HomeMy WebLinkAboutCC Resolution 13844 (TAM Grant for Parking / Wayfinding Study)RE, SOLUTION NO. 13844
ACCEPTANCE OF GRANT FROM THE TRANSPORTATION AUTHORITY 0FMARIN
FOR STUDIES RELATED TOTHE DOWNTOWN SMART STATION PDA
(TRANSIT CENTER & PARK|NGfWAYFlNDYNG\
WHEREAS, in 2004. the [iiy, Council adopted General Plan 20J0\ which included u
number of policies related to the two planned Sonoma Marin Area Rail Transit ("SMART") rail
stations in San Rafael, to be located in Downtown and at the Civic Center; and
WHEREAS, aksD' grant funding for planning the areas around dhcac o&8boou
consistent with General Plan 2020 policies and pnogrurnu including: G -23b Grants,l�U-88a
Transit Oriented Development, NUI ODb Safe Walkways and Bikeways, N11 36 l}etbertun[)Oioe
District, C17 Regional Transit Options and SMART, C18 Local Transit ()pUooa and C20
Intermodal Transit Hubs; and
WHEREAS, iu2OO9,City staff and staff from other agencies met toprepare and submit
uStatioo Area P|uo �roo1upp|icubontuthe Metropolitan Transportation Commission ("MTC"'),
The public agency punnco for Ubc Downtown Station Area Plan were the City of San ku/buL
SMART, Golden Gate Bridge Highway and Transportation District, Marin Transit District and
therransportation Authority of Marin ("TAM"), collectively the Joint Project 'ream ("JPT")-. and
WHEREAS, the JPTpartner agencies provided grant matching funds in the amount of
$97'000. The City o[San Rafael provided matching funds uf $l,UOO,SMART provided $4\,00U,
Golden Gate Bridge Highway and Transportation District provided $33,000, Marin Transit
District provided $20,000, and theTransportation Authority of Marin provided $2,000; and
WHEREAS, oil May 3,20|O,the City Council authorized the City Manager to Accept
and Expend u Grant in the &mnurk of $528,000 from the Metropolitan Transportation
CommiSuiuo for Station Area Plans for the Downtown and Civic Center Sun kufao| Stations, of
which utotal of$480,00Uwas for the Downtown Station Area Plan; and
WH0I0DAS,the City Council appointed thuCitizcns/\dviaoryCommiUccunEcon000iu
Development and Affordable Housing, formerly the Citizens' Advisory [bmnuk1cc on
Redevelopment (-CAC") which rcprcacnia neighborhood, business, and property owners in San
Rafael, including the Downtown, to work with the community to develop the Downtown Sun
Rafael Station Area Plan and to advise the City Council on such Area Plan; and
WHEREAS, between July 2Oi0 and March 2O|2,the CAC worked onthe Draft Station
Area Plan at sixteen meetings; reviewed buukucnuod data; participated in two v/u1kiug tours of
the area; hosted two cnnnrnuoiiy uutvcooh workshops, and u eoricy of presentations on the Draft
Station Area Plan including presentations to the Buun]e of T/\&4 and Marin Transit, the
Transportation Committee mfthe Golden Gate Bridge and Transportation 0iuldot, and the Sun
Rafael Design Review Board and the San &uCbe| Planning Commission; and
WHEREAS, on April 2, 2812, ibc CAC presented its recommended Downtown Sun
Du[ac| Station Area Muo tothe City Council, and ihcCib/ Council accepted 1hc Plan; and
WHEREAS, on April 2, 2012 the City Council of the City of San Rafael also directed
staff iopursue implementation of the Station Area Plan as infrastructure grant funding and staff
resources became available; and
WHEREAS, in December 2013, the City of San Rafael with conjunction with the
Golden Gate Bridge and Ilighway District, the owner of the Bettini Transit Center, and Marin
Transit applied to TAM for a Priority Development Area ("PDA") grant to study options for an
integrated transit center in Downtown San Rafael. This study is necessary due to negative impact
on the existing Bettini Center from the future SMART extension to Larkspur; and
WHEREAS, in December 2013, the City of San Rafael also applied to TAM for a
Priority Development Area ("PDA") grant to study parking and way finding in and around the
Downtown SMART Station; and
WHEREAS, TAM approved funds in the amount of $288,320 including a required
"local match" in the amount of $33,330 for further studies related to the relocation of the transit
center and $251,573, including a $29,082 local match for the parking and way finding study.
WHEREAS, there are sufficient funds in the General Fund to support the $33,330
required match for the transit center relocation study, and there are sufficient funds in the Parking
Fund to support the $29,082 required match for the parking study;
WHEREAS, TAM desires to enter into a cooperative funding agreement No. 2014-019
between the City of San Rafael and TAM for the two grants;
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of San
Rafael approves and authorizes the City Manager to execute a cooperative funding agreement
with the Transportation Authority of Marin in a form approved by the City Attorney;
NOW, TIIEREFORE, BE 1T FURTHER RESOLVED that the City Council of the City
of San Rafael approves the appropriation of $288,320 including a required local match in the
amount of $33,330 from the general fund and $251,573 including a $29,082 local match from the
Parking Fund for the parking and way finding study.
I, ESTHER BEIRNE, Clerk of the City of San Rafael, hereby certify that the
foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the
City Council of said City held on Monday, the first day of December, 2014 by the following vote,
to wit:
AYES: COUNCILMEMBERS: Bushey, Colin, Connolly, McCullough & Mayor Phillips
NOES: COUNCILMEMBERS: None
ABSENT: COUNCILMEMBERS: None
ESTIIER BEIRNE, City Clerk
FUNDING AGREEMENT NO. 2014-019
COOPERATIVE FUNDING AGREEMENT BY AND BETWEEN THE
TRANSPORTATION AUTHORITY OF MARIN
AND CITY OF SAN RAFAEL
This AGREEMENT is made this first day of April, 2015 by and between the Transportation
Authority of Marin, hereinafter referred to as "TAM," and the CITY of San Rafael,
hereinafter referred to as "CITY." This agreement is for the purpose of implementing the
CITY's Bus Transit Needs and Relocation of Bus Transit Facilities, hereinafter referred to
as "TASK C" and the CITY's Downtown Parking Study, hereinafter referred to as "TASK
D," collectively referred to as "TASKS" under TAM's Priority Development Area (PDA)
Planning Project ("PROJECT").
RECITALS
WHEREAS, MTC is an eligible recipient of Surface Transportation Program ("STP") funds
for the San Francisco Bay Region, and as such, may allocate such federal funds to qualified
recipients through a variety of projects and programs.
WHEREAS, in May 2012, MTC adopted Resolution No. 4035, awarding grants totaling $20
million to nine Bay Area Counties to implement PDA Planning Projects, as a component of
the One Bay Area Program. Through this process, MTC set aside $750,000 to TAM as the
Administering Agency for Marin County's formula share.
WHEREAS, TAM, as Congestion Management Agency ("CMA") for Marin County,
assumed the role of programming PDA Planning funds in Marin and, approved the CITY's
TASK C and TASK D in January 2014 and April 2014, respectively.
WHEREAS, TAM has assumed the role of sponsor for the overall PDA Planning Project
with designated TASKS, containing both TASK C and TASK D. The CITY will work
cooperatively with TAM to implement TASK C and TASK D as components of the
PROJECT and receive payment of STP funds in accordance with all applicable federal
regulations and this AGREEMENT.
WHEREAS, the CITY desires to undertake TASKS specifically described in the Scope of
Services attached hereto as EXHIBIT A.
WHEREAS, TAM and the CITY desire to enter into a cooperative funding agreement to
establish a clear understanding of scope, schedule and budget, and for payment of STP funds
from TAM to the CITY for costs related to work performed on TASK C and TASK D.
WHEREAS, on December 1, 2014 the San Rafael City Council adopted a Resolution
authorizing the City Manager to execute a cooperative agreement with TAM.
WHEREAS, the APPROVAL DATE for expenditure of funds under this AGREEMENT is
the date upon which TAM approves this AGREEMENT, subsequent to the Authorization to
Proceed from the California Department of Transportation (Caltrans).
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NOW, THEREFORE, TAM and the CITY do hereby agree as follows:
SECTION I
CITY AGREES:
1. To underrtake TASK C and TASK D as described in the Scope of Services attached
hereto as EXHIBIT A, and to apply STP funds received under this AGREEMENT to
said TASKs consistent with the terms and conditions specified in this AGREEMENT
and in accordance with the funding amounts specified in Section III, Article 16 of this
AGREEMENT. CITY agrees to complete the TASKs and submit a final invoice and
closeout documentation within two (2) years from the APPROVAL DATE or
December 31, 2016 whichever date comes first, to notify TAM in a timely manner in
the event that the CITY determine that the TASKS may be completed at a lower cost
than anticipated, and to otherwise comply with the deadlines and all federal
requirements.
2. To comply with the requirements of Section 134(h) of Title 23 the United States Code
which permits the funding of the TASKS "only if full funding can reasonably be
anticipated to be available within the time period contemplated for the completion of
the TASKS." CITY also represents to TAM that TASKS meet this requirement and
agree to provide information and documentation to evidence the same.
3. To comply with the nonfederal local match requirement which currently requires a
local match of 11.47% of the total project cost for the STP funds. CITY shall
contribute not less than the required match amount toward the cost of the TASKS and
shall document such expenditures in accordance with the procedures shown in
EXHIBIT B attached hereto.
4. That as the joint controllers and managers of TASKS, CITY shall be responsible for
complying with the funding and use restrictions established by federal statutes from
which the STP funds are derived, by other applicable federal laws and regulations, by
applicable state laws and regulations, and by this AGREEMENT.
To provide invoices for payment to TAM consistent with the procedures and formats
set forth in EXHIBIT B attached hereto. CITY acknowledges that the reimbursement
of such expenses by TAM with STP funds under this AGREEMENT shall be subject
to and not due hereunder unless and until TAM has received such fiends from the
United States Department of Transportation (DOT).
6. To submit to TAM progress reports annually on TASKS that are either ongoing, or
any STP funds that have yet to be reimbursed.
CITY agrees that TAM and any federal funding agencies shall have the right to
reproduce, publish or otherwise use, or authorize others to use the information
developed from TASKS.
7. To provide management of certain components of the TASKS that may require
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CITY's oversight, including responsibility for schedule, budget, and oversight of
services performed by others and to be responsible for evaluation, selection, and
management of consultants and contractors.
8. ,Upon request, to provide copies to TAM of all executed contracts and other
documents between CITY and others involved in TASKS. Copies of such executed
contracts shall be retained by CITY for four (4) years following completion of
TASKS.
9. To comply with CITY's Policy on Disposition of Surplus Personal Property Acquired
by or Recipient of Program Funds and No Longer Required for TASKS (the "Surplus .
Personal Property Policy") with respect to the disposal of any surplus property
acquired in whole or part with STP funds. To the extent that surplus personal property
has been purchased in whole- or in part with STP funds, CITY shall comply with the
provisions of applicable .law with respect to that pro rata portion of the surplus
personal property.
10. In the performance of services under this Agreement, CITY shall not discriminate
against any persons or group of persons on the grounds of race, religious creed, color,
national origin, age, ancestry, physical disability, medical condition, marital status or
sex, in any manner prohibited by federal, state or local laws. CITY will comply with
all applicable provisions of Executive Order 11246 as amended by Executive Order
11375 and as supplemented by Department of Labor regulations.
11. That it is the policy of MTC and DOT to ensure nondiscrimination in the award and
administration of DOT -assisted contracts and to create a level playing field on which
disadvantaged business enterprises, as defined in 49 C.F.R. Part 26, can compete
fairly for contracts and subcontracts relating to MTC's procurement and professional
services activities. In connection with the performance of this Agreement, CITY will
cooperate with MTC and TAM in meeting these commitments and objectives. CITY
shall not discriminate on - the basis of race, color, national origin, or sex in the
performance of this Agreement. CITY shall carry out applicable requirements of 49
C.F.R. Part 26 in the award and administration of DOT -assisted contracts. Failure by
CITY to carry out these requirements is a material breach of the contract, which may
result in the termination of this Agreement or such other remedy as TAM deems
appropriate.
12. That the CITY and its contractors and subcontractors agree to comply with all the
applicable requirements imposed by:
(i) Title VI of the Civil Rights Act of 1964 (42 U.S.C: § 2000(d)) and the regulations
of the DOT issued thereunder (49 C.F.R. Part 21), which are incorporated herein by
reference;
(ii) the regulations governing Grants and Cooperative Agreements to State and Local
Governments as set forth in 49 C.F.R. Part 18 (including but not limited to,
compliance with 49 C.F.R. §18.36(i) which governs contracts between grantees and
sub grantees); and
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(iii) Office of Management and Budget ("OMB") Circular A-87, Cost Principles for
State and Local Governments.
13. To comply with any and all applicable laws, statutes, ordinance, rules, regulations or
requirements of the federal, state or local government, and of'any agency thereof,
which relate to or in any manner affect the performance of this Agreement. Title 49
Code of Federal Regulations Part 18, "Uniform Administrative Requirements for
Grants and Cooperative Agreements to State and Local Governments," Title 23 Code
of Federal Regulation's Parts 420 ("Planning and Research Program Administration")
and 450 ("Planning Assistance and Standards"). Those requirements imposed upon
MTC or TAM as "Recipient" are hereby, in turn, imposed upon CITY, and those
rights reserved by DOT or MTC are hereby reserved by MTC'and TAM. Any costs
for which the CITY has received payment or credit that are determined by subsequent
audit to be unallowable under OMB Circular A-87, Title 48 C.F.R. Part 31 "Federal
Acquisition Regulations System, Chapter I", or Title 49 Code of Federal Regulations
Part 18, "Uniform Administrative Requirements for Grants and Cooperative
Agreements to State and Local Governments" are subject to repayment by the CITY
to TAM. Should the CITY fail to repay the same within thirty (30) days of demand,
TAM is authorized to withhold future payments due CITY from any source.
14. CITY's. contractors and subcontractors agree that the Contract Cost Principles and
Procedures, Title 48 C.F.R., Federal Acquisition Regulations System, Chapter 1, Part
31 et. seq., shall be used to determine the allowability of individual TASK cost items.
15. CITY acknowledges that TAM or MTC may redirect STP funds in the event that
TASKs are delayed or fail to be completed. CITY shall use its best efforts to notify
TAM in writing in the event that it encounters diff culty that is expected to delay the
timely performance of the TASKS, and TAM agrees to cooperate with the CITY to
work out a mutually satisfactory course of action with CITY, MTC, Caltrans, and
DOT.
16. RECORDS AND AUDITS:
A. RECORDS: CITY shall maintain full and adequate books, records, accounts, and
any and all work products, materials, and other data relevant to its performance
under this Agreement for a minimum of three (3) years following final payment
by TAM of STP funds pursuant to this Agreement and, if any litigation, claim,
negotiation, audit, or other action has been started prior to the end of such three
(3) years, then until the completion of the action and any resolution of all issues
which arise from it, or the end of the three (3) year period, whichever is later.
Books and accounts shall be maintained by CITY, its contractors and
subcontractors in accordance with generally accepted accounting principles
(GAAP), enable the determination of incurred costs at interim points of
completion, and provide support for reimbursement payment vouchers or
invoices. For the purpose of determining compliance with Title 21, California
Code of Regulations, Section 2500 et. seq., when applicable, and other matters in
connection with the performance of CITY'S contracts with third parties pursuant
to Government Code Section 8546.7, CITY and its contractors and subcontractors
shall each maintain all books, documents, papers, accounting records, and other
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evidence pertaining to the performance of such contracts and make the same
available attheir respective offices at all reasonable times during the contract
period and for three (3) years from the date of final payment by TAM hereunder.
TAM, MTC, Caltrans, the California State Auditor, DOT, Comptroller General of
the United States or federal auditors shall have access to any books, records, and
documents that are pertinent to this AGREEMENT or TASKS for audits,
examinations, excerpts, and transactions and copies thereof shall be fw-nished by
the CITY if requested.
B. AUDITS: The CITY will provide thorough and complete accounting for all
funds expended in the performance of this work, to the extent that such funds are
provided by TAM to CITY under this AGREEMENT, to the degree necessary to
permit regular examination by TAM, MTC, Caltrans, the California State Auditor,
the Comptroller General of the United States or federal auditors and consistent
with 49 Code of Federal Regulations, Part 18. CITY shall permit authorized
representatives of DOT, the Comptroller General of the United States, DOT,
MTC, Caltrans, and TAM to inspect and audit all data and records relating to
CITY performance under this Agreement, including data and records pertaining to
subcontracts. All accounting records, data, and supporting documentation will
remain available for review and audit for a period of not less than three years after
submission by TAM of the final expenditure report for federal contracts providing
funds under this Agreement. CITY shall be responsible for meeting audit
requirements of the "Single Audit Act of 1984" as implemented by OMB Circular
A-133 and any revision or supplement thereto. CITY shall annually submit to
TAM and MTC one copy of its audit completed in accordance with the above-
described single audit requirements within 30 days after completion of the audit,
but no later than one year after the end of the audit period. If CITY fails to comply
with the above audit requirement, TAM is not required to provide any STP funds
under this Agreement until such audit has been submitted.
C. CITY agrees to insert clauses in its contracts funded by STP funds to effect
subparagraphs A. and B. of this Article 16 of Section I.
SECTION II
TAM AGREES:
1. To reimburse CITY for reimbursable eligible expenses incurred by CITY in
connection with the TASKS. TAM's payment to CITY shall be consistent with
SECTION 1, paragraph 5 and with the procedures specified in EXHIBIT B.
Reimbursement of CITY's eligible expenses shall be conditioned upon TAM's prior
receipt of such STP FUNDS from DOT and limited to the amounts set forth in
Section III, paragraph 16.
2. To provide timely notice if any audit which is to be conducted relating to this
AGREEMENT and CITY'S receipt of STP FUNDS.
3. 'To comply with state and federal funding requirements as applicable to TAM.
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SECTION III
THE PARTIES MUTUALLY AGREE:
1. TERM:
The Termination Date for this AGREEMENT shall be 24 months from the effective
date this AGREEMENT or December 31, 2016 whichever date comes first, unless
terminated earlier by the written consent of all the parties hereto. The Termination
Date may be modified only if mutually agreed to in writing by each CITY and TAM.
Any appropriated but unexpended funds related to this AGREEMENT as of the
Termination Date shall revert first to TAM and shall be available for other eligible
uses within the scope of the PROJECT.
2. DISCHARGE:
This AGREEMENT shall be subject to discharge as follows: .
Any party may terminate this AGREEMENT at any time for cause pursuant to a
power created by the AGREEMENT or by. law, otherwise than for breach, by giving
written notice of termination to the other party which shall specify both the cause and
the effective date of termination. Notice of termination under this provision shall be
given at least ninety (90) days before the effective date of such termination. Payment
shall be made by the TAM for all services rendered by CITY pursuant to this
AGREEMENT up to the time of termination, subject to any expenditure limits
applicable to this AGREEMENT.
This AGREEMENT may be canceled by a party for breach of any obligation,
covenant, or condition hereof by the other party, upon written notice to the breaching
party. With respect to any breach that is reasonably capable of being cured, the
breaching party shall have 30 days from the date of the notice to initiate steps to cure.
If the breaching party diligently pursues cure, such party shall be allowed a reasonable
time to cure, not to exceed thirty (30) days from the date of the initial notice, unless a
further extension is granted by the non -breaching party. On cancellation, the non -
breaching party retains the same rights as a party exercising its right to terminate
under the provisions of Section III, paragraph 2a, except that the canceling party also
retains any remedy for breach of the whole contract or any unperformed balance.
By written consent of all the parties, this AGREEMENT may be terminated at any
time. .
-N-`m
Qualified expenditures for the TASKS under this AGREEMENT shall be eligible for
reimbursement from STP FUNDS when incurred after the APPROVAL DATE,
subsequent to the Authorization to Proceed from the California Department of
Transportation (Caltrans), provided they are consistent with the terms and conditions
of this AGREEMENT and applicable federal and state laws and regulations
(including, but not limited to, 23 U.S.C. §133 and OMB Circular A-87 Revised "Cost
rel
Principles Applicable for State, Local and Indian Tribunal Governments"), provided
further that all requests for reimbursement are submitted to TAM staff no later than
the date which is 24 months from the APPROVAL DATE. In no event shall any
portion of STP FUNDS exceed the STP FUNDS amount set forth in Section III,
paragraph 16. All funding by TAM will be provided in accordance with EXHIBIT B,
and Section I, paragraph 6 of this AGREEMENT.
4. INDEMNITY:
It is mutually understood and agreed, relative to the reciprocal indemnification of
TAM and CITY:
A. CITY shall indemnify, defend, and hold harmless TAM and TAM's board,
representatives, agents, officers and employees from and against all claims, injury,
suits, demands, liability, losses, damages and expenses, whether direct or indirect
(including any and all costs and expenses in connection therewith), incurred by
reason of any act or failure to act of such CITY, its officers, employees or agents,
or subcontractors or any of them by reason of anything done 'or omitted to be done
by such CITY under or in connection with any work, authority or jurisdiction
delegated to CITY under this AGREEMENT. It is also understood and agreed
that, pursuant to Government Code Section 895.4, CITY shall fully indemnify and
hold TAM harmless from any liability imposed for injury and damages (as defined
by Government Code Section 810.8) or environmental obligations or duties
occurring by reason of anything done or omitted to be done or imposed by
obligation of law or assumed by CITY under this AGREEMENT or in connection
with any .work, authority, or jurisdiction delegated to CITY under this
AGREEMENT.
B. TAM shall indemnify, defend, and hold harmless CITY and CITY's board,
representatives, agents, officers and employees from and against all claims, injury,
suits, demands, liability, losses,. damages and expenses, whether direct or indirect
(including any and all costs and expenses in connection therewith), incurred by
reason of any act or failure to act of TAM, its officers, employees or agents, or
subcontractors or any of them by reason of anything done or omitted to be done
by TAM under or 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 indemnify and hold CITY
harmless from any liability imposed for injury and damages (as defined by-
Government
yGovernment Code Section 810.8) or: environmental obligations or duties occurring
by reason of anything done or omitted to be done or imposed by obligation of law
or assumed by TAM under this AGREEMENT or id connection with any work,
authority, or jurisdiction delegated to TAM under this AGREEMENT.
5. NOTICE:
Any notice which may be required under this AGREEMENT shall be in writing, shall
be effective when received, and shall be given by personal service or by certified or
registered mail, return receipt requested, to the addresses set forth below, or to such
addresses which may be specified in writing by the parties hereto. .
TAM:
Scott McDonald
Senior Transportation Planner
Transportation Authority of Marin
781 Lincoln Avenue, Suite 160.
San Rafael, CA 94901
CITY:
Kevin McGowan
Acting Public Works Director
CITY of San Rafael
1400 Fifth Avenue
SAN RAFAEL, CA 94915
By executing this AGREEMENT, each of the parties acknowledges and agrees that
the persons identified above, or any other person designated by a party to this
AGREEMENT by notice to the other parties, is authorized to execute documents and
to bind such party with respect to .this AGREEMENT in accordance with the
procedures set forth in Section III, paragraphs 6 through 12 below.
6. Additional Acts and Documents: Each party agrees to do all .such things and take all
such actions and to make, execute, and deliver such other documents and instruments
as shall be reasonably requested to carry out the provisions, intent, and purpose of the
AGREEMENT.
7. Integration: This AGREEMENT represents the entire AGREEMENT of the parties.
with respect to the subject matter hereof. 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.
8. Amendment: 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.
9. Independent Agency: CITY. and TAM renders its services under this AGREEMENT
as an independent agency. None of the agents or employees of a party shall be agents
or employees of the other parties.
10. Assignment: This AGREEMENT may not be assigned, transferred, hypothecated, or
pledged by any party without the express written consent of the other parties.
11. Binding Effect: This AGREEMENT shall be binding upon the successor(s),
assignee(s), or transferee(s) of TAM or CITY as the case may be. This provision shall
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not be construed as an authorization to assign, transfer, hypothecate, or pledge this
AGREEMENT other than as provided above.
12. Severability: Should any part of this AGREEMENT be determined to be
unenforceable, invalid, or beyond the authority of either party to enter into or carry
out, such determination 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.
13. Limitation: All obligations of TAM - under the terns of this AGREEMENT are
expressly subject to the TAM continued authorization to pass-through STP funds for
TASKS pursuant to applicable funding mechanisms through DOT, Caltrans, and
MTC. If for any reason TAM's right to the STP funds should be reduced, terminated,
or suspended in whole or part, TAM shall promptly notify CITY, and the parties shall
consult on a course of action. If, after twenty-five (25) business days, a course of
action is not agreed upon by .the parties, this AGREEMENT shall be deemed
terminated by consent of the parties without further obligation or liability to TAM.
14. EXHIBITS: EXHIBITS A through B are hereby incorporated by reference and made
a part of this AGREEMENT. The exhibits are as follows:
• EXHIBIT A: Scope of Work;
• EXHIBIT B: Invoicing Procedure.
15. SURVIVAL: The following provisions in this AGREEMENT shall survive the
discharge or termination of this AGREEMENT:
a. As to CITY: Section 1, paragraphs 8, 9, and Ib.
b. As to TAM: Section 11, paragraphs 1, 2 and 3.
C. As to both parties: Section III, paragraphs 2, 4, 5 and 15.
16. TOTAL COST: The total funding commitment of this AGREEMENT is $477,481.40
and will not exceed that amount unless amended in writing by all parties. Funds for
the STP Funding portion shall be made available through this AGREEMENT by
TAM to CITY. Funds for Focal Match shall be expended by CITY and
documentation of Local Match expenditures shall be submitted to TAM in accordance
with EXHIBIT B.' The following table shows the STP funding allocation for TASK C
and TASK D: The local match of 11.47% is in addition to the funding shown below
and must be expended in advance of, or concurrent with the expenditure of STP funds
by the CITY. Local match funds must be expended by CITY through a, non-federal
funding source.
s
TASK C
I TASK D
STP Funding
$254,990
$222,491
Local Match
$33,330
$29,082
Grand Total
$288,320
$251,573
s
TRANSPORTATION AUTHORITY OF
MARIN---
by:
Dianne tjinha' r'
Executive Director
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CITY OF SAN RAFAEL
by:
Nancy Mackle,
City Manager
ATTEST:
by: e -0-t e--,'
Esther C. Beime, City Clerk
APPROVED AS TO FORM:
bY:
Lisa*Goldfien, Assistant City Attorney
EXHIBIT A
SCOPE OF SERVICES
CITY shall work to perform the following scope of services, in whole or in part, either jointly or
separately within each party's respective jurisdiction, using in-house staff time, consultants, or a
combination thereof, for the purposes of implementing TASKS C & D below:
TASK C DETAIL:
Task Summary:
Activities/
Deliverables:
Staff Costs:
Staff Time
Planning for an integrated transit center in Downtown San Rafael
Planning for an integrated transit center that accommodates current and future bus and rail operations that
provides safe and easyaccess for pedestrians and bicyclists and has minimal impact to the Downtown. Tasks
will include site selection/suitabilityanalysis for individual and multiple parcels, options for potential parcel
assem bly, highest and best use analysis of the potential sites, analysis of physical and operational constraints
and financial analysis.
Schedule:
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Start Date: (Month -Year IEnd Date: (Month -Year
1 Develop scope of work and prepare RFPs for consultants in conjunction with GGTD & Marin
Transit. Anticipate needing two or more firms with expertise in trans it operations- traffic
analysis and real estate expertise. M a r c h 2015 Deliverable is RFP
2 Select consultant teamwith GGIDand Marin Transit. May 2015 Deliverable is contract
3 (Prepare operational analysis report. August 2015 Deliverable is written report
4 Prepare alternative scenarios report for transit operations -existing bus & rail, existing +
bus expansion opportunities, existing with operational restructuring opportunities.
August 2015 -April 2016 Deliverable is report
Prepare Capacity& Design work to assure transit center will have sufficient capacityto
5 accommodate current & future growth, S e p t d m b e r 2 015 Deliverable is
draft report
6 Site evaluation and parcel consolidation analysis. August2015-November 2015
Deliverable is draft report
7
�Dellverable
Development feasibilityanalysis for existing transit center December 2015
is report
8 I Review of draft analysis fromsteps 6 W. November 2015 i
9 . (Completion of final written plan summarizing analysis. January 2016
Dpliverahip is final tyritten nlap
Fours I Rate Total $
i I I
I I I
Task Notes: The difference between the consultant Staff Costs: I$ 22,222 I
g I I
absorbed b staff costs. Consultant Costs: $ 266 .. . ,098
- — costs an the total rant amount will e
v
Total Staff Consultant Costs: $ 288,320
TASK D DETAIL:
I I
SanRafadDowntownfarking Study
1. Conduct a parking study of Downtown San Rafael in the area surrounding the
Task Summary:
existing transit center and the projected location of the SMART station to calculate
existing parking supply and future demand. once parking supply and demand is
calculated, determine zoning requirements in these areas to accommodate parking
needs in the short and long term.
2. Conduct a study of existing San Rafael wayfinding signs in the Downtown area.
Study will factor in locations and effectiveness of current signs and make
recommendations on possible replacement of existing signage. Recommendations
will include sign type (dynamic, static), locations and wording.
Schedule; IStartDate: IMonth•Year IEndDate: IMonth-Year
Activities/
1 (Coordination meeting with stakeholders to determine needs. Sept 2014
Deliverables;
I 2 I Issuance of RFP. Start Date: Oct 2014 End Date; Jan 2015
3 I Evaluate RFP/Select consultant. Start Date; March 2015 End Date; April 2015
4 Review existing parking conditions. Map existing parking supply. Survey existing users.
Review pedestrian network. Review bike parking. Wayfinding review and
recommendations. Analyze zoning and development standards. Project future parking
demand generators. Project outreach with community groups, Start Date; June 2015
End Date; March 2016
I 5 I Draft plan submitted for review Start Date: May 2016 End Date; June 2016
- —
6 I Final plan submitted July 2016
_.-------- —
Staff Costs:
l
Staff Time
I Hours I Rate I Total $
Task Notes:
i
The difference between the consultant Staff Costs; I$ 2,849
costs and the total grant amount will be
Consultant Costs; , $ 248,724
- - -----absorbed
by staff costs.
I Total Staff/Consultant Costs; I $ 251,573
EXHIBIT B
INVOICING PROCEDURE
PROCEDURE FOR INVOICES PREPARED BY CITY FOR SUBMITTAL TO TAM:
1. CITY shall prepare and submit invoices to TAM on a monthly basis;
2. Each invoice shall include a cover letter signed by the CITY authorized
representative that includes the following:
- reference to this AGREEMENT, including Funding Cooperative Agreement
number;
- a sequential billing number (1, 2, 3, ...etc.)
- the monthly period for which the invoice applies;
- a breakdown of costs incurred by CITY staff and Project Manager, consultant
costs, total costs incurred, costs for which CITY is seeking reimbursement and
local match;
- Expenditure Summary Report described in paragraph 4 below;
- a listing of attachments;
- contact person and information.
3. TAM shall reimburse ' CITY for costs of staff time expended to fulfill the
responsibilities of Project Manager, Project Administrator, and technical and
administrative support. Costs incurred by CITY staff, Project Manager,. and
Project Administrator shall be shown on a separate attachment and shall list the
name of each person, position title, hours worked, and rate charged. Overhead rate
for CITY staff and Project Manager costs shall not exceed 50% above actual
hourly wages and benefits paid. CITY's staff costs, and staff costs incurred by
CITY'S local partners may also be used to fulfill the federal local match
requirement. Local match expenditures must be incurred prior to seeking
reimbursement for services provided.
4. EXPENDITURE SUMMARY REPORT
The invoice shall include an Expenditure Summary Report that includes the
following information by TASK:
4.1 . Budget
4.2 Previous Expenditures
4.3 Total Expenditures This Period
4.4 Reimbursement Requested
4.5 Total Expenditures to Date (including this Invoice)
4.6 Local Match
4.7 Totals
II. INVOICING PROCEDURE FOR REIMBURSEMENT OF EXPENSES INCURRED
BY CITY'S CONSULTANT(S)
TAM shall reimburse CITY for consultant costs incurred for the performance, in part or
in whole, of the Scope of Services shown in EXHIBIT A. CITY shall be responsible for
ensuring that consultant services are procured in accordance with applicable federal
consultant selection procedures as set forth in Caltrans "Local Assistance Procedures
Manual — Processing Procedures for Implementing Federal and/or State Funded Local
Transportation Projects." CITY shall ensure that consultant invoices are prepared in
accordance with the invoicing procedure set forth below.
1. GENERAL REQUIREMENTS
1.1 Consultant shall prepare invoices on a monthly basis for each complete calendar
month. Invoices shall be submitted within, 30 calendar days after months' end to
the Project Administrator.
1.2 Each invoice shall bear the following identification:
1.2.1 Contract number.
1.2.2 The sequential billing number under the Agreement with CITY (1, 2, 3,
etc.).
1.2.3 Consultants' internal invoice number.
1.2.4 Date of invoice.
1.2.5 Calendar period covered by invoice.
1.3 The invoice should bear the following certification signed by an officer of the
firm:
"I hereby certify that the hours and salary rates charged in this invoice are
the actual hours and rates worked and paid to the employees listed."
Signed
Title
Date
Invoice No.
1.4 The invoice must be -accompanied by the following: -
1.4.1 _ A transmittal letter, stating the period covered and briefly highlighting
overall project status and any significant scope, schedule or budget issues..
1.4.2 Monthly Progress Report.
1.4.3 Budget Status Summary by TASK. (See item 4)
2. LABOR COSTS (INCLUDING FEE)
Labor Costs shall be based on Federal Acquisition Regulations (FAR), and shall include
three elements: the Direct Salary Costs (actual wages paid), the Multiplier, and the Fee.
All should be shown on the invoice by TASK in the following manner:
2.1 The Direct Salary Cost calculations should be shown as follows:
2.1.1 Employee name and position.
2.1.2 Hourly rate paid.
2.1.3 Number of hours worked.
2.1.4 Total amount paid to employee.
2.1.5 Sum of all amounts paid to all employees.
2.2 The FAR Multiplier should be stated and applied to the result obtained in item
2.1.5, except as allowed for FAR for small businesses.
2.3 The Fee (not to exceed 10%) should be applied to the result obtained in item 2.2.
The results of this operation are the Total Direct Labor Costs.
3. DIRECT COSTS
Direct Costs are those costs directly identifiable with the performance of the specific
work of the Agreement which are not included in the Direct Salary Costs, the Multiplier
or the Fee. Costs not identified as Direct Costs in the Agreement will not be reimbursed.
Direct Costs should be invoiced by TASK as follows:
3.1 For items for which a unit rate exists in the Agreement, show the following:
3.1.1 Description of item.
3.1.2 Rate per unit in Agreement.
3.1.3 Number of units for which compensation is claimed.
3.1.4 Total charge for item.
3.1.5 Sum of all charges for all items having a unit rate in the Agreement.
3.2 For items such as sub -consultants chargeable under the Agreement at the actual
cost invoiced to consultant (usually furnished by a third party), show and provide.
the following:
3.2.1 Description of item.
3.2.2 Name of provider of item.
3.2.3 Amount being charged for each item.
3.2.4 A copy of the invoice for an item or a single month's billing of $500 or
more.
3.2.5 Sum of all charges for "at invoiced cost" items.
3.3 Show the sum of items 3.1.5 and 3.2.5
4. BUDGET STATUS SUMMARY
4.1 The invoice shall include a Budget Status Surnmary that includes the following by
TASK:
a. Amount Budgeted
b. Previously Invoiced Amount
C. Current Invoice Amount
d. Total Invoiced to Date including this invoice
e. Percent Expended
f. Percent Complete (qualitative)
g. Balance Remaining assuming payment of the invoice with no changes