Railroad Approved Form 08/09/2019 1
QZ ID: CA115001
UPRR REMS
Project 792559
REIMBURSEMENT AGREEMENT
QUIET ZONE SERVICES
Public Authority: CITY OF MARYSVILLE, CALIFORNIA
Effective Date:
Estimate: $30,000.00
THIS REIMBURSEMENT AGREEMENT (Agreement) is made and entered into as of the Effective Date, by and between UNION PACIFIC RAILROAD COMPANY, a Delaware corporation (Railroad), and PUBLIC AUTHORITY (Public Authority).
RECITALS
A. Public Authority desires to initiate the project more particularly described on Exhibit A attached hereto (Project).
B. The Project may affect Railroad's track, right of way or operations at or near the Project area more particularly described on Exhibit A.
C. Railroad agrees to collaborate with Public Authority on the progression of the Project in accordance with the terms and conditions of this Agreement and any federal regulations.
AGREEMENT
NOW THEREFORE, the parties hereto agree as follows:
1. Railroad, and/or its representatives, at Public Authority's sole cost and expense, agrees to perform (or shall cause a third-party consultant to perform on Railroad's behalf) the quiet zone (QZ) engineering services work described on Exhibit B attached hereto (QZ Work). Public Authority acknowledges and agrees that: (a) Railroad's review of any Project designs, plans and/or specifications, as part of the QZ Work, is limited exclusively to potential impacts on existing and future Railroad facilities and operations; (b) Railroad makes no representations or warranties as to the validity, accuracy, legal compliance or completeness of the QZ Work; and (c) Public Authority's reliance on the QZ Work is at Public Authority's own risk.
2. Notwithstanding the Estimate, Public Authority agrees to reimburse Railroad and/or Railroad's third party consultant, as applicable, for one hundred percent (100%) of all actual costs and expenses incurred for the QZ Work. During the performance of the QZ Work, Railroad will provide (and/or will cause its third party consultant to provide) progressive billing to Public Authority based on actual costs in connection with the QZ Work. Within sixty (60) days after completion of the QZ Work, Railroad will submit (and/or will cause its third party consultant to submit) a final billing to Public Authority for any balance owed for the QZ Work. Public Authority shall pay Railroad (and/or its third-party consultant, as applicable) within thirty (30) days after Public Authority's receipt of any progressive and final bills submitted for the QZ Work. Bills will be Railroad Approved Form 08/09/2019 2
submitted to the Public Authority using the contact information provided on Exhibit C. Public Authority's obligation hereunder to reimburse Railroad (and/or its third party consultant, as applicable) for the QZ Work shall apply regardless if Public Authority declines to proceed with the Project or Railroad elects not to approve the Project.
3. Public Authority acknowledges and agrees that Railroad may withhold implementation or raise objections to the Project due to noncompliance with federal regulations or impacts to Railroad's safety, facilities or operations.
4. If Public Authority elects to move forward with the Project and the plans include Railroad work, Railroad shall prepare and forward to Public Authority a separate reimbursement agreement for preliminary engineering services to develop final plans and specifications, and prepare material and force cost estimates for any work required to be performed by the Railroad. The Agreement herein will remain in effect for the duration of the QZ Work described in Exhibit B.
5. Neither party shall assign this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayed.
6. No amendment or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties.
7. This Agreement sets forth the entire agreement between the parties regarding the Project and QZ Work. To the extent that any terms or provisions of this Agreement regarding the QZ Work are inconsistent with the terms or provisions set forth in any existing agreement related to the Project, such terms and provisions shall be deemed superseded by this Agreement to the extent of such inconsistency.
IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the Effective Date.
CITY OF MARYSVILLE, CALIFORNIA UNION PACIFIC RAILROAD COMPANY, a Delaware Corporation
Signature Signature
Melinda S. DuBay
Printed Name Printed Name
Manager I – Engineering, Public Projects
Title Title
Exhibit A
Project Description and Location
Project Description
City of Marysville, CA proposes to establish a quiet zone at the crossings referred to below.
Subdivision: Valley
At-grade crossing locations, if known.
DOT
Crossing
Type Milepost Street Name
753278H Public 140.78 6
th Street
753279P Public 140.85 7
th Street
753283E Public 141.06 10th Street
Exhibit B
Scope of Project Services
Scope of work includes, but is not limited to the following. Meetings
Field diagnostic(s) and inspections
Notice of intent review and comments
Public authority application review and comments
Notice of establishment review and comments
Implementation efforts
Grade crossing inventory updates
Travel expenses
Exhibit C
Billing Contact Information
Name Vincenzo Corazza
Title Public Works Director
Street 526 C Street
City/State/Zip Marysville, CA, 95901
Work Phone (530) 749-3902
Cell Phone
Email [email protected]