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PW TAM Funding Agr. 2016-006; Measure A; Third St. RehabilitationTAM AGREEMENT #2016-006 FUNDING AGREEMENT BETWEEN TRANSPORTATION AUTHORITY OF MARIN AND CITY OF SAN RAFAEL This AGREEMENT is made this Zl'?k day of -4naL Iv- 2016, by and between the Transportation Authority of Marin, hereinafter referred to as "TAM", a local public agency, and the City of San Rafael, hereinafter referred to as "RECIPIENT", a local public agency. SECTION 1. RECITALS 1. The voters of Marin County approved the authorization of Measure A at the General Election held on November 2, 2004, thereby authorizing that TAM be given the responsibility to administer the proceeds from a one-half cent transaction and use tax. 2. The duration of the tax will be 20 years from the initial year of collection, which began April 1, 2005, with said tax to terminate on March 31, 2025. 3. The tax proceeds will be used to pay for the programs and projects outlined in the Measure A Expenditure Plan. 4. Major roads and related infrastructure funds (Funds) are provided, under the Measure A Sales Tax Revenue referendum, to projects that target the most heavily traveled and significant roads and related infrastructure in Marin County. 5. Funds are allocated to five planning areas based on a formula weighted 50% by the population of the planning area and 50% by the number of road miles within the limits of the planning areas. 6. The Measure A Expenditure Plan assigned the responsibility for establishing priorities for Strategy 3.1 funding to the Public Works Directors in collaboration with the Technical Advisory Committee (TAC) based on criteria such as condition of roadway, average daily traffic, transit frequency, bicycle and pedestrian activity, school access, accident history, matching funds opportunity, and geographic equity. 7. Using the established criteria, the Public Works Directors and TAC selected San Rafael's Fourth Street and San Rafael's Third Street as the first and second prioritized projects, respectively, in the Central Planning Area under Strategy 3.1. 8. The City of San Rafael completed the Fourth Street project in 2010 and is ready to proceed on the Third Street Project. SECTION 2. PURPOSE OF FUNDING AGREEMENT This AGREEMENT is entered into by and between TAM and RECIPIENT to document the funding conditions necessary for the RECIPIENT to comply with applicable laws and TAM policies. This T la Ml[llC(lS,lUl'Ruc:RA\ISl1­1.­,'1,_... 1-0201—g) 3 1­02020301SuI.­E 31 TF—d. Page 1 of 7 AGREEMENT consists of additional documents stated in these sections as being attached hereto and incorporated in the AGREEMENT by reference. SECTION 3. PROJECT DEFINITION AND SCOPE This AGREEMENT, approved through TAM Resolution No. 2016-01, in accordance with the requirements of TAM's Measure A Expenditure Plan and Strategic Plan, is made for the following purposes identified in the RECIPIENT's Measure A Sales Tax Program Allocation Request Form (Attached): Third Street Rehabilitation Project Additional information on project scope is included in the Measure A Sales Tax Program Allocation Request Form. SECTION 4. GRANT TAM hereby grants to the RECIPIENT the sum of $300,000 as designated in Resolution No. 2016-01, approved March 24, 2016, which is included in this AGREEMENT by reference. SECTION 5. COST ELIGIBILITY Cost eligibility shall be determined by TAM's Strategic Plan policies. All costs incurred by RECIPIENT prior to the date of execution of this AGREEMENT shall be ineligible for reimbursement by TAM, except projects identified in the Strategic Plan as ongoing operating needs. Such projects, which rely on ongoing annual funding, may incur costs either at the date of the authorizing Board resolution or the start of the fiscal year, whichever comes later. While these costs shall be eligible for reimbursement in the situations cited above, the timing and amount of reimbursement will be subject to a TAM allocation, based on available revenues, other anticipated project requests, and project category and subcategory limits established in the Strategic Plan and Expenditure Plan. Any waiver of cost eligibility policies must be included in the Measure A Sales Tax Program Allocation Request Form as approved by TAM. SECTION 6. BUDGET AND SCOPE RECIPIENT shall maintain a project or program budget. RECIPIENT shall carry out the project and shall incur obligations against and make disbursements of the grant in conformity with TAM's requirements and the budget. The project or program budget may be revised from time to time through the submission of a revised budget to TAM. RECIPIENT may not make any changes to the scope of the project without prior written approval of TAM. Approval by TAM of a change of scope shall not constitute an increase in the grant amount unless additional funds are specifically provided. SECTION 7. PROJECT MANAGEMENT RECIPIENT shall be responsible for the project and provide management of consultant and contractor activities for which RECIPIENT contracts, including responsibility for schedule, scope, and budget, consistent with TAM's resolution allocating the grant unless otherwise agreed upon in writing. T 14 M0]E[TS.tDH—k,tk-40Du—A,V-6.R-..11—.2)—,,1—.1.2.3 UI 5uh—. 315 RdcI3M—TXNI F.AXA#—rn 164a6Al—.AF—A.. Page 2of7 SECTION 8. PROJECT OVERSIGHT RECIPIENT shall cooperate with TAM's project management team and shall provide any requested project information. SECTION 9. ATTRIBUTION AND SIGNAGE If any portion of grant funds is used for production of reports, acknowledgment of the TAM's role shall be included in the documents. If any portion of grant funds is used for construction, RECIPIENT shall, upon initiation of field work or at the earliest feasible time thereafter, install and maintain a sign at the construction site identifying Measure A Local Transportation Sales Tax Funds and TAM (e.g., TAM and RECIPIENT's logos "Your Measure A Sales Tax Dollars at Work"). For non -construction capital purchases funded by any portion of grant funds, RECIPIENT shall affix permanent signage identifying TAM and the Sales Tax Funds as a funding source. RECIPIENT shall demonstrate compliance with attribution and signage requirements as an indispensable condition for authorization of Measure A reimbursement for project expenses. SECTION 10. PRESS RELEASES RECIPIENT shall notify TAM in advance of any press releases about project and program activities, particularly groundbreakings and ribbon cuttings, in connection to grant funds expended from this AGREEMENT. SECTION 11. COMPLIANCE WITH LAW In the performance of its obligations pursuant to this AGREEMENT, RECIPIENT shall keep itself fully informed of the federal, state and local laws, ordinances and regulations in any manner affecting the performance of this Agreement, and must at all times comply with such laws, ordinances, and regulations as they may be amended from time to time. SECTION 12. ENVIRONMENTAL COMPLIANCE RECIPIENT shall undertake all environmental mitigation measures that may be identified as commitments in applicable documents (such as environmental assessments, environmental impact statements and reports, and memoranda of agreement) and comply with any conditions imposed as a part of a finding of no significant impact or a record of decision; all such mitigation measures are incorporated in this AGREEMENT by reference. Recipient shall be responsible for obtaining all necessary environmental permits for performance of work. SECTION 13. FINANCES All costs charged to the project shall be supported by properly prepared and documented time records, invoices, or vouchers evidencing in detail the nature and propriety of the charges and the basis for the percentage charged to TAM. SECTION 14. RECORDS All checks, payrolls, invoices, contracts, vouchers, journal entries, work orders, or other accounting documents pertaining in whole or in part to the project shall be maintained by RECIPIENT for a period of three (3) years after the later of project closeout or termination of grant. Such project documents shall be T 14 PRo1F.CTS, VDPH(%lRMts 00M..AAllu k"..ti 1a -201y ,,11-0_0_0013.h fury]IS Rd..IJNSY¢tTA\IFw.linj A ­12016J106.%4.. A Fun — Page of clearly identified, readily accessible, and, to the extent feasible, kept separate and apart from all other similar documents not pertaining to the project. SECTION 15. REIMBURSEMENTS Payment shall be made by TAM for costs reimbursable under the terms of this AGREEMENT and incurred prior to the termination date of this AGREEMENT. Payment to RECIPIENT of the grant shall be upon written approval by TAM, upon submittal by RECIPIENT of appropriate support documentation and identification of expenses incurred. Reimbursements shall not exceed the schedule shown in the Measure A Sales Tax Program Allocation Request Form - Fiscal Year Cash Flow Availability. RECIPIENT may make a request for exceptions in writing. Exceptions may be made at the sole discretion of TAM. Reimbursement requests, with appropriate documentation, may be submitted on a regular basis but no more frequently than monthly. Each reimbursement request shall include RECIPIENT'S certification that the amounts sought are only for project elements included in the Allocation Request Form, and that RECIPIENT is in compliance with TAM's requirements mentioned in this AGREEMENT. SECTION 16. ELIGIBLE EXPENSES RECIPIENT shall expend funds only on eligible expenses as follows: operating costs, direct staff time (salary and benefits), consultants; right of way engineering and acquisition costs (including permitting), and competitively bid construction contracts. Indirect costs (as defined by OMB Circular A-87) will not be considered an eligible expense. Funds shall also be expended according to the applicable provisions of the Expenditure Plan, Short Range Transit Plan (SRTP), and of the Public Utilities Code Section 180000 et seq. SECTION 17. AUDITS TAM reserves the right at any time to conduct or require a financial or performance audit of the RECIPIENT'S compliance with this AGREEMENT. TAM will give advance notice of the requirement. RECIPIENT shall permit TAM, or any of its duly authorized representatives, to inspect all work, materials, payrolls, and other data and records with regard to the project, and to audit the books, records, and accounts of the RECIPIENT and its contractors with regard to the project. SECTION 18. THIRD PARTY CONTRACT AUDITS TAM reserves the right to request an audit of other third party contracts for any reason. If RECIPIENT is subject to third party financial audit requirements imposed by another funding source, copies of audits performed in fulfillment of such requirements shall be provided to the TAM. SECTION 19. CLOSEOUT PROCEDURES AND ANNUAL REPORT Project closeout occurs either when TAM notifies RECIPIENT or forwards the final grant payment, or when the RECIPIENT'S remittance of the proper refund has been acknowledged by TAM. Upon request by TAM or discovery by RECIPIENT, after the Project completion date or termination by TAM, RECIPIENT shall submit a certified financial statement identifying all ineligible expenditures, which the RECIPIENT shall be required to refund, as well as third party audit reports, in the event that ineligible expenditures were reimbursed with funds from this AGREEMENT. T:I� IR0XM5N:DP—R&%1514 N1 ..AAU .6.Pa .,14 2F -w lA­"-103S ,33 IJWO_O.a)OISUM—3lA F.—. Page 4 of 7 Project closeout shall not terminate any continuing obligations imposed on the RECIPIENT by this AGREEMENT. Final reimbursement will be in accordance with TAM policies and procedures. RECIPIENT shall provide supporting documentation for expenditures and revenues from its accounting and financial management system. SECTION 20. REPAYMENT OF INELIGIBLE COSTS TAM reserves the right to offset RECIPIENT payback of ineligible costs against future grant approvals for this project or other projects in the Expenditure Plan for which RECIPIENT is the sponsoring agency. SECTION 21. RIGHT TO WITHHOLD If the above items are not provided to TAM by the annual due date and/or such items are found not to be in compliance with this AGREEMENT, Public Utilities Code Section 180000 et seq., the ballot measure or the Strategic Plan, TAM may withhold FUNDS from RECIPIENT until RECIPIENT has corrected any noted deficiencies to TAM's satisfaction. While FUNDS are being so withheld all interest on withheld FUNDS shall be retained by TAM as an administrative fee. SECTION 22. RESCISSION OF AUTHORIZATION OF FUNDS TAM reserves the right to rescind its authorization of unneeded grant funds prior to, or at the time of, PROJECT closeout. Funds are determined to be unneeded if they are uncommitted at time of project closeout. SECTION 23. TERMINATION FOR CAUSE RECIPIENT agrees that, upon ten (10) working days written notice, TAM may suspend or terminate all or part of the financial assistance provided herein for failure to correct a breach of this AGREEMENT. Any failure to make reasonable progress, inconsistency with the Expenditure Plan or Measure A Sales Tax Program Allocation Request Form, unauthorized use of grant funds as specified in this AGREEMENT, or other violation of the AGREEMENT that significantly endangers substantial performance of the project shall be deemed to be a breach of this AGREEMENT and cause for termination. Upon mutual consent, RECIPIENT will repay TAM any unexpended funds already distributed. SECTION 24. CORRECTION OF BREACH With respect to any breach, which is reasonably capable of being cured, RECIPIENT shall have thirty (30) days from the date of notice of breach to initiate steps to cure. If RECIPIENT diligently pursues cure, such RECIPIENT shall be allowed a reasonable time to cure or by a time established in writing by TAM. SECTION 25. LIABILITY Neither TAM 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 RECIPIENT under in connection with any work, authority, or jurisdiction delegated to RECIPIENT under this AGREEMENT. It is also understood and agreed that pursuant to Government Code Section 895.4, RECIPIENT shall fully defend, indemnify and hold TAM harmless from any liability imposed for injury (as defined by Government Code Section 810.8) occurring by reason of anything done or omitted to be done by RECIPIENT under or in connection with any work, or jurisdiction delegated to RECIPIENT under this AGREEMENT. T:IJ FNGIECiS .v:O PNtJGRA\ISIJW\I.rwcA,\Ilwlim RoNo�IJM03 FunJxlM�m�.IJWO!OlSu.icdyJ IJ0002a301015uMv.�eF, 11�5.nN.f.e1 J�J5YVITA\I FwAm�Al�a��Y161p6\Io.urt A F..&Aw Page of Neither RECIPIENT 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 TAM under in connection with any work, authority, or jurisdiction delegated to TAM under this AGREEMENT. It is also understood and agreed that pursuant to Government Code Section 895.4, TAM shall fully defend, indemnify and hold RECIPIENT harmless from any liability imposed for injury (as defined by Government Code Section 810.8) occurring in by reason of anything done or omitted to be done by TAM under or in connection with any work, or jurisdiction delegated to TAM under this AGREEMENT. In the event of concurrent negligence of RECIPIENT and TAM, the liability for any and all claims for injuries or damages to persons and/or property shall be apportioned under the California theory of comparative negligence as presently established or as may hereafter modified. SECTION 26. OBLIGATIONS In general, termination of financial assistance under this AGREEMENT will not invalidate obligations properly incurred by RECIPIENT before the tennination date; to the extent those obligations cannot be canceled. SECTION 27. INTEGRATION This AGREEMENT represents the entire AGREEMENT of the parties with respect to the subject matter thereof. No representations, warranties, inducements or oral agreements have been made by any of the parties except as expressly set forth herein, or in other contemporaneous written agreements. SECTION 28. AMENDMENT Except as otherwise provided herein, this AGREEMENT may not be changed, modified or rescinded except in writing, signed by all parties hereto, and any attempt at oral modification of this AGREEMENT shall be void and of no effect. SECTION 29. INDEPENDENT AGENCY RECIPIENT performs the terms and conditions of this AGREEMENT as an entity independent of TAM. None of RECIPIENT'S agents or employees shall be agents or employees of TAM. SECTION 30. ASSIGNMENT The AGREEMENT may not be assigned, transferred, hypothecated, or pledged by any party without the express written consent of the other party. SECTION 31. BINDING ON SUCCESSORS, ASSIGNEES OR TRANSFEREES This AGREEMENT shall be binding upon the successor(s), assignee(s) or transferee(s) of TAM or RECIPIENT as may be the case. This provision shall not be construed as an authorization to assign, transfer, hypothecate or pledge this AGREEMENT other than as provided above. SECTION 32. EXPENSES Each party shall be solely responsible for and shall bear all of its own respective legal expenses in connection with any dispute arising out of this AGREEMENT and the transactions hereby contemplated. 1.14 PKWFC15A1DP—RW"JOOM..AAlh—kq.. I40002035 1)314-20201615oM—. 3 1 W. 3HSO TAAIFw gAg-2016aro—..AFun— Page 6 of 7 RECIPIENT may not use GRANT funds, or other TAM programmed funds, for the aforementioned purpose. SECTION 33. SEVERABILITY Should any part of this AGREEMENT be declared unconstitutional, invalid, or beyond the authority of either party to enter into or carry out, such decisions shall not affect the validity of the remainder of this AGREEMENT, which shall continue in full force and effect; provided that the remainder of this AGREEMENT can, absent the excised portion, be reasonably interpreted to give effect to the intentions of the parties. SECTION 34. EXHIBITS The following Exhibits are hereby made part of this AGREEMENT: EXHIBIT A: Allocation Request Form - $300,000 2. EXHIBIT B: TAM Board Resolutions 2016-01 SECTION 35. ACCEPTANCE OF GRANT RECIPIENT does hereby declare that all written statements, representations, covenants, and materials submitted as a condition of this AGREEMENT are true and correct and does hereby accept TAM's grant and agrees to all of the terms and conditions of this AGREEMENT. The parties have executed this AGREEMENT as of the date first written above. City of San Rafael: By: 4W Print Name M d� Print Ti Approved as to form (optional): Transportation Authority of Marin (TAM): By- bianne gteinhauser, Executive Dire or By: City of San Rafael, Attorn y Lisa A. %IR-c4.Avsisbinf 0/ Mbrne y Print Name T 14IVIIECTSA' PR-R&-140\IuwcAM11s.6.Re 114W02F..ilmS.V-14002 03 —1yy 14W010203015u6—n31l R..lIMSi TAAlrw0u6A­1 201—hf .u.AF..JJ. Page 7 of 7 EXHIBIT A ALLOCATION REQUEST FORM Fiscal Year of Allocation: 2015-16 Expenditure Plan: Major Roads and Related Infrastructure Project Name: Third Street from Grand Avenue to Second Street Implementing Agency: City of San Rafael Scope of Work: Rehabilitate Third Street from Grand Avenue to Second Street. Eligible uses of funds identified in the Measure A Expenditure Plan include a variety of roadway, bikeway, sidewalk and pathway improvements: • Pavement and drainage maintenance; • Signalization and channelization; • Transit and traffic flow improvements; • Transportation Systems Management and Demand Management; • Improvements to reduce response times for emergency vehicles; • Bike path construction and maintenance; • Sidewalk and crosswalk construction and maintenance Scope of Work for Current Request: Project Development Phase. Given project size and the various stakeholders, the City of San Rafael will invest approximately 12 months to identify and evaluate potential projects, conduct outreach meetings with stakeholders, to define project scope. Once a project scope is defined, funding will be requested for the preparation of preliminary engineering plans, permitting and environmental clearance, final engineering plans and construction. Measure A Programmed Amount Available: $500,000 Previous Measure A Allocated Amount: $0 Current Measure A Requested Amount: $ 300,000 Other Funding: None Cash Flow Availability: 1009 o available in FY 15 16 Delivery Schedule for Project Development Phase: see attached EXHIBIT B TAM RESOLUTION NO. 2016-01 RESOLUTION OF THE TRANSPORTATION AUTHORITY OF MARIN (TAM) FOR THE ALLOCATIONS OF $300,000 IN MEASURE A TRANSPORTATION SALES TAX (TST) FUNDS, STRATEGY 3.1, TO THE CITY OF SAN RAFAEL FOR THE THIRD STREET REHABILITATION PROJECT WHEREAS, The voters of Marin County approved the authorization of Measure A at the General Election held on November 2, 2004, thereby authorizing that TAM be given the responsibility to administer the proceeds from a transportation sales tax; and WHEREAS, TAM has developed a Strategic Plan to provide guidance on implementing the Measure A Expenditure Plan; and WHEREAS, The Strategic Plan programs Transportation Sales Tax (TST) funds over a 20 year period to the four strategies listed in the Expenditure Plan, including Strategy 3.1 for major roads and related infrastructure; and WHEREAS, Major Roads and Related Infrastructure include projects that target the most heavily traveled and significant roads and related infrastructure in Marin County; and WHEREAS, The Marin Public Works Association (MPWA) and the Technical Advisory Committee (TAC) selected San Rafael's Fourth Street and San Rafael's Third Street as the first and second prioritized segments, respectively, for improvement in the Central Marin planning area; and WHEREAS, The City of San Rafael completed the Fourth Street Rehabilitation project in 2010; and WHEREAS, The City of San Rafael is requesting $300,000 in TST funds to develop a project scope for the Third Street Rehabilitation Project; and WHEREAS, The Strategic Plan Update programmed sufficient amount of funds for the Third Street Rehabilitation Project in FY 15/16; and WHEREAS, There are sufficient funds in the Strategy 3.1 line item of the TAM's FY 15/16 budget to cover the proposed action; and WHEREAS, After reviewing the requests in coordination with the project sponsor and the TAC, TAM staff is recommending allocating $300,000 in TST funds to the City of San Rafael for the Third Street Rehabilitation Project; now, therefore be it RESOLVED, That the Transportation Authority of Marin hereby allocates $300,000 in TST funds from Strategy 3.1 to the City of San Rafael for the Third Street Rehabilitation Project; and be it further T.\07. AGREEMEN rS\07.01 Resolutions\2016\2016-01 Measure A - Third Street Rchabilition.doex Page 1 of 2 RESOLVED, That the Transportation Authority of Marin finds the allocation of funds to be in conformance with the priorities and funding levels established in the Measure A Expenditure Plan and the 2014 Strategic Plan Update; and be it further RESOLVED, That the Transportation Authority of Marin hereby authorizes the actual expenditure of funds for these activities to take place subject to the Fiscal Year Cash Flow Distribution Schedules detailed in the attached Allocation Request Forms; and be it further RESOLVED, That as a condition of this authorization for expenditure, the Executive Director shall impose such terms and conditions as are necessary for the project sponsor to comply with applicable law and adopted Authority policies and execute Funding Agreement with the project sponsor to that effect; and be it further RESOLVED, That as a condition of this authorization for expenditure, the referenced project sponsors shall provide the Authority with any other information it may request regarding the use of the funds hereby authorized. PASSED AND ADOPTED at a regular meeting of the Transportation Authority of Marin held on the 24h day of March 2016, by the following vote: AYES: Commissioners: Brekhus, Connolly, Donnell, Fredericks, Furst, Hillmer, Kinsey, Lucan, McInerney, Moulton -Peters, Phillips, Reed, Rice, Sears, Theodores NOES: Commissioners: None ABSENT: Commissioners: Arnold Stephanie Moulton -Peters, dhair Transportation Authority of Marin ATTEST: i Dianne St*iauser Executive Director T107. AGREEMENTS\07.01 Resolutions\2016\2016-01 Measure A - Third Street Rehabilition.doex Page 2 of 2 CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: _1W Contracting Department: Public Works Project Manager: Kevin McGowan Extension: 3389 Contractor Name: Transportation Authority of Marin TAM Agreement #2016-006 Contractor's Contact: Dianne Steinhauser Contact's Email: dsteinhauser@tam.ca.gov ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER DEPARTMENT DATE Check/Initial 1 Project Manager a. Email PINS Introductory Notice to Contractor Click here to ❑ enter a date. b. Email contract (in Word) & attachments to City Click here to Atty c/o Laraine.Gittens@cityofsanrafael.org enter a date. ❑ 2 City Attorney a. Review, revise, and comment on draft agreement Click here to and return to Project Manager enter a date. ❑ b. Confirm insurance requirements, create Job on Click here to PINS, send PINS insurance notice to contractor enter a date. ❑ 3 Project Manager Forward three (3) originals of final agreement to Click here to ❑ contractor for their signature enter a date. 4 Project Manager When necessary, * contractor -signed agreement ❑ N/A agendized for Council approval *PSA > $20,000; or Purchase > $35,000; or Or ❑ Public Works Contract> $125,000 Click here to Date of Council approval `C 11 enter a date. PRINT CONTINUE ROUTING PROCESS WITH HARD COPY 5 Project Manager Forward signed original agreements to City 9/9/16 KM Attorney with printed copy of this routing form 6 City Attorney Review and approve hard copy of signed agreement 7/ 7 City Attorney Review and approve insurance in PINS, and bonds J� (for Public Works Contracts) 8 City Manager/ Mayor Agreement executed by Council authorized official 9 City Clerk Attest signatures, retains original agreement and ` I forwards copies to Project Manager