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HomeMy WebLinkAbout1998-11-24 - AGENDA REPORTS - METROLINK STATION (2)CITY OF SANTA CLARITA AGENDA REPORT CONSENT CALENDAR DATE: November 24, 1998 City Manager proval• Item to be presented by: Christa C. Price SUBJECT: NEWHALL INTERMODAL TRANSPORTATION CENTER (NEWHALL METROLINK STATION) - PROJECT NO. S2001, AND VIA PRINCESSA METROLINK STATION, IMPROVEMENTS - PROJECT NO. T3007 - AUTHORIZATION TO ADVERTISE FOR CONSTRUCTION BIDS DEPARTMENT: Transportation and Engineering Services RECOMMENDED ACTION 1. Approve the final plans and specifications and authorize advertising for bids for the construction of the Newhall Metrolink Station, Project No. 52001, and Via Princessa Metrolink Station, Project No. T3007. 2. Authorize - the City Manager or his designee to execute the Memorandum of Understanding with Southern California Regional Rail Authority to provide construction management services for Project Nos. 52001 and T3007, and approve expenditures for the MOU not to exceed $240,000.00 from Account No. S2001001 and Account No. T3007205. Authorize the transfer of $135,000.00 from City Council Contingency Account No. 1240- 7401 to Account No. T3007001. BACKGROUND Newhall Metrolink Station On December 9, 1997, the City Council approved the design contract for the Newhall Metrolink Station Project. Staff facilitated numerous meetings that included the Redevelopment Design Subcommittee to produce the architectural renderings for the station. Council approved the architectural design of the Newhall Metrolink Station on April 21, 1998. Staff then proceeded . to have the contract plans and specifications completed in order to advertise for construction bids. On September 18, 1998, groundbreaking ceremonies were held for the project. At this time, staff is requesting authorization to advertise for construction bids on the Newhall Metrolink Station Project. Via Princessa Metrolink Station Improvements On March 10, 1998, the City Council authorized the design contract for upgrades to the Via Princessa Metrolink Station. The design includes two pedestrian shelters on the station platform, one pedestrian shelter above the ticketing machines, landscaping, and irrigation near APPROVED Agendaltum, NEWHALL INTERMODAL TRANSPORTATION CENTER AND VIA PRINCESSA METROLINK STATION IMPROVEMENTS November 24, 1998 — Page 2 the platform and within the parking lot. Local passengers utilizing this station have requested these items. When constructed, this station was built as a temporary station with very few amenities. At this time, staff is requesting authorization to advertise for construction bids on the Via Princessa Metrolink Station Project concurrently with the Newhall Metrolink Station Project. The Via Princessa Metrolink Station Improvement Plans were combined with the Newhall Metrolink Station Project in order to reduce design costs. The plans and specifications were prepared as one document for bidding, as many of the same details are referenced for both projects. Combining this effort substantially reduced the design costs for this project. Staff is anticipating additional reduced construction costs by bidding both projects together. Having the same construction manager inspect both projects concurrently will also be cost-effective. Staff has diligently kept costs to a minimum for this project due to the limited budget. The FY 1998/99 budget for this project is $160,225.00. Based upon the Engineers Estimate to construct the project per plan, an additional $135,000.00 needs to be allocated towards this project. Should Council determine that the project be built within the existing budget, the scope of the project would have to be scaled back to include construction of one of two options as follows: (1) Construct two canopies on the station platform, or (2) construct one shelter over the existing ticketing machines and provide irrigated parking lot trees. Memorandum of Understanding with Southern California Regional Rail Authority (SCRRA) This contract will authorize SCRRA to provide construction management services for both the Newhall Metrolink and Via Princessa Metrolink Station projects. SCRRA will provide design support, constructability review, sign design and sign placement design, and construction management, inspection, and coordination required to schedule SCRRA flagging services. SCRRA will also provide equipment that includes ticket vending machines, public address changeable message signs, a Monitor and Emergency Message Panel, and a communications shelter. SCRRA will also construct a fence north of Market Street adjacent to the railroad tracks. The estimate to provide the above listed services is $240,000.00. Staff received proposals from SCRRA, Los Angeles County Department of Public Works, and Boyle Engineering Services to provide construction management services for the two Metrolink projects. Following the review of submitted proposals, staff selected SCRRA to provide construction management services due to their extensive experience in managing construction of several existing Metrolink stations. Having SCRRA perform the construction management services for these projects will reduce the overall project costs. Their fees will be based on time and materials. Hiring a consultant to provide the construction management services could run about 5 percent of the total construction cost ($142,500.00), which is the industry standard. SCRRA's estimate for the construction management portion of the MOU is $72,000.00. SCRRA has administered construction on most of the existing Metrolink stations with construction contingency averaging approximately 5 percent. NEWHALL INTERMODAL TRANSPORTATION CENTER AND VIA PRINCESSA METROLINK STATION IMPROVEMENTS November 24, 1998 — Page 3 ALTERNATIVE ACTIONS 1. Postpone authorization to bid contracts. 2. Determine that the Newhall Metrolink Station is, not currently necessary and postpone the project. 3. Determine that the Via Princessa Station improvements are to be constructed within the existing project budget and direct staff to scale back the scope of the project.; 4. Determine that the upgrades to the Via Princessa Station are currently not necessary and postpone the project. 5. Other action as determined by the City Council. FISCAL IMPACT The Engineer's Estimate for construction of the Newhall Metrolink Station Project is $2,850,000.00. Funds in the amount of $3,691,364.00 from Account Nos, 52001001, 52001203, S2001205, 52001206; and 52001453 have been budgeted in Fiscal Year 1998/99 for the Newhall Metrolink Station. The balance of funds for this project is reserved for design fees, site acquisitions, and construction management The Engineer's Estimate for the Via Princessa Metrolink Station Improvement Project is $245,000.00. Funds in the amount of $160,225.00 from Account Nos. T1007103 and T1007205 have been budgeted in Fiscal Year 1998/99 for the Via Princessa Metrolink Station Improvements Project. ATTACHMENTS Newhall Metrolink Station - Rendering Via Princessa Metrolink Station - Site Plan Memorandum of Understanding between the City of Santa Clarita and Southern California Regional Rail Authority (In reading file in City Clerk's Office) BEJ js 8: \TES\ COUNCIL \AR'u62001.D0C MEMORANDUM OF UNDERSTANDING FOR CONSTRUCTION AND MAINTENANCE OF THE NEWHALL METROLINK REGIONAL RAIL STATION THIS AGREEMENT, dated 1998, is made by and between the SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY, a joint powers authority created under the laws of the State of California (the "SCRRA"), and the CITY OF SANTA CLARITA, a public body, corporate and politic (the "City"): RECITALS SCRRA has established commuter rail service (Metrolink) within the County of Los Angeles from Union Station in the City of Los Angeles to a terminal station in the City of Lancaster (the Santa Clarita line) along right-of-way owned by the Los Angeles County Metropolitan Transportation Authority (MTA). The Santa Clarita/Antelope Valley line passes through the City. SCRRA and the City have agreed to provide a new Metrolink station, in the City's Newhall district, located at Railroad Avenue and Market Street in downtown Newhall. The City has completed a realignment and widening of these streets in preparation for the construction of the station, designated the Newhall Metrolink Regional Rail Station (Newhall Station; the station). Currently the City's consulting engineer is designing a station platform with canopies, a plaza with a restroom and office, a clock tower, fountain and trellis, parking areas and.lighting and other facilities. SCRRA is providing design support in the form of the Metrolink station design manual, comments and plan review meetings, and preliminary plan markups. The City has secured funding for the station project. The. City intends to finalize the station plans and specifications, and bid, award and administer a contract for City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 1 Newhall Metrolink Station its construction. SCRRA will be installing ticketing and communications equipment during station construction, and providing railroad safety/flagging services. The City has asked SCRRA to also provide additional constructibility and bidability review of the City's plans and on-site construction management, using individuals employed by a SCRRA consulting engineering firm. Staff for both parties generally agree that the costs of these additional SCRRA engineering services requested by the City, the costs of railroad safety/flagging services, and SCRRA-provided signage and signage design will be included in the City's project budget and be paid to SCRRA by the City out of this budget. SCRRA has budgeted for the procurement and installation of railroad -related communications equipment, and the MTA has paid SCRRA for procurement of the ticket machines. During the realignment of Railroad Avenue SCRRA installed barrier fencing between Railroad Avenue and the railroad right-of-way from Market Street south to San Fernando Road. Fencing from the station site north to 11th Street was also to be installed by SCRRA, and the costs of both segments paid by the City. The northern segment was not built during the Railroad Avenue realignment. Both parties wish to finish the barrier fencing project. The City and SCRRA now wish to set forth their agreement on design, construction and maintenance of Newhall Station. AGREEMENT 1.0 TERM This memorandum of understanding (MOU) shall remain in force as long as Newhall Station is served by Metrolink or that portion of the station platform on MTA - owned property remains in use by the City for any purpose, or if terminated by mutual consent. Only those portions of this agreement relating to design and City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 2 Newhall Metrolink Station construction shall terminate when construction is completed and accepted by both parties. 2.0 COORDINATION The city and SCRRA agree to work with one another, other agencies, relevant City departments, the City's consultants and contractors and SCRRA's consultants and contractors to ensure satisfactory and timely completion of the project. The City will administer coordination of the project work. 3.0 DESIGN The city will design the station, with design support from SCRRA. The City will prepare preliminary and final plans and specifications, and submit copies for SCRRA's review and approval at each design stage. Final construction plans and specifications will not be published and used for bidding until SCRRA approves them in writing. The plans will be in English units and generated using computer aided.design and drafting (Cadd). The drawings and specifications will be formatted, organized and sequenced as agreed upon by the city and SCRRA Special conditions shall include SCRRA Forms No. 6 and 37 relating to right -of - entry and railroad safety. SCRRA staff and consulting personnel will mark plans and submit comments to the City's design engineer at each design stage. These marked -up plans will be made available at each subsequent in -progress design review meeting. 3.1 Designing for SCRRA facilities and SCRRA-provided equipment The City will design conduit runs, footings, foundations, anchor bolt installation details, concrete pads and any other equipment necessary to allow the installation of SCRRA ticketing and communications equipment. This SCRRA equipment City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 3 Newhall Metrolink Station includes one master ticket vending machines (MTVM), one ticket vending machine (TVM), three multiple trip ticket validating machines (MTTVs), public address changeable message signs (PA/CMS), a Monitor and Emergency Message Panel (EMP) and a communications shelter. The City's design for SCRRA equipment will conform to requirements of the Metrolink Station design manual, including Chapter 4.1.2. The communications shelter will be located, dimensioned, and provided vehicular access as described in Chapter 4.1.2.17. The design should also accommodate the SCRRA-provided basic sign package as described in Chapter 4.1.2.11. SCRRA-provided design support will include any updates, changes or specific exemptions to the station manual necessary for the project. SCRRA-provided design support will be coordinated directly with the City's consulting engineer, if directed so by the City. SCRRA's coordination may be in the form of meetings, written instructions, mark-ups, and/or drawings and specifications. The bid package shall include; as information, all SCRRA-provided plans and specifications for the elements referred to above, including mounting poles and brackets, cables and connections to any existing signal systems, TVM/MTTV wiring diagrams necessary to determine cable runs and wire/cable pulls, and installation hardware. 3.2 Additional SCRRA-Provided Design Services At the City's request and with SCRRA's concurrence additional SCRRA design support may be provided, including a constructibility review. SCRRA will keep separate records of these additional engineering design services and recollect these actual costs from the City. These services will include sign design and sign placement design, if requested by the City. City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 4 Newhall Metrolink Station 4.0 FUTURE SECOND TRACK SCRRA expects to build a second railroad track through the station area within the next 10 years. This second track would be parallel to and 15 feet east of the existing track. The City agrees that station facilities and parking east of the existing track are temporary, and SCRRA may demolish and remove facilities and parking necessary for the second track, and construct track roadbed, drainage swales, track, and any necessary signal facilities, without incurring any obligation involving relocation or restoration of parking spaces or other temporary station - related uses in the second track area. The sole exception shall be that SCRRA will be responsible for the costs of altering the Market Street grade crossing and obtaining approval for same as required under the Public Utilities Code and decisions of the Public Utilities Commission, and including these costs in its budget for the second track project. SCRRA's future alteration of the Market Street grade crossing will include demolition of sidewalks and roadway pavement in the second track area. SCRRA . shall restore sidewalk, curb, gutter and roadway pavement within 10. feet of second track centerline using asphaltic concrete, with zero -faced curb height, as required by the Public Utilities Commission. Restoration of sidewalk and roadway outside of the 10 -foot area, if necessary, shall be with the same materials originally used by the City. 5.0 PERMITS The City shall obtain and comply with any and all approvals, permits, licenses and other authorizations 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 state law. The City will apply for and secure, at its sole expense, all permits required for construction and operation of the City of Santa Clarita- SCRRA October 22, 1998 Memorandum of Understanding Page 5 Newhall Metrolink Station station, with the exception of a contractor's right to enter the MTA property to construct the station. This construction right -of -entry will be obtained by the City's ' general contractor directly from SCRRA, using SCRRA Form No. 6. 6.0 THE STATION CONSTRUCTION CONTRACT The City will solicit and receive bids for construction of the project, and award, in its own name, a contract for the project (the "construction contract") to the lowest responsive and responsible bidder (the "general contractor"). The construction contract shall incorporate the requirements set forth herein and in other provisions of this MOU. 6.1 The Contracting Officer and the On -Site Construction Manager The City will manage and administer the project under the construction contract through to completion of station construction. At the city's request SCRRA will provide a on-site construction manager as a part of SCRRA's additional engineering services. The on-site construction manager will be an individual available to SCRRA through SCRRA's engineering services consultant,. and will be jointly selected by the City and SCRRA. The construction contract specifications will contain a section describing the authority of the city's contracting officer for the station project, and those powers and duties the contracting officer has delegated to the on-site construction manager. The authority delegated by the contracting officer to the'on-site construction manager shall include general control over the general contractor, including the power to enforce compliance with the contract. The' on- site construction manager shall have the authority to suspend all or part of the work as further described under a separate section, and shall, subject to review and acceptance by the contracting officer, have the authority to negotiate adjustments of total contract price and contract time. SCRRA's actual costs of providing the on-site construction manager will be recollected from the City, and the construction City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 6 Newhall Metrolink Station budget will include a line item for construction management, and a separate line item for SCRRA-provided flagging/railroad safety services. The construction contract will require the general contractor to provide the on-site construction manager with an on-site private office, with electrical and telephone utility services. 6.2 Other Contract Provisions The construction contract will require that the general contractor acknowledge that construction staging, techniques and hours -of -work will be arranged to avoid disruption to Metrolink passenger train movements and Union Pacific Railroad freight train movements on the Valley subdivision main line through the station site. The construction contract will keep SCRRA free and clear of all mechanic's liens and/or stop notices resulting from construction of the station. If the general contractor desires to contest any such lien and/or stop notice, immediately upon . demand by the City of SCRRA, the general contractor will be obliged to procure and record in the Official Records of Los Angeles County, California a lien release bond in an amount equal to one and one-half times the amount of the claim of lien. The construction contract will require the general contractor to, within sixty (60) days after recordation of a notice of completion of construction, remove all construction equipment and materials from the construction area and restore the construction area to its new, as -built condition to the reasonable satisfaction of the City. The general contractor will be required to expressly acknowledge and agree that SCRRA is an intended third party beneficiary of all of the general contractor's covenant, agreements, warranties, representations and obligations under the construction contract, including, without limitation, any and all construction warranties. City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 7 Newhall Metrolink Station 7.0 CONSTRUCTION SCRRA or its contractor(s) shall be responsible for the purchase and installation of two TVMs, three MTTVs, a PA/CMS system, a EMP and a communications shelter. The costs of the PA/CMS system, the EMP and the communications shelter will be included in SCRRA's project budget upon approval of.the plans by SCRRA's Manager of Communications. Both the City and SCRRA understand that procurement costs of the two TVMs.have been budgeted by the MTA, which will be drawn upon by SCRRA for their purchase. The costs of installing the two TVMs and the three MTTVs shall be paid by the City. SCRRA shall provide the City with a construction and interface schedule for this equipment prior to the initiation of work which sets forth the starting and finishing dates for each critical event in its equipment installation. Upon request by the City and at the City's cost SCRRA shall provide station signage and signage design support, including the basic signage package described by the station manual. The City's contractor shall install any SCRRA-provided signage. The City shall be responsible for construction of all portions of the station project not installed by SCRRA, including but not limited to: the platform, parking lot, buildings, sidewalks, lighting, barrier fencing, benches and canopies, other station amenities, signage and roadway/traffic control devices. The city shall provide SCRRA with its construction and interface schedule for coordination of the SCRRA work. The city shall be responsible for.obtaining and installing a separate electrical power connection and service address in SCRRA's name to power all SCRRA- owned and operated electrical equipment, except TVMs and MTTVs, at the station. City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 8 Newhall Metrolink Station 7.1 The On -Site Construction Manager The on-site construction manager shall negotiate change requests and coordinate same with the city. When approved by the City's change orders will be issued by the on-site construction manager. The on-site contraction manager will provide schedule and budget monitoring and control, shop drawing review, cost estimating when necessary, and interpretation and clarification of contract documents related to engineering design to resolve field conditions. The on-site construction manager will also make arrangements with SCRRA's right-of-way engineer for flagging and railroad safety services, as needed. 7.2 Contractor's Right -of -Entry on to MTA Property No work shall be commenced on MTA property or adjacent to SCRRA's track until each of the prime contractors employed in connection with the work have executed and delivered to SCRRA a letter agreement in the form of Right -of -Entry SCRRA Form No. 6, and delivered to and secured the approval by SCRRA of the insurance required by the two exhibits attached to Right -of -Entry Form No. 6. The City is responsible for its prime contractor having obtained a right -of -entry through submission to and acceptance by SCRRA of a completed Right -of -Entry SCRRA Form No. 6, prior to the contractor's work. The City, or the City's contractor, will comply with SCRRA's rules and regulations as shown in SCRRA's Rules and Requirements for Construction on Rai/road Property SCRRA Form No. 37, and instructions of SCRRA's inspectors and representatives, in relation to the proper manner of protecting the railroad tracks and the traffic moving thereon, pole lines, signals and other property of MTA or its tenants or licensees at or in the vicinity of the work during the street project, and shall perform the work at such times as shall not endanger or interfere with safe and timely operation of SCRRA's track and other facilities. City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 9 Newhall Metrolink Station 7.3 SCRRA Riaht-of-Entry and Staging Area on City Propert At no cost to SCRRA the City hereby grants to SCRRA; its contractors and their subcontractors' employees, agents and representatives, a temporary right -of -entry for installation of SCRRA equipment and as a staging and storage area for the equipment and related materials. This right -of -entry shall terminate upon completion of the project. The staging and storage area or areas shall be delineated by the City with SCRRA's concurrence at the time construction begins. The staging and storage area or areas may be relocated from time to time at the City's discretion and with SCRRA concurrence. 7.4 Final Inspection and Acceptance SCRRA will conduct an inspection of the station project within thirty (30) days after notice of construction completion from the City. SCRRA will have the opportunity to request corrections if necessary for railroad -related portions of the station project. SCRRA will provide a final .acceptance, when and if any requested corrections have been made, in writing. Upon completion of the construction work and acceptance of the work by both the City and SCRRA, the city shall deliver to SCRRA a true and complete copy of "as built" drawings for the station project within sixty (60) days. 8.0 PAYMENT OF COSTS Below are estimates for SCRRA-provided services, work and equipment which actual costs will be recollected by.SCRRA by the City: a. Procurement of three MTTVs and installation of two TVMs and three MTTVs: $30,000.00 City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 10 Newhall Metrolink Station b. On-site construction management and other additional SCRRA engineering services requested by the City: $72,000.00 c. Flagging/Railroad safety services obtained by the general contractor by SCRRA Form No. 6: $50,000.00. d. Signage and signage design support as agreed upon by the City and SCRRA: $ 50,000.00. e. 1250 feet of wire mesh barrier fencing along Railroad Avenue from the station to 11th Street: $ 37,500.00. Total estimated SCRRA costs to be recollected from the City: $ 239,500.00 A deposit of 60%, of the total estimated costs of SCRRA services, work and equipment provided under Items "a", "b", "d" and "e" in this section, $113,700.00, shall be paid to SCRRA upon execution of this memorandum of understanding. A deposit for the SCRRA-provided flagging/railroad safety services under Item "c" will be paid by the general contractor as determined by SCRRA's right-of-way engineer. SCRRA will, upon completion of the project and compilation of its actual costs; will invoice the City for the remainder of its actual costs under Items "a", "b", "d" and "e", minus any deposit received. The City shall promptly pay SCRRA's costs as shown in the invoice. Payments for SCRRA-provided flagging/railroad safety services shall be made as described in SCRRA Form No. 6. In the event of a default of payment by the general contractor under its right -of -entry agreement, the city will be responsible for paying SCRRA any unpaid flagging/railroad safety service costs. City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 11 Newhall Metrolink Station 9.0 MAINTENANCE AND OPERATION OF THE STATION Upon acceptance of the station project by both the City and SCRRA, the City, at it's sole expense, shall perform all necessary maintenance and clean -up of the station to keep the station in good order and condition to the reasonable satisfaction of the SCRRA. City's maintenance responsibility shall include; but not be limited to, the following: (a) maintaining; repairing, sweeping, cleaning and resurfacing all station parking and platform areas; (b) maintaining, repairing and cleaning all station lighting systems, irrigation systems, structures, signage and other station improvements or fixtures; (c) removing all trash, litter and debris from the station; (d) removing all graffiti from the station and station improvements; (e) keeping the station free of weeds; and, (f) maintaining all planted/landscaped areas. The City's maintenance responsibility shall be performed on 'as -needed' basis, so as to keep the station and the station improvements in good order, condition and repair, at all times. Notwithstanding anything to the contrary contained in the previous paragraph, the City shall not be responsible for the repair or maintenance of the TVMs and MTTVs, PA/CMS equipment, EMS and equipment contained within SCRRA's communication shelter building. City hereby agrees that it shall not attempt to perform any maintenance, repair or other work on such equipment. 9.1 Utilities Responsibilities The City, at its sole expense, shall provide and pay for all utilities and other services necessary to operate and maintain.the station. Such utilities and services shall include, but not limited to, any electrical, gas, water, sewer, telephone or trash removal service necessary for the operation of the station. City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 12 Newhall Metrolink Station SCRRA, at its sole expense, shall provide and pay for all utilities costs associated with operation and maintenance of the TVMs, PA/CMS equipment and communications shelter. 10. INDEMNIFICATION 10.1 By the City Neither SCRRA nor any of its Board Members, member agencies, officers, agents, volunteers, contractors, or employees shall be responsible for any damage or liability occurring by reason of any acts or omissions on the part of the City under or in connection with any work, authority or jurisdiction delegated to the City under this agreement. The parties understand and agree that the City shall fully indemnify, defend and hold SCRRA harmless from any and all liability, loss, expense (including reasonable attorney fees and other defense costs), or claims imposed for damages of any nature whatsoever, including but not limited to, bodily injury, death, personal injury, or property damage occurring by reason of any acts or omissions on the part of the City or its agents, contractors, customers, invitees or employees or authority or jurisdiction delegated to the city under this agreement in connection with any work; operation, maintenance and/or use of the station. This indemnity shall survive until SCRRA termination of Metrolink services to Newhall Station or until terminated by mutual consent, whichever occurs later. 10.2 By SCRRA Neither the City nor any of its Board Members, officers, agents, contractors, or employees shall be responsible for any damage or liability occurring by reason of any acts or omissions on the part of SCRRA under or in connection with any work, authority or jurisdiction delegated to SCRRA under this agreement. The parties understand and agree that SCRRA shall fully indemnify, defend and hold the City of City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 13 Newhall Metrolink Station Santa Clarita, and its Board Members, officers, agents and employees harmless from any and all liability, loss,. expense (including reasonable attorney fees), or claims imposed for injury or damage, occurring by reason of any 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 until SCRRA termination of Metrolink services to Newhall Station or until terminated by mutual consent, whichever occurs later. 11. INSURANCE SCRRA and its consultants, contractors, subcontractors or agents shall assume all responsibility for damages to property or injuries to persons, including accidental death, which may be caused by the performance of its tasks under this memorandum of understanding, whether by itself, its contractors or subcontractors, or anyone directly or indirectly employed by it and whether such damage shall accrue of be discovered before or after termination of this memorandum of understanding. Prior to the commencement of its work, SCRRA shall cause certificates.of insurance and additional insured endorsements to be delivered to the City. Said certificates and additional insured endorsements shall name the City of Santa Clarita, its agents, officers and employees as additionally insured under this policy, in the following amounts: General liability Insurance in an amount not less than $1,000,000.00 per occurrence for personal injuries, including accidentaldeath to any one person; property damage insurance in an amount not less than $1,000,000.00 and subject to the above limits, and a combined single limit of insurance in an amount not less than $1,000,000.00. The City and its consultants, contractors, subcontractors or agents shall assume all responsibility for damages to property or injuries to persons, including accidental death, which may be caused by the performance of its tasks under this. City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 14 Newhall Metrolink Station memorandum of understanding, whether by itself, its contractors or subcontractors, or anyone directly or indirectly employed by it and whether such damage shall accrue of be discovered before or after termination of this memorandum of understanding. Prior to the commencement of any work on MTA property, the City shall cause certificates of insurance and additional insured endorsements to.be delivered to SCRRA's right-of-way engineer, as described in SCRRA Right -of -Entry Form No. 6. 12. NOTICES Any notice.sent by prepaid post to the address of the .addressee shall be.deemed to have been given when in the ordinary course it would be delivered. The representatives of the parties who are primarily responsible for the administration of City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 15 Newhall Metrolink Station this agreement, and to whom notices, demands and communications shall be given are as.follows: City: CITY OF SANTA CLARITA Attn: Bonnie Joseph Department of Public Works Project Development 23920 Valencia Boulevard Coordinator Santa Clarita CA 91355-2196 E-mail: bjoseph@santa-clarita.com Telephone: (805),286-4139 Facsimile: (805) 259-8125 SCRRA: Lou Cluster, Public Projects Engineer Southern California Regional Rail Authority 700 South Flower Street 26th Floor Los Angeles CA 90017-4101 E-mail: clusterl@scrra.com Telephone: (213) 452-0217 Facsimile: (213) 452-0423 If there is any change in the above name and/or address, either party shall give a written notice to the other party within five (5) days of such change. 13. DEFAULT 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 ten (10) days from receipt of the notice or commit to cure the default and commence the same within thirty (30) days from receipt of the notice, the non -defaulting party may elect to terminate this agreement. Upon termination of this agreement, all moneys advanced to the defaulting party by the non -defaulting party, less reasonable costs of services, .equipment and materials provided to date, shall be refunded forthwith to the non -defaulting. party. Any and all orders of equipment and materials shall be canceled, if feasible and so directed by the non -defaulting party. City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 16 Newhall Metrolink Station 14. GENERAL PROVISIONS 14.1 Severability. Should any part of the within agreement become null, void or unenforceable, all other portions of said agreement shall remain in full,force and effect. 14.2 Cooperation. The parties and their respective agents and employees shall tender their best efforts and act in good faith to cooperate with and support the construction and related activities necessary for the successful and timely completion of the subject project. 14.3. Entire Agreement. This agreement contains the entire agreement of the parties on the matters it covers and it supersedes any previous agreement between the parties on such matters. No other agreement, statement or promise made by or to either of the parties or the agent or representative of either of the parties shall be binding unless it is in writing and signed by both parties. City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 17 Newhall Metrolink Station IN WITNESS WHEREOF, the parties hereto have.caused this agreement to be executed by their respective officers, duly authorized. SOUTHERN CALIFORNIA REGIONAL CITY OF SANTA CLARITA, A public RAIL AUTHORITY, a joint powers body, corporate and politic, created authority, created under the laws under the laws of the State of of the State of California California By: David Solow, Interim Executive Director APPROVED AS TO.FORM: DEWITT W. CLINTON County Counsel Los Angeles County as Helen Parker, Deputy County Counsel M APPROVED AS TO FORM: CITY OF SANTA CLARITA 22 City of Santa Clarita - SCRRA October 22, 1998 Memorandum of Understanding Page 18 Newhall Metrolink Station