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Home My WebLink AboutS CA REGIONAL RAIL AUTHORITY 3 - 2004 A-2004-137 AGREEMENT BETWEEN CITY OF SANTA ANA AND SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY FOR CONSTRUCTION OF BLOCK WALL AT SANTA ANA REGIONAL TRANSPORTATION CENTER This Agreement is executed this Ú~ day of ~-t 11 U , 2004 by and between the City of Santa Ana, a public body, corporate and po~and the Southern California Regional Rail Authority, a joint powers authority, created under the laws of the State of California (the "SCRRA"). WHEREAS, the SCRRA operates Metrolink commuter rail service between Union Station in Los Angeles and a terminal in Oceanside (the "Orange County Line") along railroad right-of-way owned by the Burlington Northern Santa Fe Railroad and the Orange County Transportation Autbority (the "OCTA"); and WHEREAS, the City is the owner of certain real property containing a passenger train station, known as the Santa Ana Regional Transportation Center (the "SARTC"); and, WHEREAS, the OCTA is the owner ofthe railroad right-of-way located within the City of Santa Ana and adjacent to the SARTC; and, WHEREAS, the City operates and maintains the SARTC under the terms of Cooperative Agreement No. C-94-859 between the OCTA and the City; and, WHEREAS, in accordance with a cooperative agreement (EA: 75-R70IFB) between the State of California, Department of Transportation (the "State") and the City, the State shall provide up to $375,000 in State SHOPP Managed TEA-Federal funds to the City for the design and construction of a block wall within the OCT A right-of-way at the SARTC; and, WHEREAS, the City shall provide 25% matching funds up to $125,000 for the design and construction of the block wall; and, WHEREAS, the City desires to have SCRRA construct the block wall (the "Project") under SCRRA Contract C3078-04 in order to efficiently coordinate construction activity at the SARTC; and, NOW, THEREFORE, in consideration oftbe mutual benefit to be derived by the City and SCRRA, it is hereby agreed as follows: ARTICLE 1 TERM I.I This Agreement shall terminate when the Project is complete and all invoices for the Project have been paid in full. The Agreement may be terminated by mutual consent. ARTICLE 2 SCOPE OF WORK 2.1 During the term of this Agreement, the SCRRA shall add the scope of the Project to SCRRA IFB No. C3078-04, award a contract to the lowest responsive and responsible bidder, and construct the Project as set forth in plans and specifications entitled, "City of Santa Ana, Public Works Agency, Project No. 1821, Santa Ana Regional Transportation Center, Art Wall Project," attached to and, by this reference, incorporated in and made part of this Agreement. ARTICLE 3 COORDINATION 3.1 3.2 The City and SCRRA agree to work in conjunction with one another, OCT A and other agencies, relevant City departments, SCRRA's consultants and contractors to ensure satisfactory and timely completion of the Project. The City's engineering consultant, DMJM+HARRIS, shall provide as-needed design support services for the Project at no cost to SCRRA. ARTICLE 4 PERMITS / APPROVALS 4.1 City agrees to obtain all licenses, permits and approvals required by applicable laws, regulations, rules and ordinances. The City will act as the lead agency on all planning, zoning, environmental approval and permitting activities required by law. ARTICLE 5 COMPENSATION AND PAYMENT 5.1 City shall compensate SCRRA for all actual expenses resulting from the Project. The expenses for the Project are estimated to be as follows: Plans and specifications revisions Construction (including mobilization and demobilization) Construction management Safety flagging Relocation of existing electrical conduit SCRRA overhead costs $15,000 $222,000 $26,700 $13,200 $10,000 $15,000 Total: $301,900 5.2 SCRRA shall invoice City on a quarterly basis for work performed. Invoices for SCRRA's direct costs shall be accompanied by the appropriate back-up documents (e.g., time sheets, copies of vendor invoices, etc.) that attest to the incurred costs and be submitted in a form acceptable to City. 5.3 City shall review SCRRA invoices promptly and either reimburse SCRRA within thirty (30) days from receipt or provide SCRRA in writing within 15 days from receipt of invoices the specific reason(s) why City cannot reimburse SCRRA. Agreement between City of Santa Ana and Southern California Regional Rail Authority for Construction of Block Wall at Santa Ana Regional Transportation Center 2 ARTICLE 6 COST OVERRUNS 6.1 SCRRA shall notify the City in advance of any and all possible Project overruns and request approval from the City. The City shall make every effort to approve or deny the cost increase request in a timely manner, but no later than 10 working days after the formal request from the SCRRA. SCRRA shall stop work if necessary to avoid a Project overrun that has not been approved by the City. Project overruns approved by the City shall be the sole responsibility of the City. ARTICLE 7 DEFAULT / TERMINATION 7.1 In the event either party fails to perform its obligations pursuant to this Agreement, the non-defaulting party shall provide written notice to the defaulting party of the default. In the event the defaulting party fails to cure the default within thirty (30) working days from the receipt ofthe notice or to commit to cure the default and to commence the same within thirty (30) working days from receipt of the notice, the non-defaulting party can elect to terminate this Agreement without release of any and all rights and remedies available at law or in equity. ARTICLE 8 MAINTENANCE RESPONSIBILITY 8.1 In accordance with OCTA License Agreement OC-196, the City, at its sole expense, shall be responsible for the repair and maintenance of the Project improvements. City employees or contractors shall not enter onto the railroad right-of-way to maintain the Project improvements unless the City has received prior written permission from SCRRA and made arrangements to comply with all SCRRA safety requirements. The City shall be responsible for the cost of all safety flagging services required for the maintenance of the block wall. ARTICLE 9 INDEMNIFICATION 9.1 The City shall indemnify, defend and hold harmless SCRRA, its Board Members, member agencies, officers, agents, volunteers, contractors and employees from any and all liability, loss expense (including reasonable attorney fees), or claims imposed for injury, damage or death occurring by reason of any alleged acts or omissions on the part of City under or in connection with any work, authority or jurisdiction delegated to City under this Agreement. This indemnity shall survive termination of this Agreement. 9.2 The SCRRA shall indemnify, defend and hold harmless City, Council Members, officers, agents, contractors and employees of the City of Santa Ana from any and all liability, loss expense (including reasonable attorney fees), or claims imposed for injury, damage or death occurring by reason of any alleged acts or omissions on the part of SCRRA under or in connection with any work, authority or jurisdiction delegated to SCRRA under this Agreement. This indemnity shall survive termination of this Agreement. Agreement between City of Santa Ana and Southern California Regional Rail Authority for Construction of Block Wall at Santa Ana Regional Transportation Center 3 ARTICLE 10 REPORTING 10.1 The City shall be responsible for preparing and submitting all reports for the Project to the State. ARTICLE 11 MUTUAL UNDERSTANDING AND AGREEMENT BY PARTIES lI.I 11.2 11.3 11.4 11.5 All references to SCRRA herein shall mean SCRRA and/or its employees, agents, contractors and suppliers. All references to City herein shall mean City and/or its, employees, agents and officers. Should any part of this Agreement become null, void or unenforceable, such provision will be severed from the Agreement and will not affect the enforceability of the remaining provisions of the Agreement. The parties agree that the anticipated expenditures and funding sources are included in this Agreement which is executed between the City and SCRRA. This Agreement, together with all exhibits, schedules, documents, specifications and drawings, incorporated herein by reference, constitutes the entire Agreement between the City and SCRRA, for the subject matter hereof, and there are no items, conditions to provisions either oral or written between the parties other than those herein contained. No other agreement, statement or promise made by or to any of the parties or the agent or representative of any ofthe parties shall be binding unless it is in writing and is signed by the parties. ARTICLE 12 NOTICES 12.1 All correspondence with regard to Project will be directed to the following persons: City of Santa Ana, Public Works Agency 20 Civic Center Plaza M-93 P.O. Box 1988 Santa Ana, CA 92702 Attention: David Biondolillo, Transportation Analyst (714) 647-5603 Southern California Regional Rail Authority 700 S. Flower Street, 26th Floor Los Angeles, CA 90017 Attention: Stuart Chuck, Station Facilities Manager (213) 452-0295 Agreement between City of Santa Ana and Southern California Regional Rail Authority for Construction of Block Wall at Santa Ana Regional Transportation Center 4 IN WITNESS HEREOF, the parties hereto have caused this Agreement to be executed by their respective officers, duly authorized by the City of Santa Ana and by the Southern California Regional Rail Authority on the day and year first above written. CITY OF SANTA ANA By: /th~ ';/.2~.- DAVIDN. REAM City Manager Date: ./!r .Jlc Lj APPROVED AS TO FORM: By: ,7'{¡M ~~ ai-I JOSEPH W. FLE~ER City Attorney Date: 1/.'/eV ATTEST: ~<;.,¡J~ PATRICIA E. HEALY Clerk of the Council Date: '/ -/ y" -gì Y APPROVAL AS TO Cj2 41J¿.1J74 / AMES G. OSS c// Executive Director - Public Works Date: 7!/CJ/(}L} Agreement between City of Santa Ana and Southern California Regional Rail Authority for Construction of Block Wall at Santa Ana Regional Transportation Center 5 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY By: Date: 7/u/~'{ DAV SLOW Chie Executive Officer APPROVED AS TO FORM: County Counsel Los Angeles County Deputy County Counsel Date: ;¡-/2-2-!ó I ll~~ Agreement between City of Santa Ana and Southern California Regional Rail Authority for Construction of Block Wall at Santa Ana Regional Transportation Center 6