HomeMy WebLinkAbout03-06-2018 Item 08 Caltrans Cooperative Agreement: Prado Road Interchange
Meeting Date: 3/6/2018
FROM: Daryl Grigsby, Public Works Director
Prepared By: Jake Hudson, Transportation Manager
SUBJECT: PRADO ROAD INTERCHANGE CALTRANS COOPERATIVE AGREEMENT
RECOMMENDATION
Approve a Cooperative Agreement with CalTrans for the Project Approval & Environmental
Document (PA&ED) phase of the Prado Road Interchange project and authorize the Public
Works Director to execute the agreement.
DISCUSSION
Interchange projects follow three phases of development; 1. Project Initiation / Project Study
Report (PID/PSR), 2. Project Approval & Environmental Document (PA&ED), and 3. Project
Plans, Specifications, & Estimate (PS&E). Processing of each phase of project development is
guided by a cooperative agreement between the Local Agency and CalTrans. The Prado Road
Interchange is entering into the second phase of project development and staff is recommending
that the City enter into a cooperative agreement (Attachment A) with CalTrans in order to
continue project development. The Prado Road Interchange is currently on schedule with
construction anticipated to begin in early 2021.
ENVIRONMENTAL REVIEW
This phase of the project will include both CEQA and NEPA review. Per State requirements ,
CalTrans will be the lead agency for both CEQA and NEPA.
FISCAL IMPACT
There is no fiscal impact specifically associated with this cooperative agreement. The total cost
of this interchange project is estimated at $26 million. Funding for the interchange project
includes a combination of Fair Share Mitigation Fees from the San Luis Ranch Development,
Citywide Traffic Impact Fees, and Regional State Transportation Improvement Program (STIP)
funding.
ALTERNATIVE
1. The Council could choose to defer approval of the proposed Cooperative Agreement until
a later date and suspend work on the Prado Road Interchange. Staff does not recommend
this as the Prado Road Interchange is one of the most critical Transportation projects
supporting the City Housing and Multimodal goals.
Attachments:
a - Draft CalTrans Cooperative Agreeement
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Agreement 05-0332
Project No. 0516000105
EA 1H640
05-SLO-101-26.5/27.3
Project Development Agreement 2017-02-17 (Created December 12, 2017) i
COOPERATIVE AGREEMENT COVER SHEET
Work Description
Improvements to extend Prado Road over U.S. Route 101 (US 101) connecting it with Dalidio Drive,
reconstruction the existing US 101 northbound off-ramp and on-ramp connections with Prado Road,
and construct an auxiliary lane on northbound US 101 between the Prado Road and Madonna Road
in order to provide congestion relief, operational efficiency and multimodal connectivity.
Contact Information
CALTRANS
Paul Valadao, Project Manager
50 Higuera Street
San Luis Obispo, CA 93401
Office Phone: 805-549-3016
Email: paul.valadao@dot.ca.gov
CITY OF SAN LUIS OBISPO
Jake Hudson, Project Manger
919 Palm Street
San Luis Obispo, CA 93401
Office Phone: (805) 781-7255
Email: jhudson@slocity.org
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Cover Sheet AGREEMENT 05-0332
Project No. 0516000105
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Table of Contents
RECITALS ........................................................................................................................................... 1
RESPONSIBILITIES ........................................................................................................................... 3
Sponsorship ...................................................................................................................................... 3
Implementing Agency ...................................................................................................................... 3
Funding ............................................................................................................................................ 3
CALTRANS’ Quality Management ................................................................................................ 4
CEQA Lead Agency ........................................................................................................................ 4
Environmental Permits, Approvals and Agreements ....................................................................... 5
Project Approval and Environmental Document (PA&ED) ............................................................ 5
California Environmental Quality Act (CEQA) .......................................................................... 6
Schedule ........................................................................................................................................... 7
Additional Provisions ....................................................................................................................... 8
Standards ..................................................................................................................................... 8
Qualifications .............................................................................................................................. 8
Consultant Selection .................................................................................................................... 8
Encroachment Permits ................................................................................................................. 8
Protected Resources .................................................................................................................... 9
Disclosures .................................................................................................................................. 9
Hazardous Materials .................................................................................................................... 9
Claims ........................................................................................................................................ 10
Interruption of Work ................................................................................................................. 11
Penalties, Judgements and Settlements ..................................................................................... 11
Project Files ............................................................................................................................... 11
GENERAL CONDITIONS ................................................................................................................ 11
Venue ............................................................................................................................................. 11
Exemptions ..................................................................................................................................... 11
Indemnification .............................................................................................................................. 12
Non-parties ..................................................................................................................................... 12
Ambiguity and Performance .......................................................................................................... 12
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Cover Sheet AGREEMENT 05-0332
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Defaults .......................................................................................................................................... 13
Dispute Resolution ......................................................................................................................... 13
Prevailing Wage ............................................................................................................................. 13
DEFINITIONS .................................................................................................................................... 15
SIGNATURES .................................................................................................................................... 16
CLOSURE STATEMENT.................................................................................................................. 18
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COOPERATIVE AGREEMENT
This AGREEMENT, effective on _______________________________, is between the State of
California, acting through its Department of Transportation, referred to as CALTRANS, and:
City of San Luis Obispo, a body politic and municipal corporation or chartered city of the State
of California, referred to hereinafter as CITY.
RECITALS
1. PARTIES are authorized to enter into a cooperative agreement for improvements to the State
Highway System per the California Streets and Highways Code sections 114 and 130.
2. For the purpose of this AGREEMENT, improvements to extend Prado Road over U.S. Route
101 (US 101) connecting it with Dalidio Drive, reconstruction the existing US 101 northbound
off-ramp and on-ramp connections with Prado Road, and construct an auxiliary lane on
northbound US 101 between the Prado Road and Madonna Road in order to provide
congestion relief, operational efficiency and multimodal connectivity will be referred to
hereinafter as PROJECT. The PROJECT scope of work is defined in the project initiation and
approval documents (e.g. Project Study Report, Permit Engineering Evaluation Report, or
Project Report).
3. All obligations and responsibilities assigned in this AGREEMENT to complete the following
PROJECT COMPONENT will be referred to hereinafter as WORK:
• PROJECT APPROVAL AND ENVIRONMENTAL DOCUMENT (PA&ED)
Each PROJECT COMPONENT is defined in the CALTRANS Workplan Standards Guide as a
distinct group of activities/products in the project planning and development process.
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4. The term AGREEMENT, as used herein, includes this document and any attachments,
exhibits, and amendments.
This AGREEMENT is separate from and does not modify or replace any other cooperative
agreement or memorandum of understanding between the PARTIES regarding the PROJECT.
PARTIES intend this AGREEMENT to be their final expression that supersedes any oral
understanding or writings pertaining to the WORK. The requirements of this AGREEMENT
will preside over any conflicting requirements in any documents that are made an express part
of this AGREEMENT.
If any provisions in this AGREEMENT are found by a court of competent jurisdiction to be, or
are in fact, illegal, inoperative, or unenforceable, those provisions do not render any or all other
AGREEMENT provisions invalid, inoperative, or unenforceable, and those provisions will be
automatically severed from this AGREEMENT.
Except as otherwise provided in the AGREEMENT, PARTIES will execute a written
amendment if there are any changes to the terms of this AGREEMENT.
PARTIES agree to sign a CLOSURE STATEMENT to terminate this AGREEMENT.
However, all indemnification, document retention, audit, claims, environmental commitment,
legal challenge, maintenance and ownership articles will remain in effect until terminated or
modified in writing by mutual agreement or expire by the statute of limitations.
5. The following work associated with this PROJECT has been completed or is in progress:
• CITY is developing the Project Initiation Document (Cooperative Agreement No. 05-
0313).
6. In this AGREEMENT capitalized words represent defined terms, initialisms, or acronyms.
7. PARTIES hereby set forth the terms, covenants, and conditions of this AGREEMENT.
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RESPONSIBILITIES
Sponsorship
8. A SPONSOR is responsible for establishing the scope of the PROJECT and securing the
financial resources to fund the WORK. A SPONSOR is responsible for securing additional
funds when necessary or implementing PROJECT changes to ensure the WORK can be
completed with the funds obligated in this AGREEMENT.
PROJECT changes, as described in the CALTRANS Project Development Procedures Manual,
will be approved by CALTRANS as the owner/operator of the State Highway System.
9. CITY is the SPONSOR for the WORK in this AGREEMENT.
Implementing Agency
10. The IMPLEMENTING AGENCY is the PARTY responsible for managing the scope, cost,
schedule, and quality of the work activities and products of a PROJECT COMPONENT.
• CITY is the Project Approval and Environmental Document (PA&ED)
IMPLEMENTING AGENCY.
PA&ED includes the completion of the Final Environmental Document and the Project
Report (documenting the project alternative selection).
11. The IMPLEMENTING AGENCY for a PROJECT COMPONENT will provide a Quality
Management Plan (QMP) for the WORK in that component. The Quality Management Plan
describes the IMPLEMENTING AGENCY’s quality policy and how it will be used. The
Quality Management Plan will include a process for resolving disputes between the PARTIES
at the team level. The Quality Management Plan is subject to CALTRANS review and
approval.
12. Any PARTY responsible for completing WORK will make its personnel and consultants that
prepare WORK available to help resolve WORK-related problems and changes for the entire
duration of the PROJECT including PROJECT work that may occur under separate
agreements.
Funding
13. The WORK does not use funds administered by CALTRANS. PARTIES will amend this
AGREEMENT should this condition change.
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14. Each PARTY is responsible for the costs they incur in performing the WORK unless otherwise
stated in this AGREEMENT.
CALTRANS’ Quality Management
15. CALTRANS, as the owner/operator of the State Highway System, will perform quality
management work including independent quality assurance (IQA), environmental document
quality control, and owner/operator approvals for the portions of WORK within the existing
and proposed State Highway System right-of-way.
16. CALTRANS’ independent quality assurance (IQA) efforts are to ensure that CITY's quality
assurance results in WORK that is in accordance with the applicable standards and the
PROJECT’s quality management plan (QMP). An IQA does not include any efforts necessary
to develop or deliver WORK or any validation by verifying or rechecking WORK.
When CALTRANS performs IQA it does so for its own benefit. No one can assign liability to
CALTRANS due to its IQA.
17. CALTRANS, as the owner/operator of the State Highway System, will approve WORK
products in accordance with CALTRANS policies and guidance and as indicated in this
AGREEMENT.
18. Per National Environmental Policy Act (NEPA) assignment and California Environmental
Quality Act (CEQA) statutes, CALTRANS will perform environmental document quality
control and NEPA assignment review procedures for environmental documentation.
CALTRANS quality control and quality assurance procedures for all environmental documents
are described in the Jay Norvell Memos dated October 1, 2012 (available at
http://www.dot.ca.gov/ser/memos.htm#LinkTarget_705). This also includes the independent
judgment analysis and determination under CEQA that the environmental documentation
meets CEQA requirements.
19. CITY will provide WORK-related products and supporting documentation upon CALTRANS’
request for the purpose of CALTRANS’ quality management work.
20. The cost of CALTRANS’ quality management work is to be borne by CALTRANS.
CEQA Lead Agency
21. CALTRANS is the CEQA Lead Agency for the PROJECT.
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Environmental Permits, Approvals and Agreements
22. CITY will comply with the commitments and conditions set forth in the environmental
documentation, environmental permits, approvals, and applicable agreements as those
commitments and conditions apply to CITY's responsibilities in this AGREEMENT.
23. Unless otherwise assigned in this AGREEMENT, the IMPLEMENTING AGENCY for a
PROJECT COMPONENT is responsible for all PROJECT COMPONENT WORK associated
with coordinating, obtaining, implementing, renewing, and amending the PROJECT permits,
agreements, and approvals whether they are identified in the planned project scope of work or
become necessary in the course of completing the PROJECT.
24. It is expected that the PROJECT will not require environmental permits/approvals.
Project Approval and Environmental Document (PA&ED)
25. As the PA&ED IMPLEMENTING AGENCY, CITY is responsible for all PA&ED WORK
except those activities and responsibilities that are assigned to another PARTY and those
activities that are excluded under this AGREEMENT.
26. CALTRANS will be responsible for completing the following PA&ED activities:
CALTRANS Work Breakdown Structure Identifier (If Applicable)
100.10.10.xx Quality Management
175.20 Project Preferred Alternative
180.10.05.05.xx CEQA Lead Final Env. Doc QA/QC and Approval
180.15.10 Notice of Determination (CEQA)
27. Any PARTY preparing environmental documentation, including studies and reports, will
ensure that qualified personnel remain available to help resolve environmental issues and
perform any necessary work to ensure that the PROJECT remains in environmental
compliance.
28. CITY will provide written notice of the initiation of environmental studies to the CEQA Lead
Agency prior to completing any other PA&ED phase work.
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California Environmental Quality Act (CEQA)
29. Environmental documentation will be prepared in compliance with the California Public
Resources Code §§ 21080.3.1(d)(e). CALTRANS will provide, and CITY will use, a letter
template and a list of California Native American tribes requesting notification. CITY will
prepare consultation documentation for CALTRANS’ signature and transmittal in compliance
with the statutorily required time frames.
30. The CEQA Lead Agency will determine the type of CEQA documentation and will cause that
documentation to be prepared in accordance with CEQA requirements.
31. Any PARTY involved in the preparation of CEQA documentation will prepare the
documentation to meet CEQA requirements and follow the CEQA Lead Agency’s standards
that apply to the CEQA process.
32. Any PARTY preparing any portion of the CEQA documentation, including any studies and
reports, will submit that portion of the documentation to the CEQA Lead Agency for review,
comment, and approval at appropriate stages of development prior to public availability.
33. CITY will submit CEQA-related public notices to CALTRANS for review, comment, and
approval prior to publication and circulation.
34. CITY will submit all CEQA-related public meeting materials to the CEQA Lead Agency for
review, comment, and approval at least ten (10) working days prior to the public meeting date.
If the CEQA Lead Agency makes any changes to the materials, then the CEQA Lead Agency
will allow CITY to review, comment, and concur on those changes at least three (3) working
days prior to the public meeting date.
35. The CEQA Lead Agency will attend all CEQA-related public meetings.
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36. If a PARTY who is not the CEQA Lead Agency holds a public meeting about the PROJECT,
that PARTY must clearly state its role in the PROJECT and the identity of the CEQA Lead
Agency on all meeting publications. All meeting publications must also inform the attendees
that public comments collected at the meetings are not part of the CEQA public review
process.
That PARTY will submit all meeting advertisements, agendas, exhibits, handouts, and
materials to the CEQA Lead Agency for review, comment, and approval at least ten (10)
working days prior to publication or use. If that PARTY makes any changes to the materials, it
will allow the CEQA Lead Agency to review, comment on, and approve those changes at least
three (3) working days prior to the public meeting date.
The CEQA Lead Agency maintains final editorial control with respect to text or graphics that
could lead to public confusion over CEQA-related roles and responsibilities.
Schedule
37. PARTIES will manage the WORK schedule to ensure the timely use of obligated funds and to
ensure compliance with any environmental permits, right-of-way agreements, construction
contracts, and any other commitments. PARTIES will communicate schedule risks or changes
as soon as they are identified and will actively manage and mitigate schedule risks.
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Additional Provisions
Standards
38. PARTIES will perform all WORK in accordance with federal and California laws, regulations,
and standards; FHWA standards; and CALTRANS standards. CALTRANS standards include,
but are not limited to, the guidance provided in the:
• CADD Users Manual
• CALTRANS policies and directives
• Plans Preparation Manual
• Project Development Procedures Manual (PDPM)
• Workplan Standards Guide
• Standard Environmental Reference
• Highway Design Manual
Qualifications
39. Each PARTY will ensure that personnel participating in WORK are appropriately qualified or
licensed to perform the tasks assigned to them.
Consultant Selection
40. CITY will invite CALTRANS to participate in the selection of any consultants that participate
in the WORK.
Encroachment Permits
41. CALTRANS will issue, upon proper application, the encroachment permits required for
WORK within State Highway System right-of-way. Contractors and/or agents, and utility
owners will not work within the State Highway System right-of-way without an encroachment
permit issued in their name. CALTRANS will provide encroachment permits to PARTIES,
their contractors, consultants and agents at no cost. If the encroachment permit and this
AGREEMENT conflict, the requirements of this AGREEMENT will prevail.
42. The IMPLEMENTING AGENCY for a PROJECT COMPONENT will coordinate, prepare,
obtain, implement, renew, and amend any encroachment permits needed to complete the
WORK.
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Protected Resources
43. If any PARTY discovers unanticipated cultural, archaeological, paleontological, or other
protected resources during WORK, all WORK in that area will stop and that PARTY will
notify all PARTIES within 24 hours of discovery. WORK may only resume after a qualified
professional has evaluated the nature and significance of the discovery and CALTRANS
approves a plan for its removal or protection.
Disclosures
44. PARTIES will hold all administrative drafts and administrative final reports, studies, materials,
and documentation relied upon, produced, created, or utilized for the WORK in confidence to
the extent permitted by law and where applicable, the provisions of California Government
Code section 6254.5(e) will protect the confidentiality of such documents in the event that said
documents are shared between PARTIES.
PARTIES will not distribute, release, or share said documents with anyone other than
employees, agents, and consultants who require access to complete the WORK without the
written consent of the PARTY authorized to release them, unless required or authorized to do
so by law.
45. If a PARTY receives a public records request pertaining to the WORK, that PARTY will
notify PARTIES within five (5) working days of receipt and make PARTIES aware of any
disclosed public documents. PARTIES will consult with each other prior to the release of any
public documents related to the WORK.
Hazardous Materials
46. HM-1 is hazardous material (including, but not limited to, hazardous waste) that may require
removal and disposal pursuant to federal or state law, irrespective of whether it is disturbed by
the PROJECT or not.
HM-2 is hazardous material (including, but not limited to, hazardous waste) that may require
removal and disposal pursuant to federal or state law only if disturbed by the PROJECT.
The management activities related to HM-1 and HM-2, including and without limitation, any
necessary manifest requirements and disposal facility designations are referred to herein as
HM-1 MANAGEMENT and HM-2 MANAGEMENT respectively.
47. If HM-1 or HM-2 is found the discovering PARTY will immediately notify all other
PARTIES.
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48. CALTRANS, independent of the PROJECT, is responsible for any HM-1 found within the
existing State Highway System right-of-way. CALTRANS will undertake, or cause to be
undertaken, HM-1 MANAGEMENT with minimum impact to the PROJECT schedule.
CALTRANS, independent of the PROJECT will pay, or cause to be paid, the cost of HM-1
MANAGEMENT related to HM-1 found within the existing State Highway System right-of-
way.
49. CITY, independent of the PROJECT, is responsible for any HM-1 found within the PROJECT
limits and outside the existing State Highway System right-of-way. CITY will undertake, or
cause to be undertaken, HM-1 MANAGEMENT with minimum impact to the PROJECT
schedule.
CITY, independent of the PROJECT, will pay, or cause to be paid, the cost of HM-1
MANAGEMENT for HM-1 found within the PROJECT limits and outside of the existing State
Highway System right-of-way.
50. The CONSTRUCTION IMPLEMENTING AGENCY is responsible for HM-2
MANAGEMENT within the PROJECT limits.
51. CALTRANS’ acquisition or acceptance of title to any property on which any HM-1 or HM-2 is
found will proceed in accordance with CALTRANS’ policy on such acquisition.
Claims
52. CITY may accept, reject, compromise, settle, or litigate claims of any consultants or
contractors hired to complete WORK without concurrence from the other PARTY.
53. PARTIES will confer on any claim that may affect the WORK or PARTIES’ liability or
responsibility under this AGREEMENT in order to retain resolution possibilities for potential
future claims. No PARTY will prejudice the rights of another PARTY until after PARTIES
confer on the claim.
54. If the WORK expends state or federal funds, each PARTY will comply with the federal
Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal
Awards of 2 CFR, Part 200. PARTIES will ensure that any for-profit consultant hired to
participate in the WORK will comply with the requirements in 48 CFR, Chapter 1, Part 31.
When state or federal funds are expended on the WORK these principles and requirements
apply to all funding types included in this AGREEMENT.
55. If the WORK expends state or federal funds, each PARTY will undergo an annual audit in
accordance with the Single Audit Act in the federal Uniform Administrative Requirements,
Cost Principles, and Audit Requirements for Federal Awards as defined in 2 CFR, Part 200.
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56. When a PARTY reimburses a consultant for WORK with state or federal funds, the
procurement of the consultant and the consultant overhead costs will be in accordance with
Chapter 10 of the Local Assistance Procedures Manual.
Interruption of Work
57. If WORK stops for any reason, IMPLEMENTING AGENCY will place the PROJECT right-
of-way in a safe and operable condition acceptable to CALTRANS.
58. If WORK stops for any reason, each PARTY will continue to implement the obligations of this
AGREEMENT, including the commitments and conditions included in the environmental
documentation, permits, agreements, or approvals that are in effect at the time that WORK
stops, and will keep the PROJECT in environmental compliance until WORK resumes.
Penalties, Judgements and Settlements
59. Any PARTY who action or lack of action causes the levy of fines, interest, or penalties will
indemnify and hold all other PARTIES harmless per the terms of this AGREEMENT.
Project Files
60. CITY will furnish CALTRANS with the Project History Files related to the PROJECT
facilities on State Highway System within sixty (60) days following the completion of each
PROJECT COMPONENT. CITY will prepare the Project History File in accordance with the
Project Development Procedures Manual, Chapter 7. All material will be submitted neatly in a
three-ring binder and on a CD ROM in PDF format.
GENERAL CONDITIONS
Venue
61. PARTIES understand that this AGREEMENT is in accordance with and governed by the
Constitution and laws of the State of California. This AGREEMENT will be enforceable in the
State of California. Any PARTY initiating legal action arising from this AGREEMENT will
file and maintain that legal action in the Superior Court of the county in which the
CALTRANS district office that is signatory to this AGREEMENT resides, or in the Superior
Court of the county in which the PROJECT is physically located.
Exemptions
62. All CALTRANS’ obligations under this AGREEMENT are subject to the appropriation of
resources by the Legislature, the State Budget Act authority, and the allocation of funds by the
California Transportation Commission.
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Indemnification
63. Neither CALTRANS nor any of their officers and employees, are responsible for any injury,
damage, or liability occurring by reason of anything done or omitted to be done by CITY, its
contractors, sub-contractors, and/or its agents under or in connection with any work, authority,
or jurisdiction conferred upon CITY under this AGREEMENT. It is understood and agreed
that CITY, to the extent permitted by law, will defend, indemnify, and save harmless
CALTRANS and all of their officers and employees from all claims, suits, or actions of every
name, kind, and description brought forth under, but not limited to, tortious, contractual,
inverse condemnation, or other theories and assertions of liability occurring by reason of
anything done or omitted to be done by CITY, its contractors, sub-contractors, and/or its agents
under this AGREEMENT.
64. Neither CITY nor any of their officers and employees, are responsible for any injury, damage,
or liability occurring by reason of anything done or omitted to be done by CALTRANS, its
contractors, sub-contractors, and/or its agents under or in connection with any work, authority,
or jurisdiction conferred upon CALTRANS under this AGREEMENT. It is understood and
agreed that CALTRANS, to the extent permitted by law, will defend, indemnify, and save
harmless CITY and all of their officers and employees from all claims, suits, or actions of
every name, kind, and description brought forth under, but not limited to, tortious, contractual,
inverse condemnation, or other theories and assertions of liability occurring by reason of
anything done or omitted to be done by CALTRANS, its contractors, sub-contractors, and/or
its agents under this AGREEMENT.
Non-parties
65. PARTIES do not intend this AGREEMENT to create a third party beneficiary or define duties,
obligations, or rights for entities not signatory to this AGREEMENT. PARTIES do not intend
this AGREEMENT to affect their legal liability by imposing any standard of care for fulfilling
the WORK different from the standards imposed by law.
66. PARTIES will not assign or attempt to assign obligations to PARTIES not signatory to this
AGREEMENT without an amendment to this AGREEMENT.
Ambiguity and Performance
67. CITY will not interpret any ambiguity contained in this AGREEMENT against CALTRANS.
CITY waives the provisions of California Civil Code section 1654.
A waiver of a PARTY’s performance under this AGREEMENT will not constitute a
continuous waiver of any other provision.
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68. A delay or omission to exercise a right or power due to a default does not negate the use of that
right or power in the future when deemed necessary.
Defaults
69. If any PARTY defaults in its performance of the WORK, a non-defaulting PARTY will request
in writing that the default be remedied within thirty (30) calendar days. If the defaulting
PARTY fails to do so, the non-defaulting PARTY may initiate dispute resolution.
Dispute Resolution
70. PARTIES will first attempt to resolve AGREEMENT disputes at the PROJECT team level as
described in the Quality Management Plan. If they cannot resolve the dispute themselves, the
CALTRANS district director and the executive officer of CITY will attempt to negotiate a
resolution. If PARTIES do not reach a resolution, PARTIES’ legal counsel will initiate
mediation. PARTIES agree to participate in mediation in good faith and will share equally in
its costs.
Neither the dispute nor the mediation process relieves PARTIES from full and timely
performance of the WORK in accordance with the terms of this AGREEMENT. However, if
any PARTY stops fulfilling its obligations, any other PARTY may seek equitable relief to
ensure that the WORK continues.
Except for equitable relief, no PARTY may file a civil complaint until after mediation, or
forty-five (45) calendar days after filing the written mediation request, whichever occurs first.
PARTIES will file any civil complaints in the Superior Court of the county in which the
CALTRANS district office signatory to this AGREEMENT resides or in the Superior Court of
the county in which the PROJECT is physically located.
71. PARTIES maintain the ability to pursue alternative or additional dispute remedies if a
previously selected remedy does not achieve resolution.
Prevailing Wage
72. When WORK falls within the Labor Code § 1720(a)(1) definition of "public works" in that it is
construction, alteration, demolition, installation, or repair; or maintenance work under Labor
Code § 1771, PARTIES will conform to the provisions of Labor Code §§ 1720-1815, and all
applicable provisions of California Code of Regulations found in Title 8, Division 1, Chapter 8,
Subchapter 3, Articles 1-7. PARTIES will include prevailing wage requirements in contracts
for public work and require contractors to include the same prevailing wage requirements in all
subcontracts.
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Work performed by a PARTY’s own employees is exempt from the Labor Code's Prevailing
Wage requirements.
If WORK is paid for, in whole or part, with federal funds and is of the type of work subject to
federal prevailing wage requirements, PARTIES will conform to the provisions of the Davis-
Bacon and Related Acts, 40 U.S.C. §§ 3141-3148.
When applicable, PARTIES will include federal prevailing wage requirements in contracts for
public works. WORK performed by a PARTY’s employees is exempt from federal prevailing
wage requirements.
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Agreement 05-0332
Project No. 0516000105
Project Development Agreement 2017-02-17/IQA (Created December 12, 2017) 15 of 16
DEFINITIONS
PARTY – Any individual signatory party to this AGREEMENT.
PARTIES – The term that collectively references all of the signatory agencies to this
AGREEMENT.
WORK BREAKDOWN STRUCTURE (WBS) – A WBS is a standardized hierarchical listing
of project work activities/products in increasing levels of detail. The CALTRANS WBS
defines each PROJECT COMPONENT as a group of work activities/products. The
CALTRANS Work Breakdown Structure is defined in the CALTRANS Workplan Standards
Guide.
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Agreement 05-0332
Project No. 0516000105
Project Development Agreement 2017-02-17/IQA (Created December 12, 2017) 16 of 16
SIGNATURES
PARTIES are empowered by California Streets and Highways Code to enter into this
AGREEMENT and have delegated to the undersigned the authority to execute this AGREEMENT
on behalf of the respective agencies and covenants to have followed all the necessary legal
requirements to validly execute this AGREEMENT.
Signatories may execute this AGREEMENT through individual signature pages provided that each
signature is an original. This AGREEMENT is not fully executed until all original signatures are
attached.
STATE OF CALIFORNIA
DEPARTMENT OF TRANSPORTATION
Timothy M. Gubbins
District Director
VERIFICATION OF FUNDS AND
AUTHORITY:
Julia Bolger
Resource Manager
CITY OF SAN LUIS OBISPO
Dereck Johnson
City Manager
Attest:
Carrie Gallagher
City Clerk
Approved as to form and procedure:
J. Christine Dietrick
City Attorney
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Agreement 05-0332
Project No. 0516000105
Project Development Agreement 2017-02-17/IQA (Created December 12, 2017) 17 of 3
CLOSURE STATEMENT INSTRUCTIONS
1. Did PARTIES complete all scope, cost and schedule commitments included in this
AGREEMENT and any amendments to this AGREEMENT?
YES / NO
Did CALTRANS accept and approve all final deliverables submitted by other PARTIES?
YES / NO
Did the CALTRANS HQ Office of Accounting verify that all final accounting for this
AGREEMENT and any amendments to this AGREEMENT were completed?
YES / NO
If construction is involved, did the CALTRANS District Project Manager verify that all claims and
third party billings (utilities, etc.) have been settled before termination of the AGREEMENT?
YES / NO
Did PARTIES complete and transmit the As-Built Plans, Project History File, and all other required
contract documents?
YES / NO
If ALL answers are “YES”, this form may be used to TERMINATE this AGREEMENT.
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Agreement 05-0332
Project No. 0516000105
Project Development Agreement 2017-02-17/IQA (Created December 12, 2017) 18 of 3
CLOSURE STATEMENT
PARTIES agree that they have completed all scope, cost, and schedule commitments included in
Agreement 05-0332 and any amendments to the agreement. The final signature date on this
document terminates agreement 05-0332 except survival articles. All survival articles in agreement
05-0332 will remain in effect until expired by law, terminated or modified in writing by the
PARTIES’ mutual agreement, whichever occurs earlier.
The people signing this agreement have the authority to do so on behalf of their public agencies.
CALTRANS
Name Date
District Director
CITY OF SAN LUIS OBISPO
Name Date
City Manager
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