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Home My WebLink AboutReso 19-15RESOLUTION NO.19-15 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MORRO BAY, CALIFORNIA APPROVING A COOPERATIVE AGREEMENT BETWEEN THE CALIFORNIA DEPARTMENT OF TRANSPORTATION AND THE CITY FOR IMPROVEMENTS TO THE STATE HIGHWAY SYSTEM AT THE INTERSECTION OF STATE ROUTE 1/ MAIN STREET AND STATE ROUTE 41 THE CITY COUNCIL City of Morro Bay, California WHEREAS, the California Department of Transportation, a governmental agency of the State of California ("Caltrans"), and the City of Morro Bay, a municipal corporation ("City"), desire to participate in the subject Cooperative Agreement; and WHEREAS, the project proposed by the Cooperative Agreement will promote the public health, safety and welfare by providing irkrseWon improvements to the State Highway System at State Route 1/ Main Street and State Route 41; and WHEREAS, the City desires to participate as the project Sponsor; and WHEREAS, California Streets and Highway Code Sections 114 and 130 requires the City and Caltrans to enter into the proposed Cooperative Agreement to define their rights and obligations as a prerequisite of participation in projects to improve the State Highway System; and WHEREAS, the proposed Cooperative Agreement is consistent with the General Plan and with City and State policies encouraging cooperation between agencies on issues of regional significance such as improved safety, air quality and transportation circulation; and WHEREAS, the proposed Cooperative Agreement will guide the development of essential project documents, Plans, Specifications and cost estimates that will enable City to seek funds to improve the aforementioned intersection; and WHEREAS, the proposed Cooperative Agreement is not a "project" for purposes of compliance with the provisions of the California Environmental Quality Act (CEQA) and City's CEQA Guidelines. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Morro Bay, California, as follows: 1. The proposed Cooperative Agreement is approved. 2. The City Manager or his/her designee is hereby authorized to act on behalf of City in connection with the implementation of the agreement, project development, program management, and other activities necessary to carry out the intent of the Cooperative Agreement. PASSED AND ADOPTED by the City Council of the City of Morro Bay at a regular meeting thereof held on the 28th day of April, 2015 on the following vote: AYES: Irons, Headding, Johnson, Makowetski, Smukler NOES: None ABSENT: None _ o J IRONS, Ma or ATTEST: 4��%Mti5 0 ^i A�SWANSON, City Clerk AGREEMENT 05-0299 Project No. 0515000104 EA OF670 05-SLO-1-30.0/30.7 COOPERATIVE AGREEMENT COVER SHEET Work Description SR 1/SR 41 Intersection Improvements Contact Information CALTRANS Steve DiGrazia, Project Manager 50 Higuera Street San Luis Obispo, CA 93401 Office Phone: 805-549-3437 CITY OF MORRO BAY Rob Livick, Director 955 Shasta Avenue Morro Bay, CA 93442 Office Phone: (805) 772-6261 Email: rlivik@morro-bay.ca.us PACT Project Development Agreement 2015-03-12 (Created 04/20/15) Cover Sheet AGREEMENT 05-0299 Project No. 0515000104 Table of Contents RECITALS..............................................................................:............................................................ 1 RESPONSIBILITIES........................................................................................................................... 2 Sponsorship...................................................................................................................................... 2 Funding........................................................................................................................................... 2 ImplementingAgency.........,............................................................................................................ 2 IndependentQuality Assurance....................................................................................................... 3 Environmental Document Quality Control (EDQC) Program ............................................ CEQA/NEPA Lead Agency............................................................................................................. 3 Environmental Permits, Approvals and Agreements ` .. .....................:.................................... • • • • • • • • • • • • • 3 Project Approval and Environmental Document(PA&ED)............................................................ 4 California Environmental Quality Act(CEQA).......................................................................... 4 National Environmental Policy Act (NEPA).............................................................................. 5 Plans, Specifications, and Estimate (PS&E)..................................................................................... Rightof Way(R/W)......................................................................................................................... 7 Schedule........................................................................................................................................... 8 AdditionalProvisions....................................................................................................................... 8 GENERALCONDITIONS................................................................................................................ 11 DEFINITIONS.................................................................................................................................... 15 SIGNATURES.................................................................................................................................... 19 FUNDINGSUMMARY No. 01........................................................................................................... 1 FUNDINGTABLE.......................................................................................................................... 1 Funding............................................................................................................................................ 2 Invoicingand Payment..................................................................................................................... Project Approval and Environmental Document (PA&ED)....................................................... 2 Plans, Specifications, and Estimate (PS&E)............................................................................... 2 Right of Way Support (R/W SUPPORT).................................................................................... 2 Right of Way Capital (R/W CAPITAL)..................................................................................... 2 Signatures......................................................................................................................................... 3 CLOSURESTATEMENT.................................................................................................................... 2 PACT Project Development Agreement 2015-03-12 (Created 04/20/15) n Cover Sheet AGREEMENT 05-0299 Project No. 0515000104 Please note.._ 1. Caltrans administered funds must be expended proportionally with all other funds. All project funds must be shown in the Funding Summary. Local funds committed to the project cannot be omitted from the funding summary. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) iii AGREEMENT 05-0299 Project No. 0515000104 EA OF670 05-SLO-1-30.0/30.7 COOPERATIVE AGREEMENT State Independent Quality Assurance This AGREEMENT, effective on , is between the State of California, acting through its Department of Transportation, referred to as CALTRANS, and: City of Morro Bay, a body politic and municipal corporation or chartered city of the State of California, referred to hereinafter. as CITY. RECITALS PARTNERS are authorized to enter into a cooperative agreement for improvements to the state highway system (SHS) per the California Streets and Highways Code sections 114 and 130. 2. For the purpose of this AGREEMENT, SR 1/SR 41 Intersection Improvements will be referred to hereinafter as PROJECT. The project scope of work is defined in the PROJECT initiation and approval documents (e.g. Project Study Report, Permit Engineering Evaluation Report, or Project Report). 3. All responsibilities assigned in this AGREEMENT to complete the following PROJECT COMPONENTS will be referred to hereinafter as OBLIGATIONS: • Project Approval and Environmental Document (PA&ED) • Plans, Specifications, and Estimate (PS&E) • Right of Way Support (R/W SUPPORT) • Right of Way Capital (R/W CAPITAL) 4. This AGREEMENT is separate from and does not modify or replace any other cooperative agreement or memorandum of understanding between PARTNERS regarding the PROJECT. 5. The following work associated with this PROJECT has been completed or is in progress: • CITY completed the Project Initiation Document on June 26, 2001. 6. In this AGREEMENT capitalized words represent defined terms, imtialisms, or acronyms. 7. PARTNERS hereby set forth the terms, covenants, and conditions of this AGREEMENT, under which they will accomplish OBLIGATIONS. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 1 of 19 AGREEMENT 05-0299 Project No. 0515000104 RESPONSIBILITIES Sponsorship 8. CITY is the SPONSOR for the PROJECT COMPONENTS in this AGREEMENT. Funding 9. Funding sources, funding amounts, and invoicing/payment details are documented in the FUNDING SUMMARY. The FUNDING SUMMARY is incorporated and made an express part of this AGREEMENT. PARTNERS will execute a new FUNDING SUMMARY each time the funding details change. The FUNDING SUMMARY will be executed by a legally authorized representative of the respective PARTNERS. The most current fully executed FUNDING SUMMARY supersedes any previous FUNDING SUMMARY created for this AGREEMENT. Replacement of the FUNDING SUMMARY will not require an amendment to the body of this AGREEMENT unless the funding changes require it. 10. Each PARTNER is responsible for the costs they incur in performing the OBLIGATIONS of this AGREEMENT unless otherwise stated in this AGREEMENT. Implementing Agency 11. CITY is the IMPLEMENTING AGENCY for PA&ED. 12. CITY is the IMPLEMENTING AGENCY for PS&E. 13. CITY is the IMPLEMENTING AGENCY for RIGHT OF WAY. 14. The IMPLEMENTING AGENCY for a PROJECT COMPONENT will provide a Quality Management Plan (QMP) for that component as part of the PROJECT MANAGEMENT PLAN. The Quality Management Plan describes the IMPLEMENTING AGENCY's quality policy and how it will be used. The Quality Management Plan is subject to CALTRANS review and approval. 15. Any PARTNER responsible for completing WORK shall make its personnel and consultants that prepare WORK available to help resolve WORK -related problems and changes for the entire duration of the PROJECT including PROJECT COMPONENT work that may occur J under separate agreements. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 2of19 AGREEMENT 05-0299 Project No. 0515000104 Independent Quality Assurance 16. CALTRANS will provide Independent Quality Assurance for the portions of WORK within the existing and proposed SHS right-of-way. CALTRANS' Independent Quality Assurance efforts are to ensure that CITY'S quality assurance activities result in WORK being developed in accordance with the applicable standards and within an established Quality Management Plan. Independent Quality Assurance does not include any efforts necessary to develop or deliver WORK or any validation by verifying or rechecking work performed by another parry. When CALTRANS performs Independent Quality Assurance it does so for its own benefit. No one can assign liability to CALTRANS due to its Independent Quality Assurance. Environmental Document Quality Control (EDQC) Program 17. Per NEPA assignment and CEQA statutes, CALTRANS will perform Environmental Document Quality Control and NEPA Assignment Review Procedures for environmental documentation. CALTRANS quality control and quality assurance procedures for all environmental documents are described in the Jay Norvell Memos dated October 1, 2012 (available at http://www.dot.ca.gov/ser/Memos.htm#LinkTarget_705). This also includes the independent judgment analysis and determination under CEQA that the environmental documentation meets CEQA requirements. CEQA/NEPA Lead Agency 18. CALTRANS is the CEQA Lead Agency for the PROJECT. 19. CALTRANS is the NEPA Lead Agency for the PROJECT. Environmental Permits, Approvals and Agreements 20. PARTNERS will comply with the commitments and conditions set forth in the environmental documentation, environmental permits, approvals, and applicable agreements as those commitments and conditions apply to each PARTNER's responsibilities in this AGREEMENT. 21. Unless otherwise assigned in this AGREEMENT, the IMPLEMENTING AGENCY for a PROJECT COMPONENT is responsible for all PROJECT COMPONENT WORK associated with coordinating, obtaining, implementing, renewing, and amending the PROJECT permits, agreements, and approvals whether they are identified in the planned project scope of work or become necessary in the course of completing the PROJECT. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 3 of 19 AGREEMENT 05-0299 Project No. 0515000104 7 22. The. PROJECT requires the following environmental requirements/approvals: ENVIRONMENTAL PERIVHTS/REQUIREMENTS Coastal Development Permit, California Coastal Commission Proiect Approval and Environmental Document (PA&ED) 23. As MIPLEMENTING AGENCY for PA&ED, CITY is responsible for all PA&ED WORK except those PA&ED activities and responsibilities that are assigned to another PARTNER in this AGREEMENT and those activities that may be specifically excluded. 24. CALTRANS will be responsible for completing the following PA&ED activities: CALTRANS Work Breakdown Structure Identifier (If Applicable) 165.15.15.xx Section 7 Consultation 165.25.25 Approval to Circulate Resolution 175.20 Project Preferred Alternative 180.10.05 Approved Final Environmental Document 180.15.05 Record of Decision (NEPA) 180.15.10 Notice of Determination (CEQA) 25. Any PARTNER preparing environmental documentation, including studies and reports, will ensure that qualified personnel remain available to help resolve environmental issues and perform any necessary work to ensure that the PROJECT remains in environmental compliance. California Environmental Quality Act (CEQA) 26. CALTRANS will determine the type of CEQA documentation and will cause that documentation to be prepared in accordance with CEQA requirements. 27. Any PARTNER involved in the preparation of CEQA environmental documentation will prepare the documentation to meet CEQA requirements and follow CALTRANS' standards that apply to the CEQA process. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 4of19 AGREEMENT 05-0299 Project No. 0515000104 28. Any PARTNER preparing any portion of the CEQA environmental documentation, including any studies and reports, will submit that portion of the documentation to the CEQA Lead Agency for review, comment, and approval at appropriate stages of development prior to public availability. 29. CITY will submit CEQA-related public notices to CALTRANS for review, comment, and approval prior to publication and circulation. 30. CITY will submit all CEQA-related public meeting materials to CALTRANS for review, comment, and approval at least ten (10) working days prior to the public meeting date. If CALTRANS makes any changes to the materials, then CALTRANS will allow CITY to review, comment, and concur on those changes at least three (3) working days prior to the public meeting date. 31. CALTRANS will attend all CEQA-related public meetings. 32. If a PARTNER who is not the CEQA lead agency holds a public meeting about the PROJECT, that PARTNER must clearly state its role in the PROJECT and the identity of the CEQA lead agency on all meeting publications. All meeting publications must also inform the attendees that public comments collected at the meetings are not part of the CEQA public review process. That PARTNER will submit all meeting advertisements, agendas, exhibits, handouts, and materials to the CEQA lead agency for review, comment, and approval at least ten (10) working days prior to publication or use. If that PARTNER makes any changes to the materials, it will allow the CEQA lead agency to review, comment on, and approve those changes at least three (3) working days prior to the public meeting date. The CEQA lead agency maintains final editorial control with respect to text or graphics that could lead to public confusion over CEQA-related roles and responsibilities. National Environmental Policy Act g PA) 33. Pursuant to Chapter 3 of Title 23, United States Code (23 U.S.C. 326) and 23 U.S.C. 327, CALTRANS is the NEPA lead agency for the PROJECT. CALTRANS is responsible for NEPA compliance, will determine the type of NEPA documentation, and will cause that documentation to be prepared in accordance with NEPA requirements. CALTRANS, as the NEPA lead agency for PROJECT, will review, comment, and approve all environmental documentation (including, but. not limited to, studies, reports, public notices, and public meeting materials, determinations, administrative drafts, and final environmental documents) at appropriate stages of development prior to approval and public availability. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 5 of 19 AGREEMENT 05-0299 Project No. 0515000104 When required as NEPA lead agency, CALTRANS will conduct consultation and coordination and obtain, renew, or amend approvals pursuant to the Federal Endangered Species Act, and Essential Fish Habitat. When required as NEPA lead agency, CALTRANS will conduct consultation and coordination approvals pursuant to Section 106 of the National Historic Preservation Act. 34. Any PARTNER involved in the preparation of NEPA environmental documentation will follow FHWA and CALTRANS STANDARDS that apply to the NEPA process including, but not limited to, the guidance provided in the FHWA Environmental Guidebook (available at www.fhwa.dot.fzov/hep/index.htm) and the CALTRANS Standard Environmental Reference. 35. Any PARTNER preparing any portion of the NEPA environmental documentation (including, but not limited to, studies, reports, public notices, and public meeting materials, determinations, administrative drafts, and final environmental documents) will submit that portion of the documentation to CALTRANS for CALTRANS' review, comment, and approval prior to public availability. 36. CITY will prepare, publicize, and circulate all NEPA-related public notices, except Federal .Register notices. CITY will submit all notices to CALTRANS for CALTRANS' review, comment, and approval prior to publication and circulation. CALTRANS will work with the appropriate federal agency to publish notices in the Federal Register. 37. CALTRANS will attend all NEPA-related public meetings. 38. CITY will submit all NEPA-related public meeting materials to CALTRANS for CALTRANS' review, comment, and approval at least ten (10) working days prior to the public meeting date. 39. If a PARTNER who is not the NEPA lead agency holds a public meeting about the PROJECT, that PARTNER must clearly state its role in the PROJECT and the identity of the NEPA lead agency on all meeting publications. All meeting publications must also inform the attendees that public comments collected at the meetings are not part of the NEPA public review process. That PARTNER will submit all meeting advertisements, agendas, exhibits, handouts, and materials to the NEPA lead agency for review, comment, and approval at least ten (10) working days prior to publication or use. If that PARTNER makes any changes to the materials, it will allow the NEPA lead agency to review, comment on, and approve those changes at least three (3) working days prior to the public meeting date. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 6 of 19 AGREEMENT 05-0299 Project No. 0515000104 The NEPA lead agency has final approval authority with respect to text or graphics that could lead to public confusion over NEPA-related roles and responsibilities. Plans, Specifications, and Estimate (PS&E) 40. As HVIPLEMENTING AGENCY for PS&E, CITY is responsible for all PS&E WORK except those PS&E activities and responsibilities that are assigned to another PARTNER in this AGREEMENT and those activities that may be specifically excluded. 41. CITY will prepare Utility Conflict Maps identifying the accommodation, protection, relocation, or removal of any existing utility facilities that conflict with construction of the PROJECT or that violate CALTRANS' encroachment policy. CITY will provide CALTRANS a copy of Utility Conflict Maps for CALTRANS' concurrence prior to issuing the Notices to Owner and executing the Utility Agreement. All utility conflicts will be addressed in the PROJECT plans, specifications, and estimate. Right of Way (RM 42. As IMPLEMENTING AGENCY for R/W, CITY is responsible for all R/W SUPPORT WORK except those R/W SUPPORT activities and responsibilities that are assigned to another PARTNER in this AGREEMENT and those activities that may be specifically excluded. 43.. The selection of R/W personnel and WORK within the completed PROJECT's SHS right-of- way will be performed in accordance with federal and California laws and regulations, and CALTRANS' policies, procedures, standards, practices, and applicable agreements. 44. CITY will make all necessary arrangements with utility owners for the timely accommodation, protection, relocation, or removal of any existing utility facilities that conflict with construction of the PROJECT or that violate CALTRANS' encroachment policy. 45. CITY will provide CALTRANS a copy of conflict maps, Relocation Plans, proposed Notices to Owner, Reports of Investigation, and Utility Agreements (if applicable) for CALTRANS' concurrence prior to issuing the Notices to Owner and executing the Utility Agreement. All utility conflicts will be fully addressed prior to Right of Way Certification and all arrangements for the protection, relocation, or removal of all conflicting facilities will be completed prior to construction contract award and included in the PROJECT plans, specifications, and estimate. 46. CITY will determine the cost to positively identify and locate, protect, relocate, or remove any utility facilities whether inside or outside SHS right-of-way in accordance with federal and California laws and regulations, and CALTRANS' policies, procedures, standards, practices, and applicable agreements including but not limited to Freeway Master Contracts. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 7 of 19 AGREEMENT 05-0299 Project No. 0515000104 47. CITY will provide a land surveyor licensed in the State of California to be responsible for surveying and right-of-way engineering. All survey and right-of-way engineering documents will bear the professional seal, certificate number, registration classification, expiration date of certificate, and signature of the responsible surveyor. 48. CITY will utilize a public agency currently qualified by CALTRANS or a properly licensed consultant for all right-of-way activities. A qualified right-of-way agent will administer all right-of-way consultant contracts. CITY will submit a draft Right of Way Certification document to CALTRANS six (6) weeks prior to the scheduled Right of Way Certification milestone date for review. CITY will submit a final Right of Way certification document to CALTRANS for approval prior to the PROJECT advertisement. 49. Physical and legal possession of right-of-way must be completed prior to construction advertisement, unless PARTNERS mutually agree to other arrangements in writing. Right of way conveyances must be completed prior to OBLIGATION COMPLETION, unless PARTNERS mutually agree to other arrangements in writing. 50. CALTRANS' acceptance of right-of-way title is subject to review of an Updated Preliminary Title Report provided by CITY verifying that the title is free of all encumbrances and liens. Upon acceptance, CITY will provide CALTRANS with a Policy of Title Insurance in CALTRANS' name. 51. The California Transportation Commission is responsible for hearing and adopting Resolutions of Necessity. Schedule 52. PARTNERS will manage the schedule for OBLIGATIONS through the work plan included in the PROJECT MANAGEMENT PLAN. Additional Provisions 53. PARTNERS will perform all OBLIGATIONS in accordance with federal and California laws, regulations, and standards; FHWA STANDARDS; and CALTRANS STANDARDS. 54. CALTRANS retains the right to reject noncompliant WORK, protect public safety, preserve property rights, and ensure that all WORK is in the best interest of the SHS. 55. Each PARTNER will ensure that personnel participating in OBLIGATIONS are appropriately qualified or licensed to perform the tasks assigned to them. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 8 of 19 AGREEMENT 05-0299 Project No. 0515000104 56. PARTNERS will invite each other to participate in the selection of any consultants who participate in OBLIGATIONS. 57. CALTRANS will issue, upon proper application, the encroachment permits required for WORK within SHS right-of-way. Contractors and/or agents, and utility owners will not work within the SHS right-of-way without an encroachment permit issued in their name. CALTRANS will provide encroachment permits to PARTNERS, their contractors, consultants and agents, at no cost. If the encroachment permit and this AGREEMENT conflict, the requirements of this AGREEMENT shall prevail. 58. The IMPLEMENTING AGENCY for a PROJECT COMPONENT will coordinate, prepare, obtain, implement, renew, and amend any encroachment permits needed to complete the PROJECT COMPONENT WORK. 59. If any PARTNER discovers unanticipated cultural, archaeological, paleontological, or other protected resources during WORK, all WORK in that area will stop and that PARTNER will notify all PARTNERS within twenty-four (24) hours of discovery. WORK may only resume after a qualified professional has evaluated the nature and significance of the discovery and a plan is approved for its removal or protection. 60. PARTNERS will hold all administrative drafts and administrative final reports, studies, materials, and documentation relied upon, produced, created, or utilized for the PROJECT in confidence to the extent permitted by law and where applicable, the provisions of California Government Code section 6254.5(e) shall protect the confidentiality of such documents in the event that said documents are shared between PARTNERS. PARTNERS will not distribute, release, or share said documents with anyone other than employees, agents, and consultants who require access to complete the PROJECT without the written consent of the PARTNER authorized to release them, unless required or authorized to do so by law. 61. If a PARTNER receives a public records request pertaining to OBLIGATIONS, that PARTNER will notify PARTNERS within five (5) working days of receipt and make PARTNERS aware of any disclosed public documents. PARTNERS will consult with each other prior to the release of any public documents related to the PROJECT. 62. If HM-1 or HM-2 is found during a PROJECT COMPONENT, the IMPLEMENTING AGENCY for that PROJECT COMPONENT will immediately notify PARTNERS. 63. CALTRANS, independent of the PROJECT, is responsible for any HM-I found within the existing SHS right-of-way. CALTRANS will undertake, or cause to be undertaken, HM MANAGEMENT ACTIVITIES related to HM-1 with minimum impact to the PROJECT schedule. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 9 of 19 AGREEMENT 05-0299 Project No. 0515000104 CALTRANS, independent of the PROJECT will pay, or cause to be paid, the cost of HM MANAGEMENT ACTIVITIES related to HM-1 found within the existing SHS right-of-way. 64. CITY, independent of the PROJECT, is responsible for any HM-1 found within the PROJECT limits and outside the existing SHS right-of-way. CITY will undertake, or cause to be undertaken, HM MANAGEMENT ACTIVITIES related to HM-1 with minimum impact to the PROJECT schedule. CITY, independent of the PROJECT, will pay, or cause to be paid, the cost of HM MANAGEMENT ACTIVITIES related to HM-1 found within the PROJECT limits and outside of the existing SHS right-of-way. 65. If HM-2 is found within the PROJECT limits, the public agency responsible for the advertisement, award, and administration (AAA) of the PROJECT construction contract will be responsible for HM MANAGEMENT ACTIVITIES related to HM-2. 66. CALTRANS' acquisition or acceptance of title to any property on which any HM-1 or HM-2 is found will proceed in accordance with CALTRANS' policy on such acquisition. 67. CITY will accept, reject, compromise, settle, or litigate claims of any non -AGREEMENT parties hired to complete OBLIGATIONS. 68. PARTNERS will confer on any claim that may affect OBLIGATIONS or PARTNERS' liability or responsibility under this AGREEMENT in order to retain resolution possibilities for potential future claims. No PARTNER will prejudice the rights of another PARTNER until after PARTNERS confer on the claim. 69. If the PROJECT expends state or federal funds, each PARTNER will comply with the federal Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards of 2 CFR, Part 200. PARTNERS will ensure that any for -profit parry hired to participate in the OBLIGATIONS will comply with the requirements in 48 CFR, Chapter 1, Part 31. When state or federal funds are expended on the PROJECT these principles and requirements apply to all funding types included in this AGREEMENT. 70. If the PROJECT expends state or federal funds, each PARTNER will undergo an annual audit in accordance with the Single Audit Act and the federal Office of Management and Budget (OMB) Circular A-133. 71. If the PROJECT expends federal funds, any PARTNER that hires an A&E consultant to perform WORK on any part of the PROJECT will ensure that the procurement of the consultant and the consultant overhead costs are in accordance with Chapter 10 of the Local Assistance Procedures Manual. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 10 of 19 AGREEMENT 05-0299 Project No. 0515000104 72. If WORK stops for any reason, IMPLEMENTING AGENCY will place the PROJECT right- of-way in a safe and operable condition acceptable to CALTRANS. 73. If WORK stops for any reason, each PARTNER will continue to implement all of its applicable commitments and conditions included in the PROJECT environmental documentation, permits, agreements, or approvals that are in effect at the time that WORK stops, as they apply to each PARTNER's responsibilities in this AGREEMENT, in order to keep the PROJECT in environmental compliance until WORK resumes. 74. Fines, interest, or penalties levied against a PARTNER will be paid by the PARTNER whose action or lack of action caused the levy. 75. If there are insufficient funds available in this AGREEMENT to place PROJECT right-of-way in a safe and operable condition, the appropriate IMPLEMENTING AGENCY will fund these activities until such time as PARTNERS amend this AGREEMENT. That IMPLEMENTING AGENCY may request reimbursement for these costs during the amendment process. 76. CITY will furnish CALTRANS with the Project History Files related to the PROJECT facilities on SHS within sixty (60) days following the completion of each PROJECT COMPONENT. CITY will prepare the Project History File in accordance with the Project Development Procedures Manual, Chapter 7. All material will be submitted neatly in a three- ring binder and on a CD ROM in PDF format. GENERAL CONDITIONS 77. PARTNERS understand that this AGREEMENT is in accordance with and governed by the Constitution and laws of the State of California. This AGREEMENT will be enforceable in the State of California. Any PARTNER initiating legal action arising from this AGREEMENT will file and maintain that legal action in the Superior Court of the county in which the CALTRANS district office that is signatory to this AGREEMENT resides, or in the Superior Court of the county in which the PROJECT is physically located. 78. -All CALTRANS' OBLIGATIONS under this AGREEMENT are subject to the appropriation of resources by the Legislature, the State Budget Act authority, and the allocation of funds by the California Transportation Commission. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 11 of 19 AGREEMENT 05-0299 Project No. 0515000104 79. Neither CITY nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by CALTRANS, its contractors, sub -contractors, and/or its agents under or in connection with any work, authority, or jurisdiction conferred upon CALTRANS under this AGREEMENT. It is understood and agreed that CALTRANS, to the extent permitted by law, will defend, indemnify, and save harmless CITY and all of its officers and employees from all claims, suits, or actions of every name, kind, and description brought forth under, but not limited to, tortious, contractual, inverse condemnation, or other theories and assertions of liability occurring by reason of anything done or omitted to be done by CALTRANS, its contractors, sub -contractors, and/or its agents under this AGREEMENT. f 80. Neither CALTRANS nor any officer or employee thereof is responsible for any injury, damage, or liability occurring by reason of anything done or omitted to be done by CITY, its contractors, sub -contractors, and/or its agents under or in connection with any work, authority, or jurisdiction conferred upon CITY under this AGREEMENT. It is understood and agreed that CITY, to the extent permitted by law, will defend, indemnify, and save harmless CALTRANS and all of its officers and employees from all claims, suits, or actions of every name, kind, and description brought forth under, but not limited to, tortious, contractual, inverse condemnation, or other theories and assertions of liability occurring by reason of anything done or omitted to be done by CITY, its contractors, sub -contractors, and/or its agents under this AGREEMENT. 81. PARTNERS do not intend this AGREEMENT to create a third party beneficiary or define duties, obligations, or rights in parties not signatory to this AGREEMENT. PARTNERS do not intend this AGREEMENT to affect their legal liability by imposing any standard of care for fulfilling OBLIGATIONS different from the standards imposed by law. 82. PARTNERS will not assign or attempt to assign OBLIGATIONS to parties not signatory to this AGREEMENT without an amendment to this AGREEMENT. 83. CITY will not interpret any ambiguity contained in this AGREEMENT against CALTRANS. CITY waives the provisions of California Civil Code section 1654. A waiver of a PARTNER's performance under this AGREEMENT will not constitute a continuous waiver of any other provision. 84. A delay or omission to exercise a right or power due to a default does not negate the use of that right or power in the future when deemed necessary. 8.5. If any PARTNER defaults in its OBLIGATIONS, a non -defaulting PARTNER will request in writing that the default be remedied within thirty (30) calendar days. If the defaulting PARTNER fails to do so, the non -defaulting PARTNER may initiate dispute resolution. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 12 of 19 AGREEMENT 05-0299 Project No. 0515000104 86. PARTNERS will first attempt to resolve AGREEMENT disputes at the PROJECT team level. If they cannot resolve the dispute themselves, the CALTRANS district director and the executive officer of CITY will attempt to negotiate a resolution. If PARTNERS do not reach a resolution, PARTNERS' legal counsel will initiate mediation. PARTNERS agree to participate in mediation in good faith and will share equally in its costs. Neither the dispute nor the mediation process relieves PARTNERS from full and timely performance of OBLIGATIONS in accordance with the terms of this AGREEMENT. However, if any PARTNER stops fulfilling OBLIGATIONS, any other PARTNER may seek equitable relief to ensure that OBLIGATIONS continue. Except for equitable relief, no PARTNER may file a civil complaint until after mediation, or forty-five (45) calendar days after filing the written mediation request, whichever occurs first. PARTNERS will file any civil complaints in the Superior Court of the county in which the CALTRANS district office signatory to this AGREEMENT resides or in the Superior Court of the county in which the PROJECT is physically located. The prevailing PARTNER will be entitled to an award of all costs, fees, and expenses, including reasonable attorney fees as a result of litigating a dispute under this AGREEMENT or to enforce the provisions of this article including equitable relief. 87. PARTNERS maintain the ability to pursue alternative or additional dispute remedies if a previously selected remedy does not achieve resolution. 88. If any provisions in this AGREEMENT are found by a court of competent jurisdiction to be, or are in fact, illegal, inoperative, or unenforceable, those provisions do not render any or all other AGREEMENT provisions invalid, inoperative, or unenforceable, and those provisions will be automatically severed from this AGREEMENT. 89. If during performance of WORK additional activities or environmental documentation is necessary to keep the PROJECT in environmental compliance, PARTNERS will amend this AGREEMENT to include completion of those additional tasks. 90. Except as otherwise provided in the AGREEMENT, PARTNERS will execute a formal written amendment if there are any changes to OBLIGATIONS. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 13 of 19 AGREEMENT 05-0299 Project No. 0515000104 91. When WORK performed on the PROJECT is done under contract and falls within the Labor Code section 1720(a)(1) definition of "public works" in that it is construction, alteration, demolition, installation, or repair; or maintenance work under Labor Code section 1771, PARTNERS shall conform to the provisions of Labor Code sections 1720 through 1815, and all applicable provisions of California Code of Regulations found in Title 8, Division 1, Chapter 8, Subchapter 3, Articles 1-7. PARTNERS shall include prevailing wage requirements in contracts for public work and require contractors to include the same prevailing wage requirements in all subcontracts. Work performed by a PARTNER's own employees is exempt from the Labor Code's Prevailing Wage requirements. 92. If WORK is paid for, in whole or part, with federal funds and is of the type of work subject to federal prevailing wage requirements, PARTNERS shall conform to the provisions of the Davis -Bacon and Related Acts, 40 U.S.C. § 276(a). When applicable, PARTNERS shall include federal prevailing wage requirements in contracts for public work. WORK performed by a PARTNER's employees is exempt from federal prevailing wage requirements. 93. PARTNERS agree to sign a CLOSURE STATEMENT to terminate this AGREEMENT. However, all indemnification, document retention, audit, claims, environmental commitment, legal challenge, maintenance and ownership articles will remain in effect until terminated or modified in writing by mutual agreement or expire by the statute of limitations. 94. PARTNERS intend this AGREEMENT to be their final expression that supersedes any oral understanding or writings pertaining to the OBLIGATIONS. The requirements of this agreement shall preside over any conflicting requirements in any documents that are made an express part of this AGREEMENT. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 14 of 19 AGREEMENT 05-0299 Project -No. 0515000104 DEFINITIONS AGREEMENT — This agreement including any attachments, exhibits, and amendments. CALTRANS STANDARDS — CALTRANS policies and procedures, including, but not limited to, the guidance provided in the Project Development Procedures Manual (PDPM) and the CALTRANS Workplan Standards Guide for the Delivery of Capital Projects (WSG) [which contains the CALTRANS Work Breakdown Structure (WBS) and was previously known as the WBS Guide] and is available at http://www.dot.ca.gov/hq/projmgmt/guidance.htm. , CEQA (California Environmental Quality Act) — The act (California Public Resources Code, sections 21000 et seq.) that requires state and local agencies to identify the significant environmental impacts of their actions and to avoid or mitigate those significant impacts, if feasible. CFR (Code of Federal Regulations) — The general and permanent rules published in the Federal Register by the executive departments and agencies of the federal government. CLOSURE STATEMENT — A document signed by PARTNERS that verifies the completion of all OBLIGATIONS included in this AGREEMENT and in all amendments to this AGREEMENT. , EDQC (Environmental Document Quality Control) - CALTRANS quality control and quality assurance procedures for all environmental documents as described in the Jay Norvell Memos dated October 1, 2012 (available at http://www.dot.ca.gov/ser/memos.htm4LinkTarget-705). This also includes the independent judgment analysis and determination under CEQA that the environmental documentation meets CEQA requirements. FHWA — Federal Highway Administration. FHWA STANDARDS — FHWA regulations, policies and procedures, including, but not limited to, the guidance provided at www.IYiwa.dot.gov/topics.htm. FUNDING PARTNER — A PARTNER that commits funds in this AGREEMENT to fulfill OBLIGATIONS. A FUNDING PARTNER accepts the responsibility to provide the funds it commits in this Agreement. FUNDING SUMMARY — An executed document that includes a FUNDING TABLE and invoicing and payment methods. FUNDING TABLE - The table that designates funding sources, types of funds, and the PROJECT COMPONENT in which the funds are to be spent. Funds listed on the FUNDING TABLE are "not -to -exceed" amounts for each FUNDING PARTNER. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 15 of 19 AGREEMENT 05-0299 Project No. 0515000104 GAAP (Generally Accepted Accounting Principles) — Uniform minimum standards and guidelines for financial accounting and reporting issued by the Federal Accounting Standards Advisory Board that serve to achieve some level of standardization. See http://www.fasab.gov/accepted.html. HM-1— Hazardous material (including, but not limited to, hazardous waste) that may require removal and disposal pursuant to federal or state law whether it is disturbed by the PROJECT or not. HM-2 — Hazardous material (including, but not limited to, hazardous waste) that may require removal and disposal pursuant to federal or state law only if disturbed by the PROJECT. HM MANAGEMENT ACTIVITIES — Management activities related to either HM-1 or HM-2 including, without limitation, any necessary manifest requirements and disposal facility designations. IMPLEMENTING AGENCY — The PARTNER responsible for managing the scope, cost, and schedule of a PROJECT COMPONENT to ensure the completion of that component. IQA (Independent Quality Assurance) — CALTRANS' efforts to ensure that another PARTNER's quality assurance activities are in accordance with the applicable standards and the PROJECT's Quality Management Plan (QMP). When CALTRANS performs Independent Quality Assurance it does not develop, produce, validate, verify, re -check, or quality control another PARTNER's work products. NEPA (National Environmental Policy Act of 1969) — This federal act establishes a national policy for the environment and a process to disclose the adverse impacts of projects with a federal nexus. OBLIGATIONS — All WORK responsibilities and their associated costs. OBLIGATION COMPLETION — PARTNERS have fulfilled all OBLIGATIONS included in this AGREEMENT and have signed a COOPERATIVE AGREEMENT CLOSURE STATEMENT. PA&ED (Project Approval and Environmental Document) — See PROJECT COMPONENT PARTNER — Any individual signatory party to this AGREEMENT. PARTNERS — The term that collectively references all of the signatory agencies to this AGREEMENT. This term only describes the relationship between these agencies to work together to achieve a mutually beneficial goal. It is not used in the traditional legal sense in which one PARTNER's individual actions legally bind the other PARTNER. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 16 of 19 AGREEMENT 05-0299 Project No. 0515000104 PROJECT COMPONENT — A distinct portion of the planning and project development process of a capital project as outlined in California Government Code, section 14529(b). • PID (Project Initiation Document) — The work required to deliver the project initiation document for the PROJECT in accordance with CALTRANS STANDARDS. • PA&ED (Project Approval and Environmental Document) — The work required to deliver the project approval and environmental documentation for the PROJECT in accordance with CALTRANS STANDARDS. • PS&E (Plans, Specifications, and Estimate) — The work required to deliver the plans, specifications, and estimate for the PROJECT in accordance with CALTRANS STANDARDS. • R/W (Right of Way) —The project components for the purpose of acquiring real property interests for the PROJECT in accordance with CALTRANS STANDARDS. • R/W (Right of Way) SUPPORT —The work required to obtain all property interests for the PROJECT. R/W (Right of Way) CAPITAL — The funds for acquisition of property rights for the PROJECT. • CONSTRUCTION —The project components for the purpose of completing the construction of the PROJECT in accordance with CALTRANS STANDARDS. CONSTRUCTION SUPPORT — The work required for the administration, acceptance, and final documentation of the construction contract for the PROJECT. CONSTRUCTION CAPITAL — The funds for the construction contract. PROJECT MANAGEMENT PLAN — A group of documents used to guide the PROJECT's execution and control throughout that project's lifecycle. PS&E (Plans, Specifications, and Estimate) — See PROJECT COMPONENT. QMP (Quality Management Plan) — An integral part of the PROJECT MANAGEMENT PLAN that describes IMPLEMENTING AGENCY'S quality policy and how it will be used. R/W (Right of Way) CAPITAL — See PROJECT COMPONENT. R/W (Right of Way) SUPPORT — See PROJECT COMPONENT. PACT Project Development Agreement 2015-03-12 (Created04/20/15) 17 of 19 AGREEMENT 05-0299 Project No. 0515000104 SHS (State Highway System) — All highways, right-of-way, and related facilities acquired, laid out, constructed, improved, or maintained as a state highway pursuant to constitutional or legislative authorization. SPONSOR — Any PARTNER that accepts the responsibility to establish scope of the PROJECT and the obligation to secure financial resources to fund the PROJECT COMPONENTS in this AGREEMENT. A SPONSOR is responsible for adjusting the PROJECT scope to match committed funds or securing additional funds to fully fund the PROJECT COMPONENTS in this AGREEMENT. If this AGREEMENT has more than one SPONSOR, funding adjustments will be made by percentage (as outlined in Responsibilities). Scope adjustments must be developed through the project development process and must be approved by CALTRANS as the owner/operator of the SHS. WORK — All efforts to complete the OBLIGATIONS included in this AGREEMENT as described by the activities in the CALTRANS Workplan Standards Guide for the Delivery of Capital Projects (WSG). PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 18 of 19 AGREEMENT 05-0299 Project No. 0515000104 SIGNATURES PARTNERS are empowered by California Streets and Highways Code section 114 and 130 to enter into this AGREEMENT and have delegated to the undersigned the authority to execute this AGREEMENT on behalf of the respective agencies and covenants to have followed all the necessary legal requirements to validly execute this AGREEMENT. Signatories may execute this AGREEMENT through individual signature pages provided that each signature is an original. This AGREEMENT is not fully executed until all original signatures are attached. STATE OF CALIFORNIA DEPARTMENT OF TRANSPORTATION Timothy M. Gubbins District Director Certified as to funds: Julia Bolger Resource Manager CITY OF MORRO BA V a d W. Buckingham City Manager Attest: -;b-, --Cno ana Swanson City Clerk Approved as to form and procedure: W.sphPannone City Attorney PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 19 of 19' all It0r (or) O r- M O O O O W O O W N O a O �a d Im rq - O O O O O O 1-n 00 N O M d Vl 00 N O O O 0 H M --1 r+ —4 ; 00 O O o C14 O o � O , N H� U U, l o� O O o 0 . 0_ o. oa o as M E-4-W) M c� CIO O d C) O 00 N CD00 N: 4 % 0 O W a �. P'lo C)0000;o tn � O o N N Th U a CW7 ua u `a a; �>-q. U ju H ju >I H H JU >.1 H Ull occ wwr�0a 'Cd C8 U O FUNDING SUMMARY No. 01 AGREEMENT 05 - 0299 Project No. 0515000104 Funding Invoicing and Payment Project Approval and Environmental Document (PA&ED) 1. No invoicing or reimbursement will occur for the PA&ED PROJECT COMPONENT. Plans S eci acations and Estimate PS&E 2. No invoicing or reimbursement will occur for the PS&E PROJECT COMPONENT. Right of Way Support (R/W SUPPORT, 3. No invoicing or reimbursement will occur for the R/W SUPPORT PROJECT COMPONENT. Right of Way Capital (R/W CAPITALS 4. No invoicing or reimbursement will occur for the R/W CAPITAL PROJECT COMPONENT. PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 2 of 3 FUNDING SUMMARY No. 01 AGREEMENT 05 - 0299 Project No. 0515000104 Signatures PARTNERS are empowered by California Streets and Highways Code sections 114 and 130 to enter into this AGREEMENT and have delegated to the undersigned the authority to execute this FUNDING SUMMARY on behalf of the respective agencies and covenants to have followed all the necessary legal requirements to validly execute this FUNDING SUMMARY. Signatories may execute this FUNDING SUMMARY through individual signature pages provided that each signature is an original. This FUNDING SUMMARY is not fully executed until all original signatures are attached. STATE OF CALIFORNIA DEPARTMENT OF TRANSPORTATION Steve DiGrazia Project Manager Date District Budget Manager HQ Accounting PACT Project Development Agreement 2015-03-12 (Created 04/20/15) 3 of 3 AGREEMENT 05 - 0299 Project Number: 0515000104 CLOSURE STATEMENT INSTRUCTIONS 1. Did PARTNERS complete all scope, cost and schedule commitments included in this AGREEMENT and any amendments to this AGREEMENT? 2. Did CALTRANS accept and approve all final deliverables submitted by CITY? YES / NO YES / NO 3. Did the CALTRANS HQ Office of Accounting verify that all final accounting for this AGREEMENT and any amendments to this AGREEMENT were completed? YES / NO 4. If construction is involved did the CALTRANS District Project -Manager verify that all claims and third party billings (utilities, etc.) have been settled before termination of the AGREEMENT? YES / NO 5. Did PARTNERS complete and transmit the As -Built Plans, Project History File, and all other required contract documents? YES / NO If ALL answers are "YES", this form may be used to TERMINATE this AGREEMENT. (Created ) AGREEMENT 05 - 0299 Project Number: 0515000104 CLOSURE STATEMENT PARTNERS agree that they have completed all scope, cost, and schedule commitments included in Agreement 05-0299 and any amendments to the agreement. The final signature date on this document terminates Agreement 05-0299 except survival articles. All survival articles in Agreement 05-0299 will remain in effect until expired by law, terminated or modified in writing by PARTNER's mutual agreement, whichever occurs earlier. The people signing this Agreement have the authority to do so on behalf of their public agencies. CALTRANS Name: District Director Date: CERTIFIED AS TO ALL FINANCIAL OBLIGATIONS/TERMS AND POLICIES Name: Resource Manager (Created ) CITY OF MORRO BAY Name: City Manager Date: