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HomeMy WebLinkAboutIowa Department of Transportation-Construction Agreement-05.11.2009 AGREEMENT between STATE OF IOWA Iowa Department of Transportation and WATERLOO, IOWA and CHICAGO, CENTRAL&PACIFIC RAILROAD COMPANY for the construction and cost participation covering the installation of safety improvements at the railroad crossing at Milepost 273.37 on Osage Road and the COMPANY's track in Waterloo,Iowa and for reimbursement under 23 USC Section 130 Project No.: RRP-RRO2(138)--8A-00 U.S. DOT No. 307112B STATE Contact Person: Jim Gibson COMPANY Contact Person: Mark Thompson Iowa Department of Transportation 1006 East Fourth Street, Waterloo, Iowa 50703 800 Lincoln Way Telephone No.: 319-236-9201 Ames, IA 50010 Office Telephone No. 515-239-1549 HIGHWAY AUTHORITY Contact Person: Nancy Eckert, City Clerk 715 Mulberry Street, Waterloo, Iowa 50703 Telephone No.: 319-291-4323 RRP(138) CCP2010 1 AGREEMENT SECTION 1. Contracting Parties This Agreement is between the State of Iowa acting by and through the Iowa Department of Transportation, hereafter called the STATE, and Chicago, Central &Pacific Railroad Company, hereafter called the COMPANY, and the City Council of Waterloo, Iowa, hereafter called the HIGHWAY AUTHORITY. IN CONSIDERATION OF the mutual promises contained herein the COMPANY and the STATE and the HIGHWAY AUTHORITY agree as follows: SECTION 2. Purpose of Agreement The STATE, the HIGHWAY AUTHORITY and the COMPANY enter into this Agreement for the purpose of installing two automatic gate units, 12"LED flashing light signals and additional side lights controlled by prediction circuitry and other necessary track circuit equipment at the Osage Road crossing of COMPANY tracks in Waterloo, Iowa. The STATE agrees to secure funds under 23 USC Section 130 for the costs of this construction. The work shall hereinafter be referred to as the Project. The STATE and the COMPANY agree the COMPANY costs for labor and material for this Project constitutes ninety percent (90%) of the total reimbursable project costs. The STATE and the COMPANY agree the COMPANY costs for equipment, preliminary engineering, accounting labor, and bill reproduction constitutes ten percent (10%) of the total reimbursable project cost. It is specifically understood and agreed that the COMPANY shall have no obligation to perform any individual Project until such time as the agreement is fully executed by all parties identified. 2 SECTION 3. Preliminary Engineering Preliminary Engineering includes production of site plans, cost estimates and circuit plans prepared by the COMPANY for the specified location. The site plan portion of the Circuit Plan (front sheet) and the cost estimate labeled as Exhibit "A"shall be attached and by this reference incorporated into this Agreement. SECTION 4. COMPANY Responsibility The COMPANY or its consultant shall provide all engineering, materials, and labor to construct the Project. The Project shall be constructed in a good workmanlike manner in accord with COMPANY standards, and with Part 8 of the Manual on Uniform Traffic Control Devices for Streets and Highways (23 CFR 655F). SECTION 5. HIGHWAY AUTHORITY Responsibility The HIGHWAY AUTHORITY shall insure that all pavement markings are properly painted and advanced warning signs are in place and maintained as required by Part 8 of the Manual on Uniform Traffic Control Devices for Streets and Highways. The HIGHWAY AUTHORITY shall also insure clear motorist view from the roadway lanes of the new flashing lights installed with the Project. This clear view shall be maintained by the HIGHWAY AUTHORITY for as long as the signals remain at the crossing. SECTION 6. Notification Requirements The COMPANY shall notify the STATE's contact person and the HIGHWAY AUTHORITY contact person no later than 14 days prior to the start of the Project at the crossing. The COMPANY shall also notify the STATE's contact person and the HIGHWAY AUTHORITY contact person when the work at the Project location is completed. The STATE's and the HIGHWAY AUTHORITY's contact persons are shown on page 1 of the Agreement. 3 SECTION 7. Work Start and Completion The COMPANY shall begin construction of the Project as soon as possible after the STATE gives written authorization to proceed, and shall complete the Project within eighteen (18)months of written authorization to proceed. The Project shall be considered complete when the COMPANY physically completes the work. Costs incurred for work after eighteen (18) months of STATE authorization will not be reimbursed unless the COMPANY has requested and received from the STATE a written extension of the time for completion. The STATE shall have complete discretion and be the sole authority to grant or deny extensions. COMPANY costs incurred for work following time extensions will not be reimbursed. SECTION 8. Delegation of Work The COMPANY shall perform the Project work with its own signal forces unless otherwise approved in writing by the STATE. SECTION 9. Regulations Affecting this Agreement The Project shall be financed from 23 USC Section 130 Railroad-Highway Crossings Fund as described in Section 12 herein. Regulations of the Federal Highway Administration apply to the Project financed from funds appropriated under Federal Highway legislation and are subject to all applicable STATE laws, rules, and regulations. Specific reference is made to the Code of Federal Regulations (CFR): 23CFR 646B; 23 CFR 140I, 23 CFR 924, 49 CFR 234; Part 8 of the Manual on Uniform Traffic Control Devices for Streets and Highways (23 CFR 655F); and any supplements or revisions to the Manual issued by the Federal Highway Administration. The COMPANY shall comply with Regulations relative to nondiscrimination in accordance with Title VI of the Civil Rights Act of 1964, and requirements pursuant to 49 CFR Subtitle A, Part 21. 4 SECTION 10. Documentation of Material and Labor The COMPANY shall document all materials and labor used to complete the Project in accordance with the 23 CFR 140I. SECTION 11. Project Inspection The STATE and the HIGHWAY AUTHORITY shall have the right to inspect the Project work at any time. After the Project has been completed the COMPANY shall deliver to the STATE a materials inventory list for the Project. The STATE will arrange an inspection with the HIGHWAY AUTHORITY and COMPANY so it can determine whether the Project complies with the terms of the Agreement and whether the installation is consistent with the material list supplied by the COMPANY. After the Project has been completed the COMPANY shall deliver to the STATE a fully signed"CERTIFICATE OF COMPLETION AND FINAL ACCEPTANCE" supplied by the STATE showing completion in accord with the agreement and acceptance of the work by the HIGHWAY AUTHORITY. The signed certificate shall mean the Project has been satisfactorily completed, and no further work is required. The COMPANY shall also complete and deliver to the STATE the U.S. DOT-AAR CROSSING INVENTORY FORM or furnish this information by other mutually agreeable methods. SECTION 12. Progressive and Final Payments It is understood the STATE and the COMPANY enter this Agreement for the use of Federal-Aid 23 USC 130 funds to reimburse the COMPANY for ninety percent(90%)of the total eligible costs for this Project. The COMPANY shall pay ten percent(10%) of the total cost of this Project. The COMPANY shall be required to pay the initial Project costs. The COMPANY shall keep an accurate and detailed account of the actual and necessary material and labor costs incurred in its performance of the work. Project cost records shall be maintained in 5 accord with 23 CFR 140I and separated by Project location. The COMPANY may submit progressive bills to the STATE for reimbursement of the eligible material and labor costs for the Project. The billing for material shall be for those materials which have been delivered to the Project location or specifically purchased and delivered to the COMPANY for use on this Project. The STATE shall reimburse the COMPANY for the total eligible cost of these progressive billings. Upon completion of the Project the COMPANY shall submit a detailed statement in no less than three (3) counterparts to the STATE for reimbursement of ninety percent (90%) of the total actual and necessary expense of the work represented by the items shown in the Exhibit «A„ The STATE shall audit COMPANY records after receipt of the final bill to determine total reimbursable project costs. Reimbursement to the COMPANY shall be governed by the STATE's CERTIFICATE OF AUDIT for the Project location. This Certificate shall establish the eligible Project cost. The COMPANY shall reimburse the STATE for any justifiable exceptions as determined by the STATE's audit. The STATE shall reimburse the COMPANY an amount not to exceed the Federal Highway Administration reimbursement under 23 USC 130. SECTION 13. Operation and Maintenance The COMPANY shall operate and maintain the signal improvements at each location in good working order for as long as the HIGHWAY AUTHORITY at each crossing considers the signal improvements necessary. The STATE may pay up to 75 percent of the annual mainten- ance costs of a signal improvement from the State Grade Crossing Safety Fund for the crossings listed in Exhibit "B" of this Agreement. 6 SECTION 14. Relocation or Removal of Automatic Warning System Once installed the signal improvements shall not be removed except in accordance with this section of this Agreement. If a system is no longer necessary the COMPANY may remove it at its own expense. In the event the railroad crossing is abandoned or removed by the COMPANY within ten (10)years from the effective date of the CERTIFICATE OF COMPLETION AND FINAL ACCEPTANCE, the COMPANY shall relocate the applicable system to a site agreed upon by the COMPANY and the STATE. If this system is not relocated the COMPANY shall credit or pay the net salvage value to the STATE for the value of the materials salvaged by the COMPANY. SECTION 15. Successors In Interest This Agreement is binding upon all successors and assigns. SECTION 16. No Prior Representation This Agreement and its exhibits constitute the entire Agreement between the STATE and the HIGHWAY AUTHORITY and the COMPANY concerning this Project. Any substantial change in the Project as determined by the STATE and the HIGHWAY AUTHORITY must receive prior written approval by the STATE and the HIGHWAY AUTHORITY. SECTION 17. Effective Date of Agreement This Agreement shall be effective upon the date of the STATE's execution. SECTION 18. Notices to Contact Persons All notices required under this Agreement shall be made to the respective Contact Persons listed on page 1 of this Agreement. SECTION 19. Termination Due to Lack of Funds Notwithstanding anything in this Agreement to the contrary, and subject to the limitations 7 set forth below, the STATE shall have the right to teiiiiinate this Agreement without penalty and without any advance notice as a result of any of the following: 1. The federal government, legislature or governor fail in the sole opinion of the STATE to appropriate funds sufficient to allow the STATE to either meet its obligations under this Agreement or to operate as required and to fulfill its obligations under this Agreement; or 2. If funds are de-appropriated,reduced, not allocated, or receipt of funds id delayed, or if any funds or revenues needed by the STATE to make any payment hereunder are insufficient or unavailable for any other reason as determined by the STATE in its sole discretion; or 3. If the STATE's authorization to conduct its business or engage in activities or operations related to the subject matter of this Agreement is withdrawn or materially altered or modified. The STATE shall provide the COMPANY with written notice of termination pursuant to this section. SECTION 20. Execution Clause This Agreement may be executed and delivered in two or more counterparts, each of which so executed and delivered shall be deemed to be an original, and all shall constitute but one and the same instrument. If any section,provision, or part of this Agreement shall be found to be invalid or unconstitutional, such judgment shall not affect the validity of any section,provision, or part thereof not found to be invalid or unconstitutional. 8 IN WITNESS WHEREOF the COMPANY, the HIGHWAY AUTHORITY and the STATE hereto have caused this Agreement to be executed by their duly authorized officers as of the dates below indicated. Executed by the COMPANY this Chicago, Central & Pacific Railroad day of , 20 By Name and Title Executed by the HIGHWAY AUTHORITY this Waterloo, Iowa / day of rla�� , 20 4 g By c c_ci-e-1, Name and Title Executed by the STATE this STATE OF IOWA Iowa Department of Transportation day of , 20 By Tamara Nicholson, P.E. Director, Office of Rail Transportation 9 Federal Aid Rail/Highway Safety Fund Program Signal Installation Eligible for Maintenance Reimbursement under this Agreement FRA# Highway Jurisdiction Location 307112B Waterloo Osage Road Exhibit "B"