the southwest quadrant
$20,814
Subtotal:
$202,503
SMART 10% Administration Fee
$20,250
Total:
$222,753
Page 9 of 10
Resolution No. 2014-061 N.C.S. Page 11
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Page 10 of 10
Resolution No. 2014-061 N.C.S. Page 12