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HomeMy WebLinkAbout2010/04/20 Item 6 CITY COUNCIL AGENDA STATEMENT ~f::. CITY OF -- - - - (HULA VISTA 4/20/10, Item~ ITEM TITLE: RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING A MEMORANDUM OF UNDERSTANDING (MOU) WITH THE SAN DIEGO ASSOCIATION OF GOVERNMENTS (SANDAG) FOR THE PURPOSE OF CONDUCTING LIGHT RAIL TROLLEY IMPROVEMENT STUDY WITHIN T E INTERSTATE 5 (I-5) MULTI MODAL CORRIDOR DIRECTOR OF PUBLIC WORKS ASSISTANT DIREl' OF ENG CITY MANAGER ~ ASSISTANT CIT. ANAGER ~) 4/5THS VOTE: YES 0 NO t:XI SUBMITTED BY: REVIEWED BY: SUMMARY The City of Chula Vista would like to enter into an MOU with SANDAG for the purpose of conducting a Light Rail Trolley Improvement Study (LRT Study) to provide updated preliminary engineering costs for grade separation improvements for the light rail trolley rail system within Chula Vista. The MOU provides that SANDAG will be the lead agency and defines roles and obligations for funding. The Council action tonight is to amend the current MOU with SANDAG for the purpose of conducting the LRT Study. ENVIRONMENTAL REVIEW The Environmental Review Coordinator has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity qualifies for a Class 6 categorical exemption pursuant to Section 15306 (Information Collection] of the State CEQA Guidelines, because the proposed activity will result in the preparation of an engineering pre-design study potentially leading to an action which the City of Chula Vista has not yet approved, adopted or funded. Thus, no further environmental review is necessary. RECOMMENDATION Council adopt the resolution. BOARDS/COMMISSION RECOMMENDATION Not applicable. 6-1 4/20/10, Item ~ Page 2 of 5 DISCUSSION The City, along with its partners at Caltrans, Federal Highway Administration (FHW A) and San Diego Association of Govemments (SANDAG) desire to participate in a study to update improvement costs for the at-grade light rail and railroad crossings. This study will be performed as a technical analysis along with the multi-modal improvements to the Interstate-5 (1-5) Corridor between Main Street interchange and State Route 54 (SR-54) that is currently being performed by AECOM (consultant). At a project program level, this 1-5 Multi-Modal Corridor Study will determine the ultimate improvements needed for the four-mile long 1-5 corridor that includes the freeway, the railway corridor, local street crossings and under-crossings within the City ofChula Vista. The project lies entirely within the jurisdiction of the City of Chula Vista but assistance and coordination on a regional level is required of Caltrans and SANDAG. SANDAG staff with LRT/heavy rail expertise will also be part of the project team. Caltrans has also identified a project team that will assist on this effort. The funding for Caltrans staff is already approved in the Caltrans budget for the 1-5 Study and is not a cost the City is paying for. SANDAG approved their Fiscal Year 2008/2009 work program budget for this project on October 24, 2008 as part of the larger 1-5 Study. The City of Chula Vista will reimburse SANDAG a maximum of $50,000 for the administration costs for this LRT project that is a component of the 1-5 Study. As the 1-5 Study is completed later this calendar year, the City will be in a better position to begin individual transportation projects anywhere along this important corridor. In 2007, SANDAG completed a study called "2030 San Diego Regional Transportation Plan (RTP), Final November 2007" (2030 RTP). The 2030 RTP is the region's 30-year transportation plan. The outcome of the study envisions a regional transit system that is the first choice for many of our trips. The long-range transit vision calls for a network of fast, flexible, reliable, safe, and convenient transit services that connect homes to the region's major employment centers and major destinations. The R TP is based on a network of rail, bus rapid transit, arterial rapid bus, and local bus services working together as a system to address a wide range of travel needs. This plan puts a greater emphasis on serving the region's urban core areas and Smart Growth areas where land use densities and urban design are conducive to transit. Subsequently, SANDAG staff has evaluated at-grade light rail and railroad crossings for the County of San Diego and ranked the highest regional priorities for grade separation. Their actions in May of 2008 recommended submittal of four regionally important and competitive grade separation projects to the California Transportation Commission for State (Highway- Railroad Crossing Safety Account) funding. Each grade-separation crossing is estimated at over $30 million so State, Federal and Regional funds must be pursued. These four locations included the E Street and H Street crossings in Chula Vista. And although supported by the region for additional funding, the California Public Utility Commission approved no funding for the region. This spring SANDAG will again evaluate and rank all regional at-grade crossings requests submitted by local agencies. Chula Vista has again updated the evaluations and resubmitted E Street, and H Street but also added the Palomar Street LRT crossing to be considered. The Transportation, Community, and System Preservation (TCSP) Program funds will be used to conduct a more refined study to determine specific design features of grade separation at Light 6-2 4/20/10, Item ~ Page 3 of 5 Rail Trolley crossings at the following locations near Transit Stations in the City of Chula Vista: E Street, H Street and Palomar Street. As part of the annual Growth Management Oversight Commission requirements to monitor citywide traffic threshold compliance, City staff completed a traffic survey on E Street, H Street, and Palomar Street near the Trolley Crossings and 1-5 freeway ramps. The study revealed that the current traffic Level of Service (LOS) for E Street westbound during the evening period (trom 4 p.m. to 6 p.m.) is D, and the LOS for H Street westbound during the evening is E (please refer to Attachment No.3). Since a significant contributor to the LOS within these crossings is caused by the trolley at-grade gate operation delay, staff expects that grade separation would improve the LOS at each of these crossings. The combined intersection delays for east-west traffic on E Street and H Street would be reduced between 17 and 40 seconds per vehicle. Palomar Street is similar to E Street and H Street crossings and was ranked regionally with these crossings. Indeed, our recent traffic study revealed that the LOS for Palomar Street westbound during the evening is D, barely in compliance with the City's minimum acceptable traffic level of service for local street traffic. Furthermore, staff predicts that the grade separation project would also contribute to the City's Palomar Trolley Center redevelopment, a transit-oriented beautification project that would contribute towards private sector development of this low- mcome area. This project LRT Study will be able to provide specific design features of grade-separating the Light Rail Trolley at locations near the Transit Stations in Chula Vista. The costs for each of these crossings would be updated to a preliminary engineering-level estimate as well as the project limits for each of the crossings. One consideration to be evaluated is at the E Street Transit Station. If during redevelopment of the area this station's loading platform is moved further south towards F Street, then the at-grade crossing at F Street may also have to be grade separated. This issue is being discussed with the larger 1-5 Multi-modal Corridor Study. In addition, this study would help identify critical design elements that would impact construction costs and update the WTDIF (Western Transportation Development Impact Fee) Program. FUNDING Over the past several years, City staff has been working with Congressman Filner regarding additional funding to prepare a preliminary study for the ultimate improvements needed along the Interstate-5 corridor and as such staff were successful in obtaining $1,987,200 in SAFETEA- LU funds for the 1-5 corridor. Subsequently, on November 4, 2008, per Resolution 2008-253, the City Council accepted the SAFETEA-LU funds and approved an MOU with SANDAG to conduct the 1-5 Multi-modal Corridor Study. Afterwards, staff obtained an additional $222,300 in TCSP funds for the LRT Study. Subsequently, on September 15,2009, per Resolution 2009- 220, the City Council accepted the TSCP funds for the LRT Study. Since the LRT Study is an integral element in completing the 1-5 multi-modal corridor study, SANDAG, Caltrans and City staff have agreed to combine the SAFETEA-LU and TCSP funds to cover the costs of both studies since it is within the same study area. The City Council has already appropriated $556,175 (20.11%) per Resolution 2009-220, in the STM-361 project account with sufficient TransNet funds in order to match the 20% minimum local fund match as required by the SAFETEA-LU and TCSP programs. As of today, the current budgeted funds for Project STM-36l (SANDAG RTIP # CHV30) includes $556,175 in TransNet funds, $1,987,200 in Federal SAFETEA-LU funds, and $222,300 in TCSP funds for a total of$2,765,675. The table below shows the project funding available: 6-3 4/20/10, Item-k- Page 4 of 5 FUND AMOUNT PERCENTAGE COMMENT TransNet $556,175 20.00% Minimum 20% Local Match required. SAFETEA-LU $1,987,200 71.46% 1-5 Multi-modal Corridor Study TCSP $222,300 8.54% LRT Immovement Study Total $2,765,675 100.00% Total STM-36I project budget Staff and SANDAG estimated the total cost for LRT Study would be $400,000. This amount includes $300,000 for consultant services, SANDAG administrative costs and a consultant contingency. In addition, this amount includes $50,000 for City of Chula Vista staff expenses. Based on the project budget, there are sufficient funds available for this new scope of work. As was previously mentioned, staff estimated that each rail grade separation project might cost over $30 million. It is imperative that the design elements and potential construction impediments be identified early in the process so that decisions can be made to minimize construction costs. With at least three grade separation projects being considered and possibly more, this would represent a future construction cost for the local agency, region, State and Federal agencies of over $90 million. This effort will result in preliminary engineering and estimates but does not include an environmental document or construction. Staff intends to utilize any remaining local and Federal funds to try to advance the environmental and design portion of the initial priority list of project(s). It is anticipated that this initial phase of work for the LRT corridor will be completed by December 31, 2011. DECISION MAKER CONFLICT Staff has reviewed the property holdings of the City Council and has found a conflict exists, in that Councilmember Ramirez has property holdings within 500 feet of the boundaries of the property which is the subject of this action. CURRENT YEAR FISCAL IMPACT There is no impact to the General Fund. The City already transferred $556,175 to STM-361 account per Resolution 2008-253 and Resolution 2009-220, using TransNet fund to match the 20% minimum local fund as required by the SAFETEA-LU and TSCP programs. The Federal funds are reimbursed as invoices are submitted and approved by Caltrans. Staff will process the RTIP amendment for CHV30 with SANDAG as part of the next RTIP update. ONGOING FISCAL IMPACT None. This is an engineering study only. 6-4 4/20/10, Item~ Page 5 of 5 ATTACHMENTS Attachment 1. SANDAG Co-sponsor Letter Attachment 2. TMP Traffic Survey Exhibit A. Memorandum of Understanding Prepared by: Jamal Naji. Associate Engineer & Francisco X Rivera Principal Civil Engineer, Public Works Dept. J:IEngineerIAGENDA\CAS2010104-20-10ICAS 1-5 MOUwith SANDA Gfor Light Rail Studyrev.doc 6-5 CSAND__~~ji' 401 B Street, Suite 800 San Diego, C4 92101-4231 (619)699-1900 Fax (619) 699-,1905 W\I\/VLI.sandag.org MEMBER AGENCIES Cities of Carlsbad Chula Vista Coronado DelMar EI Cajon Encinitas Escondida Imperial Beach La Mesa Lemon Grove National City Oceanside Poway San Diego San Marcos Santee Solana Beach Vista and County of San Diego ADVISORY MEMBERS Imperial County california O€partment of Transportation Metropolitan Transit S~tem North County Transit District United States D€partment of Defense San Diego Unified Port District San Diego County Water Authority Southern California Tribal Chairmen:S Association Mexico A TT ACt IMENT I March 29, 2010 File Number 3330200 Mr. Rick A. Hopkins Director of Engineering City of Chula Vista 276 Fourth Avenue Chula Vista, CA 91910-2631 Dear Mr. Hopkins: SUBJECT: Co-sponsorship of Project to "Conduct a Light Rail Trolley Improvement Study within the Interstate S Multimodal Corridor" Please accept this letter as SANDAG's commitment to serve as a co-sponsor with the City of Chula Vista (City) to conduct a light rail trolley improvement study (Study) along Interstate 5 between Main Street and State Route 54. As outlined in the contingent Memorandum of Understanding between the City and SANDAG for the project, both agencies have agreed to utilize the contracts sANDAG has with on-call engineering consultants for a portion of the Study effort. The SANDAG on-call consultant list was developed in conformance with Chapter 10 of the "Local Assistance Procedures Manual," LPP 06-02. We look forward to working with the City and Caltrans on this important Study. Please feel free to contact John Dorow, Senior Transportation Engineer, at (619) 699-1915 with any questions. .L JBO/JDO/adi co: John Haggerty, Principal Engineer, SANDAG John Dorow, Senior Transportation Engineer, SANDAG Frank Rivera, Principal Civil Engineer, City of Chula Vista Dave Kaplan, Transportation Engineer, City of (hula Vista Lou Melendez, Project Manager, Caltrans 6-6 I-~ 2010 TMP SEGMENT LOS - - ~------+- -~-. ----- I I J j I I fL~lME PERIODS ~ I I I , I - I I ---.._~ ARTERIAL INTERCHANGE SEGMENTS _._---~-- --~rT-I- I I j I _lL II I r-j-T--r- 1-5 -=t=_1___~ I I , I I I - AM PERIOD AM PERIOD MID-DAY MID-DAY PM PERIOD PM PERIOD ~- 7-8AM 8-9AM 11:30 -12:30 12:30 - 1:30 4-5PM 5-6PM -- ~ ~ SEGMENT (CLASS) DlR. LOS SPEED LOS SPEED LOS SPEED LOS SPEED LOS SPEED LOS SPEED Bay Blvd. J St - Palomar St. NE A 30.5 ('08) A 31.3 ('04) B 28.9 ('07) (ISBA Y - HCM 3) SB A 33.4 ('08) A 36.6 ('04) A 36.6 ('07) - ESt. ~ l3~ay Blvd. - Woodlawn EB C 14.8 ('07) C 12.4 ('10) C 14.1 ('09) C 13.7 ('09) ______ M (I5E - HCM 4) WB C 13.8 ('07) C 11.3 ('10) - - --'-- ~.~- n - - - H~. .- ~. .---- - ~Blvd. - Woodlawn EB C 15.7 ('09) C 16.3 ('10) -~ i" 9:0\(HP)Cit ' ',':;<i):~~~~f 8!~'(1l0)'-' (ISH - HCM 4) WB C 13.5 ('10) I J SI. - -.--- ~~~ t--=-- - -- Bay Blvd. - Oaklawn__~_ EB C 16.8 ('04) C 14.3 ('09) ----'--.--- _ (15J - HCM 4) WB C 16~7 ('04) C 14.7 ('09) f--- Palomar St. ~ 1"--- EB C 13.2 ('07) C 13.4 ('09) Bay Blvd. - Industrial - (~_~AL - HCM 4) WB C 18.4 ('07) C 13.9 ('09) .--- MainSt. - ---- --- --- Frontage - Industrial EB A 27.9 ('05) B 21.1 ('05) A 25.0 .f'051 --,'------ -. ------ ----- ~ .iCily of San Diego) WB A 32.3 ('051 1-- A 31.9 ('05) A 31.7 ('05) (15MAIN - HCM 4) -- - -- -~ ~- ~ - -- .___n --'-,--' 1------ - c1 Lower Half of LOS C LOS D =-=== 1--- ~ --- ~- ~- -- - -~ ---"--- LOSE .-- f~ -- --, ---- ~- - -~--=-=-~ --- LOS F"", - - --.-- ---- --- I--- ~ ~ 'to TMP Summary Results 3/10/2010 RESOLUTION NO. 2010- RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING A MEMORANDUM OF UNDERSTANDING (MOU) WITl-!" THE SAN DIEGO ASSOCIATION OF GOVERNMENTS (SANDAG) FOR THE PURPOSE OF CONDUCTING LIGHT RAIL TROLLEY IMPROVEMENT STUDY WITHIN THE INTERSTATE 5 (1-5) MULTI MODAL CORRIDOR WHEREAS, on September 15, 2009, per Resolution 2009-220, Chula Vista has originally accepted a grant of $237,000 from the Transportation, Community, and System Preservation (TCSP) Program for a Light Rail Trolley Improvement Study (LRT Study); and WHEREAS, the Chula Vista TCSP grant application estimated the LRT Study to cost $300,000 with grant funds to be $237,500 (79%) and a local match of$62,500 (21 %); and WHEREAS, on October 15, 2009, the Federal Highway Administration (FHW A) reduced the TCSP grant amount for the LR T Study to $222,300; and WHEREAS, on September 15, 2009, per Resolution 2009-220, Chula Vista has appropriated said grant funds to existing Capital Improvement Project STM361, Interstate 5 Multimodal Corridor Improvement Study and authorized an interproject transfer from existing CIP STL298 to STM361 in the amount of $16,175 as necessary to meet the minimum local match requirement of20%; and WHEREAS, the LRT Study is of regional importance to the Metropolitan Transit System (MTS), the California Department of Transportation (Caltrans), Chula Vista, SANDAG, and the public as it is expected to provide updated improvement costs for LRT improvements intended to reduce delays attributed to traffic congestion, increase the capacity of the San Diego Trolley, and improve mobility, goods movement, and safety; and WHEREAS, SANDAG will be the lead agency and administer the LRT Study III cooperation with Chula Vista, MTS, and Caltrans; and WHEREAS, SANDAG intends to utilize its on-call engineering services consultants to complete the LRT Study as described in this MOU; and WHEREAS, the MOU shall be for a "not to exceed" amount of $400,000. The breakdown of the funds are $300,000 for consultant services, including SANDAG administrative costs from funds authorized in the FFT A; $50,000 as consultant contract contingency from funds authorized in the FFTA; and $50,000 for Chula Vista staff expenses from the local matching funds; and WHEREAS, funding for the LRT Study from the federal discretionary funds will be paid to Caltrans via a Federal Fund Transfer Agreement (FFTA), and Chula Vista and Caltrans intend 6-8 to enter into an agreement to authorize Caltrans to reimburse SANDAG for all Study costs from funds provided by the FFT A; and WHEREAS, since each rail grade separation project is estimated to cost around $30 million, it is imperative that the design elements and potential construction impediments be identified early in the process so that decisions can be made to minimize construction costs; and WHEREAS, this TCSP grant will be used to determine specific design features for future light rail trolley grade separation projects within the City of Chula Vista such as at E Street, H Street and Palomar Street; and WHEREAS, with at least three grade separation projects being considered and possibly more, this would represent a future construction cost for the local agency, region, State and Federal agencies around $90 million; and WHEREAS, the Parties wish to memorialize their agreement in this MOD to carry out the purposes set forth above. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Chula Vista does hereby approve a MOD with the SANDAG for the purpose of conducting a Light Rail Trolley Improvement Study within the 1-5 Multi Modal Corridor. Presented by Richard A. Hopkins Director of Public Works 6-9 THE A TT ACHED AGREEMENT HAS BEEN REVIEWED AND APPROVED AS TO FORM BY THE CITY ATTORNEY'S OFFICE AND WILL BE FORMALLY SIGNED UPON APP)~..oV ~y T "tITY C UNqIL// / . I / / / -~---- Bart C! Miesfeld City iAttorney Dated: MEMORANDUM OF UNDERSTANDING BETWEEN SAN DIEGO ASSOCIATION OF GOVERNMENTS AND THE CITY OF CHULA VISTA REGARDING LIGHT RAIL TROLLEY IMPROVEMENT STUDY 6-10 DRAFT MEMORANDUM OF UNDERSTANDING BETWEEN SAN DIEGO ASSOCIATION OF GOVERNMENTS AND THE CITY OF CHULA VISTA REGARDING LIGHT RAIL TROLLEY IMPROVEMENT STUDY , This Memorandum of Understanding ("MOU") is made and entered into effective as of this day of , 2010, by and between the San Diego Association of Governments ("SANDAG") and the City of Chula Vista ("Chula Vista") for the purpose of working cooperatively on a Light Rail Trolley Improvement Study. Individually, SANDAG and Chula Vista may be referred to as "Party" and collectively as "Parties." RECITALS The following recitals are a substantive part of this MOU: WHEREAS, on September 15, 2009, per Resolution 2009-220, Chula Vista has originally accepted a grant of $237,000 from the Transportation, Community, and System Preservation (TCSP) Program for a Light Rail Trolley Improvement Study (LRT Study); and WHEREAS, the Chula Vista TCSP grant application estimated the LRT Study to cost $300,000 with grant funds to be $237,500 (79 percent) and a local match of $62,500 (21 percent); and WHEREAS, on October 15, 2009, the Federal Highway Administration (FHWA) reduced the TCSP grant amount for the LRT Study to $222,300; and WHEREAS, Chula Vista has appropriated said grant funds to existing Capital Improvement Project STM361, Interstate 5 Multimodal Corridor Improvement Study and authorized an interproject transfer from existing CIP STL298 to STM361 in the amount of $16,175 as necessary to meet the minimum local match; and WHEREAS, the balance of the funding shall come from Capital Improvement Program ("CIP") project budget for STM-361 (a combination of Federal TCSP and TransNet funds); and WHEREAS, the LRT Study is of regional importance to the Metropolitan Transit System (MTS), the California Department of Transportation (Caltrans), Chula Vista, SANDAG, and the public as it is expected to provide updated improvement costs for LRT improvements intended to reduce delays attributed to traffic congestion, increase the capacity of the Trolley, and improve mobility, goods movement, and safety; and WHEREAS, SANDAG will be the lead agency and administer the LRT Study in cooperation with Chula Vista, MTS, and Caltrans; and WHEREAS, SANDAG intends to utilize its on-call engineering services consultants to complete the LRT Study as described in this MOU; and 16-11 DRAFT WHEREAS, funding for the LRT Study from the federal discretionary funds will be paid to Caltrans via a Federal Fund Transfer Agreement (FFTA), and Chula Vista and Caltrans intend to enter into an agreement to authorize Caltrans to reimburse SANDAG for all Study costs from funds provided by the FFT A; and WHEREAS, the Parties wish to memorialize their' agreement in this MOU to carry out the purposes set forth above; AGREEMENT NOW THEREFORE, in consideration of the mutual promises set forth herein, the parties agree as follows: A. Scope of Project. Performance of an LRT transit study, which shall include: a. Identification of critical design elements that would impact construction costs. 2. Evaluation of whether during redevelopment of the area the E Street Transit station's loading platform will have to be moved further south towards F Street. If the at-grade crossing at F Street will have to be grade separated. 3. Provision of scope of work for subsequent, associated design/construction projects. 4. Review of invoices for accuracy. B. SANDAG Obligations. 1. Lead Agency. SANDAG shall act as the lead agency and administer the Project in cooperation with Chula Vista, MTS, and Caltrans. 2. Use of SANDAG Consultants. SANDAG shall use one or more of its existing on-call engineering consultants to perform work on the LRT Study. 3. Not to Exceed Amount. SANDAG shall not expend more than four hundred thousand dollars ($400,000) in Project Costs, unless SANDAG and Chula Vista enter into a written amendment to this MOU signed by both parties. a Project Costs. Project Costs shall include all expenses incurred by SANDAG for the LRT Study, including consultant costs, claims, litigation, or other liability, unless such costs result from the negligence of SANDAG, its officers, employees, agents, and consultants. b. Breakdown of Costs: SANDAG shall expend funds only in the manner and amounts identified below: i. An amount not to exceed $300,000 for consultant services, including SANDAG administrative costs from funds authorized in the FFT A. 2 6-12 DRAFT ii. An amount not to exceed $50,000 as consultant contract contingency from funds authorized in the FFT A. iii. An amount not to exceed $50,000 for Chula Vista staff expenses from the local matching funds. , c. Payment of Costs. SANDAG shall pay all Project Costs, subject to reimbursement in the manner described below. C. Chula Vista Obligations. 1. Staff. Chula Vista shall provide staff support and cooperation on the LRT Study, including, but not limited to, any staff support or cooperation needed to defend any claims or litigation that may arise on the LRT Study. 2. Reimbursement. a. Funds for Reimbursement. Chula Vista shall reimburse SANDAG for those Project Costs identified in section B(3)(a), above, from the TSCP grant in the amount of $222,300 and the balance from STM-361. i. No Other Funds. Funds for reimbursement shall be limited to the funding sources identified in section C(2)(a). Chula Vista shall have no obligation to reimburse SANDAG from any other fund or funding source, including its General Fund. ii. Insufficient Funds. In no event shall SANDAG have the responsibility to move forward with the Study until the parties are able to identify sufficient funds to complete the work. c. Invoicing. SANDAG shall invoice Chula Vista no more than once per month. d. Authorization of Payment. Within 15 days of receipt of an invoice submitted by SANDAG for Project Costs, Chula Vista shall authorize Caltrans to make payment to SANDAG in the amount of the Project Costs identified in the invoice. e. Amount of Reimbursement. SANDAG shall be reimbursed in amounts not to exceed those identified in sections B(3)(b)(i) and (Ii), above. f. Failure to Reimburse. SANDAG may terminate work on the LRT Study if it is not reimbursed for Project Costs by Caltrans or Chula Vista within 30 days of submitting an invoice. 3. Agreement with Caltrans. Chula Vista shall enter into a separate agreement with Caltrans authorizing payment to SANDAG for LRT Study costs from the FFTA based on an invoice approval process that calls for reimbursement to SANDAG within 30 days of SANDAG's submission of an invoice to Chula Vista. a. Condition of SANDAG's Obligations. SANDAG shall have no obligation to perform under this MOU and shall not assign work to any of its consultants on the LRT Study until after the agreement between Chula Vista and Caltrans is executed authorizing payment to SANDAG. 3 6-13 DRAFT D. Records. During the term of this MOU, the Parties shall be responsible for the storage and maintenance of their respective electronic data collected for use on the LRT Study. The Parties shall provide a secure site to allow access to this data to selected staff, who shall be designated by the respective Party. All work products resulting from this MOU and consultant deliverables shall be the joint property of Chula Vista, SANDAG, Caltrans, and MTS E. Mutual Indemnity. 1. Neither Chula Vista nor any officer thereof is responsible for any damage or liability occurring by reason of anything done or omitted to be done by SANDAG under or in connection with any work, authority, or jurisdiction delegated to SANDAG under this MOU. It is understood and agreed that, pursuant to Government Code Section 895.4, SANDAG shall fully defend, indemnify, and save harmless Chula Vista, all officers and employees from all claims, suits, or actions of every name, kind, and description brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by SANDAG under or in connection with any work, authority, or jurisdiction delegated to SANDAG under this MOU to the extent the injury is not caused by Chula Vista. 2. Neither SANDAG nor any officer thereof is responsible for any damage or liability occurring by reason of anything done or omitted to be done by Chula Vista under or in connection with any work, authority, or jurisdiction delegated to SANDAG under this MOU. It is understood and agreed that, pursuant to Government Code Section 895.4, Chula Vista shall fully defend, indemnify, and save harmless SANDAG, all officers and employees from all claims, suits, or actions of every name, kind, and description brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by Chula Vista under this MOU to the extent the injury is not caused by SANDAG. 3. Survival. The indemnification provisions of this MOU shall survive termination of the MOU. F. Notice. Any notice required or permitted under this MOU may be personally served on the other party, by the party giving notice, or may be served by certified mail, return receipt requested, to the following addresses: For SANDAG 401 B Street, Suite 800 San Diego, CA 92101 Attn: John Dorow For the City of Chula Vista Engineering Department 276 Fourth Avenue Chula Vista, CA 91910 Attn: Frank Rivera G. General Provisions. 1. Headings. All article headings are for convenience only and shall not affect the interpretation of this MOU. 2. Gender & Number. Whenever the context requires, the use herein of (i) the neuter gender includes the masculine and the feminine genders and (Ii) the singular number includes the plural number. 3. Reference to Paragraphs. Each reference in this MOU to a section refers, unless otherwise stated, to a section this MOU. 4 6-14 DRAFT 4. Incorporation of Recitals and Exhibits. All recitals herein and exhibits attached hereto are incorporated into this MOU and are made a part hereof. 5. Covenants and Conditions. All provisions of this MOU expressed as either covenants or conditions on the part of the City or [Insert City Name], shall be deemed to be both covenants and conditions. - 6. Integration. This MOU and any exhibits or references incorporated into this MOU fully express all understandings of the Parties concerning the matters covered in this MOU. No change, alteration, or modification of the terms or conditions of this MOU, and no verbal understanding of the Parties, their officers, agents, or employees shall be valid unless made in the form of a written change agreed to in writing by both Parties or an amendment to this MOU agreed to by both Parties. All prior negotiations and agreements are merged into this MOU. 7. Severability. In the event that any phrase, clause, paragraph, section or other portion of this MOU shall become illegal, null or void, or against public policy, for any reason, or shall be held by any court of competent jurisdiction to be illegal, null or void, against public policy, or otherwise unenforceable, the remaining portions of this MOU shall not be affected and shall remain in force and effect to the fullest extent permissible by law. 8. Drafting Ambiguities. The Parties agree that they are aware that they have the right to be advised by counsel with respect to the negotiations, terms and conditions of this MOU, and the decision of whether or not to eek advice of counsel with respect to this MOU is a decision that is the sole responsibility of each Party. This MOU shall not be construed in favor of or against either Party by reason of the extent to which each Party participated in the drafting of the MOU. 9. Administrative Claims Requirements and Procedures. No suit or arbitration shall be brought arising out of this MOU, against the City unless a claim has first been presented in writing and filed with the City and acted upon by the City in accordance with the procedures set forth in Chapter 1.34 of the Chula Vista Municipal Code, as same may from time to time be amended, the provisions of which are incorporated by this reference as if fully set forth herein, and such policies and procedures used by the City in the implementation of same. Upon request by City, [Insert City Name] shall meet and confer in good faith with City for the purpose of resolving any dispute over the terms of this MOU 10. No Waiver. No failure of either Party to insist upon the strict performance by the other Party of any covenant, term or condition of this MOU, nor any failure to exercise any right or remedy consequent upon a breach of any covenant, term, or condition of this MOU, shall constitute a waiver of any such breach of such covenant, term or condition. No waiver of any default hereunder shall be implied from any omission to take any action on account of such default. The consent or approval to or of any act requiring consent or approval shall not be deemed to waive or render unnecessary future consent or approval for any subsequent similar acts. No waiver of any breach shall affect or alter this MOU, and each and every covenant, condition, and term hereof shall continue in full force and effect to any existing or subsequent breach. 11. Good Faith. The Parties promise to use their best efforts to satisfy all conditions to this MOU and to take all further steps and execute all further documents reasonably necessary to put this MOU into effect. 5 6-15 DRAFT 12. Approval. That all obligations of SANDAG under the terms of this MOU are subject to the appropriation of the required resources by SANDAG and the approval of the SANDAG Board of Directors or Transportation Committee. 13. Termination. That unless amended in writing by the Parties, this MOU shall terminate on December 31, 2011, or on such earlier or later date as the Parties may agree to in writing. 14. Governing LawNenue. This MOU shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this MOU, the action shall be brought in a state or federal court situated in the County of San Diego, State of California. 15. Successors. All terms, conditions, and provisions hereof shall inure to and shall bind each of the Parties hereto and each of their respective heirs, executors, administrators, successors, and assigns. 16. Not Agents. For purposes of this MOU, the relationship of the Parties is that of independent entities and not as agents of each other or as joint venturers or partners. The parties shall maintain sole and exclusive control over their personnel, agents, consultants, and operations. 17. No Third Party Benefits. Nothing in the provisions of this MOU is intended to create duties or obligations to or rights in third Parties to this MOU or affect the legal liability of the Parties to this MOU to third parties. 18. Counterparts. This MOU may be executed in any number of identical counterparts, each of which shall be deemed to be an original, and all of which together shall be deemed to be one and the same instrument when each Party has signed one such counterpart. 19. Municipal/Agency Powers. Nothing contained in this MOU shall be construed as a limitation upon the powers of the City as a chartered city of the State of California, or those of SANDAG. 20. Signing Authority. The representative for each Party signing on behalf of a corporation, partnership, joint venture or governmental entity hereby declares that authority has been obtained to sign on behalf of the corporation, partnership, joint venture, or entity and agrees to hold the other Party or Parties hereto harmless if it is later determined that such authority does not exist. 21. Date of Execution. This MOU shall be deemed executed on the date on which the last Party signs this MOU. IN WITNESS WHEREOF, the Parties hereto have executed this MOU effective on the day and year first above written. SAN DIEGO ASSOCIATION OF GOVERNMENTS CITY OF CHULA VISTA 6 6-16 DRAFT GARY L. GALLEGOS Executive Director RICHARD A. HOPKINS Director of Engineering/City Engineer APPROVED AS TO FORM: APPROVED AS TO FORM: Office of General Counsel Bart Miesfeld, City Attorney J:\Engineer\TRAFFIC\STM361ILRT STUDY TCSP\CHULA VISTA LRT STUDY MOU(2).doc 76-17