HomeMy WebLinkAbout1995-12-12 - AGENDA REPORTS - MOU LACO TRANS PRINCESSA (2)CONSENT CALENDAR
DATE:
AGENDA REPORT
City Manager Approv
Item to be presented by;
Lynn M. Harris
December 12, 1995
SUBJECT; MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY AND
THE LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION
AUTHORITY TO USE PROPOSITION C DISCRETIONARY FUNDS TO
ASSIST IN THE PURCHASE OF THE PRINCESSA METROLINK
STATION
DEPARTMENT; Public Works
BACKGROUND
At their May 9, 1995 regular meeting, the City Council directed staff to purchase the Princessa Rail
Station, and the City Manager to negotiate a purchase price comparable to recent nearby land sales.
Staff and the owner have since negotiated a purchase price of $1,742,000. The purchase agreement
has been structured to integrate Los Angeles County Metropolitan Transportation Authority
(LACMTA) grants into the purchase agreement. Over a period of three years, the City would make
payments. The first years' payment would be 25% of the purchase price or $435,000, with the
balance of $1,307,000 being paid over the following two years. The LACMTA board has approved
the City to receive $421,000 towards the purchase.
A memorandum of understanding (MOU) must be executed between the City and the LACMTA for
the use of funds from the Proposition C Discretionary funding source. The MOU will cover a two-
year period through June 30, 1997 and will be used to assist in the purchase of the Princessa
Metrolink Station in the amount of $421,000. The Transit budget dedicates $998,664 in Proposition
A Local Return funds, through June 30, 1997, to meet the aggregate cost of $1,855,664.
City staff will continue to apply in future successive years for additional MTA grants to pay off any
balance, rather than using Transit Fund Balance monies.
RECOMMENDATION
Approve the attached Memorandum of Understanding between the City and the LACMTA and
authorize the City Manager to sign on behalf of the City.
jPPROVED agenda Item: =2
ATTACFEv ENT
Memorandum of Understanding
FVOMETP CCAGENDA'MNC3.AGN
MOU
TIP CALL FOR PROJECTS
PROPOSITION C
MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding (MOLT) is made and entered into by and between the Los
Angeles County Metropolitan Transportation Authority ("MTA") and the City of Santa Clarita
("Grantee") for purchase of Princessa Metrolink Station (the "Project").
WHEREAS, as part of the Transportation Improvement Program (TIP) Call for Projects, the
MTA, at its June 15, 1995 meeting, authorized a grant to Grantee, subject to the terms and
conditions contained in this MOU.
NOW, THEREFORE, the parties hereby agree as follows:
The terms and conditions of this MOU consist of the following and each is incorporated by
reference herein as if fully set forth herein:
1. Part I - Specific Terms of the MOU
2. Part H General Terms of the MOU
3, Attachment A - Programmed Budget
4. Attachment B - Proposition C Cash Flow Plan
5. Attachment C - Scope of Work
6. Attachment D - Special Grant Conditions (if applicable)
7. Any other attachments or documents referenced in the above documents
In the event of a conflict, the Specific Terms of the MOU shall prevail over the General Terms
of the MOU.
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TIP Call for Projects - Memorandum of Understanding (MOU)
IN WITNESS WHEREOF, the parties have caused this MOU to be executed by their duly
authorized representatives as of the dates indicated below:
MTA:
LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY
m
Franklin E. White Date
Chief Executive Officer
APPROVED AS TO FORM:
Dewitt W. Clinton
County Counsel
Deputy
GRANTEE:
CITY OF SANTA CLARITA
in
George Caravalho
City Manager
2
Date
Date
TIP Call for Projects Memorandum of Understanding (MOU)
Title of the Project (the "Project"): Princessa Metrolink Station
2. To the extent the Funds (the "Funds") are available, MTA shall make to Grantee a one
time grant of the Funds in the amount of, $421,000. MTA Board action of June 15, 1995
programmed funds to Grantee for the Project for two (2) years, Fiscal Years (FY) 1995/96
and 1996/97.. However, Funds are approved for FY 1995-96 only. MTA Board action
will be required annually to approve Funds for each subsequent Fiscal Year prior to those
Funds being allocated to Grantee.
3. This one time grant shall be paid in accordance with the Cash Flow Plan (Attachment B),
as defined herein, for each Fiscal Year for which funds are approved (as specified in Part
I, Section 2 of this MOU). All disbursements of Funds shall be considered an estimate
subject to adjustment based on Quarterly Cost Certification reports (as specified in Part II,
Section 4.1 of this MOU) and MTA audit results.
4. Reports and Certifications to be submitted to MTA by Grantee:
Quarterly Cost Certification Report (with required documentation)
Quarterly Narrative Update on Project progress
Programmed Budget (the "Programmed Budget") for the sources of funds programmed for
the Project is attached to this MOU as Attachment A.
Proposition C Cash Flow Plan (the "Cash Flow Plan") for the Project is attached to this
MOU as Attachment B.
Scope of Work (the "Scope of Work") for the 'Project is attached to this MOU as
Attachment C.
Special Grant- Conditions for the Project, if any, are attached to this MOU as
Attachment D.
No changes to the Programmed Budget, the Cash Flow Plan, or the Scope of Work shall
be funded or allowed without the prior written consent of the MTA Chief Executive
Officer or his designee.
TIP Call for Projects - Memorandum of Understanding (MOLT)
10. MTA's Address:
Los Angeles County Metropolitan Transportation Authority
P.O. Box 194
Los Angeles, CA 90053
Attention: Renee Berlin
11. Grantee's Address:
City of Santa Clarita
23920 Valencia Boulevard
Santa Clarita, CA 91355
Attention: Bob Murphy
ATTEST:
CITY CLERK
APPROVED AS TO FORM:
CITY ATTORNEY
7RANSITOGE.NDA Imouviapr.agn
lu
TIP Call for Projects Memorandum of Understanding (MOL)
PART 11
GENERAL TERMS OF THE MOU
I. TERM. The term of this MOU shall commence on July 1, 1995 and, subject to Part II,
Section 7, shall terminate upon Project Completion. For purposes of this MOU, Project
Completion is defined as the time at which the agreed upon Scope of Work has been completed,
all MTA audit and reporting requirements have been satisfied, and the final disbursement of the
Funds has been made to the Grantee.
2. INVOICE BY GRANTEE. Unless otherwise stated in this MOU, the Quarterly Cost
Certification Reports, as described in Part II, Sections 4.1 of this MOU, shall satisfy MTA
invoicing requirements.
USE OF FUNDS.
3.1 The Grantee shall utilize the Funds to complete the Project as described
in the Scope of Work and in accordance with the most recently adopted MTA Proposition C
Guidelines (the "Guidelines").
3.2 Attachment C shall constitute the agreed upon Scope of Work between
MTA and the Grantee for the Project. The Funds, as granted under this MOU, can onlybe used
towards the completion of this Scope of Work.
3.3 Grantee shall not use the Funds to substitute for any other funds or projects
not specified in this MOU.
4. REPS( RTING AND AUDIT RE[)r�E43ENTS/pAMNEEN. ADTUSTMENTS.
4.1 Grantee shall submit Quarterly Cost Certification reports on the last day
of the months of October, January, April, and July. Should Grantee fail to submit such reports
within 10 days of the due date, MTA may withhold, at its sole discretion, the Funds from
Grantee. MTA will reconcile Quarterly Cost Certification reports to Funds disbursements on
a quarterly basis. All disbursements shall be considered an estimate subject to adjustment based
on this reconciliation. Future disbursement of Funds may be reduced and/or delayed if actual �-
Project costs, as provided in the Quarterly Cost Certification reports, are significantly less than
Fund disbursements.
4.2 MTA, and/or its designee, shall have the right to conduct a financial and
compliance audit(s) of the Project. Grantee agrees to establish and maintain proper accounting
procedures and cash management records and documents in accordance with generally accepted
accounting principles. The Grantee shall reimburse MTA for any expenditures not in
5
TIP Call for Projects - Memorandum of Understanding (MOU)
compliance with the Scope of Work and/or not in compliance with other terms and conditions
as defined by this MOU and the Guidelines.
5. ONE TR4E CERANT. This is a one time only grant subject to the terms and conditions
agreed to herein and in the Guidelines. This grant does not imply nor obligate any future
funding commitment on the part of MTA.
6. SOURCES AND DISPOSITION OF FUNDS,
6.
Grantee
l slcontribute
Grantee sing Commitment, as identified
in Attachment Atowards the cost of the Project. If the Funds identified in Attachment A are
insufficient to complete the Project, Grantee agrees to secure and provide such additional funds
necessary to complete the Project, unless otherwise agreed to in writing by the parties.
6.2 Grantee shall be responsible for any and all cost overruns for the Project.
6.3 Grantee shall be eligible for to Funds up to the grant amount specified
in Part 1, Section 2 of this MOU subject to the terms and conditions contained herein and in the
Guidelines. MTA is not responsible for, and will not reimburse, any Funds expended by
Grantee prior to the execution of this MOU without the prior written consent of the MTA Chief
Executive Officer or his designee.
6.4 Any underruns to the Programmed Budget shall be apportioned between
MTA and the Grantee in to same proportion as the Sources of Funds from each party to this
MOU as specified in Attachment A to this MOU. Grantee, within 60 days of completion of the
Project described in the Scope of Work, shall return to MTA any unused disbursements of the
Funds previously transferred to the Grantee.
7. IMMLY USE OF FUNDS / REPROGRANEVENG OF FUNDS.
7.1 Grantee must demonstrate timely use of Funds by: (i) executing this MOU
by December 31 of the first Fiscal Year in which funds are programmed, (ii) submitting
Quarterly Cost Certification reports as described in Part II, Section 4.1 of this MOU, and (iii)
expending the Funds granted under this MOU within three (3) years from July 1 of the Fiscal
Year in which funds are programmed, unless otherwise stated in this MOU. Funds programmed
for FY 1995-96 are subject to lapse on June 30; 1998. Funds programmed for FY 1996-97 are
subject to lapse on June 30, 1999. Funds programmed for FY 1997-98 are subject to lapse on
June 30, 2000. Funds programmed for FY 1998-99 are subject to lapse on June 30, 2001.
7.2 In the event that the timely use of Funds is not demonstrated as described
in Part U, Section 7.1 of this MOU, the Project will be reevaluated by MTA as part of its
annual TIP Call for Projects Recertification process and the Funds may be deobligated and
0
TIP Call for Projects- Memorandum of Understanding (MOU)
reprogrammed by the MTA Board. In the event the Funds are reprogrammed, this MOU shall
automatically terminate and Grantee must return any and all unused Funds pursuant to this MOU
within thirty (30) days from the lapse date as specified in Part II,
Board. Section 7.1 or by the MTA
8. DEFAULT. A Default under this MOU is defined as any one or more of the following:
(i) Grantee fails to comply with the terms and conditions contained herein or in the Guidelines;
or (ii) Grantee makes a material change, as determined by MTA at its sole discretion, to the
Cash Flow Plan, the Scope of Work, or the Programmed Budget without MIA's prior written
consent or approval as provided herein.
9. REMEDIES.
9.1 In the event of a Default by Grantee, MTA shall provide written notice of
such Default to Grantee with a 30 -day period to cure the Default. In the event, Grantee fails to
cure the Default, or commit to cure the Default and commence the same within such 30 day
period to the satisfaction of MTA, MTA shall have the following remedies: (i) MTA may
terminate this MOU; (ii) MTA may make no further disbursements of Funds to the Grantee;
and/or (iii) MTA may recover from Grantee any Funds disbursed to Grantee prior to and after
the Default.
9.2 Effective upon receipt of written notice of termination from MTA, Grantee
shall not undertake any new work or obligation with respect to this MOU unless so directed by
MTA m writing. Any funds expended after termination shall be the sole responsibility' of the
Grantee.
9.3 The remedies described herein are non-exclusive. MTA shall have the
right to enforce any and all rights and remedies herein or which may be now or hereafter
available at law or in equity.
10. OTHER TERMS AND CONDITION
S.
10.1 This MOU, along with its Attachments and the Guidelines, constitutes the
entire understanding between the parties, with respect to the subject matter herein. The MOU
shall not be amended, nor any provisions or breach hereof waived, except in writing signed by
the parties. Adoption of revisions or supplements to the Guidelines by MTA shall cause such
revisions or supplements to become incorporated automatically into this MOU as though fully
set forth herein.
10.2 If applicable, Grantee is obligated, in perpetuity, to continue using the
Project dedicated to the public transportation purposes for which the Project was initially
approVed• The Project right-of-way, the Project facilities constructed or reconstructed on the
7
TIP Call for Projects -- Memorandum of Understanding (MOU)
Project site, and/or Project property purchased (excluding construction easements and excess
property whose proportionate resale proceeds are distributed pursuant to this MOU) shall remain
dedicated to public transportation use in the same proportion and scope and to the same extent
as described in this MOU. Equipment acquired as part of the Project, including transit and other
vehicles, shall be dedicated to that use for their full economic life cycle, including any
extensions of that life cycle achieved by reconstruction, rehabilitation, or enhancements.
Subsequent grants or allocations for this Project, if any, will be identified by phase and will be
described in detail in an Amendment to this MOU or in a separate agreement.
10.3 In the event that there is any legal proceeding between the parties to
enforce or interpret this MOU, or the Guidelines, to protect or establish any rights or remedies
hereunder, the prevailing party shall be entitled to its costs and expenses, including reasonable
attorneys' fees.
10.4 Grantee shall retain all original records and documents related to the work
herein for a period of three (3) years after Project Completion.
10.5 Neither MTA nor any officer or employee thereof shall be responsible for
any damage or liability occurring by reason of anything done or omitted to be done by Grantee
under or in connection with any work, authority, or jurisdiction delegated to Grantee under this
MOU or the Guidelines. Grantee shall fully indemnify and hold MTA harmless from any
liability imposed for (i) misuse by Grantee of the Funds and/or (ii) injury and/or environmental
obligation occurring by reason of anything done or omitted to be done by Grantee under or in
connection with any work, authority, or jurisdiction delegated to Grantee under this MOU or
the Guidelines.
10.6 Neither party hereto shall be considered in default in the performance of
its obligation hereunder to the extent that the performance of any such obligation is prevented
or delayed by unforeseen causes including acts of God, acts of a public enemy, and government
acts beyond the control and without fault or negligence of the affected party. Each party hereto
shall give notice promptly to the other of the nature and extent of any such circumstances
claimed to delay, hinder, or prevent performance of any obligations under this MOU or the
Guidelines.
10.7 Grantee shall comply with and insure that work performed under this MOU
is done in compliance with all applicable provisions of federal, state, and local laws, statutes,
ordinances, rules, regulations, and procedural requirements and the applicable requirements and
regulations of the MTA. Grantee acknowledges responsibility for obtaining copies of and
complying with the terms of the most recent federal, state, or local laws and regulations and
MTA requirements including any amendments thereto. The terms of such federal, state, or local
laws and regulations and MTA requirements are applicable to this MOU to the maximum extent
feasible, unless otherwise provided for in writing by the MTA.
�3
TIP Call for Projects - Memorandum of Understanding (MOL)
10.8 Grantee agrees that the applicable requirements of this MOU and the
Guidelines shall be included in every subcontract entered into by Grantee or its contractors
relating to work performed under this MOU.
10.9 Grantee shall not assign this MOU, or any part thereof, without prior
approval of the MTA Governing Board, and any assignment without said consent shall be void
and unenforceable.
10.10 This MOU shall be governed by California law, If any provision of this
MOU is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the
remaining provisions shall nevertheless continue in full force without being impaired or
invalidated in any way.
10.11 The covenants and agreements of this MOU shall inure to the benefit of,
and shall be binding upon, each of the parties and their respective successors and assigns.
10.12 Grantee agrees that all literature, advertisements, brochures, video, radio,
and public service announcements, construction site signs, and all other materials relating to the
Project and/or distributed to the public will contain recognition of the MTA's contribution as
well as the approved METRO logo. If applicable, Grantee agrees to display the METRO logo
on its buses, shuttle buses, vans, and taxis utilized for services provided under the Project. The
METRO logo is a copyrighted symbol which shall be reproduced and displayed in accordance
with specific graphic guidelines available from the MTA Graphics Department at he address in
Part I, Section I0 of this MOU. Grantee agrees to follow directions of the MTA Marketing
Department to comply with this Section of the MOU.
.13 Grantee
funds (SLTPP) Orem he State of Califom aState
the Local Transportation
SLTPP funds Partnership
hived by he
Grantee for the Project shall be apportioned between the Grantee and MTA in the manner
specified in Part 11, Section 6.4 of this MOU.
10.14 Notice will be given to the parties at the address specified in Part I,
Sections 10 and I 1 unless otherwise notified in writing of change of address.
10.15 Grantee in the performance of the work required by this MOU is an
independent contractor and not an agent or employee of the MTA. Grantee shall not represent
itself as an agent or employee of the MTA and shall have no powers to bind the MTA in
contract or otherwise.
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WE$TSIDE AREA TERM ID.213-244-6037
NOV 27'95 15:31 No.011 P.04
TIP Call For Projects
Memorandum Of Understanding (MOU)
ATTACHMENT R _
PROPOSITION C CASH FLOW PLAN
GRANTEE: Santa Clarita Transit
PROJECT TITLE: Santa Clarita/Princessa Metrolink Station
FUNDING SOURCES:
PROPOSITION C $ 421,000
GRANTEE FUNDING COMMITMENT 11434,664
PROJECTED MONTHLYPROPOSITION C CASH EL
OW REQt11REMENTS;
FY 1995-96
Month,
July 1996 _ �$
207,000
Fiseal Year Total$207,000
FY 1996-97
$ 214,000
PROPOSITION 0 CASH FLOW REQUIREMENTS FOR FIRST TWO FISCAL YEARS 1)+(2):
PROPOSITION C CASH FLOW REQUIREMENTS PROGRAMMED FORkUTURE YE S (3)
(Must equal Proposition C amount listed under Funding Sources above) I
Note:
Although the MTA Board action of June 15, 1995 may ave programmed funds on a multi-year
basis, funds are approved for FY 1995-96 only. MTA Board action will be required annually to
approve funds for each subsequent fiscal year prior to those funds being allocated to the grantee,.
$214,000
C111P11071,NOV-A
SCOPE OF WORK
Santa Clarita/Princessa Metrolink Station
Project Description
The primary objective of this project is to acquire the land of the site of the existing Santa
Clarita/Princessa Metrolink station. The station was built as one of four (4) stations on an
emergency basis following the January 17, 1994 Northridge Earthquake. It served to provide
additional commuting options needed by the destruction on the SR -14/1-5 interchange in the
earthquake. Nearly two years after the earthquake, the station is still well -utilized and viable
for long term use.
The Santa Clarita/Princessa Station has very large service area. Not only is the usual service
area available, which is eastern Canyon Country, but all areas to the east and northeast are
considered an "expanded service area." The communities of Agua Dulce, Acton, and the
entire Antelope Valley are included in the expanded service area. The Princessa Station is
located within one mile of the SR -14 Freeway, making it very attractive to offer this
alternative to the expanded service area. The existing Santa Clarita Saugus Metrolink Station
is not freeway -convenient. The Princessa station is easily accessed from the Antelope Valley
Fwy (SR -14), Via Princessa, Sierra Highway, Whites Canyon Road, and Soledad Canyon
Road. A segment of the City's bikeway and trails system is located nearby.
Approximately 420 parking spaces presently exist, with a significant number designated for
exclusive use by carpool and disabled commuters. Facilities for kiss and ride and bus
layover/drop-off also exist. The City presently furnishes maintenance, utilities, and security
for the existing Metrolink Princessa Station and this will continue upon full City ownership of
the station.
After conducting a property appraisal, the City of Santa Clarita entered into a Purchase and
Sale Agreement with Newhall Land and Farming Company for a total purchase price of One
Million Seven Hundred Forty-two Thousand Dollars ($1,742,000). A downpayment of Four
Hundred Thirty-six Thousand Dollars secured a promissory note in the principal amount of
One Million Three Hundred Seven Thousand Dollars ($1,307,000) in the form of a first deed
of trust on the property. The City is obligated to make eight quarterly payments in the amount
of One Hundred Seventy Seven Thousand Four Hundred Fifty Eight Dollars ($177,458)
between September 24, 1995 and June 24, 1997.
Project Milestones
September 24, 1995
• City of Santa Clarita makes first quarterly payment.
June 24, 1997
• City of Santa Clarita makes final quarterly payment, assumes full ownership.
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PRINCESSA METROLINK STATION
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