No. of Months Meeting per
Month
Hours No. of
Persons
Total
1.0 0.5 1 1.0 3 HR $750.00
0.5 1 1 3 HR $750.00
6 HR $1,500.00
2.0 1 1 1 6 HR $1,500.00
1 1 1 6 HR $1,500.00
12 HR $3,000.00
3.0 0.50 8 1 24 HR $6,000.00
24 HR
4.0 1 LS $4,200.00
1 LS $2,500.00
120 EA $258,000.00
40 EA $8,600.00
2 EA $1,000.00
1 LS $2,500.00
$287,300.00
$28,730.00
$316,030.00
Notes:
b Inter-Departmental and Focus Meetings 6 $250.00
Date 10/15/2025 SCRRA Project No.
Project Name Via Princessa Park- Amendment-01 Schedule Dec 2025 to June 2026
QUANTITY
UNIT UNIT COST TOTAL COST
General Description of Services
Meetings
a PDT Meetings (Virtual) 6 $250.00
6 $250.00
Sub-Total
b General PM Work
Sub-Total
6 $250.00a Progress reports/Invoicing
$250.00
Sub-Total $6,000.00
d Site Visits/Field Meetings
Contingency 10%
TOTAL ESTIMATED COST
$276,800.00
Document Review/Design Support
Sub-Total
$500.00
$2,500.00
a Administrative/Application Review Fees
b Standard Plan Review
c Flagging $2,150.00
$215.00d Safety Training
$4,200.00
$2,500.00
6 NO. ITEM
The cost of the SCRRA services shown is an estimate only and SCRRA will be reimbursed on the basis of actual costs and expenses.
SCRRA to be reimbursed for the actual costs and expenses incurred by SCRRA and its contractors/consultants for all services and work performed in connection with this project, including an allocated overhead representing SCRRA’s costs for administration and management. e Signal Cable Marking
f Contingency
Right of Entry
Project Management and Administration
Sub-Total
DESIGN SERVICES AGREEMENT
BETWEEN
SOUTHERN CALIFORNIA REGIONAL RAIL
AUTHORITY (SCRRA)
AND THE
CITY OF SANTA CLARITA
FOR
VIA PRINCESSA PARK
AT
SCRRA MP 37.9 -
VALLEY SUBDIVISION
IN
SANTA CLARITA,
LOS ANGELES COUNTY, CALIFORNIA
DocuSign Envelope ID: 825FAE45-6C95-4DA9-82D7-041058139BE5 Via Princessa Park SCRRA Project No. 860998
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This Design Services Agreemen t ("AGREEMENT") is made and entered into as of the __________ day of __________, 2023, by and between the SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY, a joint powers authority existing under the laws of the State of California (hereinafter ref erred to as "SCRRA"), to be addressed at 900 Wilshire Blv d., Suite 1500, Los Angeles, CA 90017 and the CITY OF SANTA CLARITA , a general law city and municipal corporation organized and existing under the laws of the State of California, (hereinafter referred to as “CITY”), to be addressed at City of Santa Clarita, 23920 Valencia Boulevard, Suite 300, Santa Clarita, CA 91355. CITY and SCRRA may be referred to sin gly as “PARTY” an d collectively as “PARTIES.”
RECITALS:
SCRRA is a five-county joint powers authority, created pursuant to California Public Utilities Code Section 130255 and California Government Co de Section 6500 et seq., to build, maintain, administer, and o perate the “METROLINK” commuter train system on railr oad rights-of-way owned by the member agencies and through other shared use and joint operation agreements. The five-county member agencies are comprised of the following: Los Angeles County Metropolitan Transportation Authority (“METRO”), Ventura County Transportatio n Commission (“VCTC”), Orange County Transportatio n Authority (“OCTA”), San Bernardino County Transportation Authority (“SBCTA”), and Riverside County Transportation Commission (“RCTC”).
SCRRA controls, administers, operates, and main tains the railroad track, structur es, signals, communication systems, and appurtenances on the rail line known as the Valley Subdivision in the area traversed by the proposed underpass in the City o f Santa Clarita. SCRRA and the “Operating Railroads” [as used herein “Op erating Railroads" means any passenger or fr eight- related railroad company(s) operating on SCRRA track(s), including the National Railroad Passenger Corporation (AMTRAK), the Union
Pacific Railroad Company (UPRR), and the
Burlington Northern and Santa Fe Railway Company (BNSF)] operate trains and rail eq uipment through this corrid or on right-of-way owned by METRO, in accordance with the Shared Use Agreement dated December 20, 1990, and the Agreement between SCRRA, its Member Agencies, and the National Railroad Passenger Corporation (Amtrak) and known as the “Intercity Agreement”.
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The CITY is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California.
The CITY desires to develop a park adjacent to the Metrolink Via Princessa Station with an underpass to allow access from the existing station parking lot to the proposed park that lies north of the station, herein referred to as the "PROJECT". The underpass will accommodate pedestrian and vehicular access, specifically to be used for park maintenance and restricted vehicles use only, and the existing station at-grade crossing will be removed. Access ramps and walkways shall be ADA compliant.
The CITY desires SCRRA to provide support services to the City on the PROJECT. SCRRA does not receive any funding through its budget process to support third party projects such as this one.
SCRRA is required to enter into agreements, service contracts, and memorandum of understandings, and obtain deposits to cover the expenses of its staff, consultants, and contractors in the support of third-party projects. Therefore, CITY and SCRRA wish to enter into this AGREEMENT to establish roles, responsibilities, funding and processes for engineering reviews, comments, and approvals of engineering Plans, Specifications, and Estimates for the PROJECT.
As part of the PROJECT, SCRRA, at the CITY’s sole cost and expense, will provide flagging support, training, design reviews, and attendance at design meetings and site visits as required to accommodate the PROJECT through the PS&E Phase, hereinafter referred to as “DESIGN SUPPORT SERVICES”, and as detailed in Section I.1. of this AGREEMENT.
The PARTIES acknowledge that a future Agreement shall be required to cover the construction and maintenance services, should the CITY obtain construction funding and pursue the project.
Said agreement must be in place prior to permitting construction on railroad right-of-way.
The PARTIES acknowledge that if the CITY and its consultants and contractors need access within or adjacent to the railroad right-of-way to perform any design or construction work, a separate Right of Entry Agreement (Form 5 and Form 6, available at DocuSign Envelope ID: 825FAE45-6C95-4DA9-82D7-041058139BE5 Via Princessa Park SCRRA Project No. 860998
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https://www.metrolinktrains.com/about/agency/engineering--construction/) between SCRRA and each entity must be issued before access can be provided.
AGREEMENT
IN CONSIDERATION of the promises and mutual understandings of the PARTIES, and the faithful performance thereof:
SECTION I
SCRRA agrees as follows:
1. SCRRA to provide "DESIGN SUPPORT SERVICES" as detailed herein during the development of the PS&E of the PROJECT as follows;
a. Provide project management, attend coordination meetings and site visits, diagnostic meetings and coordinate preparation of all agreements. b. Provide reviews and responses, which include engineering plans, specifications, and technical reports for compliance with SCRRA requirements and operating train service.
c. Provide Right-of-Entry, including SCRRA utility marking support. d. Provide railroad protective services (Flagging and Safety Training) should there be any requirement to gain access to the Railroad Right-of-Way to undertake tasks with the potential to foul the track.
2. The performance of any additional services beyond the DESIGN SUPPORT SERVICES defined in Section I.1. and outlined in EXHIBIT “A”, shall require an amendment to this AGREEMENT signed by both Parties.
3. SCRRA will provide Railroad Protective Services (Employee in Charge, Third Party Safety training, SCRRA signal/communication cable marking), at CITY cost, to facilitate access for CITY staff, contractors or consultants to the Right-of-Way for survey purposes.
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4. SCRRA shall designate a Project Manager as a single point of contact to oversee and manage SCRRA’s obligations under this AGREEMENT in coordination with CITY’s elected representative.
5. Provide quarterly project status reports to CITY no later than the 30th of the month following the end of each quarter reflecting draw down of funds and funds expended for the PROJECT, including a progress report that includes status, schedule update, anticipated cash flow and draw downs, and expenditures to budget.
SECTION II
CITY agrees as follows:
1. CITY shall designate its City Engineer or his or her designee as its single point of contact to coordinate with SCRRA for all DESIGN SUPPORT SERVICES under this AGREEMENT.
2. CITY shall fund and bear the cost of one hundred percent (100%) of all DESIGN SUPPORT SERVICES as defined in Section I and outlined in EXHIBIT “A” of this AGREEMENT. The costs associated with the DESIGN SUPPORT SEVICES are only estimates and may vary, for which the CITY shall be responsible for reimbursement of one hundred percent (100%) of all costs incurred by SCRRA.
3. The total cost of the DESIGN SUPPORT SERVICES provided by this AGREEMENT shall not exceed the sum of $437,000. Right of entry fees associated with the Design Services Agreement in the amount of $28,050 were paid in advanced, and within thirty (30) days of execution of this AGREEMENT, CITY agrees to deposit the remaining amount of $408,950 which shall bring the total deposit amount to one hundred percent percent (100%) of the estimated cost of DESIGN SUPPORT SERVICES to be provided by SCRRA under EXHIBIT “A” of this AGREEMENT. SCRRA shall notify CITY in writing when seventy-five percent (75%) of the deposited funds have been exhausted and include an estimate of what, if any, additional funds are estimated to be needed to complete the services under this AGREEMENT.
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4. CITY shall be the lead on the PS&E, including signal design if needed, for the PROJECT.
CITY shall comply and require its consultants/contractors, if applicable to comply with all SCRRA standards, recommended practices, operating rules, and safety requirements, and to comply with all requirements of the SCRRA system configuration management program, and coordinate all right of entry costs and/or flagging costs that may be required for any work related to the PROJECT.
5. CITY will consider SCRRA’s comments and responses on the PROJECT and direct its consultant(s) accordingly, if any such changes requested by SCRRA, are consistent with the conditions present at the specific location, and if such changes are in accordance with SCRRA’s design manuals, standards guidelines and practices and sound industry practice and comply with the current SCRRA guidelines and standards that are published at design contract issuance for final plans. Additionally, if a construction contract for the PROJECT has not been awarded and a Notice to Proceed issued within two years of the execution of the C&M agreement, the CITY’s design shall be changed to incorporate any SCRRA revised design requirements, at CITY’s expense.
6. CITY shall identify and locate all SCRRA signal and communication, and PTC facilities in the project area. Signals determined to be obscured and or signals and communication facilities determined to be in conflict with construction will be relocated, if necessary.
Relocations will be designed by CITY and relocated by SCRRA at CITY expense and are not included in this AGREEMENT. SCRRA facilities that cannot be relocated because of operational or other constraints may require CITY to alter their design or construction procedures.
7. CITY shall include in the PS&E package for submittals as set forth herein all Third Party facilities in the PROJECT. In the event that any utility work needs to be undertaken for any existing public and/or private utility during the preliminary engineering phase of the PROJECT, CITY will make all necessary agreements with the owners for the protection, relocation or removal of said facilities. CI TY shall also provide copies of its letter agreements with utility companies to SCRRA and Metro showing that arrangements have DocuSign Envelope ID: 825FAE45-6C95-4DA9-82D7-041058139BE5 Via Princessa Park SCRRA Project No. 860998
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been made for the protection, relocation or removal of all conflicting facilities within the Metro right-of-way.
8. CITY shall reimburse SCRRA for SCRRA's operating train service in the event that a relocation of any utility facility performed in the design phase of the PROJECT causes an unscheduled delay to train service for work related to the Project. SCRRA will charge the CITY any actual delay costs incurred by SCRRA resulting there from, including those arising from additional train crew labor costs, additional railroad inspector costs, cost of establishing any bus bridges, lost passenger revenues, and customer rebate costs.
9. CITY shall
obtain and comply with any and all necessary approvals, real estate permits, licenses or easements and other authorizations required by applicable laws, regulations, rules, or ordinances prior to commencement of any work within rail right-of-way from SCRRA’s member agency, Metro, UPRR.
10. CITY shall fund any other costs associated with obtaining right-of-way, encroachments, easements and other entitlements necessary prior to construction of the PROJECT.
11. CITY shall file a GO 88-B application for the PROJECT with the California Public Utilities Commission (CPUC) for authority to construct the Grade Separated Crossing structure as well as eliminate the existing at-grade crossing.
SECTION III
MUTUAL AGREEMENT:
1. Neither SCRRA, nor the Operating Railroads as identified by SCRRA, nor any of SCRRA’s board members, member agencies, officers, agents, volunteers, contractors, or employees, shall be responsible for any damage or liability occurring by reason of any acts or omissions on the part of CITY under or in connection with any aspect of the PROJECT, work, authority or obligation agreed to by the CITY under this AGREEMENT. CITY shall indemnify, defend and hold harmless SCRRA, any Operating Railroads, as identified by DocuSign Envelope ID: 825FAE45-6C95-4DA9-82D7-041058139BE5 Via Princessa Park SCRRA Project No. 860998
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SCRRA, as well as their respective board members, member agencies, officers, agents, volunteers, contractors, and employees (“SCRRA Indemnities”) from any and all liability, loss, expense (including reasonable attorneys’ fees and other defense costs), demands, suits, liens, damages, costs, claims, including but not limited to, claims for bodily injury, death, personal injury, or property damage, that are incurred by or asserted against the SCRRA Indemnities arising out of or connected with any negligent acts or omissions on the part of CITY, its council, officers, agents, contractors, or employees under or in connection with any aspect of the PROJECT, work, authority or obligation agreed to by the CITY under this AGREEMENT. This indemnity shall survive completion of the PROJECT and the Services and termination of this AGREEMENT.
2. Neither CITY, nor its council, officers, agents, contractors, or employees shall be responsible for any damage or liability occurring by reason of any acts or omissions on the part of SCRRA, or the Operating Railroads as identified by SCRRA, under or in connection with the Services, work, authority or obligation agreed to by SCRRA under this AGREEMENT. SCRRA shall indemnify, defend and hold harmless CITY, as well as their respective council, officers, agents, contractors, and employees (“CITY Indemnities”) from any and all liability, loss, expense (including reasonable attorneys’ fees and other defense costs), demands, suits, liens, damages, costs, claims, including but not limited to, claims for bodily injury, death, personal injury, or property damage, that are incurred by or asserted against the CITY Indemnities arising out of or connected with any negligent acts or omissions on the part of SCRRA, any Operating Railroads as identified by SCRRA, as well as their respective board members, officers, agents, volunteers, contractors or employees under or in connection with any aspect of the Services, work, authority or obligation agreed to by SCRRA under this AGREEMENT. This indemnity shall survive completion of the PROJECT and the Services and termination of this AGREEMENT.
3. In addition to the rights and obligations established in Sections III.1. and III.2. herein, and in contemplation of the provisions of Government Code §895.2 imposing certain tort liability jointly upon public entities solely by reason of such entities being PARTIES to an agreement, as defined in Government Code §895, each of the PARTIES hereto, pursuant to the authorization contained in Government Code §895.4 and §895.6, will assume the DocuSign Envelope ID: 825FAE45-6C95-4DA9-82D7-041058139BE5 Via Princessa Park SCRRA Project No. 860998
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full liability imposed upon it or any of its officers, agents or employees by law for injury caused by any negligent or wrongful act or omission occurring in the performance of this AGREEMENT to the same extent that such liability would be imposed in the absence of §895.2 of such code. To achieve this purpose, each party agrees to indemnify and hold harmless the other for any cost or expense that may be imposed upon such other solely by virtue of said §895.2. The provisions of Civil Code §2778 are made a part hereof as if incorporated herein. Should any rights or obligations in this Section III.3. be in conflict with Sections III.1. and III.2., above, the rights and obligations established in this Section III.3. shall prevail.
4. Regarding Via Princessa Station, nothing herein shall preempt or modify commitments made with respect to the Via Princessa station, including those provided for in Article 6.0 of the Vista Canyon Construction and Maintenance Agreement between the City and SCRRA.
5. This AGREEMENT contains the entire understanding of the PARTIES and cannot be amended or modified except by a written amendment executed by both PARTIES. This AGREEMENT may be terminated by either PARTY at any time and for any reason upon thirty (30) days written notice.
6. To the extent reasonably practicable, SCRRA and CITY shall work to resolve any disputes in a timely manner to avoid delay costs.
7. The unenforceability, invalidity, or illegality of any provision of this AGREEMENT shall not render the other provisions unenforceable, invalid, or illegal.
8. In addition to the specific provisions of this AGREEMENT, delay in performance by any party hereunder shall not be a default where delays or defaults are due to war; insurrection; strikes; lock-outs; riots; floods; earthquakes; weather; fires; casualties; accidents; emergencies; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; unusually severe weather; Federally-mandated inspections and maintenance; and/or any other causes beyond the control or without the DocuSign Envelope ID: 825FAE45-6C95-4DA9-82D7-041058139BE5 Via Princessa Park SCRRA Project No. 860998
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fault of the party claiming an extension of time for any such cause. An extension of time for any such cause shall only be for the period of the enforced delay, which period shall commence to run from the time of commencement of the cause.
9. This AGREEMENT shall be construed and interpreted under the laws of the State of California.
10. Any notice sent by first class mail, postage paid, to the address and addressee, shall be deemed to have been given when in the ordinary course it would be delivered. The representatives of the PARTIES who are primarily responsible for the administration of this AGREEMENT, and to whom notices, demands and communications shall be given, are as follows:
To CITY To SCRRA
Mike Hennawy
Director of Public Works
Justin Fornelli, P.E.
Chief, Program Delivery
Santa Clarita City Hall Southern C alifornia Regional Rail Authority 23920 Valencia Blvd. 2558 Supply St, Bldg. A
Santa Clarita, CA 91355 Pomona, CA 91767
[SIGNATURES APPEAR ON THE FOLLOWING PAGE]
DocuSign Envelope ID: 825FAE45-6C95-4DA9-82D7-041058139BE5 Via Princessa Park SCRRA Project No. 860998
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IN WITNESS WHEREOF, the parties have caused this AGREEMENT to be duly executed in by their duly qualified and authorized officials.
SOUTHERN CALIFORNIA REGIONAL CITY OF SANTA CLARITA
RAIL AUTHORITY
By: ________________________________ By: ______________________________ Darren M. Kettle Kenneth W. Striplin, Ed.D.
Chief Executive Officer City Manager
City of Santa Clarita
Date: ________________________________ Date: ______________________________ APPROVED AS TO FORM: APPROVED AS TO FORM:
By: ________________________________ By: ______________________________ Don O. Del Rio
General Counsel City Attorney
Date: ________________________________ Date: ______________________________ Darren M. Kettle
Digitally signed by Darren M. Kettle
Date: 2023.02.16 13:46:50 -08'00'
Don Del Rio
Digitally signed by Don Del Rio
Date: 2023.02.14 11:50:06
-08'00'
DocuSign Envelope ID: 825FAE45-6C95-4DA9-82D7-041058139BE5 2/22/2023
2/22/2023
2/27/2023
2/27/2023
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EXHIBIT "A"
VIA PRINCESSA PARK PROJECT
DESIGN SUPPORT SERVICES AGREEMENT
BUDGETED SCHEDULE AND COST
DocuSign Envelope ID: 825FAE45-6C95-4DA9-82D7-041058139BE5