Agreement No. 06-1813
Project No.: 0623000112
EA: 06-48468
06-KER-58 & 99-T52.2;23.4/R52.4;24.2
COOPERATIVE AGREEMENT COVER SHEET
Work Description
THE CENTENNIAL CORRIDOR SOUTHBOUND (SB) STATE ROUTE (SR) 99 TO WESTBOUND (WB) SR 58 CONNECTOR RAMP PROJECT PROPOSES TO CONSTRUCT A FREEWAY-TO-FREEWAY CONNECTOR FOR THE SB SR 99 TO WB SR 58 MOVEMENT AT THE EXISTING SR 58/SR99 INTERCHANGE IN THE CITY OF BAKERSFIELD, KERN COUNTY
Contact Information
The information provided below indicates the primary contact information for each PARTY to this AGREEMENT. PARTIES will notify each other in writing of any personnel or location changes. Contact information changes do not require an amendment to this AGREEMENT.
CALTRANS
Marlo Carlos, Project Manager
2015 E. Shields Avenue
Fresno, CA 93726
Office Phone: (559) 383-5200
Email: [email protected]
CITY OF BAKERSFIELD
Paul Archer, Project Manager
1601 Truxtun Avenue
Bakersfield, CA 93301
Office Phone: (661) 326-3350
Email: [email protected]
Agreement No. 06-1813 I 06-KER-58 & 99 I EA: 06-48468
Table of Contents
Agreement No. 06-1813
Project No.: 0623000112
EA: 06-48468
06-KER-58 & 99-T52.2;23.4/R52.4;24.2
COOPERATIVE AGREEMENT COVER SHEET .......................................................................................... 1 Work Description ......................................................................................................................................... 1 Contact Information ..................................................................................................................................... 1 CALTRANS ............................................................................................................................................. 1 CITY OF BAKERSFIELD ...................................................................................................................... 1 COOPERATIVE AGREEMENT ..................................................................................................................... 4 RECITALS ....................................................................................................................................................... 4 RESPONSIBILITIES ....................................................................................................................................... 5 Sponsorship .................................................................................................................................................. 5 Implementing Agency .................................................................................................................................. 5 Funding ........................................................................................................................................................ 6 CALTRANS' Quality Management. ............................................................................................................. 6 CEQA/NEPA Lead Agency .......................................................................................................................... 7 Environmental Permits, Approvals and Agreements .................................................................................... 7 RIGHT-OF-WAY ......................................................................................................................................... 7 Schedule ....................................................................................................................................................... 8 Additional Provisions ................................................................................................................................... 9 Standards .................................................................................................................................................. 9 Noncompliant Work ................................................................................................................................. 9 Qualifications ........................................................................................................................................... 9 Consultant Selection ................................................................................................................................ 9 Encroachment Permits ............................................................................................................................. 9 Protected Resources ............................................................................................................................... 10 Disclosures ............................................................................................................................................. I 0 Hazardous Materials .............................................................................................................................. I 0 Claims .................................................................................................................................................... 11 Accounting and Audits ........................................................................................................................... 12 Interruption of Work .............................................................................................................................. 12 Penalties, Judgments and Settlements .................................................................................................... 13 Project Files ........................................................................................................................................... 13 Agreement No. 06-1813 I 06-KER-58 & 99 I EA: 06-48468
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Agreement No. 06-1813
Project No.: 0623000112
EA: 06-48468
06-KER-58 & 99-T52.2;23.4/R52.4;24.2
Environmental Compliance ................................................................................................................... 13 Road Repair and Accountability Act of 2017 (SB 1) ................................................................................. 13 GENERAL CONDITIONS ............................................................................................................................ 13 Venue .......................................................................................................................................................... 13 Exemptions ................................................................................................................................................. 14 Indemnification .......................................................................................................................................... 14 Non-parties ................................................................................................................................................. 14 Ambiguity and Performance ...................................................................................................................... 15 Defaults ...................................................................................................................................................... 15 Dispute Resolution ..................................................................................................................................... 15 Prevailing Wage ......................................................................................................................................... 15 FUNDING SUMMARY ................................................................................................................................. 17 Funding ...................................................................................................................................................... 19 Invoicing and Payment ............................................................................................................................... 20 Right-of-Way (R/W) Support ................................................................................................................. 20 Right-of-Way (R/W) Capital .................................................................................................................. 20 SIGNATURES ................................................................................................................................................ 21 Agreement No. 06-1813 I 06-KER-58 & 99 I EA: 06-48468
Agreement No. 06-1813
Project No.: 0623000112
EA: 06-48468
06-KER-58 & 99-T52.2;23.4/R52.4;24.2
COOPERATIVE AGREEMENT
This AGREEMENT, executed on and effective from __________ _, is between the State of California, acting through its Department of Transportation, referred to as CALTRANS, and:
City of Bakersfield, a body politic and municipal corporation or chartered city of the State of California, referred to hereinafter as CITY.
An individual signatory agency in this AGREEMENT is referred to as a PARTY. Collectively, the signatory agencies in this AGREEMENT are referred to as PARTIES.
RECITALS
I. PARTIES are authorized to enter into a cooperative agreement for improvements to the State Highway System (SHS) per the California Streets and Highways Code, Sections 114 and 130.
2. For the purpose of this AGREEMENT, THE CENTENNIAL CORRIDOR SOUTHBOUND (SB) STATE ROUTE (SR) 99 TO WESTBOUND (WB) SR 58 CONNECTOR RAMP PROJECT PROPOSES TO CONSTRUCT A FREEWAY-TO-FREEWAY CONNECTOR FOR THE SB SR 99 TO WB SR 58 MOVEMENT AT THE EXISTING SR 58/SR99 INTERCHANGE IN THE CITY OF BAKERSFIELD, KERN COUNTY, will be referred to hereinafter as PROJECT. The PROJECT scope of work is defined in the project initiation and approval documents.
3. All obligations and responsibilities assigned in this AGREEMENT to complete the following PROJECT COMPONENT will be referred to hereinafter as WORK:
• RIGHT-OF-WAY(R/W)
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.
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.
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Except as otherwise provided in the AGREEMENT, PARTIES will execute a written amendment if there are any changes to the tenns of this AGREEMENT.
PARTIES agree to sign a CLOSURE STATEMENT to tenninate 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:
• CALTRANS completed the Project Initiation Document (PIO) on January 4, 2012 (Cooperative Agreement No. 06-1386 ).
• CALTRANS approved the Environmental Impact Report (EIR) on September 29, 2023. • CALTRANS approved the Environmental Impact Statement (EIS) on September 29, 2023. • CALTRANS is developing the Plans, Specifications, and Estimate (PS&E) (Cooperative Agreement No. 06-1800 ).
6. In this AGREEMENT capitalized words represent defined tenns, initialisms, or acronyms.
7. PARTIES hereby set forth the terms, covenants, and conditions ofthisAGREEMENT.
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 committed 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
I 0. 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 RIGHT-OF-WAY IMPLEMENTING AGENCY.
RIGHT-OF-WAY includes coordination with utility owners for the protection, removal, or relocation of utilities; pre-construction monument preservation; the acquisition of right-of way interests; and post-construction work such as right-of-way monumentation/recordation, relinquishments/vacations, and excess land transactions. The RIGHT-OF-WAY component budget identifies the cost of the capital costs of right-of-way acquisition (RIGHT-OF-WAY Agreement No. 06-1813 I 06-KER-58 & 991 EA: 06-48468
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CAPITAL) and the cost of the staff work in support of the acquisition (RIGHT-OF-WAY SUPPORT).
11. CITY will provide a Quality Management Plan (QMP) for the WORK in every PROJECT COMPONENT that they are implementing. The QMP describes the IMPLEMENTING AGENCY's quality policy and how it will be used. The QMP will include a process for resolving disputes between the PARTIES at the team level. The QMP is subject to CALTRANS review and concurrence.
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. Funding sources, PARTIES committing funds, funding amounts, and invoicing/payment details are documented in the Funding Summary section ofthisAGREEMENT.
14. PARTIES will not be reimbursed for costs beyond the funding commitments in this AGREEMENT.
15. Unless otherwise documented in the Funding Summary, overall liability for project costs within a PROJECT COMPONENT, subject to program limitations, will be in proportion to the amount contributed to that PROJECT COMPONENT by each fund type.
16. Unless otherwise documented in the Funding Summary, any savings recognized within a PROJECT COMPONENT will be credited or reimbursed, when allowed by policy or law, in proportion to the amount contributed to that PROJECT COMPONENT by each fund type.
17. WORK costs, except those that are specifically excluded in this AGREEMENT, are to be paid from the funds obligated in the Funding Summary. Costs that are specifically excluded from the funds obligated in this AGREEMENT are to be paid by the PARTY incurring the costs from funds that are independent of this AGREEMENT.
CALTRANS' Quality Management
18. CALTRANS, as the owner/operator of the State Highway System (SHS), will perform quality management work including Quality Management Assessment (QMA) and owner/operator approvals for the portions of WORK within the existing and proposed SHS right-of-way.
19. CALTRANS' Quality Management Assessment (QMA) efforts are to ensure that CITY's quality assurance results in WORK that is in accordance with the applicable standards and the PROJECTs quality management plan (QMP). QMA does not include any efforts necessary to develop or deliver WORK or any validation by verifying or rechecking WORK.
When CALTRANS performs QMA, it does so for its own benefit. No one can assign liability to CALTRANS due to its QMA.
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20. 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.
21. CITY will provide WORK-related products and supporting documentation upon CALTRANS' request for the purpose of CALTRANS' quality management work.
CEOA/NEPA Lead Agency
22. CALTRANS is the CEQA Lead Agency for the PROJECT.
23. CALTRANS is the NEPA Lead Agency for the PROJECT.
Environmental Permits, Approvals and Agreements
24. PARTIES 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 each PARTY's responsibilities in this AGREEMENT.
25. 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.
26. The PROJECT will not require environmental permits/approvals.
RIGHT-OF-WAY
27. As the RIGHT-OF-WAY IMPLEMENTING AGENCY, CITY is responsible for all RIGHT-OF WA Y WORK except those activities and responsibilities that are assigned to another PARTY and those activities that are excluded under this AGREEMENT.
28. CALTRANS will be responsible for completing the following RIGHT-OF-WAY activities:
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·. - - -c - i -,Jj¢nMit«£-~pplic~l~l~t> ·-- .- . : .: ·. ~: Fg11(Jiffi:~ost. 100.25.10.xx Quality Management NO
200 Utility Relocation YES
300 Post Construction Record of Survey YES
29. The selection of personnel performing RIGHT-OF-WAY WORK will be in accordance with federal and California laws and regulations, and CALTRANS' policies, procedures, standards, practices, and applicable agreements.
30. CITY will provide a land surveyor licensed in the State of California to be responsible for surveying and right-of-way engineering. All survey and right-of-way engineering documents will Agreement No. 06-1813 I 06-KER-58 & 99 I EA: 06-48468
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bear the professional seal, certificate number, registration classification, expiration date of certificate, and signature of the responsible surveyor.
31. When RIGHT-OF-WAY is funded with State Transportation Improvement Program (STIP) funds the acquisition of right-of-way will not occur prior to the approval of the environmental document.
32. CITY will hear and adopt Resolutions of Necessity when authorized to do so by law or will work with local agencies having jurisdiction and authorized under the law to hear and adopt Resolutions of Necessity.
CITY will conduct and document Condemnation Evaluation Meetings and Condemnation Panel Review Meetings as required in accordance with CALTRANS policy and guidance. CALTRANS will be notified in advance of any Condemnation Evaluation Meetings and Condemnation Panel Review Meetings.
33. IfCITY acquires any right-of-way to be incorporated into the State Highway System (SHS), CITY will first acquire in its own name.
No right-of-way will be acquired in CALTRANS' name.
Title to the SHS right-of-way will ultimately be vested in the State. CALTRANS' acceptance of title will occur after the Right-of- Way Closeout activities are complete.
34. CITY will utilize a public agency currently qualified by CALTRANS or a properly licensed consultant for all RIGHT-OF-WAY activities. A qualified right-of-way agent will administer all right-of-way consultant contracts.
CITY will submit a draft Right-of-Way Certification to CALTRANS six weeks prior to the scheduled Right-of-Way Certification milestone date for review.
CITY will submit a final Right-of-Way Certification to CALTRANS for approval prior to the advertising the construction contract.
35. Physical and legal possession of the right-of-way must be completed prior to advertising the construction contract, unless PARTIES mutually agree to other arrangements in writing.
36. CALTRANS' acceptance of right-of-way title is subject to review of an Updated Preliminary Title Report provided by CITY verifying that the title is free of all encumbrances and liens. Upon acceptance, CITY will provide CALTRANS with a Policy of Title Insurance in CALTRANS' name.
37. Right-of-way conveyances must be completed prior to WORK completion, unless PARTIES mutually agree to other arrangements in writing.
Schedule
38. PARTIES will manage the WORK schedule to ensure the timely use of committed 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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39. The IMPLEMENTING AGENCY for each PROJECT COMPONENT will furnish PARTIES with written monthly progress reports during the completion of the WORK.
Additional Provisions
Standards
40. PARTIES will perform all WORK in accordance with federal and California laws, regulations, and standards; Federal Highway Administration (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
• Right of Way Manual
• Stewardship and Oversight Agreement
• Construction Manual Supplement for Local Agency Resident Engineers • Local Agency Structure Representative Guidelines
Noncompliant Work
41. CALTRANS retains the right to reject noncompliant WORK. CITY agrees to suspend WORK upon request by CALTRANS for the purpose of protecting public safety, preserving property rights, and ensuring that all WORK is in the best interest of the State Highway System.
Qualifications
42. Each PARTY will ensure that personnel participating in WORK are appropriately qualified or licensed to perform the tasks assigned to them.
Consultant Selection
43. CITY will invite CALTRANS to participate in the selection of any consultants that participate in the WORK.
Encroachment Permits
44. CALTRANS will issue, upon proper application, the encroachment permits required for WORK within State Highway System (SHS) right-of-way. CITY, their contractors, consultants, agents, and utility owners will not work within the SHS right-of-way without an encroachment permit issued by CALTRANS. CALTRANS will provide encroachment permits to CITY at no cost. CALTRANS will provide encroachment permits to utility owners at no cost. If the encroachment permit and this AGREEMENT conflict, the requirements of this AGREEMENT will prevail.
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45. CITY will issue any encroachment permits that are necessary for WORK within its jurisdiction and outside the State Highway System right-of-way. CITY will provide encroachment permits to CALTRANS, its contractors, consultants and agents, at no cost.
46. The IMPLEMENTING AGENCY for a PROJECT COMPONENT will coordinate, prepare, obtain, implement, renew, and amend any encroachment permits needed to complete the WORK.
Protected Resources
47. 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
48. 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 7921.505(c)(5) 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.
49. 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 records.
Hazardous Materials
50. HM-1 is hazardous material (including, but not limited to, hazardous waste) that may require removal and disposal pursuant to federal or state law, 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.
51. If HM-1 or HM-2 is found, the discovering PARTY will immediately notify all other PARTIES.
52. 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-I MANAGEMENT with minimum impact to the PROJECT schedule.
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CALTRANS will pay, or cause to be paid, the cost of HM-I MANAGEMENT for HM-I found within the existing State Highway System right-of-way with funds that are independent of the funds committed in this AGREEMENT.
53. CITY, independent of the PROJECT, is responsible for any HM- I found within the PROJECT limits and outside the existing State Highway System right-of-way. CITY will undertake, or cause to be undertaken, HM- I MANAGEMENT with minimum impact to the PROJECT schedule.
CITY will pay, or cause to be paid, the cost of HM- I MANAGEMENT for HM- I found within the PROJECT limits and outside of the existing State Highway System right-of-way with funds that are independent of the funds committed in this AGREEMENT.
54. The CONSTRUCTION IMPLEMENTING AGENCY is responsible for HM-2 MANAGEMENT within the PROJECT limits.
CITY and CALTRANS will comply with the Soil Management Agreement for Aerially Deposited Lead Contaminated Soils (Soil Management Agreement) executed between CALTRANS and the California Department of Toxic Substances Control (DTSC). Under Section 3.2 of the Soil Management Agreement, CALTRANS and CITY each retainjoint and severable liability for noncompliance with the provisions of the Soil Management Agreement. CITY will assume all responsibilities assigned to CALTRANS in the Soil Management Agreement during PROJECT COMPONENTS for which they are the IMPLEMENTING AGENCY except for final placement and burial of soil within the State right-of-way, per Section 4.5 of the Soil Management Agreement, which is subject to CALTRANS concurrence and reporting to DTSC which will be performed by CALTRANS.
55. CALTRANS' acquisition or acceptance of title to any property on which any HM-I or HM-2 is found will proceed in accordance with CALTRANS' policy on such acquisition.
Claims
56. Any PARTY that is responsible for completing WORK may accept, reject, compromise, settle, or litigate claims arising from the WORK without concurrence from the other PARTY.
57. 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.
58. 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 I, 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.
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Accounting and Audits
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59. PARTIES will maintain, and will ensure that any consultant hired by PARTIES to participate in WORK will maintain, a financial management system that conforms to Generally Accepted Accounting Principles (GAAP), and that can properly accumulate and segregate incurred PROJECT costs and billings.
60. PARTIES will maintain and make available to each other all WORK-related documents, including financial data, during the term ofthisAGREEMENT.
PARTIES will retain all WORK-related records for three (3) years after the final voucher.
PARTIES will require that any consultants hired to participate in the WORK will comply with this Article.
61. PARTIES have the right to audit each other in accordance with generally accepted governmental audit standards.
CALTRANS, the State Auditor, FHWA (if the PROJECT utilizes federal funds), and CITY will have access to all WORK-related records of each PARTY, and any consultant hired by a PARTY to participate in WORK, for audit, examination, excerpt, or transcription.
The examination of any records will take place in the offices and locations where said records are generated and/or stored and will be accomplished during reasonable hours of operation. The auditing PARTY will be permitted to make copies of any WORK-related records needed for the audit.
The audited PARTY will review the draft audit, findings, and recommendations, and provide written comments within thirty (30) calendar days of receipt.
Upon completion of the final audit, PARTIES have forty-five (45) calendar days to refund or invoice as necessary in order to satisfy the obligation of the audit.
Any audit dispute not resolved by PARTIES is subject to mediation. Mediation will follow the process described in the General Conditions section of this AGREEMENT.
62. 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.
63. 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 the Local Assistance Procedures Manual, Chapter I 0.
Interruption of Work
64. If WORK stops for any reason, IMPLEMENTING AGENCY will place the PROJECT right-of-way in a safe and operable condition acceptable to CALTRANS.
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65. If WORK stops for any reason, each PARTY will continue with environmental commitments 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, Judgments and Settlements
66. The cost of awards, judgments, fines, interest, penalties, attorney's fees, and/or settlements generated by the WORK are considered WORK costs.
67. The cost of legal challenges to the environmental process or documentation are considered WORK costs.
68. Any PARTY whose 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.
Proiect Files
69. 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 assure that the Project History File is prepared and submitted in compliance with the Project Development Procedures Manual, Chapter 7. All material will be submitted neatly in a three-ring binder and in PDF format.
Environmental Compliance
70. If during performance of WORK additional activities or environmental documentation is necessary to keep the PROJECT in environmental compliance, PARTIES will amend this AGREEMENT to include completion of those additional tasks.
Road Repair and Accountability Act of 2017 (SB 1)
71. PARTIES agree to adhere the following:
• The requirements of Senate Bill 1 (SB 1 ), also known as the Road Repair and Accountability Act of 2017 (Beall, Chapter 5, Statutes of 2017).
• The California Transportation Commission (CTC) SB 1 Accountability and Transparency Guidelines adopted for each SB 1 fund type.
• The SBl procedures and policies established by CALTRANS.
GENERAL CONDITIONS
72. All portions of this AGREEMENT, including the RECITALS section, are enforceable.
Venue
73. 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 Agreement No. 06-1813 I 06-KER-58 & 99 I EA: 06-48468
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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
74. All CALTRANS' obligations and commitments under this AGREEMENT are subject to the appropriation of resources by the Legislature, the State Budget Act authority, programming and allocation of funds by the California Transportation Commission {CTC).
Indemnification
75. Neither CALTRANS nor any of its 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 its 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.
76. Neither CITY nor any of its 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 its 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
77. PARTIES do not intend this AGREEMENT to create a third-party beneficiary or define duties, obligations, or rights for entities in PARTIES 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.
78. PARTIES will not assign or attempt to assign obligations to entities not signatory to this AGREEMENT without an amendment to this AGREEMENT.
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Ambiguity and Performance
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Project No.: 0623000112
EA: 06-48468
06-KER-58 & 99-T52.2;23.4/R52.4;24.2
79. Neither PARTY will interpret any ambiguity contained in this AGREEMENT against the other PARTY. PARTIES waive the provisions of California Civil Code, Section 1654.
A waiver of a PARTY's perfonnance under this AGREEMENT will not constitute a continuous waiver of any other provision.
80. 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
81. If any PARTY defaults in its perfonnance 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
82. 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 perfonnance of the WORK in accordance with the tenns ofthisAGREEMENT. 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 and/or to preserve the statute of limitations, 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 CAL TRANS District Office signatory to this AGREEMENT resides or in the Superior Court of the county in which the PROJECT is physically located.
83. PARTIES maintain the ability to pursue alternative or additional dispute remedies if a previously selected remedy does not achieve resolution.
Prevailing Wage
84. When WORK falls within the Labor Code§ 1720(a)(l) definition of"public works" in that it is construction, alteration, demolition, installation, or repair; or maintenance work under Labor Code § 1771, PARTIES will confonn to the provisions of Labor Code§§ 1720-1815, and all applicable provisions of California Code of Regulations, Title 8, Division 1, Chapter 8, Subchapter 3, Articles Agreement No. 06-1813 I 06-KER-58 & 99 I EA: 06-48468
Page I 15
Agreement No. 06-1813
Project No.: 0623000112
EA: 06-48468
06-KER-58 & 99-T52.2;23.4/R52.4;24.2
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.
Work performed by a PARTY's own employees is exempt from the Labor Code's Prevailing Wage requirements.
IfWORK 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.
Agreement No. 06-1813 I 06-KER-58 & 991 EA: 06-48468
Page I 16
FUNDING SUMMARY
FUNDING TABLE
IMPLEMENTING AGENCY: CITY
Source
STATE
STATE
LOCAL
R/W R/W
Party Fund Type SUPPORT CAPITAL
CITY STIP/RIP 300,000 1,830,000
CITY TCEP 700,000 4,270,000
CITY Local 220,000 320,000
Totals 1,220,000 6,420,000
Agreement No. 06- 1813 I 06-KER-58 & 99 I EA: 06-48468
Agreement No. 06- 1813
Proje ct No.: 0623000112
EA: 06-48468
06-K ER-58 & 99-T52.2;23.4 /R52.4;24.2
Totals
2, 130,000
4,970,000
540,000
7,640,000
Fund Type
STIP/RIP
TCEP
Local
Totals
SPENDING TABLE
R/W R/W
SUPPORT CAPITAL
CALTRANS CITY CALTRANS CITY
0 300,000 0 1,830,000
0 700,000 0 4,270,000
220,000 0 320,000 0
220,000 1,000,000 320,000 6,100,000
Agreement No. 06-1 813 I 06-KER-58 & 99 1 EA: 06-48468
Page I 18
Agreement No. 06-18 13
Project No.: 0623000112
EA: 06-48468
06-KER-58 & 99-T52.2;23.4/R52.4 ;24.2
Tota ls
2,130,000
4,970,000
540,000
7,640,000
Funding
Agreement No. 06-1813
Project No.: 0623000112
EA: 06-48468
06-KER-58 & 99-T52.2;23.4/R52.4;24.2
85. Ifthere are insufficient funds available in this AGREEMENT to place the PROJECT right-of-way in a safe and operable condition, the appropriate IMPLEMENTING AGENCY will fund these activities until such time as PARTIES amend this AGREEMENT.
That IMPLEMENTING AGENCY may request reimbursement for these costs during the amendment process.
86. If there are insufficient funds in this AGREEMENT to implement the obligations and responsibilities of this AGREEMENT, including the applicable commitments and conditions included in the PROJECT environmental documentation, permits, agreements, and/or approvals that are in effect at a time that WORK stops, each PARTY accepts responsibility to fund their respective WORK until such time as PARTIES amend this AGREEMENT.
Each PARTY may request reimbursement for these costs during the amendment process.
87. The cost of any engineering support performed by CALTRANS includes all direct and applicable indirect costs. CALTRANS calculates indirect costs based solely on the type of funds used to pay support costs. State and federal funds administered by CAL TRANS are subject to the current Program Functional Rate. All other funds are subject to the current Program Functional Rate and the current Administration Rate. The Program Functional Rate and Administration Rate are adjusted periodically.
In accordance with California law, the Administration Rate is capped at IO percent for Self-Help Counties with a countywide sales tax measure dedicated to transportation improvements.
88. If the WORK is funded with state or federal funds, any PARTY seeking CALTRANS reimbursement of indirect costs must submit an indirect cost rate proposal and central service cost allocation plan (if any) in accordance with Local Assistance Procedures Manual, 2 CFR, Part 200 and Chapter 5. These documents are to be submitted annually to CALTRANS' Audits and Investigations for review and acceptance prior to CALTRANS' reimbursement of indirect costs.
89. Travel, per diem, and third-party contract reimbursements for WORK are to be paid from the funds in this AGREEMENT only after the contractor performs the work and incurs said costs.
Payments for travel and per diem will not exceed the rates paid rank and file state employees under current California Department of Human Resources (CalHR) rules current at the effective date of this AGREEMENT.
If CITY invoices for rates in excess of CalHR rates, CITY will fund the cost difference and reimburse CALTRANS for any overpayment.
90. In accordance with the CALTRANS Federal-Aid Project Funding Guidelines, PARTIES must obtain approval from the Federal Highway Administration prior to any PROJECT funding changes that will change the federal share of funds.
Agreement No. 06-18131 06-KER-58 & 99 I EA: 06-48468
Page I 19
Agreement No. 06-1813
Project No.: 0623000112
EA: 06-48468
06-KER-58 & 99-T52.2;23.4/R52.4;24.2
91. Notwithstanding the terms of this AGREEMENT, PARTIES agree to abide by the funding guidelines for all contributed funds that are programmed and allocated by the CTC.
Invoicing and Payment
92. PARTIES will invoice for funds where the SPENDING TABLE shows that one PARTY provides funds for use by another PARTY. PARTIES will pay invoices within forty-five (45) calendar days of receipt of invoice when not paying with Electronic Funds Transfer (EFT). When paying with EFT, CITY; will pay invoices within five (5) calendar days of receipt of invoice.
93. If CITY has received EFT certification from CALTRANS then CITY will use the EFT mechanism and follow all EFT procedures to pay all invoices issued from CALTRANS.
94. When a PARTY is reimbursed for actual cost, invoices will be submitted each month for the prior month's expenditures. After all PROJECT COMPONENT WORK is complete, PARTIES will submit a final accounting of all PROJECT COMPONENT costs. Based on the final accounting, PARTIES will invoice or refund as necessary to satisfy the financial commitments of this AGREEMENT.
95. Ifan executed Program Supplement Agreement (PSA) or STIP Planning, Programming, and Monitoring Program Fund Transfer Agreement (PPM) exists for this PROJECT then CITY will abide by the billing and payment conditions detailed for the fund types identified in the PSA or PPM.
96. If CALTRANS reimburses CITY for any costs later determined to be unallowable, CITY will reimburse those funds.
Right-of-Way (RIW) Support
97. CALTRANS will invoice CITY for a $50,000 initial deposit after execution of this AGREEMENT and forty-five ( 45) working days prior to the commencement of R/W SUPPORT expenditures. This deposit represents two (2) months' estimated costs.
Thereafter, PARTIES will invoice and reimburse for actual costs incurred and paid.
Right-of-Way (RIW) Capital
98. CALTRANS will invoice CITY for a $25,000 initial deposit after execution of this AGREEMENT and forty-five ( 45) working days prior to the commencement of R/W CAPITAL expenditures. This deposit represents one (1) months' estimated costs.
Thereafter, PARTIES will invoice and reimburse for actual costs incurred and paid.
Agreement No. 06-1813 I 06-KER-58 & 99 I EA: 06-48468
Agreement No. 06-1813
Project No.: 0623000112
EA: 06-48468
06-KER-58 & 99-T52.2;23.4/R52.4 ;24.2
SIGNATURES
PARTIES are authorized to enter into this AGREEMENT and have delegated to the undersig ned the authority to execute this AGREEMENT on behalf of the respective agencies and hereby covenants to have followed all the necessary lega l requirem ents to validly execute this AGREEMENT. By signing below, the PARTIES each expressly agree to exec ute this AGREEMENT electronically.
The PARTIES acknowledge that executed cop ies of this AGREEMENT may be exchanged by facsimile or email , and that such copies shall be deemed to be effective as originals.
STATE OF CALIFORNIA DEPARTMENT
OF TRANSPORTATION
Michael Navarro
District Director
Verification of Funds and Authority:
~n
Claudia Juarez
District Resource Manager
Certified as to financial terms and policies:
Darwin Salmos
HQ Accounting Supervisor
CITY OF BAKERSFIELD
Karen Goh
Mayor
Approved as to content:
public works
Zac Meyer
Public Works Director
Approved as to form:
Virginia Gennaro
City Attorney
Ashley Zambra no
Deputy City Attorney
Countersigned:
Randy McKeegan
Finance Director
Agreement No. 06-1 8 13 I 06-KER-58 & 991 EA: 06-48468
06-1813 Execution
Final Audit Report
Created:
By:
Status:
Transaction ID:
2025-03 -28
Caltrans.Coop Execution (Caltrans .Coop.Exec [email protected]) Signed
CBJCHBCAABAAkq e9JYs3eYt2:N75vA-yX1 uFuQeCc -jXQ
"06-1813 Execution" History
2025-04-01
~ Document created by Caltrans.Coo p Execution ([email protected] ) 2025 -03-28 - 6:38:12 PM GMT- IP address: 149.136.17 .249 IR. Document emailed to David Tolleson ([email protected] ) for approval 2025 -03-28 - 6:38:51 PM GMT
~ Email viewed by David Tolleson ([email protected]. gov) 2025-03 -28 - 7:27:02 PM GMT- IP address : 149.136 .17.252 0c, Document approved by David Tolleson ([email protected]) Approval Date: 2025-03-28 - 7:28:54 PM GMT - Time Sou rce: server- IP address: 149.136.17.252 ~ Document emailed to Marlo Carlos ([email protected] .gov) for approval 2025 -03-28 - 7:28:56 PM GMT
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0c, Signer Christopher Gardner (chris.gardner@dot. ca.gov) entered name at signing as chris gardner 2025 -03-28 - 8:36:18 PM GMT- IP address : 149.136.17.246 0c, Document approved offline by chris gardner (chris.gard [email protected]) Approva l Date: 2025-03 -28 - 8:36:20 PM GMT - Time Sou rce: device As recorded by: eSignManagerForiOSv1Ap p
0 Offline document signing event synchronized and recorded 2025-03 -28 - 8:36:21 PM GMT - Time Source: server - IP address: 149.136.17.246 .. I
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18'. Document emailed to Claudia Juarez ([email protected]) for signature 2025-03-28 - 8:36:22 PM GMT
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~ Document e-signed by Claudia Juarez ([email protected]) Signature Date: 2025-03-28 - 9:38:22 PM GMT - Time Source: server- IP address : 149.136.25.246 18'. Document emailed to Ruhama Urbano ([email protected]) for approval 2025-03-28 - 9:38:24 PM GMT
~ Email viewed by Ruhama Urbano ([email protected]) 2025-03-28 - 9:41:25 PM GMT- IP address: 149.136.17.252 ~ Document approved by Ruhama Urbano ([email protected]) Approval Date : 2025-03-28 -11 :08:24 PM GMT - Time Source: server- IP address: 149.136.17.252 18'. Document emailed to Darwin Salmos ([email protected]) for signature 2025-03-28 - 11 :08:26 PM GMT
~ Document e-signed by Darwin Salmos ([email protected]) Signature Date: 2025-04-01 - 5:53:19 PM GMT - Time Source: server- IP address: 149.136.17.253 e Agreement completed.
2025-04- 01 - 5:53:19 PM GMT
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