UTILITY AGREEMENT
DOT RW 13-05 (REV 10/2025) UTILITY AGREEMENT NO.
Americans with Disabilities Act (ADA) Notice: This document is available in alternative accessible formats. For more information, please contact the Forms Management Unit at (279) 234-2284, TTY 711, in writing at Forms Management Unit, 1120 N Street, MS-89, Sacramento, CA 95814, or by email at [email protected]. 04-UT-2314-02
UTILITY AGREEMENT
DOT RW 13-05 (REV 10/2025)
DISTRICT
04 COUNTY
SCL
ROUTE
101
POST MILE
36.7/47.7
PROJECT ID
0417000233
FEDERAL AID NUMBER
N/A
OWNER'S FILE NUMBER
2314-02
FEDERAL PARTICIPATION/FEDERALLY ELIGIBLE/NEPA DOCUMENT
On the Project ☒ Yes ☐ No On the Utilities ☒ Yes ☐ No
UTILITY AGREEMENT NO. 04-UT-2314-02 DATE 8/31/2026
The Santa Clara Valley Transportation Authority (“VTA”), hereinafter called "LOCAL AGENCY," proposes to construct the Silicon Valley Express Lanes – US 101 Phase 5 Project (EA 04-1K553), which continues the conversion of the existing HOV lanes to express lanes on US 101 near the US 101/SR 237 interchange, conforming to the previously completed Phase 3 express lanes, and adds a second express lane from Fair Oaks Avenue in Sunnyvale to near the US 101/I-880 interchange in San Jose (hereinafter referred to as the PROJECT). and
City of Sunnyvale
456 W. Olive Avenue, Sunnyvale, California 94086
hereinafter called "OWNER," owns and maintains existing 18-inch water valves located within the limits of LOCAL AGENCY's project which requires relocation of said facilities to accommodate LOCAL AGENCY's project.
It is hereby mutually agreed that:
I. WORK TO BE DONE
In accordance with Notice to Owner No. 04-UT-2314-02 dated 08/28/2026, LOCAL AGENCY shall relocate OWNER’s 18-inch water valves as shown on LOCAL AGENCY’s contract plans for the improvement of US 101, EA 04-1K553 which by this reference are made a part hereof. OWNER hereby acknowledges review of PROJECT’s plans for work and agrees to the construction in the manner proposed. Deviations from the plan described above initiated by either the LOCAL AGENCY or the OWNER, shall be agreed upon by both parties hereto under a Revised Notice to Owner. Such Revised Notices to Owner, approved by the LOCAL AGENCY and agreed to/acknowledged by the OWNER, will constitute an approved revision of the plan described above and are hereby made a part hereof. No work under said deviation shall commence prior to written execution by the OWNER of the Revised Notice to Owner.
Changes in the scope of the work will require an amendment to this Agreement in addition to the revised Notice to Owner. OWNER shall have the right to inspect the work during construction. Upon completion of the work by LOCAL AGENCY, OWNER agrees to accept ownership and maintenance of the constructed facilities and relinquishes to LOCAL AGENCY ownership of the replaced facilities, except in the case of liability determined pursuant to Water Code 7034 or 7035.
II. LIABILITY FOR WORK
The existing facilities are located within the STATE’s right of way under permit and will be relocated at OWNER’s expense under the provisions of Section (673) of the Streets and Highways Code.
Estimated bid item work performed by LOCAL AGENCY’s highway contractor $250,000 Total estimated OWNER’s Liability $250,000
Total estimated LOCAL AGENCY Liability $0
Attachment 1
UTILITY AGREEMENT
DOT RW 13-05 (REV 10/2025) UTILITY AGREEMENT NO.
Americans with Disabilities Act (ADA) Notice: This document is available in alternative accessible formats. For more information, please contact the Forms Management Unit at (279) 234-2284, TTY 711, in writing at Forms Management Unit, 1120 N Street, MS-89, Sacramento, CA 95814, or by email at [email protected]. 04-UT-2314-02
III. PERFORMANCE OF WORK
OWNER shall have access to all phases of the relocation work to be performed by LOCAL AGENCY, as described in Section I above, for the purpose of inspection to ensure that the work is in accordance with the specifications contained in the Highway Construction Contract; however, all questions regarding the work being performed will be directed to LOCAL AGENCY’s Resident Engineer for their evaluation and final disposition.
IV. PAYMENT FOR WORK
The OWNER shall pay its share of the actual cost of said work included in the LOCAL AGENCY’s highway construction contract within 45 days after receipt of LOCAL AGENCY’s bill, compiled on the basis of the actual bid price of said contract. The estimated cost to OWNER for the work being performed by the LOCAL AGENCY’s highway contractor is $250,000.
In the event actual final relocation costs as established herein are less than the sum of money advanced by OWNER to LOCAL AGENCY, LOCAL AGENCY hereby agrees to refund to OWNER the difference between said actual cost and the sum of money so advanced. In the event that the actual cost of relocation exceeds the amount of money advanced to LOCAL AGENCY, in accordance with the provisions of this Agreement, OWNER hereby agrees to reimburse LOCAL AGENCY said deficient costs upon receipt of an itemized bill as set forth herein.
V. GENERAL CONDITIONS
All costs accrued by OWNER as a result of LOCAL AGENCY’s request of March 06, 2026 to review, study and/or prepare relocation plans and estimates for the project associated with this Agreement may be billed pursuant to the terms and conditions of this Agreement.
If LOCAL AGENCY’s project which precipitated this Agreement is canceled or modified so as to eliminate the necessity of work by OWNER, LOCAL AGENCY will notify OWNER in writing and LOCAL AGENCY reserves the right to terminate this Agreement by Amendment. The Amendment shall provide mutually acceptable terms and conditions for terminating the Agreement.
All obligations of LOCAL AGENCY under the terms of this Agreement are subject to the acceptance of the Agreement by LOCAL AGENCY Board of Directors or the Delegated Authority (as applicable), the passage of the annual Budget Act by the State Legislature, and the allocation of those funds by the California Transportation Commission.
VI. OIL COMPANY
This Agreement does not require oil clauses.
VII. BUY AMERICA
It is understood that said highway is a Federal aid highway and accordingly, 23 CFR, Chapter 1, Part 645 is hereby incorporated into this Agreement.
In addition, the provisions and guidance of 23 CFR 635.410, Buy America, 2 CFR 184 Buy America Preferences for Infrastructure Projects,2 CFR 200.322, Domestic Preferences for Procurements, and Memo M-24-02, “Implementation Guidance on Application of Buy America Preference in Federal Financial Assistance Programs for Infrastructure,” from the Office of Management and Budget, Executive Office of the President, dated October 25, 2023, are also incorporated into this agreement.
OWNER understands and acknowledges that this project is subject to the requirements of the Buy America law (23 Attachment 1
UTILITY AGREEMENT
DOT RW 13-05 (REV 10/2025) UTILITY AGREEMENT NO.
Americans with Disabilities Act (ADA) Notice: This document is available in alternative accessible formats. For more information, please contact the Forms Management Unit at (279) 234-2284, TTY 711, in writing at Forms Management Unit, 1120 N Street, MS-89, Sacramento, CA 95814, or by email at [email protected]. 04-UT-2314-02
U.S.C., Section 313) and applicable regulations, including 23 CFR 635.410 and FHWA guidance. OWNER hereby certifies that in the performance of this Agreement, for products where Buy America requirements apply, it shall use only such products for which it has received a certification from its supplier, or provider of construction services that procures the product certifying Buy America compliance. This does not include products for which waivers have been granted under 23 CFR 635.410, 2 CFR 184, or other applicable provisions.
If, in connection with OWNER’s performance of the Work hereunder, LOCAL AGENCY provides to OWNER any materials that are subject to the Buy America Rule, LOCAL AGENCY acknowledges and agrees that LOCAL AGENCY shall be solely responsible for satisfying any and all requirements relative to the Buy America Rule concerning the materials thus provided (including, but not limited to, ensuring and certifying that said materials comply with The requirements of the Buy America Rule).
I agree that by providing my electronic signature for this form, I agree to conduct business transactions by electronic means and that my electronic signature is the legal binding equivalent to my handwritten signature. I hereby agree that my electronic signature represents my execution or authentication of this form, and my intent to be bound by it.
IN WITNESS WHEREOF, the above parties have executed this Agreement the day and year above written.
LOCAL AGENCY: OWNER:
By By
Name
Title
Date Name
Title
Date
APPROVAL RECOMMENDED:
By By
Name
Title
Date Name
Title
Date
Carolyn M. Gonot
General Manager/CEO
Keaton Norquist
Sr. Assistant Counsel
Tim Kirby
City Manager
Melissa Tronquet
Senior Assistant City Attorney
Attachment 1