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05 May 14, 2014 CommissionCOMM-COMM-00036 Ri ` e County Transportation Commission MEETING AGENDA TIME/DATE: 9:30 a.m. / Wednesday, May 14, 2014 LOCATION: BOARD ROOM County of Riverside Administrative Center 4080 Lemon Street, First Floor, Riverside iitp COMMISSIONERS 4,46 Chair— Marion Ashley Vice Chair— Daryl Busch Second Vice Chair —Scott Matas RECORDS Kevin Jeffries, County of Riverside John F. Tavaglione, County of Riverside Jeff Stone, County of Riverside John J. Benoit, County of Riverside Marion Ashley, County of Riverside Deborah Franklin / Art Welch, City of Banning Roger Berg / Jeff Fox, City of Beaumont Joseph DeConinck / To Be Appointed, City of Blythe Ella Zanowic / Jeff Hewitt, City of Calimesa Mary Craton / Randy Bonner, City of Canyon Lake Greg Pettis / Kathleen DeRosa, City of Cathedral City Steven Hernandez / Eduardo Garcia, City of Coachella Karen Spiegel / Eugene Montanez, City of Corona Scott Matas / Russell Betts, City of Desert Hot Springs Adam Rush / Ike Bootsma, City of Eastvale Larry Smith / Robert Youssef, City of Hemet Douglas Hanson / Patrick Mullany, City of Indian Wells Glenn Miller/ Michael Wilson, City of Indio Frank Johnston / Micheal Goodland, City of Jurupa Valley Terry Henderson / Don Adolph, City of La 4uinta Bob Magee / Natasha Johnson, City of Lake Elsinore Scott Mann / Wallace Edgerton, City of Menifee Tom Owings / Jesse Molina, City of Moreno Valley Rick Gibbs / Kelly Bennett, City of Murrieta Berwin Hanna / Kathy Azevedo, City of Norco Jan Harnik / Susan Marie Weber, City of Palm Desert Ginny Foat / Paul Lewin, City of Palm Springs Daryl Busch / Al Landers, City of Perris Ted Weill / To Be Appointed, City of Rancho Mirage Steve Adams / Andy Melendrez, City of Riverside Andrew Kotyuk / Scott Miller, City of San Jacinto Ron Roberts / Jeff Comerchero, City of Temecula Ben Benoit / Timothy Walker, City of Wildomar Basem Muallem, Governor's Appointee Comments are welcomed by the Commission. If you wish to provide comments to the Commission, please complete and submit a Speaker Card to the Clerk of the Board. Riverside County Transportation Commission TO: Riverside County Transportation Commission FROM: Jennifer Harmon, Office and Board Services Manager DATE: May 7, 2014 SUBJECT: Possible Conflicts of Interest — Riverside County Transportation Commission Agenda of May 14, 2014 The May 14, 2014 agenda of the Riverside County Transportation Commission includes items that may raise possible conflicts of interest. A Commissioner may not participate in any discussion or action concerning a contract or amendment if a campaign contribution of more than $250 is received in the past 12 months or 3 months following the conclusion from any entity or individual listed. Aaenda Item No. 9G — Amendment to Transportation Uniform Mitigation Fee Regional Arterial Agreement for the Interstate 15/Railroad Canyon Road Interchanae Project in the City of Lake Elsinore Consultant(s) SC Engineering 16096 Chiwi Road Apple Valley, CA 92307 Reyes S. "Sal Chavez, President Aaenda Item No. 10 — Agreement for Forecasting Services for the Coachella Valley -San Gorgonio Pass Rail Corridor Service Development Plan Consultant(s) HDR Engineering, Inc. 2280 Market Street, Suite 100 Riverside, CA 92501 Thomas Kim, Senior Vice President Tara Byerly From: Tara Byerly Sent: Thursday, May 08, 2014 3:34 PM To: Tara Byerly Cc: Jennifer Harmon Subject: RCTC: May Commission Agenda - 05.14.2014 Importance: High Good afternoon Commissioners: The May Commission Agenda for the meeting scheduled for Wednesday, May 14, 2014 @ 9:30 a.m. is available. Please copy the link: http://www.rctc.org/uploads/media items/may-14-2014.original.pdf In addition for your review is the attached conflict of interest memo and the form. Please let me know if you have any questions. Thank you. Conflict of Conflict of [nterest Memo.pdf Interest Form.pdf Respectfully Tara S. Byerly Senior Administrative Assistant RCTC 4080 Lemon Street, 3rd Floor Riverside, CA 92501 (951)787-7141 i. Tara Byerly From: Tara Byerly Sent: Thursday, May 08, 2014 3:36 PM To: Tara Byerly Subject: RCTC: May Commission Agenda - 05.14.2014 Importance: High Good afternoon Commission Alternates: The May Commission Agenda for the meeting scheduled for Wednesday, May 14, 2014 @ 9:30 a.m. is available. Please copy the link: http://www.rctc.oreuploads/media items/mav-14-2014.original.pdf Thank you. Respectfully Tara S. Byerly Senior Administrative Assistant RCTC 4080 Lemon Street, 3rd Floor Riverside, CA 92501 (951)787-7141 1 • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION www.rctc.org AGENDA* *Actions may be taken on any item listed on the agenda 9:30 a.m. Wednesday, May 14, 2014 BOARD ROOM County of Riverside Administrative Center 4080 Lemon Street, First Floor, Riverside, CA In compliance with the Brown Act and Government Code Section 54957.5, agenda materials distributed 72 hours prior to the meeting, which are public records relating to open session agenda items, will be available for inspection by members of the public prior to the meeting at the Commission office, 4080 Lemon Street, Third Floor, Riverside, CA, and on the Commission's website, www.rctc.org. In compliance with the Americans with Disabilities Act and Government Code Section 54954.2, if special assistance is needed to participate in a Commission meeting, please contact the Clerk of the Board at (951) 787-7141. Notification of at least 48 hours prior to meeting time will assist staff in assuring that reasonable arrangements can be made to provide accessibility at the meeting. 1. CALL TO ORDER 2. PLEDGE OF ALLEGIANCE 3. ROLL CALL 4. PUBLIC COMMENTS — Each individual speaker is limited to speak three (3) continuous minutes or less. The Commission may, either at the direction of the Chair or by majority vote of the Commission, waive this three minute time limitation. Depending on the number of items on the Agenda and the number of speakers, the Chair may, at his/her discretion, reduce the time of each speaker to two (2) continuous minutes. In addition, the maximum time for public comment for any individual item or topic is thirty (30) minutes. Also, the Commission may terminate public comments if such comments become repetitious. Speakers may not yield their time to others without the consent of the Chair. Any written documents to be distributed or presented to the Commission shall be submitted to the Clerk of the Board. This policy applies to Public Comments and comments on Agenda Items. Under the Brown Act, the Commission should not take action on or discuss matters raised during public comment portion of the agenda that are not listed on the agenda. Commission members may refer such matters to staff for factual information or to be placed on the subsequent agenda for consideration. 5. APPROVAL OF MINUTES — MARCH 12, 2014 Riverside County Transportation Commission Agenda May 14, 2014 Page 2 6. PUBLIC HEARING — ADOPTION OF RESOLUTIONS OF NECESSITY AND AN AMENDED RESOLUTION OF NECESSITY FOR THE ACQUISITION OF FEE, BUILDING ACCESS EASEMENT, BUILDING DEMOLITION EASEMENT, PERMANENT WALL FOOTING EASEMENT, TEMPORARY CONSTRUCTION EASEMENT, AND POSSESSORY AND/OR LEASEHOLD INTERESTS IN ALL OR PORTIONS OF CERTAIN REAL PROPERTY, BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NOS. 102-050-002, 102-050-010, 102-050-013, 102-050-014, AND 102-050-018; 118-330-009; 102-101-001; AND 102-050-005 LOCATED IN CORONA, RIVERSIDE COUNTY, CALIFORNIA, FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT, BETWEEN PIERCE STREET ON THE EAST TO THE COUNTY LINE ON THE WEST, IN RIVERSIDE COUNTY, CALIFORNIA Page 1 Overview This item is for the Commission to: 1) Conduct a hearing to consider the adoption of resolutions of necessity, and amend one resolution of necessity, including providing all parties interested in the affected property and their attorneys, or their representatives, an opportunity to be heard on the issues relevant to the resolutions of necessity; 2) Make the following findings as hereinafter described in this report: a) The public interest and necessity require the proposed project; b) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; c) The real property to be acquired is necessary for the project; and d) The offer of just compensation has been made to the owner. 3) Adopt Resolution of Necessity Nos. 14-016, 14-017, 14-018, and Amended Resolution of Necessity No. 13-074, "Resolutions of Necessity, and Amended Resolution of Necessity, for the Acquisition of Fee, Building Access Easement, Building Demolition Easement, Permanent Wall Footing Easement, Temporary Construction Easement, and Possessory and/or Leasehold Interests in All or Portions of Certain Real` Property, by Eminent Domain, More Particularly Described as Assessor Parcel Nos. 102-050-002, 102-050-010, 102-050-013, 102-050-014, and 102-050-018; 118-330-009; 102-101-001; and 102-050-005 Located in Corona, Riverside County, California", for the State Route 91 Corridor Improvement Project (SR-91 CIP), between Pierce Street on the east to the County line on the West, in Riverside County, California. • • • Riverside County Transportation Commission Agenda May 14, 2014 Page 3 • 7 • • PUBLIC HEARING — PROPOSED BUDGET FOR FISCAL YEAR 2014/15 Overview This item is for the Commission to: Page 95 1) Discuss, review, and provide guidance on the proposed FY 2014/15 Budget; and 2) Open the public hearing in order to receive input and comments on the proposed FY 2014/15 Budget on May 14 and on June 11, 2014, and thereafter close the public hearing. 8. ADDITIONS / REVISIONS — The Commission may add an item to the Agenda after making a finding that there is a need to take immediate action on the item and that the item came to the attention of the Commission subsequent to the posting of the agenda. An action adding an item to the agenda requires 2/3 vote of the Commission. If there are less than 2/3 of the Commission members present, adding an item to the agenda requires a unanimous vote. Added items will be placed for discussion at the end of the agenda. 9. CONSENT CALENDAR — All matters on the Consent Calendar will be approved in a single motion unless a Commissioner(s) requests separate action on specific item(s). Items pulled from the Consent Calendar will be placed for discussion at the end of the agenda. 9A. QUARTERLY SALES TAX ANALYSIS Page 114 Overview This item is for the Commission to receive and file the sales tax analysis for Quarter 4 2013 (Q4 2013). 9B. SINGLE SIGNATURE AUTHORITY REPORT Page 122 Overview This item is for the Commission to receive and file the Single Signature Authority report for the third quarter ended March 31, 2014. Riverside County Transportation Commission Agenda May 14, 2014 Page 4 9C. CONSTRUCTION AND MAINTENANCE AGREEMENTS WITH BURLINGTON NORTHERN AND SANTA FE RAILROAD FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT Page 124 Overview This item is for the Commission to: 1) Approve the construction and maintenance (C&M) agreements with Burlington Northern and Santa Fe Railroad (BNSF) for the State Route 91 Corridor Improvement Project (SR-91 CIP) in the amount $7,321,341, plus a contingency amount of $732,134, for a total amount not to exceed $8,053,475; a) Agreement No. 14-31-115-00 for West Prado Overhead in the amount of $866,154; b) Agreement No. 14-31-113-00 for East Prado Overhead in the amount of $1,007,242; c) Agreement No. 14-31-114-00 for West Porphyry Overhead in the amount of $4,985,624; and d) Agreement No. 14-31-112-00 for East Porphyry Overhead in the amount of $462,321; Subject to any increases (not to exceed the authorized contingency) or reductions in final amounts, as described; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; and 3) Authorize the Executive Director to approve contingency work up to the total not to exceed amount, as required for the agreements. 9D. CONSTRUCTION AGREEMENT WITH DALKE & SONS CONSTRUCTION, INC. FOR STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT RIGHT OF WAY PROPERTY MITIGATION PACKAGE 3 Page 127 Overview This item is for the Commission to: 1) Award Agreement No. 14-31-081-00 to Dalke & Sons Construction, Inc. (Dalke & Sons) for the construction of State Route 91 Corridor Improvement Project (SR-91 CIP) Right of Way (ROW) Property Mitigation Package 3 in the amount of $5,147,846, plus a contingency amount of $514,785, for a total amount not to exceed $5,662,631; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director to approve contingency work pursuant to the agreement terms up to the total amount. Riverside County Transportation Commission Agenda May 14, 2014 Page 5 9E. ACTIVE TRANSPORTATION PROGRAM — METROPOLITAN PLANNING ORGANIZATION REGIONAL PROGRAM GUIDANCE AND METHODOLOGY FOR ASSIGNING ADDITIONAL POINTS FOR RIVERSIDE COUNTY PROJECT APPLICATIONS Page 135 Overview This item is for the Commission to approve the Metropolitan Planning Organization (MPO) Regional Program Guidance and Methodology for assigning an additional 10 points to Riverside County Active Transportation Program (ATP) project application scores, subsequent to the California Transportation Commission's (CTC) evaluation process. 9F. TRANSPORTATION UNIFORM MITIGATION FEE REVENUE PROJECTION Overview This item is for the Commission to: Page 140 1) Approve the revised Fiscal Year 2013/14 Transportation Uniform Mitigation Fee (TUMF) revenue projection of $7.4 million, comprised of $3.7 million related to regional arterials and $3.7 million to Community Environmental Transportation Acceptability Process (CETAP) corridors; and 2) Approve the budget decrease adjustments to TUMF revenues of $2.3 million related to regional arterials and $2.3 million to CETAP corridors. 9G. AMENDMENT TO TRANSPORTATION UNIFORM MITIGATION FEE REGIONAL ARTERIAL AGREEMENT FOR THE INTERSTATE 15/RAILROAD CANYON ROAD INTERCHANGE PROJECT IN THE CITY OF LAKE ELSINORE Page 142 Overview This item is for the Commission to: 1) Approve Agreement No. 10-72-016-03, Amendment No. 3 to Agreement No. 10-72-016-00, with the city of Lake Elsinore (Lake Elsinore) for the Interstate 15/ Railroad Canyon Road interchange project to authorize additional scope to analyze a roundabout alternative as part of the project approval and environmental document (PA&ED) phase with an additional $600,000 of TUMF funds to be allocated to this phase for a total amount not to exceed $2,205,000; 2) Approve Agreement No. 11-31-107-03, Amendment No. 3 to Agreement No. 11-31-107-00, with SC Engineering to add a roundabout alternative to the PA&ED services associated with the project in the amount of $500,009, plus an additional contingency amount of $25,000 for a total increase of $525,009, resulting in a total not to exceed amount of $1,230,009; Riverside County Transportation Commission Agenda May 14, 2014 Page 6 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; 4) Authorize the Executive Director to approve release of contingency work up to the total authorized amount as may be required for the project; and 5) Authorize the Executive Director, pursuant to legal counsel review, to execute agreements with Caltrans to reflect non -funding changes related to the project on behalf of the Commission. 9H. PROPERTY CONVEYANCE AT PEDLEY STATION Overview This item is for the Commission to: Page 180 1) Approve Agreement No. 14-33-104-00 between the Commission and Sergio Hernandez and Angela Avila, property owner of Assessor's Parcel Number (APN) 165-190-044, for property conveyances to perfect title at the Pedley Station without any monetary compensation exchanged between the parties; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. 91. AGREEMENT FOR CONSTRUCTION MANAGEMENT SERVICES, MATERIALS TESTING, AND CONSTRUCTION SURVEYING FOR RIVERSIDE DOWNTOWN STATION OPERATIONS CONTROL CENTER Page 211 Overview This item is for the Commission to: 1) Award Agreement No. 14-31-075-00 to Abacus Project Management, Inc. (Abacus) for construction management (CM), materials testing, and construction surveying services for the Riverside Downtown Station Operations Control Center (RDNOCC), in the amount of $165,253, plus a contingency amount of $16,525, for a total amount not to exceed $181,778; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director to approve contingency work as may be required for the project. • • • Riverside County Transportation Commission Agenda May 14, 2014 Page 7 9J. FISCAL YEAR 2014/15 MEASURE A COMMUTER ASSISTANCE BUSPOOL SUBSIDY FUNDING CONTINUATION REQUESTS Overview This item is for the Commission to: Page 247 1) Authorize payment of $1,645/month maximum subsidy per buspool for the period July 1, 2014 to June 30, 2015, to the existing Mira Loma, Riverside, and Riverside II buspools; and 2) Require subsidy recipients to meet monthly buspool reporting requirements as supporting documentation to receive payments. 9K. AMENDMENT TO FREEWAY SERVICE PATROL AGREEMENT Overview ---This item is for the Commission to: _ _._ Page 253 1) Approve Agreement No. 12-45-046-01, Amendment No. 1 to Agreement No. 12-45-046-00, with Pepe's Towing (Pepe's) to provide freeway service patrol (FSP) services on the Commission's Interstate 215 Central widening project in the amount of $475,000; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. 9L. AGREEMENTS FOR THE TRAFFIC SIGNAL COORDINATION PARTNERSHIP PROGRAM Page 255 Overview This item is for the Commission to: 1) Approve Agreement No. 14-65-106-00 with the South Coast Air Quality Management District (SCAQMD) for $1.25 million to fund traffic flow improvements located within Riverside County; 2) Approve the following agreements for a total amount not to exceed $1.25 million: a) Agreement No. 14-65-107-00 with Coachella Valley Association of Governments (CVAG) in the amount not to exceed $310,375; b) Agreement No. 14-65-108-00 with the city of Eastvale in an amount not to exceed $74,625; c) Agreement No. 14-65-109-00 with the city of Moreno Valley in an amount not to exceed $490,000; d) Agreement No. 14-65-110-00 with the city of Riverside in an amount not to exceed $375,000; Riverside County Transportation Commission Agenda May 14, 2014 Page 8 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; and 4) Replace $939,625 in Congestion Mitigation Air Quality (CMAQ) funding previously allocated to the cities of Eastvale, Moreno Valley, and Riverside through the Commission's 2013 Multi -funding Call for Projects approved on January 8, 2014, with funding available through SCAQMD's Mobile Source Air Pollution Reduction Review Committee (MSRC) Program. 9M. STATE AND FEDERAL LEGISLATIVE UPDATE Overview This item is for the Commission to: 1) Receive and file an update on MAP-21 reauthorization; 2) Adopt the following state bill positions: a) AB 2036 (Mansoor) — Oppose Unless Amended; b) AB 2651 (Linder) — Support; c) AB 2728 (Peres) — Support; and d) HR 29 (Gomez) — Oppose. Page 258 10. AGREEMENT FOR FORECASTING SERVICES FOR THE COACHELLA VALLEY-SAN GORGONIO PASS RAIL CORRIDOR SERVICE DEVELOPMENT PLAN Page 264 1) Award Agreement No. 14-25-072-00 to HDR Engineering, Inc. (HDR) for forecasting services for the Coachella Valley -San Gorgonio Pass Rail Corridor (Corridor) Service Development Plan (SDP) in the amount of $1,697,645, plus a contingency amount of $150,000 for a total amount not to exceed $1,847,645; 2) Authorize staff to proceed with the Phase 1 work, including Tasks 1 and 2 through a limited notice to proceed (NTP) in the amount of $1,847,645; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; 4) Authorize the Executive Director to approve contingency work as may be required for the project; and 5) Authorize staff to negotiate the scope and fee for Phase 2 (Tasks 3 and 4) and to bring back to the Commission, at a later date, a separate request for authorization to execute a separate contract amendment to proceed to the next phase of work, if warranted. • • • Riverside County Transportation Commission Agenda May 14, 2014 Page 9 • 11. ITEM(S) PULLED FROM CONSENT CALENDAR AGENDA 12. COMMISSIONERS / EXECUTIVE DIRECTOR REPORT Overview This item provides the opportunity for the Commissioners and the Executive Director to report on attended meetings/conferences and any other items related to Commission activities. 13. CLOSED SESSION 13A. CONFERENCE WITH LEGAL COUNSEL: EXISTING LITIGATION Pursuant to Government Code Section 54956.9 (d)(1) Case No(s). RIC 1200336 and RIC 1204820 14. ADJOURNMENT The next Commission meeting and is scheduled to be held at 9:30 a.m., Wednesday, June 11, 2014, Board Chambers, First Floor, County Administrative Center, 4080 Lemon Street, Riverside. RIVERSIDE COUNTY TRANSPORTATION COMMISSION COMMISSIONER SIGN -IN SHEET MAY 14, 2014 NAME AGENCY EMAIL ADDRESS --'-- A ----,-,5/2-„,,, ,X, ,% \O [/ t ki�1 /x_ �- �,' sJ .... , _i 9--7 �Y�%L7I (/ elfif g..„).-+_-___ 17 / v .- L (Jo �/ i2 _ �J ��� 4Z -/- A 07,2A t 7� It / C 6.70_6.s /7 U.P.4l,�" � 4-� L C .. ,.4 „ /1 vvv , � 9 C. z , .� c5A-_ & �� / A Or t trft .:r�� � In* % \-----7 p, a - c__------(, pvi- .did-i-ee._( S-- .),,A-T- _-5,>7 17 /4 7- 5;17, .. y .s /4�/�/ ���.�/6� c ji 1/t. i�l� /�l�P -"�S'/�� G% 7��) -". /... ,24 ij-2-0-, ' __,,e-e-2.-4-9 1/6.,/-• 1- i 4 41 1l/ / -c , _ ���er 4 NI -HARN I -"Phi-1 �r- 3r-R - 6 vt 0w � Dt f Ho fiS � 1_,-, d + q, PI � �) l l-u \-, of\ A z., -,...,J),0 .5liel<4.' /1(4.r.f" 6--T ��4.�//4 0 - g..„ &-(,u ,6„,.-, e,_7j__, RIVERSIDE COUNTY TRANSPORTATION COMMISSION ROLL CALL MAY 14,2014 Present Absent County of Riverside, District I % ❑ County of Riverside, District II ❑ County of Riverside, District III � ❑ County of Riverside, District IV 0 ❑ County of Riverside, District V Al ❑ City of Banning .21e ❑ City of Beaumont ❑ City of Blythe ;Ir. ,�City of Calimesa❑ City of Canyon Lake 7 ❑ City of Cathedral City � ❑ City of Coachella A ❑ City of Corona /15 ❑ City of Desert Hot Springs J" ❑ City of Eastvale ) ❑ City of Hemet ❑ City of Indian Wells � ❑ City of Indio X ❑ City of Jurupa Valley )2' ❑ City of La Quinta X ❑ City of Lake Elsinore )2r❑ City of Menifee I City of Moreno Valley P ❑ City of Murrieta fd ❑ City of Norco � ❑ City of Palm Desert ) ❑ City of Palm Springs ❑ City of Perris ❑ City of Rancho Mirage e, ❑ City of Riverside City of San Jacinto .121' ❑ City of Temecula ❑ 7 City of Wildomar � ❑ Governor's Appointee, Caltrans District 8 1 0 AGENDA ITEM 5 MINUTES • RIVERSIDE COUNTY TRANSPORTATION COMMISSION MINUTES Wednesday, March 12, 2014 1. CALL TO ORDER The Riverside County Transportation Commission was called to order by Chair Marion Ashley at 9:36 a.m. in the Board Room at the County of Riverside Administrative Center, 4080 Lemon Street, Riverside, California, 92501. 2. PLEDGE OF ALLEGIANCE Commissioner Scott Mann led the Commission in a flag salute. 3. ROLL CALL • Commissioners/Alternates Present Commissioners Absent Steve Adams Marion Ashley Roger Berg Ben Benoit John J. Benoit Daryl Busch Mary Craton* Joseph DeConinck Kathleen DeRosa Ginny Foat` Rick Gibbs Berwin Hanna Douglas Hanson Jan Harnik Terry Henderson Steven Hernandez Kevin Jeffries Frank Johnston Andrew Kotyuk Bob Magee Scott Mann Scott Matas. Jesse Molina Basem Muallem Adam Rush Karen Spiegel Jeff Stone* John F. Tavaglione Art Welch Ella Zanowic *Arrived after the meeting was called to order 4. PUBLIC COMMENTS Glenn Miller Ron Roberts Larry Smith Ted Weill Executive Director Anne Mayer presented Administrative Assistant Shirley Gooding with a 15-year service award and Chief Financial Officer Theresia Trevino with a 10-year service award. Riverside County Transportation Commission Minutes March 12, 2014 Page 2 5. APPROVAL OF MINUTES — DECEMBER 11, 2013 M/S/C (Henderson/Johnston) to approve the December 11, 2013 minutes as submitted. Abstain: DeRosa and Welch 6. PUBLIC HEARING — ADOPTION OF RESOLUTIONS OF NECESSITY FOR THE ACQUISITION OF SAN DIEGO OUTDOOR ADVERTISING, INC., DBA GENERAL OUTDOOR ADVERTISING'S POSSESSORY AND/OR LEASEHOLD INTERESTS INCLUDING IMPROVEMENTS LOCATED THEREON, IN CERTAIN REAL PROPERTY, BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NOS. 115-060-016 AND 115-060-049, LOCATED IN CORONA, RIVERSIDE COUNTY, CALIFORNIA, FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT, WHICH COVERS THE AREA BETWEEN PIERCE STREET ON THE EAST TO THE COUNTY LINE ON THE WEST, IN RIVERSIDE COUNTY, CALIFORNIA Commissioner Adam Rush recused himself due to a conflict of interest on Agenda Item 6. At this time, Chair Ashley opened the public hearing and called upon legal counsel to explain the nature and scope of this hearing. Steve DeBaun, legal counsel, explained the purpose of this hearing is for the Board to consider the adoption of Resolution of Necessity Nos. 14-010 and 14-011 for the acquisition of various real properties for the State Route 91 Corridor Improvement Project (SR-91 CIP). He stated at the conclusion of this hearing, the Board will be asked to adopt the resolutions of necessity and he listed the findings. He explained the purpose of this hearing is to consider the need for acquisition of the property and not to consider the value of the property. At this time, Commissioner Mary Craton joined the meeting. Jennifer Harmon, Clerk of the Board, verified proofs of mailing that certify the notices were sent to the property owners of said parcel numbers are on file with the Commission. She then listed all written objections, protests, and/or requests to be heard from the owner(s) or owner representative: Ward and Ward, Attorneys at Law for General Outdoor. • • • • • Riverside County Transportation Commission Minutes March 12, 2014 Page 3 2 115-060-016 115-060-049 22276 22302 San Diego Outdoor Advertising, Inc. dba General Outdoor Advertising Dollar Self Storage 9, L.P./General Outdoor Advertising 14-010 14-011 Yes No Mark Lancaster, Right of Way Manager, presented the resolutions of necessity for the SR-91 CIP and discussed the following areas: • Four findings required by the Board; • Project Map — Parcel locations in the project; • Parcel list; • Offers of just compensation and contact summary for each parcel; • Aerial views of parcels with property owners or their representatives in attendance requesting to be heard; and • Staff recommendation. Tim Lynch, owner of General Outdoor Advertising, discussed his strong concerns regarding the relocation of the billboards due to jurisdictional ordinances and Caltrans rules, and the lack of compensation for lost revenue.' At this time, Commissioner Jeff Stone joined the meeting. William Ward, Ward and Ward, Attorneys at Lawrepresenting General .Outdoor Advertising, explained under the code of civil procedure, the Commission is obligated to notify any individuals on the equalized assessment role, however, Corona was not notified; it displays the public service announcements on the billboards. Mr. Ward expressed strong concern for the lack of goodwill in the just compensation element. Commissioner John Tavaglione discussed the county's history with Tim. Lynch and General Outdoor Advertising during the past 20 years. Commissioner Tavaglione stated Mr. Lynch and General Outdoor Advertising are great partners and professionals and hopes the Commission can work this out with General Outdoor Advertising. Chair Ashley concurred with Commissioner Tavaglione's comments. Commissioner Bob Magee discussed the city of Lake Elsinore's positive experience with General Outdoor Advertising and expressed his appreciation for the professionalism and outstanding customer service the city received. Riverside County Transportation Commission Minutes March 12, 2014 Page 4 In response to Commissioner Magee's question about the lease terms, Mark Lancaster stated he is uncertain on the length of the leases as he has not reviewed them, however, he explained the distance the billboards are moved all factors into the goodwill compensationequation. Commissioner Karen Spiegel discussed Corona's history and partnership with General Outdoor Advertising. She expressed she is intentionally staying out of this process due to her position. Commissioner Spiegel stated she will ensure Corona does its due diligence and hopes Caltrans will too, as there needs to be assurances the community partners are treated fairly. Mark Lancaster expressed appreciation to Commissioner Spiegel as it is important to the success of the relocation of these billboards. In response to Commissioner Roger Berg's question regarding the refinement of the design as work progresses and need for the property, Mark Lancaster discussed the considerations of the distance from the mainline and the connectors. In response to :Commissioner Andrew. Kotyuk's question if these billboards are General Outdoor's primary revenue streams, Mark Lancaster stated this is part of the goodwill aspect of compensation, which should not be discussed. Basem Muallem, Governor's Appointee, explained Caltrans is committed to the SR-91 CIP and has a strong partnership with the Commission. Mr. Muallem provided his personal commitment that Caltrans will do everything possible to work with the Commission and General Outdoor Advertising to achieve the best solution. Commissioner Craton expressed it is difficult to comment when this is a financial debate and requested the negotiators do everything possible to ensure business owners are not put out of business. Mark Lancaster expressed appreciation for Commissioner Craton's comment. He stated staff is committed to relocating these billboards and keep General Outdoor Advertising in business. He explained he met with Mr. Lynch and reviewed several potential locations and provided cross sections to find a suitable place to relocate the billboards. Mr. Lancaster expressed with Caltrans' and Corona's cooperation, he believes there will be a successful relocation of these billboards. At this time, Chair Ashley called on any other persons who wish to be heard that have an interest in property. There were no other requests to speak. Chair Ashley then called on any other persons who wish to be heard on this matter. There were no other requests to speak from the public. Riverside County Transportation Commission Minutes March 12, 2014 Page 5 Chair Ashley closed the public hearing. M/S/C (Henderson/Kotyuk) to: 1) Conduct a hearing to consider the adoption of resolutions of necessity, including providing all parties interested in the affected properties and their attorneys, or their representatives, an opportunity to be heard on the issues relevant to the resolutions of necessity; 2) Make the following findings as hereinafter described in this report: a) The public interest and necessity require the proposed project; b) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; c) The real property to be acquired is necessary for the project; and d) The offer of just compensation has been made to the property owner; 3) Adopt Resolution of Necessity Nos. 14-010 and 14-011, "Resolutions of Necessity for the Acquisition of San Diego Outdoor Advertising, Inc., dba General Outdoor Advertising's Possessory and/or Leasehold Interests Including Improvements Located Thereon, in Certain Real Property, by Eminent Domain, More Particularly Described as Assessor Parcel Nos. 115-060-016 and 115-060-049, Located in Corona, Riverside County, California", for the StateRoute 91 Corridor Improvement Project (SR-91 CIP), between Pierce Street on the East to the County Line on the West, in Riverside County, California. At this time, Commissioner Rush rejoined the meeting. 7. ADDITIONS / REVISIONS There were no additions or revisions to the agenda. 8. CONSENT CALENDAR M/S/C (Busch/Stone) to approve the following Consent Calendar items. 8A. QUARTERLY FINANCIAL STATEMENTS Receive and file the Quarterly Financial Statements for the six months ended December 31, 2013. 8B. QUARTERLY SALES TAX ANALYSIS Receive and file the sales tax analysis for Quarter 3 2013 (Q3 2013). Riverside County Transportation Commission Minutes March 12, 2014 Page 6 8C. QUARTERLY INVESTMENT REPORT Receive and file the Quarterly Investment Report for the quarter ended December 31, 2013. 8D. SINGLE SIGNATURE AUTHORITY REPORT Receive and file the Single Signature Authority report for the second quarter ended December 31, 2013. 8E. AGREEMENT WITH CTG INC. OF ILLINOIS DBA NOVANIS FOR INFORMATION TECHNOLOGY SUPPORT SERVICES 1) Award Agreement No. 14-12-062-00 with CTG Inc. of Illinois dba Novanis (Novanis) for information technology (IT) support services for a three- year term, and two one-year options to extend the agreement, in an amount not to exceed $680000; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, including option years, on behalf of the Commission. 8F. RIVERSIDE COUNTY 2015 FEDERAL TRANSPORTATION IMPROVEMENT PROGRAM FINANCIAL RESOLUTION 1) Adopt Resolution No. 14-013, "Resolution of the Riverside County Transportation Commission Certifying That Riverside County Has Resources to Fund Projects in Federal Fiscal Years 2014/15 Through 2019/20 Transportation Improvement Program and Affirming Commitment to Implement All Projects in the Program"; and 2) Forward to the Southern California Association of Governments (SCAG) for inclusion in the 2015 federal Transportation Improvement Program (FTIP). 8G. 2009 MEASURE A MAINTENANCE OF EFFORT BASE YEAR ADJUSTMENT FOR CITY OF WILDOMAR Approve the adjustment to the city of Wildomar's (Wildomar) 2009 Measure A Maintenance of Effort (MOE) base year. • • • • • • Riverside County Transportation Commission Minutes March 12, 2014 Page 7 8H. IN -LIEU FEE AGREEMENT WITH RIVERSIDE -CORONA RESOURCE CONSERVATION DISTRICT FOR COMPENSATORY MITIGATION FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT 1) Approve Agreement No. 14-31-077-00 with Riverside -Corona Resource Conservation District (RCRCD) for compensatory mitigation for the State Route 91 Corridor Improvement Project (SR-91 CIP) in the amount of $703,300, plus a contingency amount of $70,000, for a total amount not to exceed $773,300; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director to approve contingency work pursuant to the agreement terms up to the total amount. 81. MONSTER LEAD WALL AGREEMENT WITH BURLINGTON NORTHERN SANTA FE RAILROAD FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT 1) Approve Agreement No. 14-31-076-00 .for the Monster Lead Wall Agreement with Burlington Northern Santa Fe Railway (BNSF) for the State Route 91 Corridor Improvement Project (SR-91 CIP) in the amount of $73,600, plus a contingency amount of $7,400, for a total amount not to exceed $81,000; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director to approve contingency work up to the total amount not to exceed as required for the agreement. 8J. ON -CALL PROPERTY MAINTENANCE AND REPAIR SERVICES 1) Approve the following agreements to provide on -call property maintenance and repair services for a three-year term, and two one-year options to extend the agreement, in an amount not to exceed an aggregate value of $1.5.million; a) Agreement No. 14-33-046-00 with Braughton Construction, Inc.; b) Agreement No. 14-33-047-00 with Carry -All; c) Agreement No. 14-33-048-00 with Joshua Grading and Excavating, Inc.; and d) Agreement No. 14-33-063-00 with Real Estate Consulting & Services, Inc. 2) Authorize the Executive Director, or designee, to execute task orders awarded to contractors under the terms of the agreements; and Riverside County Transportation Commission Minutes March 12, 2014 Page 8 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements, including option years, on behalf of the Commission. 8K. PROPOSITION 1B FISCAL YEAR 2012/13 CALIFORNIA TRANSIT SECURITY GRANT PROGRAM — CALIFORNIA TRANSIT ASSISTANCE FUND AND SUPPORTING RESOLUTION FOR THE COMMISSION'S COMMUTER RAIL PROGRAM 1) Adopt Resolution No. 14-012, "Resolution of the Riverside County Transportation Commission Approving the Allocation of FY 12-13 Proposition 18-6561-0002 California Transit Security Grant Program - California Transit Assistance Funds to the RCTC Commuter Rail Program and Designation of Authorized Agent"; and Allocate the California Transit Security Grant Program -California Transit Assistance Funds (CTSGP-CTAF) funds totaling$355,748 for the Commission's Commuter Rail Program. 8L. SB 821 PROGRAM REVISIONS 1) Approve the allocation of $285,897 to the city of Temecula (Temecula) to fully fund the Pauba Road sidewalk improvement project and apply $2,114 to the next SB 821 Call for Projects (SB 821 Call); and 2) Approve the Technical Advisory Committee (TAC) SB 821 subcommittee's (subcommittee) recommendation to maintain a competitive call is to extend the SB 821 Call from its current annual basis to a biennial basis, and set the SB 821 Call release date for the first Monday of every other February and the SB 821 Call close date for the last Thursday of every other April, beginning February 2015. 9. PROPOSED POLICY GOALS AND OBJECTIVES FOR FISCAL YEAR 2014/15 BUDGET Theresia Trevino, Chief Financial Officer, presented the proposed policy goals and objectives for FY 2014/15 Budget, and discussed the following areas: • Budget development; • Commission policy goals; • Financial and administrative policies; • Linking Commission and departmental goals; and • Next steps. • • • • • Riverside County Transportation Commission Minutes March 12, 2014 Page 4 Commissioner Kevin Jeffries requested staff include a statement in the policy goals and objectives to reflect improving the Commission's outreach to the Riverside County businesses and contractors to provide competitive services to the Commission. This should be an objective of this Commission to have as much business done locally whenever it is competitively possible. Theresia Trevino replied some of that language is included in the finance departmental goals and objectives, however, staff can bring it to a top level and include it in the appropriate section of the document. Commissioner Stone expressed his strong support for the Perris Valley Line (PVL) project and suggested continuing that progress and synergy to extend the PVL into Hemet/ San Jacinto and Temecula areas. He recommended reflecting this in the Commission's budget for the Commission to plan, fund, and build the PVL extension, and add it to the Commission's lobbying list. Anne Mayer suggested adding a statement under Promote Mobility to discuss evaluating future opportunities. She expressed hesitation to insert specific language as the Commission has absolutely no funding to build an extension of the PVL. Commissioner Stone stated there needs to be some specificity. He suggested including the PVL extension in the Commission's budget and provided language. He expressed the importance of the extension and recommended it be identified in the budget. Also, since the right of way is Commission -owned, the Commission is justified to put a small amount of funding for staff to begin to explore the extension of the PVL. Chair Ashley stated he raised the PVL extension at the 2014 Commission Workshop, including the need to determine how to fund it. Commissioner Terry Henderson referred to the continuing National Environmental Policy Act (NEPA) substitution effort and stated she could not locate it in the policy goals and objectives. She expressed the Commission needs to maintain the pressure to ensure the Commission promotes environmental stewardship. Commissioner Hendersonstated project costs are monumental because of unnecessary environmental processes. Anne Mayer suggested under Promote Mobility, under the bullet points for advocating streamlining efforts, adding a specific reference to CEQA and NEPA streamlining. Commissioner Henderson concurred. Commissioner John Benoit stated the importance of keeping the need to expand rail service to Coachella Valley on the forefront. Riverside County Transportation Commission Minutes March 12, 2014 Page 10 Commissioner Hanson expressed appreciation to Anne Mayer and staff for giving more prominence to the rail service to Coachella Valley. Commissioner Jan Harnik expressed appreciation for Commissioner Henderson's comments as there cannot be enough emphasis on CEQA and NEPA processes. She explained every project is negatively impacted by those processes and any place this can be put into any document is beneficial. Commissioner Kotyuk stated with regard to CEQA and NEPA, the Transportation and Communications Committee for the U.S. Conference of Mayors are working on another resolution to piggy back on MAP-21. He will work with Commission staff, Western Riverside Council of Governments (WRCOG), and other agencies to further that resolution and work in parallel moving forward. Commissioner Kotyuk concurred with Commissioners Ashley and Stone's comments as he supports the PVL extension. Commissioner Kotyuk suggested updating the previous study. Theresia Trevino replied the final budget document will include all the requested changes by the Commissioners. M/S/C (Stone/J. Benoit) to approve the proposed Commission Policy Goals and Objectives for the FY 2014/15 Budget. 10. STATE AND FEDERAL LEGISLATIVE UPDATE John Standiford, Deputy Executive Director, presented the state and federal legislative activities. In response to Commissioner Henderson's request for clarification that the California State Transportation Agency is a new agency, John Standiford replied it was a cabinet level agency of business, transportation, and housing that was split apart. He explained transportation is its own cabinet level agency and oversees Caltrans, the California Highway Patrol, and the Department of Motor Vehicles. Commissioner Henderson requested clarification the state did not eliminate a department or an agency. Anne Mayer replied it is uncertain if positions were eliminated. She explained there so many responsibilities combined into one agency, to pay attention to transportation issues was difficult. This is one of the reasons why the state was not playing a leadership role in transportation issues. While this is a good move, she expressed her belief that the two reports issued need significant discussion and policy direction. • • • Riverside County Transportation Commission Minutes March 12, 2014 Page 11 Specifically, the Smart State Transportation and Initiative (SSTI) report was supposed to be an assessment of Caltrans as an agency, however, it also included a critical review of the local agencies. Commissioner Steve Adams discussed his support for repurposing high-speed rail funds, and opposition to putting Cap and Trade funds towards high-speed rail. John Standiford replied staff will bring back specific bills at its April Commission meeting. M/S/C to receive and file an update on the State and Federal legislation. 11. ITEM(S) PULLED FROM CONSENT CALENDAR FOR DISCUSSION There were no items pulled from the Consent Calendar. 12. COMMISSIONERS/EXECUTIVE DIRECTOR'S REPORT 12A. Anne Mayer announced: • The 2014 California Passenger Rail Summit will be held at the Los Angeles Union Station on April 2-3, 2014; • The Citizen Advisory Committee (CAC) handout that includes an overview of the CAC and an appointee application; and • The 1-215 South widening project opened in fall 2013 and the 1-215 Central widening project is under construction. She highlighted the 1-215 South widening project was completed ahead of schedule and under budget. At this time, Commissioner Kevin Jeffries left the meeting. 12B. Commissioner Rush announced: • The Annual Southern California Association of Governments (SCAG) Sustainability awards are open and nominations will be received through March 21; and • SCAG's Annual General Assembly will be held at the Renaissance Esmeralda Indian Wells Resort and Spa on May 1-2, 2014. At this time, Commissioners Mary Craton, Kathleen DeRosa, Ginny Foat, Steven Hernandez, and Basem Muallem left the meeting. Riverside County Transportation Commission Minutes March 12, 2014 Page 12 13. CLOSED SESSION 13A. CONFERENCE WITH LEGAL COUNSEL: ANTICIPATED LITIGATION Exposure to Litigation Pursuant to Subdivision of Government Code Section 54956.9 (d)(2) Potential Number of Case(s): 1 At this time, Commissioners J. Benoit and Kotyuk left the meeting. 13B. CONFERENCE WITH LEGAL COUNSEL: EXISTING LITIGATION Pursuant to Government Code Section 54956.9 (d)(1) Case No. RIC 10016058 There were no announcements from the Closed Session items. 14. ADJOURNMENT There being no further business for consideration by the Riverside County Transportation Commission, adjourned the meeting at 11:40 a.m. The next Commission meeting is scheduled to be held at 9:30 a.m., Wednesday, April 9, 2014, in the Board Room, at the County of Riverside Administrative Center, 4080 Lemon Street, Riverside, California. Respectfully submitted, )t)"^"--&._H Jennifer Harmon Clerk of the Board • PUBLIC HEARING RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: May 14, 2014 TO: Riverside County Transportation Commission FROM: Mark Lancaster, Right of Way Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Adoption of Resolutions of Necessity and an Amended Resolution of Necessity for the Acquisition of Fee, Building Access Easement, Building Demolition Easement, Permanent Wall Footing Easement, Temporary Construction Easement, and Possessory and/or Leasehold Interests in All or Portions of Certain Real Property, by Eminent Domain, More Particularly Described as Assessor Parcel Nos. 102-050-002, 102-050-010, 102-050-013, 102-050-014, and 102-050-018; 118-330-009; 102-101-001; and 102-050-005 Located in Corona, Riverside County, California, for the State Route 91 Corridor Improvement Project, Between Pierce Street on the East to the County Line on the West, in Riverside County, California • • STAFF RECOMMENDATION: This item is for the Commission to: 1) Conduct a hearing to consider the adoption of resolutions of necessity, and amend one resolution of necessity, including providing all parties interested in the affected property and their attorneys, or their representatives, an opportunity to be heard on the issues relevant to the resolutions of necessity; 2) Make the following findings as hereinafter described in this report: a) The public interest and necessity require the proposed project; b) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; c) The real property to be acquired is necessary for the project; and d) The offer of just compensation has been made to the owner. 3) Adopt Resolution of Necessity Nos. 14-016, 14-017, 14-018, and Amended Resolution of Necessity No. 13-074, "Resolutions of Necessity, and Amended Resolution of Necessity, for the Acquisition of Fee, Building Access Easement, Building Demolition Easement, Permanent Wall Footing Easement, Temporary Construction Easement, and Possessory and/or Leasehold Interests in All or Portions of Certain Real Property, by Eminent Domain, More Particularly Described as Assessor Parcel Nos. 102-050-002, 102-050-010, 102-050-013, 102-050-014, and 102-050-018; 118-330-009; 102-101-001; and 102-050-005 Located in Corona, Riverside County, California", for the State Route 91 Corridor Improvement Project (SR-91 CIP), between Pierce Street on the east to the County line on the West, in Riverside County, California. Agenda Item 6 BACKGROUND INFORMATION: The Commission is being asked to consider the adoption of resolutions of necessity for the interests in the parcels outlined in this agenda item. These interests are required for construction of the SR-91 CIP. The power of eminent domain is used by the Commission only as a last resort to obtain interests necessary for public highway projects after: 1) negotiations have stalled; or 2) the property owner requested the Commission proceed directly to eminent domain for tax or other advantages; or 3) the eminent domain process is necessary to clear the title to the property. In this case, offers of just compensation have been made to the property owner for the full Fair Market Value as determined by an appraisal. Commission staff attempted to negotiate amicable settlements in good faith, and will continue to do so throughout the process. Fair Market Value is defined by the state of California and is one of the most inclusive definitions in the United States. It requires the highest and best use of the property be considered. All of the Commission's appraisals must meet the California definition of Fair Market Value. One of the requirements for acquiring property for improvement projects is that an offer of just compensation be made to the owners of the property. The Commission makes these offers in person whenever possible. The amount of compensation is determined by appraisals prepared by independent appraisal firms licensed by the Bureau of Real Estate Appraisers. The content of these appraisals, what elements are considered in them, and the methodologies used in the preparation are all proscribed by various laws and the Uniform Standards of Appraisal Practice (USPAP), published by the Appraisal Foundation. The Federal Government recognizes the USPAP as generally accepted appraisal standards and requires USPAP compliance for appraisers in federally related transactions. Every appraisal calculates the market value of the acquisition as defined by the California Code of Civil Procedure, based on the highest and best use, as defined in USPAP, and includes consideration of severance damages and project benefits, which is also defined in the California Code of Civil Procedure. In every case, the owner is invited to accompany the appraiser during the site visit so that as much information as possible is considered in the appraisal. A review appraisal prepared by a different certified appraiser is then conducted to ensure all proper procedures have been followed. Additionally, in accordance with state law, every owner is offered up to $5,000 to reimburse the property owner for the cost to have their own appraisal prepared. Staff will bring to the Commission those interests that meet one of the three criteria above. The timing of these resolutions will balance the need to give the property owners as much time as possible to reach an agreement, while at the same time allowing enough time for the Commission to go through the process to obtain possession in time to avoid delays to the design -build contractor. The legal process from adoption of the resolutions of necessity to receiving legal possession of the properties takes approximately 150 days. California eminent domain law provides that a public entity may not commence with eminent domain proceedings until its governing body has adopted a resolution of necessity, which Agenda Item 6 2 • resolution may only be adopted after the governing body has given each party with an interest in the affected property, or their representatives, a reasonable opportunity to appear and be heard on the following matters: 1) The public interest and necessity require the proposed project; 2) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; 3) The real property to be acquired is necessary for the project; and 4) The offer of just compensation has been made to the property owner. Since an agreement has not been reached with some property owners, it may be necessary to acquire necessary interests described by eminent domain. The initiation of the eminent domain process is accomplished by the Commission's adoption of resolutions of necessity for the affected properties. Record property owners must be afforded an opportunity to appear at the hearing and lodge objections. A notice of this hearing was sent by first class mail to the property owners, and stated the Commission's intent to consider the adoption of resolutions, the right of the property owners to appear and be heard on these issues, and that failure to file a written request to appear would result in a waiver of the right to appear and be heard. I he Commission scheduled this hearing at which all persons who filed a written request in compliance with applicable law may appear and be heard. Aerial views of the parcels subject to this staff report in relation to the SR-91 OP are attached. Finding 1: Public Interest and Necessity Require the Project SR-91 in Riverside County ranks among the nation's worst commutes where most motorists experience significant delays. Stop -and -go traffic is the norm, especially during morning and late afternoon rush hours. Traffic congestion on eastbound SR-91 between the cities of Anaheim and Corona is routinely among the worst 15 areas in the nation. SR-91 is continuing to experience increased congestion as a result of population growth in Riverside and San Bernardino Counties and the increase in jobs in Los Angeles and Orange Counties. Demographic projections for the Southern California Association of Governments (SCAG) region show population and employment in Riverside and Orange Counties are forecast to increase substantially by 2035. As a result, traffic volumes on SR-91 are expected to increase by approximately 50 percent by 2035, which would result in even greater congestion and delays on SR-91. The existing travel demand on SR-91 has led to a heavy directional commute pattern between Los Angeles/Orange and Riverside Counties that is projected to continue into the future. Agenda Item 6 SR-91 is the only major highway that links Orange and Riverside Counties. Extending from the Orange County/Riverside County Fine in the city of Corona to Pierce Street in Riverside, the SR-91 CIP will add mixed flow lanes, tolled express lanes, improve interchanges, bridges, ramps, and local streets. New freeway to freeway ramp connections between SR-91 and Interstate 15 also will be made. The SR-91 CIP is designed to reduce delays, improve air quality, offer a choice between regular mixed flow lanes and express lanes, allow faster emergency response, relieve local street congestion, and provide better access to public transit and rails. Finding 2: The Project is Planned or Located in a Manner Most Compatible with Greatest Public Good and Least Private Injury A thorough analysis was conducted to find the single best alternative for the SR-91 CIP. Environmental analyses and findings indicate the chosen alignment uniquely satisfies engineering, public health, and environmental issues, and is the most compatible with the greatest public good and least private injury. To minimize private injury, a thorough analysis regarding the need for each property and each interest was conducted in the planning stages of the SR-91 CIP. Efforts during the planning stages included conducting public outreach meetings and seeking feedback about the SR-91 CIP alignment and potential impacts. Staff also met regularly with various local agencies and businesses to determine if modifications to the alignment were necessary to minimize impacts. These efforts continued over the course of years to ensure the alignment design achieved the greatest public good with the least private injury. As part of the acquisition process, unless settlement was reached within the first 30 days after an offer was made, every property owner was provided an opportunity to participate in meetings with project staff. The goal of these meetings was to minimize private injury not only on the basis of information staff obtained through the planning process, but also on the information provided by the owners. As a result, staff has in some cases included mitigation measures to reduce and minimize impacts to the property. Compliance with the California Environmental Quality Act has been satisfied by Ca!trans' approval of an environmental impact report (EIR) in its role as lead agency on August 8, 2012, and the Commission's subsequent consideration of that approved EIR in its role as a responsible agency on November 14, 2012. Finding 3: The Real Property to be Acquired is Necessary for the Project The property interests sought below have been analyzed to determine if a feasible design alternative exists that would alleviate the need for the interest. As indicated above, the property owners of the interests were invited to meet with project staff and provide input to address any concerns the property owners may have with the design of the SR-91 CIP in the manner proposed and the necessity of the acquisition. To the extent the property owners Agenda Item 6 • 4 • raised such concerns; staff took those concerns into consideration and attempted to make design modifications as feasible and possible. In the end, staff recommends the following interests in real property are necessary for the project. RON No. 14-016 — Owner: Serfas Service Station, Inc.; APNs 102-050-002, 102-050-010, 102-050-013, 102-050-014, and 102-050-018; CPNs 22128-1, 22128-2, 22128-3, 22128-4, 22128-5, and 22128-6 The real property commonly known as APNs 102-050-002, 102-050-010, 102-050-013, 102-050-014, and 102-050-018 is owned in fee by Serfas Service Station, Inc., a California corporation and is located at 800 Serfas Club Drive, Corona, California. The subject property is irregular in shape and contains approximately 140,053 square feet of land area. The subject property is presently improved with a service station, a fast food restaurant, associated parking lots, and an unimproved lot with an outdoor advertising billboard. The property is bounded by the eastbound Serfas Club Drive off -ramp to the north, an unimproved lot to the south, and Serfas Club Drive to the east. The Commission's preliminary design requires six sub -parcels: two fee acquisitions totaling 12,240 square feet of land area, a 3,675 square foot permanent wall footing easement, and three temporary construction easements totaling 9,006 square feet of land area. • • The north and east side of the subject property is impacted due to the proposed widening of SR-91 to the south and resulting realignment of the eastbound Serfas Club Drive off -ramp. As the freeway will be expanded to the south, the off -ramp will also be shifted to the south directly affecting the northern frontage of the subject property. This widening will also involve construction of a retaining wall, which requires a permanent wall footing easement and a temporary construction easement directly affecting the northern frontage of the subject property. Additionally, the widening of the Serfas Club Drive south of SR-91 directly impacts the eastern frontage of the property, blocking off one of the two existing driveways, which will be replaced by a driveway on the south side of the property. Legal definition(s), legal description(s) and/or plat map(s) of the portions sought to be acquired are attached as an exhibit to Resolution of Necessity No. 14-016. An aerial view of the parcel and the parcel's relationship to the SR-91 CIP is also attached. The Notice of Hearing was mailed to the property owners on March 28, 2014. RON No. 14-017 — Owner: Dvorak & Payne, Ltd.; APN 118-330-009; CPNs 22175-1, 22175-2, 22175-3, 22175-4, 22175-5, and 22175-6 The real property commonly known as APN 118-330-009 is owned in fee by Dvorak & Payne, Ltd., a limited partnership. The subject property is located at 1441 Pomona Road, Corona, California. The subject property is roughly rectangular in shape and contains approximately 87,740 square feet of land area. The property is currently improved with an approximately 39,268 square foot multi -tenant industrial building, associated parking lot, and other improvements. The property is bounded on the north, east, and west by neighboring Agenda Item 6 industrial/commercial properties and Pomona Road to the south. The Commission's preliminary design requires six sub -parcels: a fee acquisition of 5,708 square feet of land area; a 9,448 square foot building demolition easement; a 39,123 square foot building access easement; and three temporary construction easements totaling 11,299 square feet of land area. A portion of the subject property is impacted due to the widening of SR-91 and the reconfiguration of Pomona Road. The freeway widening will provide additional capacity in both the additional general purpose lane as well as the proposed toll lanes. SR-91 widens north approximately 40 feet in the vicinity of the property, which requires Pomona Road to be shifted north directly affecting the industrial building on the southern frontage of the subject property. Construction of a retaining wall of about 8 feet is also required. Legal definition(s), legal description(s) and/or plat map(s) of the portions sought to be acquired are attached as an exhibit to Resolution of Necessity No. 14-017. An aerial view of the parcel and the parcel's relationship to the SR-91 CIP is also attached. The Notice of Hearing was mailed to the property owners on March 28, 2014. RON No. 14-018 — Tenant: Giant Inland Empire RV Center, Inc.; APN 102-101-001; CPN 22135 The real property commonly known as APN 102-101-001 is now owned in fee by the Riverside County Transportation Commission. The property was acquired through negotiated purchase from the prior record owner, Brett Brinkhoff, Trustee of the Shirley Brinkhoff Charitable Remainder Unitrust U/D/T August 30, 2012. Giant Inland Empire RV Center, Inc. (Giant RV), a tenant, has a possessory and/or leasehold interest in the real property, and operates a business engaged in the sale of recreational vehicles. The subject property is located at 2200 Frontage Road, Corona, California. The subject property is rectangular in shape and is approximately 69,930 square feet. The property is currently a paved parking lot and improved with an office/sales building. The property is bounded by an existing frontage road to the north, a residential subdivision to the south, and paved parking lots to the east and west. The Commission's design of the SR-91 CIP necessitates that the Commission acquire the parcel in fee including all possessory and/or leasehold interests and any improvements located thereon. The Commission having previously acquired the ownership's interest, it is seeking a resolution of necessity to acquire all possessory and/or leasehold interests of Giant RV. The entire area of the subject property is impacted due to the proposed widening of SR-91 and resulting realignment of Frontage Road. The freeway edge of travel way will be extended about 116 feet to the south, causing both the off -ramp to Maple Street and Frontage Road to shift south. This ramp will also require the construction of a retaining and sound wall, which also directly affects the property. Agenda Item 6 • 6 The legal description(s) of the parcel in which the Commission is acquiring all leasehold and possessory interests is an exhibit to Resolution of Necessity No. 14-018. An aerial view of the parcel and the parcel's relationship .to the SR-91 CIP is also attached. The Notice of Hearing was mailed to property owners on March 28, 2014. AMENDED RON No. 13-074 — Owner: Serfas Country Clubs, Inc., APN 102-050-005; CPN 22121 The real property commonly known as APN 102-050-005 is owned in fee by Serfas Country Clubs, Inc., a California corporation. The subject property is part of the Serfas Club Golf Course and is located in Corona, California, but has no site address. The subject property is roughly triangular in shape and is currently unimproved and landlocked. It contains approximately 22,216 square feet of land area. An offer of just compensation was made to the record owners on December 20, 2012, for acquisition of a portion of the property consisting of a 6,449 square foot fee acquisition, a 1,423 square foot permanent wall footing easement, and a 911 square foot temporary construction easement. A portion of the real property to be acquired and identified as APN 102-050-005, is a "remnant" as defined in Code of Civil Procedure section 1240.410, thereby giving the Commission separate statutory authority to acquire that portion by eminent domain. • • The property is bounded by the SR-91 to the north and another unimproved lot on the remaining borders. The subject property is impacted due to the proposed widening of the SR-91 and resulting realignment of the eastbound Serfas Club Drive off -ramp. The freeway edge of travel way will be extended about 40 feet to the south, causing the off -ramp to shift south directly affecting the northern portion of the subject property. This ramp will also require a retaining wall which also directly affects the property. On November 13, 2013, the Commission adopted Resolution of Necessity No. 13-074 authorizing acquisition of portion so the property and the property interests described above. Since that time, the Commission's consultants and the record owners determined that after the Commission's acquisition of portions of the property, the remainder property or portion thereof will be left in such size, shape or condition as to be of little market value, and affectively an uneconomic "remnant" as defined by Code of Civil Procedure section 1240.410. Accordingly, the Commission is seeking an amended resolution of necessity for the purpose of acquiring the entire property in fee. The legal description(s) and/or plat map(s) of the property sought to be acquired are attached as an exhibit to Amended Resolution of Necessity No. 13-074. An aerial view of the parcel and the parcel's relationship to the SR-91 CIP is also attached. The Notice of Hearing was mailed to the property owners on April 22, 2014. Agenda Item 6 Finding 4: Offers of Just Compensation Have Been Made to the Property Owners Preliminary title reports and/or litigation guarantees were obtained from Commonwealth Land Title Insurance Company to confirm and identify the parties with an interest in the parcels affected by the SR-91 CIP. The Commission then served the affected property owners and other interested parties as appropriate, with a notice of the Commission's decision to appraise the property. The Commission had the real property interests appraised by the real estate appraisal firms of Lidgard and Associates, Inc., and Kiley Company and the fixtures and equipment interests were appraised by the appraisal firms of Hodges Lacey & Associates, LLC and Desmond, Marcello & Amster, LLC to establish the Fair Market Value of the property interests the Commission is seeking to acquire from the parties identified herein. Offers of just compensation were made to the property owners to purchase the property interests and, in the case of possessory and/or leasehold interests, to the affected tenants, based on the approved appraisals, as required by Section 7267.2 of the California Government Code. However, the Commission will acquire the fee, permanent wall footing easement, building demolition easement, building access easement, temporary construction easement, and possessory and/or leasehold interests including any improvements sought from the property owners and/or tenants through eminent domain, to ensure the property will be available to meet the time frames associated with the construction of the SR-91 CIP. Fiscal Impact There is no fiscal impact due to adoption of the resolution of necessity. All property acquisition expenses are included in the SR-91 CIP budget. Attachments: 1) Resolution No. 14-016 2) Resolution No. 14-017 3) Resolution No. 14-018 4) Amended Resolution No. 13-074 Agenda item 6 8 ATTACHMENT RESOLUTION NO. 14-016 RESOLUTION OF NECESSITY FOR THE ACQUISITION OF FEE, PERMANENT WALL FOOTING EASEMENT, AND TEMPORARY CONSTRUCTION EASEMENT INTERESTS IN CERTAIN REAL PROPERTY, BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NOS. 102-050-002, 102-050-010, 102-050-013, 102-050-014, AND 102-050-018, LOCATED IN CORONA, RIVERSIDE COUNTY, CALIFORNIA, FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT, WHICH COVERS THE AREA BETWEEN PIERCE STREET ON THE EAST TO THE COUNTY LINE ON THE WEST, IN RIVERSIDE COUNTY, CALIFORNIA WHEREAS, the Riverside County Transportation Commission (the Commission) proposes to acquire fee, permanent wall footing easement, and temporary construction easement interests in certain real property, located in Riverside County, California, more particularly described as Assessor Parcel Nos. 102-050-002, 102-050-010, 102-050-013, 102-050-014, and 102-050-018 (Caltrans Parcel Nos. 22128-1, 22128-2, 22128-3, 22128-4, 22128-5 and 22128-6), for the State Route 91 Corridor Improvement Project (SR-91 CIP) in Riverside County, California, pursuant to the authority granted to it by section 130220.5 of the California Public Utilities Code; and WHEREAS, pursuant to section 1245.235 of the California Code of Civil Procedure, the Commission scheduled a public hearing for Wednesday, May 14, 2014 at 9:30 a.m., at the County Administration Building, Board of Supervisors Chambers, at 4080 Lemon Street, Riverside, California, and gave to each person whose property is to be acquired and whose name and address appeared on the last equalized county assessment roll, notice and a reasonable opportunity to appear at said hearing and be heard on the matters referred to in section 1240.030 of the California Code of Civil Procedure; and WHEREAS, said hearing has been held by the Commission, and the affected property owner and other interested parties were afforded an opportunity to be heard on said matters; and WHEREAS, the Commission may now adopt a Resolution of Necessity pursuant to section 1240.040 of the California Code of Civil Procedure; NOW, THEREFORE, THE COMMISSION DOES HEREBY RESOLVE AND DECLARE AS FOLLOWS: Section 1. Compliance with California Code of Civil Procedure. There has been compliance by the Commission with the requirements of section 1245.235 of the California Code of Civil Procedure regarding notice and hearing. • Section 2. Public Use. The public use for the fee, permanent wall footing easement, and temporary construction easement interests in the property to be acquired is for the SR-91 CIP in Riverside County, California. Section 130220.5 of the California Public Utilities Code authorizes the Commission to acquire, by eminent domain, property necessary for such purposes. Section 3. Description of Property. Attached and marked as Exhibit "A" are the legal definitions, legal descriptions and/or plat maps of the portions of the parcel upon which the fee, permanent wall footing easement, and temporary construction easement interests to be acquired by the Commission are located, and which describe the general location and extent of the property with sufficient detail for reasonable identification. Section 4. Findings. The Commission hereby finds and determines each of the following: (a) The public interest and necessity require the proposed project; (b) The proposed project is planned or located in the manner that will be most compatible with the greatest public good and least private injury; (c) The property defined, described and/or depicted in Exhibit "A" is necessary for the proposed project; and (d) The offer required by section 7267.2 of the California Government Code was made. Section 5. Use Not Unreasonably Interfering with Existing Public Use. Some or all of the real property affected by the interest to be acquired is subject to easements and rights of way appropriated to existing public uses. The legal descriptions of these easements and rights of way are on file with the Commission and describe the general location and extent of the easements and rights of way with sufficient detail for reasonable identification. In the event the herein described use or uses will not unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, counsel for the Commission is authorized to acquire the herein described interest subject to such existing public use(s) pursuant to section 1240.510 of the California Code of Civil Procedure. Section 6. More Necessary Public Use. Some or all of the real property affected by the interest to be acquired is subject to easements and rights of way appropriated to existing public uses. To the extent that the herein described use or uses will unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, the Commission finds and determines that the herein described use or uses are more necessary than said existing public use. Counsel for the Commission is authorized to 10 acquire the herein described real property appropriated to such existing public uses pursuant to section 1240.610 of the California Code of Civil Procedure. Staff is further authorized to make such improvements to the affected real property that it determines are reasonably necessary to mitigate any adverse impact upon the existing public use. Section 7. Further Activities. Counsel for the Commission is hereby authorized to acquire the hereinabove described real property in the name of and on behalf of the Commission by eminent domain, and counsel is authorized to institute and prosecute such legal proceedings as may be required in connection therewith. Counsel is further authorized to take such steps as may be authorized and required by law, and to make such security deposits as may be required by order of court, to permit the Commission to take possession of and use said real property at the earliest possible time. Counsel is further authorized to correct any errors or to make or agree to non -material changes in the legal description of the real property that are deemed necessary for the conduct of the condemnation action, or other proceedings or transactions required to acquire the subject real property. Counsel is further authorized to reduce or modify the extent of the interests or property to be acquired so as to reduce the compensation payable in the action where such change would not substantially impair the construction and operation for the project for which the real property is being acquired. Section 8. Effective Date. This Resolution shall take ettR1 upon adoption. APPROVED AND ADOPTED this 14th day of May, 2014. Marion Ashley, Chair Riverside County Transportation Commission ATTEST: Jennifer Harmon, Clerk of the Board Riverside County Transportation Commission 11 12 Legal Definitions of Property to be Acquired The following is a list of definitions of legal rights to be acquired by Riverside County Transportation Commission: (The rights being acquired may be exercised mutually exclusive of each other.) "Fee" also known as fee simple or fee simple absolute, grants to RCTC absolute ownership of the portion of the property to be acquired. "Permanent Wall Footing Easement" grants to RCTC, including its successors and assigns, a permanent easement to construct, maintain, operate, repair, alter, replace, and remove footings, under, along and across the easement area, together with all necessary and convenient means of ingress and egress to and from the easement area or strip or parcel of land, for the purpose of constructing, reconstructing, maintaining, operating, repairing, renewing, or enlarging in any manner the footings together with any and all of the purposes hereinbefore mentioned. "Temporary Construction Easement" (TCE) refers to the right of RCTC, its successors and assigns, to engage in construction and related activities for the project. • With respect to CPN 22128-4, such right shall be exercised for a period of 12 consecutive months, beginning no fewer than 72 hours after the date that RCTC provides written notice of commencement of possession to the property owner. With respect to CPNs 22128-5 and 22128-6, such rights shall be exercised for a period of 6 consecutive months, beginning no fewer than 72 hours after the date that RCTC provides written notice of commencement of possession to the property owner. The duration of the rights under this easement shall not extend beyond November 6, 2017, or upon filing of a Notice of Completion, whichever is earlier. Property Owner shall not cause, directly, indirectly or negligently, any interference with or harm to the rights conveyed hereunder. 173 3 6.02100\87 5 8966.1 EXHIBIT PAGE 1 • • 14 1 2 3 4 5 6 7 8 9 10 11 12 13 PS OMAS EXHIBIT `Al' LEGAL DESCRIPTION Caltrans Parcel No. 22128-1 Fee Acquisition APN 102-050-013 and 018 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most westerly corner of said land; thence South 76°15'55" East 183.13 feet along the general northerly line of said land to a point thereon, said point being the • • 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 beginning of a non -tangent curve, concave southerly, having a radius of 1,500.00 feet, to which point a radial line bears North 13°44'54" East; thence easterly continuing along said general northerly line and said curve 252.62 feet through a central angle of 09°38'58" to a point thereon, said point being the beginning of a non -tangent curve, concave southerly, having a radius of 802.19 feet, to which point a radial line bears North 11°54'05" East; thence westerly along said curve 34.30 feet through a central angle of 02°26'59"; thence North 80°32'54" West 185.29 feet to the beginning of a curve concave northerly having a radius of 279.95 feet; thence westerly along said curve 41.45 feet through a central angle of 08°29'03"; thence North 72°03'52" West 42.01 feet to the beginning of a curve concave southerly having a radius of 309.00 feet; thence westerly along said curve 38.36 feet through a central angle of 07°06'45" to the beginning of a reverse curve concave northerly having a radius of 1,935.81 feet; thence westerly along said curve 25.19 feet through a central angle of 00°44'44" to a point on the southwesterly line of said land; thence North 49°32'46" West 76.92 feet along said southwesterly line to the Point of Beginning. Containing 10,883 square feet. 13:12PTG010501\SURVEY\LEGALS\22128_APN 102-050-002, 013,014,016,018\Legais\22128-1_Fee.doc 1/22/2014 Page 1 of 2 EXHIBIT PAGE 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS This conveyance is made for the purpose of a freeway and the Grantor hereby releases and relinquishes to the Grantee any and all abutter's rights or access, appurtenant to Grantor's remaining property, in and to said freeway. See Exhibit `A2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of Brian E. Bullock, PLS 5260 Date PA2PTG010501\SURVEYU.EGALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-1_Fee.doc 1/22/2014 Page 2 of 2 EXHIBIT PAGE 3 EXHIBIT A2 PARCEL# TITLE AREA AP 22128-1 FEE 10,883 SO. FT. 102-050-013 & 018 ROUTE 91 RIVERSIDE FREEWAY C/L STATIONING ROUTE 91 RIVERSIDE FREEWAY 8 9 180 1 2 3 4 185 6 7 8 9 190 1 2 EXISTING R/W POB SEE SHEET 3 FOR DETAIL -- - - L 1� ,--` L 'V2°4 FOR -Rj R`SO4" TDAAG f JR rA 1s9s0A go Mr Nr--___-=""-�s 102-050-005 __--84 A8 2f7 _� PJR To/As 1Dr8r-1) ALL rJ' TM NT M8 2/-1 SEE SHEET 2 96,E FOR DETAIL RJ•N N R6S)4° POR , LOT A e-rr�r�cT ��o , 2525 me —Ji J O- J 'f J L N36 9q `• o �-, ' °30'2a E 0 rey �I o ; � �,--� W 102-050-006 ` J ml 111111 lt--' , PDR LJT A,� TRrAGT No, 525 �� slop,. co AIJJ ';' ll J D - J 'f 7.6. � ' � IN , \ c, �� \ p�_--- Q \- \ RADIAL TABLE R1 - N13°44'54"E LINE TABLE LEGEND L1 - S76°15'55"E 183.13' (R) Indicates Radial Bearing POB Point of Beginning L2 - S09°26'34"W 109.00' L3 - S01 °28'23"W 1 51 .46' ( ) Title to State L4 - S23°45'26"E 63.51' !lilt Access Prohibited NOTES 22128-1 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain FEE ACQUISITION ground distances. All distances are in feet unless otherwise noted. I FEET 0 100 200 400 600 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santo Ana,92707 (714)751 737347a14)545-M3 (Fax) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 RIVT17 91 3.6 1 3 CAI"1161 17i� 1-/iC7C 4 EXHIBIT A2 PARCEL# TITLE AREA APN 22128-1 FEE 10,883 S0. FT. 102-050-013 & 018 ROUTE 91 RIVERSIDE FREEWAY Y POB X it 1 S76°15'551,E 183.13' �6 92, Q�09238 834" R��5p0 r- �r R_ 150p, 00, C,59 - - C3 C2 (22128-1) L_254.2' — — LS NT90 _ C1 , N80°32'54"W 185.29' --- ,3' - — — PROPOSED R/W O.R. 102-050-006 DOC. NO. 2005-035081 1, , -(iRADIAL Pots, LOT A POR , LOT A TRACT NO, 525 993 TRACT NO 525 M8 41/10-14 °0>- me 4l/10-1'(r TABLE R1 - N13°44'54"E LINE TABLE R2 - S11°34'08"W L5 - N72°03'52"W 42.01' LEGEND CURVE TABLE C1 - 0=08°29(03" R= 279.95' L=41.45' (R) Indicates Radial Bearing POB Point of Beginning C2 - 0=07°06/45" R= 309.00' L=38.36' ' ( ) Title to State C3 - 0=00° 44'44" R=1 935.81 L=25.1 9' ) i ( i t Access Prohibited NOTES 22128-1 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain FEE ACQUISITION ground distances. All distances are in feet unless otherwise noted. I FEET 0 25 50 100 150 • EXHIBIT A2 PARCEL# TITLE AREA A P N 22128-1 FEE 10,883 SO. FT. 102-050-013 & 018 RADIAL TABLE R1 - N13°44'54"E XISTING R/W R`150p,pp, _ R=1500.00, — — R��TE 9, 1.,595a8 185.29' —_C4�" _ _ — Ri vERsiDE 4 — ^— • --- _o .0 �� co� REEwq y _ — _ _ I I L 1 A-22045,34„ d=09°38,58„ .221 28-1� . C1 PROPOSED R/W N80°32'54"W ------.--.__ — _• � (tft 4/99 <. DOC. NO. 2005-035081 1, O.R. w,,, 96-. POR , LOT .A in N � TRACI NO., 2525 p � I `� I «� ;, 1 ,N rl it — (' - In N 1�11� f 11 1 �� 1 1 ° , I 6- �� 1 z z I ���p_ 1 - _I I 102-050-006 POR„ LOT A TRACT NO, 525 I 9,7jo I �- I � ME) 'fI/10-1 i I LINE TABLE I L1 - S76° 1 5"55"E 1 83.1 3" I L5 - N72°03'52"W 42.01' LEGEND CURVE TABLE C1 - 0=08°29'03" R= 279.95' L=41.45' -li (R) Indicates Radial POB Point of Beginning Bearing C2 - A-07°06/45" R= 309.00' L=38.36' C3 - 0=00°44'44" R=1 935.81 ' L=25.1 9' ( ) Title to State (i i (t Access Prohibited C4 - A=02°26'59" R=802.19' L=34.30' NOTES 22128-1 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. FEE ACQUISITION Divide by 0.99997476 to obtain ground distances. All distances are I immommi in feet unless otherwise noted. FEET 0 25 50 100 150 PREPARED BY: DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: PSOMAS DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa14)751-7373/(714)5459B1383 (Fox) 8 �"RIVT�q ��91 3.6 3 3 • 1 2 3 4 5 6 7 8 9 10 11 12 13 PS OMAS EXHIBIT `B1' LEGAL DESCRIPTION Ca'trans Parcel No. 22128-2 Fee Acquisition APN 102-050-002 and 010 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most southerly corner of said land; thence North 49°32'46" West 12.08 feet along the southwesterly line of said land to a point thereon, said point being the • • 14 15 16 17 18 19 20 21. 22 23 24 25 26 27 28 29 30 31 beginning of a non -tangent curve concave westerly having a radius of 446.00 feet, to which point a radial line bears South 78°11'37" East; thence northerly along said curve 18.27 feet through a central angle of 02°20'48"; thence North 09°27'35" East 35.94 feet; thence North 09°55'26" East 112.99 feet to a point on the general easterly line of said land; thence along said general easterly line the following two (2) courses: 1) South 01 °28'23" West 65.04 feet and 2) South 09°26'34" West 109.00 feet to the Point of Beginning. Contains 1,357 square feet See Exhibit `B2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. PA2PTG010501\SURVE MEGALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-2_Fee.doc 1/22/2014 Page 1 of 2 EXHIBIT PAGE 7 PS OMAS Prepared under the direction of Brian E. Bullock, PLS 5260 Date P:\2PTG010501\SURVEYNLEGALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-2 Fee.doc 1/22/2014 Page 2 of 2 EXHIBIT PAGE 8 EXHIBIT B2 PARCEL# TITLE AREA A P N 22128-2 FEE 1,357 SQ. FT. 102-050-002 & 010 ROUTE 91 RIVERSIDE FREEWAY 8 9 180 1 2 3 4 185 6 ROUTE 91 RIVERSIDE 7 8 9 C/L STATIONING EXISTING R/W (�Ll - :9\00,:t:ez1FREEWAY -`�=1500o39 if 1__ 595, 0 , 102-050-005 � �j-----=--r--=----8q,s POR JrLOMASr \J OR .A Q�OQOS r�I MS 2J / �1.9 i 96,, / a"E 0 30 2 36 �— N lR POR, LOT A /R 5E35 IC TRACT NO, - l 'i �221 28-2 l e ]ail ,f7./ 1 0- 9g� 1 10 I •0 ; �, ` ' I` !I� ��� 102-050-006 �c , II.,, 1_ W � DOC. NO. 200,5- POR„ LOT A 0350811 , O.R. TACT NO, 5 35 . ME1 47/ 1 0- 14 SEE SHEET W 14R 2. - - ■a 1" —. (') `- - 0.7 03 �q FOR DETAIL RADIAL TABLE R1 - N13°44'54"E LINE TABLE LEGEND L1 - S76o15'55"E 183.13' (R) Indicates Radial Bearing POB Point of Beginning L2 - S09 26'34"W 109.00' °28'23"W ( ) Title to State L3 - SO1 151 .46' I I 1 I t Access Prohibited L4 - S23°45'26"E 63.51 ' NOTES 22128-2 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain FEE ACQUISITION ground distances. All distances are in feet unless otherwise noted. f �� (•�� FEET 0 100 200 400 600 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200Santo . (714)751n 7373/(714)54S-BBB3 (Fox) DATE: 10-26-2011 REV. 6. 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V , 1 91 3.7 1 2 CAI"IIt3117C, YH EXHIBIT B2 PARCEL# TITLE AREA A P N 22128-2 FEE 1,357 SQ. FT. 102-050-002 & 010 , DOC. NO. TRACT FOR, \ TOMAS YOREJA � ALLOTMENT MEI 2/ 7 \ / 2005-0350811 9 O.R. POR LOT A NO, 525 / �' Ma'f7/ 1 O J 'r �' PROPOSED R/W 0 Q f CD VARl N -co ° J 0 0 N 1 H S (2)_N Q O / / 90 �2 PJR ., LOT A6, j w ) , \ I �n 9 / in z CO v~i w v II TRACT NO 25d5' -- z cn ma I 47/ 1 O- 14r (221 28-2 � L 6- gp� Cl .O% � Q U_ mo oCC o o t o � (n -lit 102-050-006 J 1.1 qq' 44, POB RADIAL TABLE R2 - 578°11'37"E LEGEND LINE TABLE CURVE TABLE (R) Indicates Radial Bearing POB Point of Beginning L5 - 501 °28'23"W 65.04' C1 - A=02°20'48" R=446.00' ( ) Title to State L6 - N09°27'35"E 35.94' i i i i l Access Prohibited L7 - N49°32'46"W 12.08' L=18.27' NOTES 22128-2 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and.stationing are grid distances. Divide by 0.99997476 to obtain FEE ACQUISITION ground distances. All distances are in feet unless otherwise noted. I �1 FEET 0 25 50 100 15011 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santa Ana California 92707 (714)757-7373/(714)545-8883 (Fax) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 _R I V ... "...� �a�. 9 1 — . 3. 6 2 2 1 2 3 4 5 6 7 8 9 10 11 12 13 PS OMAS EXHIBIT Cl' LEGAL DESCRIPTION Caltrans Parcel No. 22128-3 Permanent Wall Footing Easement APN 102-050-013 and 018 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most westerly corner of said land; thence South 76°15'55" East 183.13 feet along the general northerly line of said land to a point thereon, said point being the • • 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 beginning of a non -tangent curve, concave southerly, having a radius of 1,500.00 feet, to which point a radial line bears North 13°44'54" East; thence easterly continuing along said general northerly line and said curve 252.62 feet through a central angle of 09°38'58" to a point thereon, said point being the True Point of Beginning, said point also being the beginning of a non -tangent curve, concave southerly having a radius of 802.19 feet, to which point a radial line bears North 11 °54'05" East; thence westerly along said curve 34.30 feet through a central angle of 02°26'59"; thence North 80°32'54" West 185.29 feet to the beginning of a curve concave northerly having a radius of 279.95 feet; thence westerly along said curve 41.45 feet through a central angle of 08°29'03"; thence North 72°03'52" West 42.01 feet to the beginning of a curve concave southerly having a radius of 309.00 feet; thence westerly along said curve 38.36 feet through a central angle of 07°06'45" to the beginning of a reverse curve concave northerly having a radius of 1,935.81 feet; thence westerly along said curve 25.19 feet through a central angle of 00°44'44" to a point on the southwesterly line of said land, said point lying South 49°32'46" East 76.92 feet from said most westerly corner; thence South 49°32'46" East 14.92 feet along said southwesterly line to a point thereon, said point being the beginning of a non -tangent curve concave northerly having a radius of 1,943.06 feet, to which point a radial line bears South 11°11'01" West; thence easterly along said curve PA2PTG0105011SURVEY\LEGALS\22128_APN 102-050-002, 013,014,016,018\Legais\22128-3_PE.doc 1/22/2014 Page 1 of 2 EXHIBIT PPAGE 11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS 12.22 feet through a central angle of 00°21'37" to the beginning of a reverse curve concave southerly having a radius of 301.75 feet; thence easterly along said curve 37.46 feet through a central angle of 07°06'45"; thence South 72°03'52" East 42.01 feet to the beginning of a curve concave northerly having a radius of 287.20 feet; thence easterly along said curve 42.53 feet through a central angle of 08°29'03'; thence South 80°32'54" East 13.44 feet; thence South 09°27'06" West 3.75 feet; thence South 80°32'54" East 171.86 feet to the beginning of a curve concave southerly having a radius of 791.19 feet; thence easterly along said curve 50.39 feet through a central angle of 03°38'57" to a point, said point being the beginning of a non -tangent curve concave southerly having a radius of 791.90 feet, to which point a radial line bears North 11'31'49" East; thence easterly along said curve 36.42 feet through a central angle of 02°38'05" to a point on said general northerly line, said point being the beginning of a non -tangent curve concave southwesterly having a radius of 1,500.00 feet, to which point ,a radial line bears North 25°28'14" East; thence northwesterly along said general northerly line and said curve 54.27 feet through a central angle of 02°04'22" to the True Point of Beginning. Containing 3,675 square feet. See Exhibit `C2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of 2- /¢ Brian E. Bullock, PLS 5260 Date P.\2PTG010501\SURVEY\LEGALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-3_PE.doc 1/22/2014 Page 2 of 2 EXHIBIT A l:'AGE 12 EXHIBIT C2 PARCEL# TITLE AREA A P N 22128-3 ESMT 3675 SO. FT. 102-050-013 & 018 ROUTE 91 RIVERSIDE FREEWAY C/L STATIONING ROUTE 91 RIVERSIDE FREEWAY 8 9 180 1 2 3 4 185 6 7 8 9 190 1 EXISTING R/W POB SEE SHEET 3 FOR DETAIL POR, i�.-vRZ__ -`�s009" TOMAS YU ----• _ _�S9s-=_,:..-77_7!7-...-..•.--.84 �8 A 102-050-005 • ALLOTMENT -- ma 2/I �� N9_9 I POR , TOMfAS YURS A � f221 28-3 AL L0TI�/1FNI �9 i M8 2/7 SEE SHEET 2 6�� FOR DETAIL gI °S-o P OR , LOT A993 TRACT NO, 595 M8 '1 % / 1 U �- 1 '1 1 L_ N 6 •o,,, °30'2g�E ' � © � -� L W �� 1 � J J , 102-050-006 1t �- P O R ., L U T A p0D/ 00 TRACT NO, 2585 2 �• ., � �p . F III "'r7 / 1 0 ~ 1 ''7 �a O %\o, (6S - p Q�Sp1N�4ON \ 6�O ,... , S , . \,1 �\''� 4/01, RADIAL TABLE R1 - N13°44154"E LEGEND LINE TABLE (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning L1 - S76°15`55"E 183.13' L2 - S09°26'34"W 109.00' ° „ ( ) Title to State L3 - S01 28 23 W 151 .46 mil l Access Prohibited L4 - S23°45'26"E 63.51' NOTES 22128-3 Coordinates and bearings ore on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain PERMANENT WALL FOOTING EASEMENT ground distances. All distances are in feet unless otherwise noted. i FEET 0 100 200 400 600 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santo Ana, California 92707 (714)751-7373/(714)515-8893 (Fax) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V �I, r� 91 � � 3.6 1 3 C/�111011 A 11VL EXHIBIT C2 PARCEL* TITLE AREA APN 22128-3 ESMT 3675 SQ. FT. 102-050-013 & 018 il ROUTE 91 RIVERSIDE FR4i EEWAY Y POB T S76°15'55"E 183,73, 9D. N --/ p,n9038,583gR.;R50p00.00' 14.92' .__ C3 C2 00 >\ • --CR4 3_, C alliallau.6 4=22°45' `0aa..r. 5 C 1 0 5 411♦ N80 32 54 W 1;2ti 55 6z8q \ 185.29' — S'90 L7 S80' 32'54"E �2. PROPOSED R/VW — -- 96',, 1 71 .86' _. � — 102-050-006 o c`' 22128-3 0 II POiR, LOT A DOC. NO. 2005-035081 1 , O.R. RADIAL TABLE TRACT NO, 2525 '}7/ R1 - N1 3°44'54" E ma 1 0� l -'J POR, LOT A R2 - S 1 1 ° 34'OS"W 99 TRACT NO � 2525 R3 - 51 1 ° 1 1 '01 "W °G>, MS ''r l/ 1 0-1 'r LINE TABLE L5-N72°03'52"W 42.01' L6-572°03'52"E 42.01' CURVE TABLE L7-580°32'54"E 13.44' C1 - A=08°29'03" R= 279.95' L=41.45' L8-509°27'06"W 3.75' C2 - A=07°06'45" R= 309.00' L=38.36' LEGEND C3 - A=00°44'44" R=1935.81' L=25.19' C4 - 0=00°21'37" R=1943.06' L=12.22' (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning e5 - L\=07°06'45' R= 301.75' L-37.46' 0 , C6 - A=08 29 03' R= 287.20 L=42.53 ( ) Title to State 1 1 1 1 l Access Prohibited NOTES 22128-3 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain PERMANENT WALL FOOTING EASEMENT ground distances. All distances are feet unless otherwise noted. i IIin FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive Ste. 200 Sant ❑ Ana Coliforn is 92707 (714)751 7373A 714)545-8883 (Fox) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA*: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V . 91 3.6 2 3 EXHIBIT C2 PARCEL# TITLE AREA APN 22128-3 ESMT 3675 SO. FT. 102-050-013 & 018 RADIAL TABLE R1 - N13°44'54"E . T ►_ C e _L1 ©=22°45'3q„ RQ(JT in r1 4=09°38,58„ R=150p N �1 R=15p0 PROPOSED R/W �C 5 i••��s�I♦� 8N80° 32'54"W L7 -- S80'32'54"E .' _ N1 ° N25a09,55„ 1 0o RJ�E. 28 1 q�F_2,=791�90 00, (_595 JQE 89 C,252° 62 1 85.29' -�.._ 171.86' _ �-- — _ — C 8-+ (R g ) FR�� °p°0o'T-/ r H/4 Y r Gl rr TPOB --' i r Ala.....- r -_1.,__C • .. 22128-3 00 _io 1 I \ .- 1 o 1 ^1 "I^ i Nio rn10 Sp90 �i� r1rn 3 11111 anal _ 2p6C DOC. NO. 2005-035081 1 9 O.R. as lgti i L711, FOR, LOT A wiw (Lc)cr i � c� �, TRACT NO, 595 Inc6j„,; i �� ��� 102-050-006 1 MEI 4 // 1 0- 1 !r P n -7-1, c i--. cv �: tn1N o1Q- I ci) 7 El FOR, LOT A ° b io1;- 1 � 1 M8 'fI/J0-J4 Z'zrn1r-- i 993 zi z i LINE TABLE .0, L1 - S76°15'55"E 183.13' L5 - N72°03'52"W 42.01' \ L6 - 572°03'52"E 42.01' ' L7 - 580°32'54"E 13.44' L8 - 509°27'06"W 3.75' CURVE TABLE LEGEND C1-=08°29'03" R= 279.95' L=41.45' (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning C6 - A=08°29'03" R= 287.20' L=42.531 -'i C7 ,- A=02°26'59" R= 802.19' L=34.30' C8 - A=03°38'57" R= 791.19' L=50.391 ( ) Title to state C9 - A=02°38'05" R= 791.90' L=36.42' MIL Access Prohibited C10 - A=02°04'22" R=1500.00' L=54.27' NOTES 22128-3 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain PERMANENT WALL FOOTING EASEMENT ground distances. All distances are in feet unless otherwise noted. 1 FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santa Ana California 92707 014 )751-7373/(7141545-8883 (Fax) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 �, R I V a� 91 3.6 3 3 • 30 • 1 2 3 4 5 6 7 8 9 10 11 12 13 PS OMAS EXHIBIT `DV LEGAL DESCRIPTION Caltrans Parcel No. 22128-4 Temporary Construction Easement APN 102-050-013 and 018 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most westerly corner of said land; thence South 76°15'55" East 183.13 feet along the general northerly line of said land to a point thereon, said point being the • • 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 beginning of a non -tangent curve, concave southerly, having a radius of 1,500.00 feet, to which point a radial line bears North 13°44'54" East; thence easterly continuing along said general northerly line and said curve 306.89 feet through a central angle of 11 °43'20" to a point thereon, said point being the True Point of Beginning; thence easterly, continuing along said general northerly line and said curve 40.65 feet through a central angle of 01°33'10" to a point thereon, said point being the beginning of a non - tangent curve concave southerly having a radius of 784.40 feet, to which point a radial line bears North 17°04'11" East; thence westerly along said curve 75.94 feet through a central angle of 05°32'49" to a point, said point being the beginning of a non -tangent curve concave southerly having a radius of 783.69 feet, to which point a radial line bears North 13°06'30" East; thence westerly along said curve 50.02 feet through a central angle of 03°39'24"; thence North 80°32'54" West 44.29 feet; thence South 09°27'06" West 7.50 feet; thence North 80°32'54" West 34.56 feet; thence North 75°24'55" West 141.51 feet; thence North 72°15'43" West 89.84 feet to a point on the southwesterly line of said land; thence North 49°32'46" West 11.71 feet along said southwesterly line to a point thereon, said point being the beginning of a non -tangent curve concave northerly having a radius of 1,943.06 feet, to which point a radial line bears South 11°11'01" West; thence easterly along said curve 12.22 feet through a central angle of 00°21'37" to the beginning of a PA2PTG010501\SURVEY\LEGALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-4_TCE.doc 1 /22/2014 Page 1 of 2 EXHIBIT A? -PAGE 16 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26, 27 28 29 30 31 PS OMAS reverse curve concave southerly having a radius of 301.75 feet; thence easterly along said curve 37.46 feet through a central angle of 07°06'45"; thence South 72°03'52" East 42.01 feet to the beginning of a curve concave northerly having a radius of 287.20 feet; thence easterly along said curve 42.53 feet through a central angle of 08°29'03"; thence South 80°32'54" East 13.44 feet; thence South 09°27'06" West 3.75 feet; thence South 80°32'54" East 171.86 feet to the beginning of a curve concave southerly having a radius of 791.19 feet; thence easterly along said curve 50.39 feet through a central angle of 03°38'57" to a point, said point being the beginning of a non -tangent curve concave southerly having a radius of 791.90 feet, to which point a radial line bears North 11°31'49" East; thence easterly along said curve 36.42 feet through a central angle of 02°38'05" to the True Point of Beginning. Containing 3,796 square feet. See Exhibit `D2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of Brian E. Bullock, PLS 5260 Date 22 ¢ P:\2PTG010501\SURVEY\LEGALS122128_APN 102-050-002, 013,014,016,018Tegals122128-4_TCE.doc 1/22/2014 Page 2 of 2 EXHIBIT A?PAGE 17 EXHIBIT D2 PARCEL# TITLE AREA APN 22128-4 TCE 3796 SQ. FT. 102-050-013 & 018 ROUTE 91 RIVERSIDE FREEWAY 8 9 180 1 2 3 4 185 6 7 8 9 190 1 ROUTE 91 RIVERSIDE POB EXISTING SEE SHEET 3 FOR DETAIL FREEWAY C/L STATIONING --t-..— --,-,--7......11.„.. Ll -- R/W j_ 102-050-005 — — -'8q <,\ g r) i , , ,9 ti r y� N9,9 POR„ TL7)� AS YOREJA ALLOTMENT o,l � 3 C221 28-4 � l 0, ,,�- � � � SO,(, Qp� ,� ,� Jill) 2./7 96 p S OS'' Q FOR, LOT A TRACT NO, 5E5 N1E3 'r.// 1 O- 1 1. DOC . NO. 2005- 03508119 O.R. 1 L- ' 9 9• o ,% o 30 va 2a„ � ro, � ; Alec N f O� w DI ,` J 102-050-006 ' �00 FOR., LOT A 1 TRADT NO, 5E35 pF co (,) �--- Q rl it - V1 l/ 1 0 �- J '� WD,, a. P \--' / RADIAL TABLE R1 - N13°44'54"E LEGEND LINE TABLE (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning L1 - S76° 1 5'55"E 1 83.1 3' L2 - S09°26'34"W 109.00' °28'23"W ( ) Title to State L3 - S01 1 51 .46' i 1 i ) 1 Access Prohibited L4 - S23°45'26"E 63.51' NOTES 22128-4 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. i FEET 0 100 200 400 600 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)751-7373/(714)545-8883 (Fax) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO.TOTAL SHEETS 8 — RI V 91 3.6 1 3 1.-^ 1011 19 r7-1 V L 10 EXHIBIT D2 PARCEL# TITLE AREA APN 22128-4 TCE 3796 SQ. FT. 102-050-013 & 018 , ROUTE 91 RIVERSIDE F REE WA y .4i POB T ; 4 S76°15,55„E 1 83. 13' 9 p_�1 0 A 5'34" _ R=15 09' C4 �,� 20 ,q,15000 0' L5" ;.t� PROPOSED R/W C�300.89, R —11� •■5��11,1114,� ` L 1 0 ��.� L8 9 ���I/'L 1 • N75° S80' 32'5411E 1 71 .86' �99 24"55 W 741.51, L7 `0 � � — L5 4 6 22128-4 L6 '� 102-050-006 2005-035081 1 O.R. , DOC. NO. , POR ., LOT A POR ., LOT A TRACT NO, 585 TRACT NO, 595 ma 4 7/ J 0 - 1 ';• 99 M EI ' 7/ / 1 0 - 14 °G> N LINE TABLE RADIAL TABLE L5 - N80a32'54"W 44.29' L6 - S09 27 06 W 7.50 R1-N13°44'54"E L7 - N80°32'54"W 34.56' R2 -S1 1 ° 1 1 '0111W L8 -- N72° 1 5'43"W 89.84' L9 - 572°03'52"E 42.01' LEGEND L10 - S80°32'54"E 13.44' (R) Indicates Radial Bearing TPOB True Point of Beginning L11 - S09°27'06"W 3.75' CURVE TABLE POB Point of Beginning C4 - R=1943.06' L= 12.22' 0=00°21137" ( ). Title to State C5 - R= 301.75' L= 37.46' A=07°06'45" MI I I I Access Prohibited C6 - R= 287.20' L= 42.53' 0=08°29'03" NOTES 22128-4 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are. feet unless otherwise noted. I IIin FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santo Ana, California 92707 (714)751-73734714)545-8883 (Fax/ DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO.TOTAL SHEETS 8 r. rvu°r�YR I VT 34-n91r en 3.6 2 3 1—/%1 L. EXHIBIT D2 • • PARCEL# TITLE AREA APN 22128-4 TCE 3796 S0. FT. 102-050-013 & 018 CURVE TABLE C1 - R=1 500.00' C3 - R= 783.69' C6 - R= 287.20' C8 - R= 791.90' ��1 �) 1 PROPOSED al..■ L 9 �ailliinn - L8 N75° L= 40.65' 0=01 °33'10" R L= 50.02' 0=03° 39'24" OTE L= 42.53' 0=08°29'03" L= 36.42' A=02°38'05" p 4=22045,34„ q 3 2p" R;15poe 1500, 00 , R/W 00, L 1 0 I.t i L L 1 1 S80`32154"E 171.86' 29'55 W 141.51' 9 J RIVER SIDE FRE-Eye, Ay P250—L1 N1,q°-Og'SSrE (R_� e 7R' T 9 l0, 90 7)'i7 _ L=5g 1306. 89 5, 8q � co i/ Q i , C7 L C8 L 7 i, C3 C 2 22128-4 L6 (ti l • :-`^ ^o l - co� o'� oo • 0 N99 DOC. NO. 2005-035081 1 , O.R. �g . `°� 00 �� l TRAol No, 5E35 fr, ct � cr ¢ __. M8 47//Jo-14 l n it ww ,llw l _Low cc !'� : V O a" l ,ro !..0 _14..1 Lei C0 ^ CO " LoN in,_ OM pM l v,_ N,.._ 0 o - 102-050-006 0 n - to ^ l ,-. - o0 zz z PDR , LoT A 9`7j z z l z N TRAGT No, 5 35 '0,>- l zz M2 'f7./1 o - J 'f � l pof� l TD�"�� \ RADIAL TABLE � !OR r-1 p , ii R1 - N13 44 54 E A-) Jr LINE TABLE l 1 u!Mr��jT 3 1/1') LEGEND L1 - S76° 1 5'55"E 1 83.1 3' 2/, L5 - N80°32154"W 44.29' (R) Indicates Radial Bearing TPOB True Point of Beginning POB Point of Beginning L6 - S09o27'06"W 7.50' L8 - N72L7 - N80°32'54 ;W 34.56 °15�43 W 89.84' L9 - 572 03 52 E 42.01 ( ) Title to State L10 - S80°32'54"E 13.44' i i I I Access Prohibited L11 - S09°27'06"W 3.75' NOTES 22128-4 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. FEET 0 25 50 100 150 PREPARED BY: PSOMAS Hutton Santo Ano, Centre Ca irniVeSte. 200 (714)751-73734714)545-8883 (Fax) DATE: 0-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 , R 1 V 91 3. 6 3 3 • 36 • 1 2 3 4 5 6 7 8 9 10 11 12 13 PS OMAS EXHIBIT `E1' LEGAL DESCRIPTION Caltrans Parcel No. 22128-5 Temporary Construction Easement APN 102-050-002 and 014 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most southerly comer of said land; thence North 49°32'46" West 150.69 feet along the southwesterly line of said land to a point thereon, said point being the True • • 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 Point of Beginning; thence North 49°32'46" West 111.21 feet continuing along said southwesterly line to a point thereon; thence North 40°27' 14" East 10.00 feet; thence South 49°32'46" East 111.21 feet; thence South 40°27'14" West 10.00 feet to the True Point of Beginning. Containing 1,112 square feet. See Exhibit `E2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of Brian E. Bullock, PLS 5260 Date PA2PTG010501\SURVEY\LEGALS\22128_APN 102-050-002, 013,014,016,018\L.egals\22128-5_TCE.doc 1/22/2014 Page 1 of 1 EXHIBIT A7PAGE 21 • 38 EXHIBIT E2 PARCEL# TITLE AREA A P N 22128-5 TCE 1112 SO. FT. 102-050-002 & 014 ROUTE 91 RIVERSIDE FREEWAY 8 9 180 1 2 3 4 185 6 7 8 9 190 1 ROUTE 91 RIVERSIDE FREEWAY C/L STATIONING EXISTING R/W ��t _ = _ _ _ a.'(sq� �-- ` L 1 — R�7So9S-3OO 9 ����s �C i /\ 102-050-005 . --=---5'89' (��� \/ e) 0 �1 _-----=--=s- s POR ,rL071�j1 j\� r R.rr_ A .11 Q� N99O 3 m51 2l l cp 96 i ° p'2a' E Ali' N36 3 R POR , LOT A L TRACT NO, 2525 9 221 28- 5 r, O N MJ V/ J 0- 1, 9� � Q . 0,,,\\ � ,, ; `; 00 SEE SHEET 2/,! 102-050-006 FOR DETAIL c� DOC. NO. 202,5- POR, LOT A 0350811, O.R/.0 TRA OT No, 525 �', M8 7// 1 0- 1 't � Ov OS O O> c3 RADIAL TABLE J fit', T -� ROB Q. �/ W p R1 - N13°44'54"E LEGEND LINE TABLE (R) Indicates Radial Bearing TPOB True Point of Beginning POB Point of Beginning L1 - 576°15'55"E 183.13' L2 - 509°26'34"W 109.00' °28'23"W ( ) Title to State L3 - 501 151 .46' ) I 1 I l Access Prohibited L4 - S23°45'26"E 63.51' NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain 2 2 1 2 8- 5 TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. i FEET 0 100 200 400 600 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Sonto 92707 (714)751n 7373/C7Col014)545-8883 (Fax) DATE: 02-12-2013 REV. 1: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 2m 91 ^- 3.7 1 2 AI'Y M 17i; YHI� EXHIBIT E2 PARCEL# TITLE AREA A P N 22128-5 TCE 1112 SQ. FT. 102-050-002 & 014 4 FOR, TOMAS YORAA e/ ALLOTMENT \ M8 2/ J \ ___ ___ ___ ___ ___ ___ ___ — 1 k9 I • DOC. NO. 2005-035081 1, O.R. ' i ti9 WID oo �). FOR, LOT A l M o 4 vARI'FS 7,0 N 'Tr�r�CT �l0 , 25�35 0- F M8 ';I/JO�-1'r / N / o 77 Jcp' / CC ,°2796 } I I H O O CC // 22128-� / u z / V90, ,�°27 , cc(J) / 2 9 s90 0 / w w m J I FpR ,I LOT A TRACT;NO „ 2525 M8 27i10-J4 uo T °II 0019 .`L t o / '� �. i 7S I o 6 I .9 J, 9 Q Q a r0 o CC No.; W � o cn � I 102-050-006 °O>' 44' 44 ,„,- POB LEGEND (R) Indicates Radial Bearing TPOB True Point of Beginning POB Point of Beginning ( ) Title to State I I I I ( Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain 2 2 1 2 8- 5 TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. I 'mum' , FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (710751-7373/(714)5AS-0BU (Fox) DATE: 02-12-13 REV. 1: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 -.- - -.,� dL1 - - - -- 3.6 2 2 • • • 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS oMAS EXHIBIT `Fr LEGAL DESCRIPTION Caltrans Parcel No. 22128-6 Temporary Construction Easement APN 102-050-002 and 010 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most southerly corner of said land; thence North 49°32'46" West 12.08 feet along the southwesterly line of said land to a point thereon, said point being the True Point of Beginning; thence North 49°32'46" West 15.23 feet continuing along said line to a point thereon; thence North 09°26'47" East 67.15 feet; thence North 80°33'13" West 19.61 feet; thence North 18°20'49" East 61.22 feet; thence South 69°42'53" East 3.73 feet; thence North 20° 17'07" East 58.02 feet to the beginning of a curve concave westerly having a radius of 64.45 feet; thence northerly along said curve 70.64 feet through a central angle of 62°48'13"; thence North 47°28'54" East 17.97 feet to a point on the general easterly line of said land; thence along said general easterly line the following two (2) courses: 1) South 23°45'26" East 19.14 feet and 2) South 01°28'23" West 86.42 feet; thence South 09°55'26" West 112.99 feet; thence South 09°27'35" West 35.94 feet to the beginning of a curve concave westerly having a radius of 446.00 feet; thence southerly along said curve 18.27 feet through a central angle of 02°20'48" to the True Point of Beginning. Containing 4,098 square feet. See Exhibit `F2' attached hereto and made a part hereof. PA2PTG010501\SURVEY\LEGALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-6_TCE.doc 1/22/2014 Page 1 of 2 EXHIBIT i1PAGE 24 1 2 3 4 5 6 7 8 9 10 11 12 13 14 . 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS oMAS The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of ,72?&//,' 1-22-4 Brian E. Bullock, PLS 5260 Date PA2PTG010501\SURVEY \LEGALS122128_APN 102-050-002, 013,014,016,018\Legals122128-6_TCE.doc 1/22/2014 Page 2 of 2 EXHIBIT A IDAGE 25 EXHIBIT F2 PARCEL# TITLE AREA A P N 22128-6 TCE 4098 SO. FT. 102-050-002 & 010 ROUTE 91 RIVERSIDE 8 9 FREEWAY 180 1 2 3 4 185 6 7 8 9 190 1 ROUTE 91 RIVERSIDE FREEWAY C/L STATIONING EXISTING R/W �, s ' `� �sq� L 1 4^22°45, e\S `(:)(, : R,1900. 34 Vr , 1\ 00, 102-050-005 - 1=---_______r--=- -- - 84 7. \,,, 0 Sip ,� FOR, TOM �r R8A QRoQo 99 ALLOTMENT I �- I ME 2 / / 96 "� I N3 °° -56 FOR, LOT A � ----_ I 25 TRACT/ f NO, 2 9 �22128-6 i \c NJ8 r 7/ 1 D- 1 .7 I" �' 1 O �cc 1 02-050-006 1 , " 1� w DOC. NO. 20�5- FOR, LOT A 035081 1 , O.R TRACT NO „ 2505 M8 z1-7/ 1 O- J -4 SEE SHEET I -J o co 2- �.s2- FOR DETAIL RADIAL TABLE _____- R1 - N13°44'54"E LINE TABLE LEGEND L1 - S76o15'S5 E 183.13' (R) Indicates Radial Bearing POB Point of Beginning L2 - S09 26"34"W 109.00' °28'23"W ( ) Title to State L3 - S01 1 51 .46' 1 l 1 (i Access Prohibited L4 - S23°45'26"E 63.51' NOTES 2 2 1 2 8- 6 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. I FEET 0 100 200 400 600 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Sonf Ano, 73/(714)54 927087) (714 751-7373/(714)545-883 (Fox DATE: 01-22-2014 REV.: EA: OF540 FAit: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 RI 1 IV 41 91 3.7 1 2 cArIIOI I F1'Y'Hl7C L EXHIBIT F2 PARCEL# TITLE AREA A P N 22128-6 TCE 4098 SO. FT. 102-050-002 & 010 Ill LINE TABLE L5 — N49°32'46"W 12.08' L6 — N49° 32'46"W 1 L7 — N09 26`47' E 67.1 L8 — N80°33'13"W 19.61' L9 — N1 8°20'49"E 61 L10 — S69°42`53"E 3.73' L11 — N20°17'07"E 58.02' L12 — N47°28'54"E 17.97' L13 — S23°45'26HE 19.14' L14 — 509°27'35"W 35.94' DOC. NO. TRADT N. / 5.23' FOR., Jet/ 5 TOMAS YORBA N./<� Al I OTIVJPINT �i ki.' .22' MEI ,/ l � 2005-035081 1 , O.R. T J FOR, LOT A 0.) NO. 2595 L10 � N MS 'f /71 O -- 14 - \ N co S23°g5'26"E 63.51' � v . - ro N 0 N v ° � O Ln E WIDTH VARIEs � 0 i o Q O o / 114 990 (221 28-6 —' N z co / F6R TRACT, It/J 1 32 ., LOT A NO., 5 35 ' l 1 0 1 't , 96 ry \ L8 J g9 *0?, Ln in rn vv)) •Kr J � In u U.1 � •sr , 0 L0 Nc1- ° O CT)'- O in J C.), Ur) 0 w Cn I 102-050-006 k 4l 4q• TPOB 44' 1 " POB RADIAL TABLE LEGEND R1 — N47°28'54"E v'i (R) Indicates Radial Bearing TPOB True Point of Beginning R2 — 578° 1 1 '37"E CURVE TABLE POB Point of Beginning ° C1 — R= 64.45' L=70.64 A=62°48'13 ( ) Title to State (() Access Prohibited C2 — R=446.00 L=1 8.27 A=02 20 48 NOTES 22128-6 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. i I FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santo Ano, Colifornia 92707 (714)751-7373/(714)545-8883(Fox) DATE: 01-22-2014 REV.: EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 r„RIVT����91 �,� 3.6 2 2 SERFAS SERVICE STATION, INC. 102-050-002, 010, 013, 014, 018 NIMMIMINIMINRI FEE 12,240 SF mmliiillimmmomonsi PWFE (PERMANENT WALL FOOTING) 3,675 SF iimoniiimmismniiis TCE (TEMPORARY CONSTRUCTION) 9,006 SF ATTACHMENT 2 RESOLUTION NO. 14-017 RESOLUTION OF NECESSITY FOR THE ACQUISITION OF FEE, TEMPORARY CONSTRUCTION EASEMENT, BUILDING DEMOLITION EASEMENT, AND BUILDING ACCESS EASEMENT INTERESTS IN CERTAIN REAL PROPERTY, BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NO. 118-330-009, LOCATED IN CORONA, RIVERSIDE COUNTY, CALIFORNIA, FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT, WHICH COVERS THE AREA BETWEEN PIERCE STREET ON THE EAST TO THE COUNTY LINE ON THE WEST, IN RIVERSIDE COUNTY, CALIFORNIA WHEREAS, the Riverside County Transportation Commission (the Commission) proposes to acquire fee, temporary construction easement, building demolition easement, and building access easement interests in certain real property, located in Riverside County, California, more particularly described as Assessor Parcel No. 118-330-009 (Caltrans Parcel Nos. 22175-1, 22175-2, 22175-3, 22175-4, 22175-5, and 22175-6), for the State Route 91 Corridor Improvement Project in Riverside County, California, pursuant to the authority granted to it by section 130220.5 of the California Public Utilities Code; and • • WHEREAS, pursuant to section 1245.235 of the California Code of Civil Procedure, the Commission scheduled a public hearing for Wednesday, May 14, 2014 at 9:30 a.m., at the County Administration Building, Board of Supervisors Chambers, at 4080 Lemon Street, Riverside, California, and gave to each person whose property is to be acquired and whose name and address appeared on the last equalized county assessment roll, notice and a reasonable opportunity to appear at said hearing and be heard on the matters referred to in section 1240.030 of the California Code of Civil Procedure; and WHEREAS, said hearing has been held by the Commission, and the affected property owner and other interested parties were afforded an opportunity to be heard on said matters; and WHEREAS, the Commission may now adopt a Resolution of Necessity pursuant to section 1240.040 of the California Code of Civil Procedure; NOW, THEREFORE, THE COMMISSION DOES HEREBY RESOLVE AND DECLARE AS FOLLOWS: Section 1. Compliance with California Code of Civil Procedure. There has been compliance by the Commission with the requirements of section 1245.235 of the California Code of Civil Procedure regarding notice and hearing. 46 Section 2. Public Use. The public use for the fee, temporary construction easement, building demolition easement, and building access easement interests in the property to be acquired is for the SR-91 CIP in Riverside County, California. Section 130220.5 of the California Public Utilities Code authorizes the Commission to acquire, by eminent domain, property necessary for such purposes. Section 3. Description of Property. Attached and marked as Exhibit "A" are the legal definitions, legal descriptions, and/or plat maps of the portions of the parcel upon which the fee, temporary construction easement, building demolition easement; and building access easement interests to be acquired by the Commission are located, and which describe the general location and extent of the property with sufficient detail for reasonable identification. Section 4. Findings. The Commission hereby finds and determines each of the following: (a) The public interest and necessity require the proposed project; (b) The proposed project is planned or located in the manner that will be most compatible with the greatest public good and least private injury; (c) The property defined, described and/or depicted in Exhibit "A" is necessary for the proposed project; and (d) The offer required by section 7267.2 of the California Government Code was made. Section 5. Use Not Unreasonably Interfering with Existing Public Use. Some or all of the real property affected by the interest to be acquired is subject to easements and rights of way appropriated to existing public uses. The legal descriptions of these easements and rights of way are on file with the Commission and describe the general location and extent of the easements and rights of way with sufficient detail for reasonable identification. In the event the herein described use or uses will not unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, counsel for the Commission is authorized to acquire the herein described interest subject to such existing public use(s) pursuant to section 1240.510 of the California Code of Civil Procedure. Section 6. More Necessary Public Use. Some or all of the real property affected by the interest to be acquired is subject to easements and rights of way appropriated to existing public uses. To the extent that the herein described use or uses will unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, the Commission finds and determines that the herein described use or uses are • 47 • more necessary than said existing public use. Counsel for the Commission is authorized to acquire the herein described real property appropriated to such existing public uses pursuant to section 1240.610 of the California Code of Civil Procedure. Staff is further authorized to make such improvements to the affected real property that it determines are reasonably necessary to mitigate any adverse impact upon the existing public use. Section 7. Further Activities. Counsel for the Commission is hereby authorized to acquire the hereinabove described real property in the name of and on behalf of the Commission by eminent domain, and counsel is authorized to institute and prosecute such legal proceedings as may be required in connection therewith. Counsel is further authorized to take such steps as may be authorized and required by law, and to make such security deposits as may be required by order of court, to permit the Commission to take possession of and use said real property at the earliest possible time. Counsel is further authorized to correct any errors or to make or agree to non -material changes in the legal description of the real property that are deemed necessary for the conduct of the condemnation action, or other proceedings or transactions required to acquire the subject real property. Counsel is further authorized to reduce or modify the extent of the interests or property to be acquired so as to reduce the compensation payable in the action where such change would not substantially impair the construction and operation for the project for which the real property is being acquired. • • Section 8. Effective Date. This Resolution shall take effect upon adoption. APPROVED AND ADOPTED this 14th day of May, 2014. Marion Ashley, Chair Riverside County Transportation Commission ATTEST: Jennifer Harmon, Clerk of the Board Riverside County Transportation Commission 48 • 49 • • Legal Definitions of Property to be Acquired The following is a list of definitions of legal rights to be acquired by Riverside County Transportation Commission: (The rights being acquired may be exercised mutually exclusive of each other.) "Fee" also known as fee simple or fee simple absolute, grants to RCTC, absolute ownership of the property. "Temporary Construction Easement" (TCE) refers to the right of RCTC, its successors and assigns, to engage in construction and related activities for the project. With respect to CPN 22175-2, such right shall be exercised for a period of 12 consecutive months, beginning no fewer than 72 hours after the date that RCTC provides written notice of commencement of possession to the property owner. CPIs 22.'75-5 and_22175-A, euch rights_ghall he exercised for a perind of 6 consecutive months, beginning no fewer than 72 hours after the date that RCTC provides written notice of commencement of possession to the property owner. The duration of the rights under this easement shall not extend beyond November 6, 2017, or upon filing of a Notice of Completion, whichever is earlier. Property Owner shall not cause, directly, indirectly or negligently, any interference with or harm to the rights conveyed hereunder. "Building Demolition Easement" refers to an exclusive temporary easement and right of way in favor of RCTC, its successors and assigns, for the purpose of demolition, construction, reconstruction, and repair of the building and improvements located therein, together with all necessary rights incidental thereto. Property Owner shall not erect or construct, or permit to be erected or constructed, any building, structure or improvement on, over, or under any portion of the easement, or plant trees or any other vegetation on any portion of the easement except with the prior written consent of RCTC, its successors and assigns. RCTC shall have the right to trim, cut or clear away any trees, brush, or other vegetation from time to time as determined in its sole discretion, without payment of additional compensation. 17336.02100\8762781.1 EXHIBIT PAGE 1 No other easements shall be granted on, under or over the easement without the prior written consent of RCTC, its successors and assigns. Such right shall be exercised for a period of 6 consecutive months, beginning no fewer than 72 hours after the date that RCTC provides written notice of commencement of possession to the property owner. The duration of the rights under this easement shall not extend beyond November 6, 2017, or upon filing of a Notice of Completion, whichever is earlier. Property Owner shall not cause, directly, indirectly or negligently, any interference with or harm to the rights conveyed hereunder. "Building Access Easement" refers to a non-exclusive temporary easement and right of way in favor of RCTC, its successors and assigns, to use the area to disconnect and tie-in to the existing structure, utilities and mechanical systems, for inspection purposes, and to traverse an access way to access RCTC owned facilities and/or construction site, as determined necessary by RCTC, together with all necessary rights incidental thereto, on, over, under and across the property in connection with the exercise of any easement rights described herein. Property Owner shall not erect or construct, or permit to be erected or constructed, any building, structure or improvement on, over, or under any portion of the easement, or plant trees or any other vegetation on any portion of the easement except with the prior written consent of RCTC, its successors and assigns. No other easements shall be granted on, under or over the easement without the prior written consent of RCTC, its successors and assigns. Such right shall be exercised for a period of 6 consecutive months, beginning no fewer than 72 hours after the date that RCTC provides written notice of commencement of possession to the property owner. The duration of the rights under this easement shall not extend beyond November 6, 2017, or upon filing of a Notice of Completion, whichever is earlier. Property Owner shall not cause, directly, indirectly or negligently, any interference with or harm to the rights conveyed hereunder. 17336.02100\8762781.1 EXHIBIT PAGE 2 • 2 3 4 5 6 7 8. 9 10 12 13 PSOMAS EXHIBIT `Al' LEGAL DESCRIPTION Cal mns Parcel No. 22175-1 Fee Acquisition APN 118-330-009 In the City of Corona, County of Riverside, State of California, being a portion of Parcel 1 at shown on that certain Parcel Map filed in Book 40, Pages 65 and 66 of Parcel Maps, Records of Riverside County, California, described as follows: Beginning at the southwesterly comer of said Parcel 1; thence along the westerly line of said Parcel 1, North 07°59'08" East 29.18 feet to the beginning of a non -tangent curve, • • 14 15 16 17 1,8 -19 20 .21 22 24 25 26 27 28 29 30 31 concave southerly, having a radius of 5,172.00 feet, a radial hne to said beghining bears North 07°50'48" West thence lea.viiig said -westerly line, and trayeling easterly 196.53 feet along said curve, through:a central angle of 02°10'38" to a. point on the easterly line: of said Parcel 1, distant thereon 30.12 feet from the southeasterly comer thereof; thence along said easterly line and the southerly line of said Parcel 1, liie following three (3) courses,: 1. South 07°58'36' West 30.12 feet to a curve concave southerly having a radius of 5,153.00 feet, a radial line to said carve bears North 05°38'03"West; 2. Westerly 172.88 feet along said curve through a central angle of 01°55'20" to the beginning of a reverse curve, concave northerly, having a radius of 366.00 feet; 3. Westerly 23.42 feet along said curve, through a central angle of 03°39'57" to the southwesterly corner of said Parcel 1 and the Point of 13eginning. Contains 5,708 square feet M:\2PTG010501\ST_TRVEY\LEGALS\22175_APN_118-330-009\Legal\22175-1.docx Page 1 of 2 11/21/13. EXHIBIT PAGE 3 PSOMAS 1 2 The distances described herein are grid distances and are based on California Coordinate 3 i System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing 4 grid distances by the mean combination factor of the courses being described; The mean 5 combination factor for this conversion is 0.99997476. 6 7 See Exhibit `A2' attached hereto and made apart hereof.. 8 9 Prepared under the direction of. 10 11 12 ll 13 144.1011,011�-- 14 Jeremy L. Evans, PLS 5282 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 '6• WI Date 0t.. LAND wN,pL, 4.1;54\ o. n- No. 5282 x' 41' Exp. 12/31/13 ` s. ; 9T CAS\F M:\2PTG010501\SURVEYILEGALS122175_APN_118-330-0091Lega1122175-1.docx Page 2of2 11/21/13 EXHIBIT PAGE 4 EXHIBIT A2 • PARCEL# TITLE GRANTOR AREA APN 22175-1 FEE DVORAK & PAYNE LTD 5,708 SF 118-330-009 CURVE TABLE RADIAL TABLE Cl - A=2°10'38" R=5172.00' L=1.96.53' R1 - 503°53'26"E C2 - A=1 ° 55'20" R=51 53.00' L=1 72.88' R2 - N05° 38'0;3"W C3 - A=3°39'57" R= 366.00' L= 23.42' R3 - N07°50'48"W R4 - N05°40'10"W N8203'23"W r^ 189.99 i LI.NE TABLE L l - N07° 59'08"E 29.1 8' L'2 - S07° 58'3.6"W 30.1 2' 778-320-007J .M CV co p v- • f`- is I F ~ cv 6 . cv I I` . li ) Q q ? P r"I j 778-330-777 w Cr)" to i , 4 I PDI 2 PAR CE1 MAP P.,1V1 , F' i 2-10 / 5 'mo b PDI 3 718 320-008 `-n c) I LIJ ° I 1Co in PCI J,r- 0 1 1 1 Lo , �° AREEI C III 5Ea PR° E� R1� _j S 1 -�� j _ -'1� T� r� Z • IS- 1r11G J INA POM� NI tr ROAD l C3 1391 � VESI ReOX 5IN110INGFDRE E W AY ERSIDE Rill265 RIvv wr R ,iR09Os- )05IF E91 3 E. POUT LEGEND (R) Indicates Radial Bearing POB Point of Beginning ( ) Title to State 1 i 1 I I Access Prohibited NOTES 22175-1. Coordinates and bearings ore on CCS 1983(2007.00) Zone 6. Distances and stationingare grid distances: Divide by 0.9999747.6 to obtain FEE ACQUISITION ground distances. All distances are in feet unless otherwise noted. I �� FEET 0 50 100 200 00 PREPARED BY: PSOMAS 3 Hut -tor. Centre -give, Ste.. 200. Song Ano, C •"forr.ia 92707 1-714) 5,-73731t714)j4S-88E3'(Fm0 DATE: 10-24-2011 REV. 4:11-12-2013 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V (� J 1 5.0 1 1 EXHIBIT f* PAGE 5 • 55 • 2 3 4 5 6 7 8 9 10 11 12 13, PSOMAS EXHIBIT Bl' LEGAL DESCRIPTION Caltrans Parcel No. 22175-2 Temporary Construction Easement APN 118-330-009 In the City of Corona, County of Riverside, State of California, being aportion of Parcel 1 AS shown on that certain Parcel Map filed in 13ook 40, Pages 65 and 66 of Parcel Maps, Records of Riverside County, California, described as follows: Beginning at a point on the westerly line of said Parcel 1, distant thereon 29.18 feet from the southwesterly comer thereof; thence along said westerly line, North 07°59'08" East • • 14 15 16 17 IS 19 20 21 22 23 24 25 26 27 28 29 30 31, 15.52 feet to the beginning of a non -tangent curve, concave southerly, having a radius of 5,187.00 feet, a mdial line to said beginning beaus North 07'47'59" West; thence leaving said westerly line and traveling easterly 196.49 fee along said curve through a central angle of 02°10'14" to the easterly line of said Parcel 1; thence along said easterly line, South 07'58'36' West 15.43 feet to.a point distant thereon 30,12feet from the southeasterly corner of said Parcel 1, said point being the begimiing of anon -tangent curve, concave southerly, having a radius of 5,172.00 feet, a radial line to said beginning bears North 05° 40'10" 1'est; thence leaving said easterly line and traveling westerly 196.53 feet along said curve through a central angle of 2° 10'38" to the westerly line of said Parcel 1 and the Point of Beginning. Contains 2,948 square feet The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. M:12PTG010501 \SURVEY\LEGALS\22175_APN118-330-009 \Lega1122175-2.docx Page 1 of 2 EXHIBITW PAGE 6 PS oMas See Exhibit 132' attached hereto and made apart hereof Prepared under the direction. of fidt2evvo it• 1,01$ Jeremy L. Evans, PLS. 5282 Date - Its A2PTG01-0501\SURVEYILEGALS\22175 APN_11.$-330-0091Legal\22.175-2.docu. Page 2 oft: EXHIBIT PAGE 7 EXHIBIT B2 PARCEL# TITLE GRANTOR AREA APN 2'2175-2: TCE DVORAK & PAYNE LTD 2,948 SF 118-330-009 CURVE TABLE I INF TARI F C1 - A=2°10'121" R=5187.00' L=196.49' L1 - N07°58'36"E 30.12' C2 - A=2° 10'38" R=51 7.2.00' L.=1 96.53' L2 - 1\107° 59'08"E 29.1 8' C.3 - A=1.°:55'.:20" R=5153.00' L=1.72.88' L3 - N.07°59'08"E15.59' C4. - A=3°39'57" R= 366.00' L:= 23.42' L4 - S.07°5.8'36"W 1.5.43' N82'03'23"W RADIAL TABLE i 189..g9'--- 1 j R1 - N07°50148"W R2 - N07°47'59" W I R3 - N051°37'45"W 118`-320-007 re) i 61 R4 - N05° 38'.03"W (J ( : vr i ,` R5 - S03°53'26" i re)co ' v 1 PARCEL MA P L S' 40/65 - 66 1 18-33Q-1 17 w o Cyr. ur , PDL 1 ► i 1-- iCc --- , POL 2 w FBI_ 3 118-320-008 I ti 1 1. b ( 1- z 10 M. PDL 1 R ; S , 'J5/2' 0 p1:20F9�R/W L3POB i ii ,� I T � , � is I .. � Co1 li J o i z �, o o: z OE k-Q EXIST.i �� STR�E� W RppQ C,3 R4 N CQ R5 IY RlAt4 REEWAY 9 �-'' C 1 W RIVERSIDE 6 9 1 255 4 pRopoS-pilliW pM8 go�65 r6ROu,�-E F O � 3 2 LEGEND (:R.) Indicates.Radiol Bearing POB Point of Beginning —------ ( -) Title to State i .I 1 .i I Access Prohibited NOTES 22175-2 Coordinates and bearings are on CCS .1983(2.007.00) Zone 6. Dis;tances. and stationingare grid distances. Divide by O.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. I �� FEET 0 S0 100 200 00 PREPARED BY:: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santa Ano, Coliforlia 92707 (714)751-7373L(714)545-3863.(Foa) DATE.: 10-24-2011 REV. 4:: 11-12-2013 EA: O:F540 FA#: DISTRICT COUNTY ROUTE SHEET PM - SHEET NO... TOTAL SHEETS 8 R I V '9 1 5.0 1 1 EXHIBIT , PAGE 8 • • • 59 1 2 4 5 6 7 8 9 10 11 12 13 PSOMAS EXHIBIT 'CI' LEGAL DESCRIPTION Ca'trans Parcel No. 22175-3 Building Demolition Easement APN 118-330-009 In the City ofCorona, County of Riverside, State. of California, being a portion of Parcel 1 as shown on that certain Parcel Ivlap filed in. Book 40, Pages 65 and 66 of Parcel Maps, Records of RiVerside County, California, described as f011ows: Beginning. at the southwesterly comer of said Parcel 1; thence North 07°59'08" East 134.82 feet along the westerly line of said Parcel 1; thence South 82'03'18" East 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 • 35.55 feet to the True Point of Beginning; thence continuing South 82°03'18" East 118.12 feet; thence South 07°57'41" West 64.71 feet to the begiiming of a non tangent curve concave southerly having a radius of 5,172.00 feet, a radial line to said beginning bears North 06°05'04" West; thence westerly along said curve 122.21 feet through a central angle of 01'21'14"; thence North 08°00'33" East 95.73 feet to the True Point of Beginning. Contains 9,448 square feet The distances described herein are grid distances and are based on California Coordinate System of 1983,. Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being d.escribed. The mean combination factor for this conversion is 0.99997476. See Exhibit TT attached hereto and made apart hereof. MA2PTG010501\SURVEY \LEGALS\22175_APN_118-330-009\Legal\22.175-3-BDEclocx POge 1 of 2 5/18/2012 EXHIBIT PAGE 9 PS OMAS 2 Prepared under the direction of 3 4 5 ! �/. L- s Jeremy L. Evans, PLS 5282 7 8 9 10 11 1.2 13 14. 15 16 17 18 19 20 21 22 23. 24 25 26 27 28 29 30 31 1l. 6.2. t3 Date MA2PTG01050115URVEYILEGALS122175 APN_118-330-0091Lega1122175-3 BDE.docx Page 2; of 2 5/18/2012 EXHIBIT f1PAGE 10 EXHIBIT C2 PARCEL# TITLE GRANTOR AREA APN 22175-3 E3DE DVORAK & PAYNE LTD 9,448 SF 118-330-009 CURVE TAII_E LINE TABLE C1 - A=02°10'38" R=5172.00' L=196.53' L1 - N07°59'08"E 134.82' C2 - A=01°55'20" R=5153.00' L=172.88' L_2 - S82°03'18"E 35.55' C3 - A=03°39'57" R= 366.00' L= 23.42' 1_3 - S07°57"41"W 64.71' C4 - A=01°21'14" R=5172.00' L=122.21' LA - N08°00'33nE 95.73' 1/ 8-320-002 118-330-004 S82" 03123"E RADIAL TABt.E 18979-9-' - -1 R1 - S03°53'26"E 1 R2 - N05°38/03"W R3 - N07°26`17"W 7/8-320-007 - r**1 ! . 1:24 - N06°05'04"IN N Lo ra v- - • R5 - N07°50'48"W R6 - N05°40410"W -'01 I c\J I in r- re) V 118-330-117 rl 118-320-008 Lu Pei- i PCL 2 PDL 3 .7. co , C__. J PARCEL MAP in J J J 0,-.),'-' 0 R _,S , 45/20 IIII TPOB c) I. : z 1 .0 ,. 1 S82 03 18 'E rn L21 118.12 -n" .:2° in vas-v1,1\10 POB ( 0 51RE 1 iR \N SW`L..Y. CORNER _ t, 111.1M "s"-) 2 R6 PARCEL 1 I I_ ONA " PMB 40/65-66 .J _ --- _ - - ROAD kA PROPOSED R5 _ tO poiy, STREET • /W 30 R4 R2 C2 C3 R1 pRl'IN( oPOS/% r-oppEWAY P 1- I- \ t- DE *G 265 --------- CA51,11\11RST \IIN( LEGEND 91 R1VEA \t'IP'N? (R) Indicates Radial Bearing POB Point of Beginning TP013 True Point of Beginning ROUTE FRE 2. 1 RNI RSI° ' NING 1 RO c.-1- p,110 ( ) Title to State . CP... ' 11111 Actess Prohibited NOTES 22175-3 Coordinates and bearings are on CCS 1983(2007.00) Zone S. Distonces and stationing are grid distances. Divide by 0.99997476 to obtoin BUILDING DEMOLITION EASEMENT ground distances. All distances are in feet unless other -wise noted. I. FEET 0 So 100 200 300 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santa Apo Col i .orn I a 92707 (7141751-7'373/(714)54S-8.5133 (Fox) DATE: 05-18-2012 REV.: 1: 11-12-2013 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO, TOTAL SHEETS 8 RIV 91 5.0 1 1 EXHIBIT PAGE 11 • 63 • 1 2 5 4 5 6 7 8 9 10 11 12 13 PSOMAS EXHIBIT 'Dr LEGAL DESCRIPTION CaWatts Parcel No. 22175-4 Building Access Easement APN 118.-330-009 In the City of Corona, County of Riverside, State of California, being a potion of Parcel 1 as shown On that certain Parcel Map filed in Book 40, Pages 65 and 66 of Parcel Maps, Records of Riverside County, California, described as follows: Beginning at. the southwesterly corner of said Parcel 1; thence North 07°5'9'08" East 138.82 feet along the westerly line of said Parcel 1; thence South 82°03'18" East • • 14 15 16 17 18 19 '20 21 22 23 24 25 .26 27 28 29. 30 31 35.55 feet to the True Point of Beginning; thence North 08°00'33" East 331.68 feet; thence South 81°59'28" East 11784 feet; thence South 07°57'41" West 331.55 feet; thence North 82°03'18' West 118.12 feet to the True Point of Beginning. Contains :3'9,123 square feet The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean cthribination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. See Exhibit 'D2' attached hereto and made apart hereof MA2PTG0105011SURVY\LEGALS\22175_APN_118-330-009\Legal\22175-4-BAE.docx Pap 1 of2 5/18t2012 EXHIBIT klPAGE 12 PS OMAS 1 2 Prepared under the direction of 3 4 5 �c-trwo 6 Jeremy L. Evans; PLS 5282 8 9 10 11 12 13 1.4 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 Date MA2PTG0105011SU.RVEY\LEGALS\22175_APN_118-330-009\Lega1\22175-4-BAE:docx Page 2of2 5/18/2012 EXHIBIT ASPAGE 13 EXHIBIT D2 PAR'•CEL# TITLE GRANTOR AREA APN 221;75-4 BAE DVOR.AK & PAYN.E LTD 39,123 sr 118-330-009 CURVE TABLE LINE TABLE C,1 - A=02°10'38"' R=5172..00' C2 - A=01 °•55'20" R=51 C3 - A=03°39'57" R= L=196.53' 5.3.00' L=1 72.88' 366..00' L= 23.42' 582°03'23"E 1'89.99' L1 L2 - N0.7°59`08"E 134.82' - S82°03'1:811E 35.55' 118-.330`-009` 118-320-002 rn NI-. co '' co Q' t: �— S81 59'2'8"E 1.17.84'' >n ro r� t� N M ro q DEL: :MAP r , I0i5- 6b _ PC _ RADIAL TABLE R1 R2 ,I - 50.3°53.'26"E - N05° 38'0.3" W 118-320-007� r M ,o 0 o PAR NI P , �I m co P 11 8-330-1 1,7 2 I FEL 3 1.18-.320-008 R.'S, 4512.0 Q�B �� 2y €. L2 w z TPQB ° a 1 9 2 co ° o `�' 0� s1.REE ONP �XISTI14 �Q MONp RQAD G R WAY FREE 265 A. 3 �R��`"A\ E A RI 1 -004G SIN �1^8.12' _ II I �R �3 N82° 03'1 8�" I 1 - ,� C2 1 _ D PR°rpR w ���TE SW`LY .CORNER PARCEL ,1 PM.B 40(65.-66 PROP.O 'ED STREET R./W w� RSIDE V �1VE C, �� f LEGEND (R) Indicates PO.B Point of TPOB True Point Radial Bearing Beginning of Beginning State_ Prohibited ( ) Title: to 11 i I I Access NOTES 221 75-4 BUILDING ACCESS .EASEMENT Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain. ground distances. All distances are in feet unless otherwise noted. risinimmimn FEET A 50 100 200 300 PREPARED BY: PSOMAS -3- Mutton Centre Drive; Ste. 20e Sonfo Arlo "Cblifornia BZ AY? (714)7S1•-7373/(7141545-8887: Vox) DATE: 05.-18-2012 REV. 3: 11-12-2.013 EA: OF540 FAn: DISTRIC'T COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS - 8 R I-V 91 5.0 1 1 EXHIBIT WAGE 14 • 67 3 4 5 6 7. 8 9 10 11 12 13 P'S O M AS EXHIBIT `El' LEGAL DESCRIPTION Cakraus Parcel No. 22175-5 Tempora Construction Easement APN 118-330-009 In the City of Corona,..County`of Riverside, State of California, being a portion of Parcel 1 as shown on that certain Parcel Map filed in Book 4Q, Pages 65 and 66 of Parcel Maps, Records of Riverside' County, California, ,described as follows: Beginning at the southwesterly corner of said Parcel 1; thence North 07°59'08" East 29.18 feet along the westerly line of said Parcel 1 to the True Point of Beginning; thence 14 1.5 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 continuing North 07°59'08" East 105.64 feet along said westerly line; thence South 82°03'18" East45.87 feet; thence South 08°00'33 West 92.9.0 feet to the beginning of non -tangent curve concave southerly having,a radius of 5,172.00 feet, a radial :line. to said beginning bears North 07° 19'10" West; thence westerly along said curve 47.58 feet through a central angle of 00°31'38" to the True Paint of Beginning. Contains 4,550 square feet The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone. 6, 2007.00 epoch. Ground distances maybe obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. See Exhibit 'E2' attached hereto and made apart hereof MA2PTG010501\SURVEY\LEGALS\22175_APN_118' 330-009\Lega1122175-5-TCE.docx Page 1 of 2 5/18/2012 EXHIBIT WAGE 15 1 2 3 4 5 6' 7 8 9 10 11 12 13 14 15 16' 17 18 19 20 2.1 22 23 24 25 26 27 28 29' 30 RSMAS Prepared under the direction of c,lt4teYv141 G �vow.o Jeremy L. Evans, PLS 528.2 1 i . 25.1013 Date N1:12PTG010501\SURVEY\LEGALS122175_APN 118-330-009Eega1\22175-5-TCE.docx Page 2 of 5/18/2012 EXHIBIT ft9PAGE 16 EXHIBIT E2 • • PARCEL# TITLE GRANTOR AREA AP 22175-5 TCE DVORAK & PAYNE LTD 4,550 SF 118-330-009 CURVE TABLE LINE TABLE C1 - A=02° 10'38" R=51 72.00' L=1 96.53' L1 - N07° 59'08" E 29.1 8' C2 - A=01 °55'20" R=51 53.00' L=172.88' L2 - N07°59'08"E 105.64' C3 - A=03°'39'57" R= 366.00' L= 23.42' L3 - S82°03'18"E 45.87' C4 R=5172.00' L= - A=00°31',38" 47.58' L4 - S08°00'33"W 92.90' 1 18-,320-002 118-330-004 °0.3'23' E 1 9 RADIAL TABLE R1 - SO3° 53'2.6"E R2 - N05° 38'03"W N07°50'48"W 1 18-320-007 l R3 - I R4 - N07° 1 9'10"W N '` '13: 00 fE• I POI 1 o r` Frl 2 I POI 3 M 17 8-330-1 1 7 in 11g-320-00g i n F'ARe[',E'I MAP W � I F, � „ir, . 4-1 �lD.,.0c)—co r �s Rev, FIJi2.0 in Q s qa i -rRos 5 �.N I Lo i n 1 _-� o �X�s���,� I I EST R /0! s Poe g SW`LY CORNER N PARCEL40/65-66 R3 .J �) PMB PROPOSED I �1. _ - 1 _ �, - , � I - �s _.. C1 F22 R PO moNA °AD S R E T R(W a �C - C3 E STINO R1 �� `t R 7w ROPO F R E E W A Y P O Rig \OSI�E LEGEND 1 RI EWA Y 3 (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning ROUTE "RE- SjOE 2 9A '—'1N G ti R uj 5A 010\` C i Title to State 1 1 1 I 1 Access Prohibited NOTES 22175-5 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0..99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. I �� FEET 0 50 100 200 30.0 PREPARED BY: PSOMAS 3 Hutton Cei,tre Drive Ste. 200. (nii37"51-3Ana, 373iii7i4)5<5-8a83 (Fax:). DATE: 05-18-2012 REV. 1: 11-12-201.3 EA: OF540 FA# DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R IV 91 5.0 1 1 EXHIBIT A9PAGE 17 • t • 71 • 1 2 3 4 5 6 7 8 9 10 11 12 13 PSOMAS EXHIBIT 'F1' LEGAL DESCRIPTION Ca'trans Parcel No. 221754 TemnorazT Construction Easement APN 118-330-009 In the City'of Corona, County of Riverside, State of California, being a portion of Parcel 1 as shown on that certain Parcel Map filed in Book 40, Pages 65 and 66 of Parcel /s4aps, Records of Riverside County, California, described as follows: Beginning g the southeasterly corner of said Parcel 1; thence North 07'58'36" East 30.12 feet aloiag the easterly line of said Parcel 1 to the True Point of Beginning; thence 14 15 16 17 18 19 20 21 23 24 • .25 26 27 28 29 30 31 • continuing gong said easterly line North 07°58'36" East 76.63 feet; thence North 81°13'01" West 45.99 feet; thence South 08°00'33" West 88.68 feg to the beginning of a non-tazgent curve concave southeasterly having a radius of 5172.00 feet, a radial line to said beginrdng bears N06°11'41" West; thence easterly along said curve 47.42 feet through aeentral angle of 00°31'31" to the True Point of Beginning; Contains 3,801 square feet The distances described herein are grid distances and arebased. on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean.combination factor of the courses being described. The mean cotribination factor for this conversion is 0.99997476. See Exhibit `F2' attached hereto and made apart hereof. MA2PT60105011SURVEY\IXQ.ALS\22175_,APN_118,330-009\1401\22175-6-TC.E,doex Page 1 of 2 548/2012 EXHIBIT PPAGE 18 1 2 3 4 5 6. 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS Prepared under the direction of Jeremy L. Evans, PLS 5282 Date M:12PTG010501\SURVEY\LEGALS122175_APN_1.18-330-0091Lega1122175-6-TCE:docx Page 2 of 2 5/18/2012 EXHIBIT PPAGE 19 EXHIBIT F2 PARCEL# TITLE GRANTOR AREA APN 22175-6 TCE DVORAK. & PAYNE LTD 3,801 SE 11,8-330-009 CURVE TABLE LLNE TABLE Cl - 4=01 °55'20" R=51 53..00' L=172.138' N810 11 ' C2 - 4=03°39'57" R= 366..00' L= 23.42` L1 - N0°1358,013.6"E 8876..63 ; L2 - S0 7 C3 - 4=00°31'31" R=5172.00' L= 47.42' L3 = .508.°0©'33"W 88`.68.' 1 1:8--.320-002 1 '18°-330-0.04 ° H I 5.82 03 2:3 E i 89.93' - RADIAL TABLE. ' R1 - S03°53126"E I I R2 _ N05O 38`':Q.31,W i I 1 t R3 °- N05°40110"141 118-320-007 'in re) :-. N.06°`11 `4:'I ":W. I,:R.4 N I I NI. 1 1 r i � co P;G L . 1 i I i I PAR Ir L MAP �J 7 18 33p- t 1 7 1 1$=320.-006 I `i La1 1 W J ► i :o poi.,2 PO1 n i ' PDL 3 in 1 T P C3"B' .R:aS,. 45 2O 'tn1 9 I--, d I I I `, Z I POBi zi PROPOSED 1 --i-' 1 __ J I : -E)(.40 I - L'1 SE'LY CORNER PARCEL 1 PMB 40/65-66 J R:3 . I� X S� MCNA -VREE1-. R W" RQAD' STREET R/W i 3p,12 ,b R C Airi. ST_ n .;.-0 E FRE E AY VWY 111 vERSIp 265. LEGEND` Tr 91 R� a \N (R;) Indicates Radial Bearing. POB Point of Beginning TPOB True Point of Beginning ROO :FgE 2 � R TO .: 1 R G 1 1SIATIONIN. ( ) Title to Stote G./�- 1I I i I Access Prohibited NOTES 2 21 7 5 Coordinates and ;beari:n.gs are on CGS 1983(2007:Q0) Zone 6: Distances and stationing 'ore :grid distances. Divide by 0.99,397476 to obtain , .6 TEMPORARY "CONSTRUCTION EASEMENT ground distances.:.All distances ore in feet unless Otherwise noted. I �� FEET 0 50 10:0 2.00 .300 PREPARED BY: PSOMAS. 3 Hutton Centre Drive- sie. 200 Santa AnO COIifernio 92707 (71.4)751-7373/1714)515-8883 06x0 DATE:: 05-18-2012 REV. 1: 11-12=.2013 EA OF540 F`A#: DIS.TRICT COUNTY ROUTE SHEET Pc+A SHEET NO. TOTAL. SHEETS 8 R IV 91 5.0 1 1 XHIBIT A4PAGE 20 • • 75 • • FEE 5,708 SF '14-4,;BDE (BUILDING DEMOLITION) 9,448 SF BAE (BUILDING ACCESS) 39,123 SF mim'e'm'amm•v°mrl'imTCE (TEMPORARY CONSTRUCTION) 11,299 SF 76 • ATTACHMENT 3 RESOLUTION NO. 14-018 RESOLUTION OF NECESSITY FOR THE ACQUISITION OF POSSESSORY AND/OR LEASEHOLD INTERESTS AND IMPROVEMENTS IN CERTAIN REAL PROPERTY, BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NO. 102-101-001, LOCATED IN CORONA, RIVERSIDE COUNTY, CALIFORNIA, FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT, WHICH COVERS THE AREA BETWEEN PIERCE STREET ON THE EAST TO THE COUNTY LINE ON THE WEST, IN RIVERSIDE COUNTY, CALIFORNIA WHEREAS, the Riverside County Transportation Commission (the Commission) proposes to acquire possessory and/or leasehold interests and improvements in certain real property, located in Riverside County, California, more particularly described as Assessor Parcel No. 102-101-001 (Caltrans Parcel No. 22135), for the State Route 91 Corridor Improvement Project (SR-91 CIP) in Riverside County, California, pursuant to the authority granted to it by section 130220.5 of the California Public Utilities Code; and WHEREAS, pursuant to section 1245.235 of the California Code of Civil Procedure, the Commission scheduled a public hearing for Wednesday, May 14, 2014 at 9:30 a.m., at the County Administration Building, Board of Supervisors Chambers, at 4080 Lemon Street, Riverside, California, and gave to each person whose property is to be acquired and whose name and address appeared on the last equalized county assessment roll, notice and a reasonable opportunity to appear at said hearing and be heard on the matters referred to in section 1240.030 of the California Code of Civil Procedure; and WHEREAS, said hearing has been held by the Commission, and the affected property owner and other interested parties were afforded an opportunity to be heard on said matters; and WHEREAS, the Commission may now adopt a Resolution of Necessity pursuant to section 1240.040 of the California Code of Civil Procedure; NOW, THEREFORE, THE COMMISSION DOES HEREBY RESOLVE AND DECLARE AS FOLLOWS: Section 1. Compliance with California Code of Civil Procedure. There has been compliance by the Commission with the requirements of section 1245.235 of the California Code of Civil Procedure regarding notice and hearing. Section 2. Public Use. The public use for the possessory and/or leasehold interests in the property to be acquired is for the SR-91 CIP in Riverside County, California. Section 130220.5 of the California Public Utilities Code authorizes the Commission to acquire, by eminent domain, property necessary for such purposes. Section 3. Description of Property. Attached and marked as Exhibit "A" is the legal description of the entire parcel upon which the leasehold and/or possessory interests to be acquired by the Commission are located, and which describes the general location and extent of the property with sufficient detail for reasonable identification. Section 4. Findings. The Commission hereby finds and determines each of the following: (a) The public interest and necessity require the proposed project; (b) The proposed project is planned or located in the manner that will be most compatible with the greatest public good and least private injury; (c) The property defined, described and/or depicted in Exhibit "A" is necessary for the proposed project; and (d) The offer required by section 7267.2 of the California Government Code was made. Section 5. Use Not Unreasonably Interfering with Existing Public Use. Some or all of the real property affected by the interest to be acquired is subject to easements and rights of way appropriated to existing public uses. The legal descriptions of these easements and rights of way are on file with the Commission and describe the general location and extent of the easements and rights of way with sufficient detail for reasonable identification. In the event the herein described use or uses will not unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, counsel for the Commission is authorized to acquire the herein described interest subject to such existing public use(s) pursuant to section 1240.510 of the California Code of Civil Procedure. Section 6. More Necessary Public Use. Some or all of the real property affected by the interest to be acquired is subject to easements and rights of way appropriated to existing public uses. To the extent that the herein described use or uses will unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, the Commission finds and determines that the herein described use or uses are more necessary than said existing public use. Counsel for the Commission is authorized to acquire the herein described real property appropriated to such existing public uses pursuant to section 1240.610 of the California Code of Civil Procedure. Staff is further authorized to make such improvements to the affected real property that it determines are reasonably necessary to mitigate any adverse impact upon the existing public use. Section 7. Further Activities. Counsel for the Commission is hereby authorized to acquire the hereinabove described real property in the name of and on behalf of the • 78 • Commission by eminent domain, and counsel is authorized to institute and prosecute such legal proceedings as may be required in connection therewith. Counsel is further authorized to take such steps as may be authorized and required by law, and to make such security deposits as may be required by order of court, to permit the Commission to take possession of and use said real property at the earliest possible time. Counsel is further authorized to correct any errors or to make or agree to non -material changes in the legal description of the real property that are deemed necessary for the conduct of the condemnation action, or other proceedings or transactions required to acquire the subject real property. Counsel is further authorized to reduce or modify the extent of the interests or property to be acquired so as to lessen the injury/impact where such change would not substantially impair the construction and operation for the project for which the real property is being acquired. Section 8. Effective Date. This Resolution shall take effect upon adoption. APPROVED AND ADOPTED this 14th day of May, 2014. Riverside County Transportation Commission ATTEST: Jennifer Harmon, Clerk of the Board Riverside County Transportation Commission • 80 • • • EXHIBIT A LEGAL DESCRIPTION Giant Inland Empire RV Center, Inc.'s possessory and/or leasehold interests and improvements in all that certain real property situated in the County of Riverside, State of California, described as follows: That portion of the Tomas Yorba Allotment, in the County of Riverside, State of California, as per Map recorded in Book 2, Page 7 of Maps, in the Office of the County Recorder of San Bernardino County, California, described as follows: Beginning at the Northwest corner of Lot 46 in Tract No. 2319, as per Map recorded in Book 43, Pages 74 to 76 of Maps, Records of said Riverside County; Thence along the Northerly prolongation of the Westerly line of said Lot 46, being along the Easterly line of Ridgeview Terrace, 60 feet wide, North 15° 29' 00" East, 125.45 feet to the beginning of a tangent curve, concave Westerly and having a radius of 230.00 feet; Thence Northerly along said curve, through a central angle of 11° 31' 15", an arc distance of 46.25 feet to the beginning of a reverse curve, concave Southeasterly and having a radius of 13.00 feet; Thence Northeasterly along said curve, through a central angle of 83° 04' 46", an arc distance of 18.85 feet to a point of tangency on the South line of Frontage Road, 50 feet wide; Thence along said South line North 87° 02' 31" East, 102.96 feet to the beginning of a curve, therein, concave Southerly and having a radius of 1344.00 feet, a radial line to said beginning bears North 2° 57' 29" West; Thence Easterly 272.29 feet along said curve, through a central angle of 11° 36' 29"; Thence South 81° 21' 00" East, 187.71 feet on said South line; Thence leaving said South line South 8° 39' 00" West, 2.00 feet to the intersection of the South line of the land described in the deed to the County of Riverside recorded February 22, 1973 as Instrument No. 23040 of Official Records, said intersection being the to the true point of beginning; Thence South 8° 39' 00" West 185.00 feet to a line parallel with and Northerly 28.00 feet from that certain course of the North line of above said Tract No. 2319, having a bearing of South 81° 21' 00" East; Thence South 81° 21' 00" East, 378.00 feet, on said parallel line; Thence North 8° 39' 00" East, 185.00 feet to said South line of said land described in the Deed to the County of Riverside; Thence North 81° 21' 00" West, 378.00 feet on last said South line to the to the true point of beginning; Except therefrom an undivided 1/2 interest in all oil, minerals and any other hydrocarbons substances located in or under the above described property; provided however that no exploration or production activities shall be permitted on the surface or within 500 feet of the surface as reserved by Charles A. Thomas and Lauretta Thomas, his wife, in deed recorded September 29, 1954 in Book 1635, Page 139 of Official Records; Also except the remainder interest in all oil, minerals and other hydrocarbon substances located in or under the above described property not previously reserved to other persons, provided, however, that no exploration or production activities shall be permitted within 500 feet of the surface as reserved by Lester L. Lev and Elizabeth L. Lev, husband and wife, in Deed recorded April 13, 1962 in Book 3117, Page 431 of Official Records. Said land is within the area shown as Parcel 2 on a Map recorded in Book 7, Page 77 of Parcel Maps, in the office of the County Recorder of Riverside County. Said land is also shown as Parcel 2 of Parcel Map No. 5259, in the County of Riverside, State of California, as per Map filed in Book 12, Page 51 of Parcel Maps, in the office of the County Recorder of said County. APN:102-101-001-8 EXHIBIT A, PAGE 1 81 82 • • • _ _._--FROATAGE -- ASSESSORS NAP BK IOI PG IO RIVERSIDE COUN71', CALIF. POR. 7,35, R 7W (POR RO LA SIERRA YOR8,4 04 ! AA' EXHIBIT A, PAGE 2 83 MB. 43/74.76 Trocl No. 23/9 kw. ,r n • • • 84 • SS T00-TOT-ZOT (INVN31-All INVIJ) 33OHNNI218 • • ATTACHMENT 4 AMENDED RESOLUTION NO. 13-074 RESOLUTION OF NECESSITY FOR THE ACQUISITION OF CERTAIN REAL PROPERTY, BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NO. 102-050-005, LOCATED IN CORONA, RIVERSIDE COUNTY, CALIFORNIA, FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT, WHICH COVERS THE AREA BETWEEN PIERCE STREET ON THE EAST TO THE COUNTY LINE ON THE WEST, IN RIVERSIDE COUNTY, CALIFORNIA WHEREAS, the Riverside County Transportation Commission (the Commission) proposes to acquire fee interest in certain real property, located in Riverside County, California, more particularly described as Assessor Parcel No. 102-050-005 (Caltrans Parcel No. 22121) for the State Route 91 Corridor Improvement Project (SR-91 CIP) in Riverside County, California, pursuant to the authority granted to it by section 130220.5 of the California Public Utilities Code; and WHEREAS, pursuant to section 1245.235 of the California Code of Civil Procedure, the Commission scheduled a public hearing for Wednesday, May 14, 2014 at 9:30 a.m., at the • County Administration Building, Board of Supervisors Chambers, at 4080 Lemon Street, Riverside, California, and gave to each person whose property is to be acquired and whose name and address appeared on the last equalized county assessment roll, notice and a reasonable opportunity to appear at said hearing and be heard on the matters referred to in section 1240.030 of the California Code of Civil Procedure; and WHEREAS, said hearing has been held by the Commission, and the affected property owners were afforded an opportunity to be heard on said matters; and WHEREAS, the Commission's construction of the SR-91 CIP necessitates the acquisition of a portion of APN 102-050-005. Acquisition of the necessary portion will leave the remainder of APN 102-050-005 in such size, shape or condition as to be of little market value and affectively a "remnant" parcel as defined by Code of Civil Procedure section 1240.410. Accordingly, the Commission now seeks to acquire the remainder portion of APN 102-050-005 as a remnant parcel, pursuant to Code of Civil Procedure section 1240.410, in addition to the fee, permanent wall footing easement, and the temporary construction easement interests that the Commission authorized for acquisition in Resolution of Necessity No. 13-074, adopted on November 13, 2013; WHEREAS, the Commission may now adopt a Resolution of Necessity pursuant to section 1240.040 of the California Code of Civil Procedure; NOW, THEREFORE, THE COMMISSION DOES HEREBY RESOLVE AND DECLARE AS FOLLOWS: 86 Section 1. Compliance with California Code of Civil Procedure. There has been compliance by the Commission with the requirements of section 1245.235 of the California Code of Civil Procedure regarding notice and hearing. Section 2. Public Use. The public use for the fee interest in the property to be acquired is for the SR-91 CIP in Riverside County, California. Section 130220.5 of the California Public Utilities Code authorizes the Commission to acquire, by eminent domain, property necessary for such purposes. Section 3. Description of Property. Attached and marked as Exhibit "A" are the legal description and map, respectively, of the real property to be acquired by the Commission, which describe the general location and extent of the property with sufficient detail for reasonable identification. Section 4. Findings. The Commission hereby finds and determines each of the following: (a) The public interest and necessity require the proposed project; (b) The proposed project is planned or located in the manner that will be most compatible with the greatest public good and least private injury; (c) The property defined, described and/or depicted in Exhibit "A" is necessary for the proposed project; (d) The offer required by section 7267.2 of the California Government Code was made; and, (e) A portion of the real property to be acquired is a "remnant" as defined in Code of Civil Procedure section 1240.410, thereby giving RCTC separate statutory authority to acquire that portion by eminent domain. Section 5. Use Not Unreasonably Interfering with Existing Public Use. Some or all of the real property affected by the interest to be acquired is subject to easements and rights of way appropriated to existing public uses. The legal descriptions of these easements and rights of way are on file with the Commission and describe the general location and extent of the easements and rights of way with sufficient detail for reasonable identification. In the event the herein described use or uses will not unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, counsel for the Commission is authorized to acquire the herein described interest subject to such existing public use(s) pursuant to section 1240.510 of the California Code of Civil Procedure. • • 87 Section 6. More Necessary Public Use. Some or all of the real property affected by the interest to be acquired is subject to easements and rights of way appropriated to existing public uses. To the extent that the herein described use or uses will unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, the Commission finds and determines that the herein described use or uses are more necessary than said existing public use. Counsel for the Commission is authorized to acquire the herein described real property appropriated to such existing public uses pursuant to section 1240.610 of the California Code of Civil Procedure. Staff is further authorized to make such improvements to the affected real property that it determines are reasonably necessary to mitigate any adverse impact upon the existing public use. Section 7. Further Activities. Counsel for the Commission is hereby authorized to acquire the hereinabove described real property in the name of and on behalf of the Commission by eminent domain, and counsel is authorized to institute and prosecute such legal proceedings as may be required in connection therewith. Counsel is further authorized to take such steps as may be authorized and required by law, and to make such security deposits as may be required by order of court, to permit the Commission to take possession of and use said real property at the earliest possible time. Counsel is further authorized to correct any errors or to make or agree to non -material changes in the legal description of the real property that are deemed necessary for the conduct of the condemnation action, or other proceedings or transactions required to acquire the subject real property. Counsel is further authorized to reduce or modify the extent of the interests or property to be acquired so as to reduce the compensation payable in the action where such change would not substantially impair the construction and operation for the project for which the real property is being acquired. Section 8. Effective Date. This Resolution shall take effect upon adoption. APPROVED AND ADOPTED this 14th day of May, 2014. Marion Ashley, Chair Riverside County Transportation Commission ATTEST: Jennifer Harmon, Clerk of the Board Riverside County Transportation Commission • 88 • 89 EXHIBIT A LEGAL DESCRIPTION All that certain real property situated in the County of Riverside, State of California, described as follows: That portion of the Thomas Yorba Allotment, in the City of Corona, County of Riverside, State of California, as per map recorded in Book 2, Page(s) 7, of Maps, in the Office of the County Recorder of San Bernardino County, described as follows: Beginning at a point in that certain course described as "South 8° 39' West, 100.81 feet" in Deed to the State of California, recorded January 25, 1939 in Book 403 of Official Records, Page 471, in the Office of the County Recorder of said County of Riverside, said point being distant along said course South 8° 39' 00" West, 21.21 feet from the Northerly terminus of said course; Thence North 82° 10' 32" West, 263.33 feet to a point in that certain course described as "North 49° 09' West, 358.07 feet" in said Deed, said point being distant along said course South 49° 09' 00" East, 46.92 feet from the Northwesterly terminus of said course; Thence along said course, South 49° 09' 00" East, 311.16 feet to the Southeasterly terminus thereof; Thence along first said course, North 8° 39' 00" East, 169.60 feet to the point of beginning. Except 90% of all oil, gas, minerals, and other hydrocarbon substances in and under said lands below a depth of 500 feet, but without right of surface entry as reserved in Deed recorded October 19, 1969 as Instrument No. 103855 of Official Records. FEE APN: 102-050-005-5 • • EXHIBIT A, PAGE 1 90 • • 91 c't bt IDT to, ottt 330111 Al. 113/M 110 1110 • 900Z aa0 � � J I [110[11le031. . S9Si ON 10181 i1-01/Li ®1 / �1 / r / I I I I I 1 \ \, \ \ \ 1 \ \ \ \ \ t -- 8D M3 \ \ as r/t en 'es zsh ▪ en lira I`/ 1p1 I 174 I I I I I 1 /— I I I I I ) l l \` _ I / 1 - l I / \ I ,v \ \ ` / 1 1\\ `\ / --'\\ 1\ ▪ \ / \ / t �,) / / I / i ' . -VONO3 J0 Al 10 8Z a'035 Y .11103 'A3ano3 aplettoul 50'5dcZ0IArj'dYM 5,0055355Y — _ — �/ / ▪ / / / / / / / / i z a Nye / / WIN 5a80S5 ssr 'WAOHJ5 5 YlY03N1JO AT/80331( 301� 80Jn0315155Y 51, 11111/111 ON '1180 5350dUld 111311553551' NOJ 0381d38d SVAI dYN 5101 • • • 93 3S 91Z'ZZ 333 S00-090-ZOT 'DNI' amp AILLMOD SWIMS 5/14/2014 ROJECT rAsrscmv.wn THE COMMISSION IS REQUESTED TO MAKE THE FOLLOWING FINDINGS : 1. The public interest and necessity require the proposed project; 2. The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; 3. The real property to be acquired is necessary for the project; and 4. The offer of just compensation has been made to the property owner. 1 5/14/2014 91 ROJECT FASFFOINAFD 1. Serfas Service Station, Inc., a California Corporation 2. Dvorak & Payne, Ltd., a Limited Partnership 3. Brett Brinkhoff, Trustee (Giant RV — tenant) 4. Serfas Country Clubs, Inc., a California corporation 91 PROJECT PAS, ♦O.YMRD No.; 3 Ownership Dvorak & Payne, Ltd. Brinkhoff (Giant RV tenant) Serfas Country Clubs, Inc. Offer Date March 28, 2014 February 24, 2014 March 8, 2012 December 20, 2012 2 5/14/2014 RCM P OiEcr mwrommo No4 3 4 eta ,erson gangs> Brinkhoff (Gi tenant} Serfas buntry Clubs Inc �: .„ /9 Mailings 1 5.1„ 6..F, 3/ E- ails 13 6 *These numbers do not include contacts made with legal counsel, which in some cases has been extensive. 2 3 5/14/2014 4 5/14/2014 5 5/14/2014 RC7G pRO EC PARCEL 4 6 5/14/2014 ;WIT'!" SY 60awUro THE COMMISSION ADOPT A RESOLUTION OF NECESSITY BASED ON THE FOLLOWING FINDINGS: 1. The public interest and necessity require the proposed project; 2. The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; 3. The real property to be acquired is necessary for the project; and 4. The offer of just compensation has been made to the property owner. Indian Wells (760) 568-2611 Irvine (949) 263-2600 Los Angeles (213) 617-8100 Ontario (909) 989-8584 BEST BEST & KRIEGER ATTORNEYS AT LAW 3390 University Avenue, 5th Floor, P.O. Box 1028, Riverside, CA 92502 Phone: (951) 686-1450 I Fax: (951) 686-3083 I www.bbklaw.com Margaret L. Barnes (951) 826-8357 margaret.barnes@bbklaw.com File No. 17336.02100 April 2, 2014 VIA HAND DELIVERY Jennifer Harmon Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street, 3rd Floor Riverside, California 92501 Sacramento (916) 325-4000 San Diego (619) 525-1300 Walnut Creek (925) 977-3300 Washington, DC (202) 785-0600 ID APR 02 2L1114 TRAAR ATI O MISSIOM Re: Notice of Hearing to Property Owners as to Giant Inland Empire RV Center, Inc. (Assessor Parcel No. 102-101-001, CPN 22135), Dvorak & Payne, Ltd. (Assessor Parcel No. 118-330-009, CPNS 22175-1 through 22175-6), and Serfas Service Station (Assessor Parcel Nos. 102-050-002 and 102-050-010, CPNS 22128-1 through 22128-6) RCTC/SR91 CIP Project Dear Jennifer: Attached are the original Notices of Hearing to Property Owners, with proofs of mailing, of the hearing on the adoption of a resolution of necessity scheduled for May 14, 2014, as to Giant Inland Empire RV Center, Dvorak & Payne, Ltd., Serfas Service Station, and possessory and/or leasehold interests sought for this project. These are the only parcels to be considered for the adoption of a resolution of necessity at that hearing with regard to this project. Please do not hesitate to contact me, should have any questions. Very truly yows `r r \I6 M rgaret . Barnes Senior Litigation Paralegal for BEST BEST & KRIEGER LLP Attachments 1733 6.02100\868403 5.1 RON No. r`-1 -01lo NOTICE OF HEARING TO CONSIDER ADOPTION OF A RESOLUTION OF NECESSITY Pursuant to Section 1245.235 of the California Code of Civil Procedure, you are hereby notified that at a regular meeting to be held on Wednesday, May 14, 2014, at 9:30 a.m., at the Riverside County Administration Building, Board of Supervisors Chambers, located at 4080 Lemon Street, Riverside, California, the Commission of the Riverside County Transportation Commission intends to consider adopting a Resolution of Necessity, authorizing the commencement of eminent domain proceedings for the acquisition of real property interests in property that, according to the last equalized county assessment roll, is owned by you. The public use for which this resolution of necessity will be considered is for the SR-91 Corridor Improvement Project in Riverside County, California. The definition of the property rights to be acquired, together with the legal descriptions and corresponding depictions, are attached to this notice. A hearing will be held at the time and place mentioned above. You have the right to appear and be heard on the following matters: 1. Whether the public interest and necessity require the project for which the property is sought to be acquired. 2. Whether the project is planned or located in the manner that will be most compatible with the greatest public good and least private injury. 3. Whether the property sought to be acquired by eminent domain and described in the Resolution of Necessity is necessary for the proposed project. 4. Whether the offer required by Section 7267.2 of the California Government Code has been made. 17336.02100\8682248.1 Pursuant to California Code of Civil Procedure section 1245.235(b)(3), your failure to file a written request with RCTC to appear and be heard within 15 days from the date that this Notice is mailed may result in the waiver of your right to appear and be heard on the above -stated matters and issues that are the subject of the hearing. ALL COMMUNICATIONS SHOULD BE ADDRESSED TO: Jennifer Harmon Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street, 3rd Floor Riverside, California 92501 DATE OF HEARING: PLACE OF HEARING: DATED: March 28, 2014. Wednesday, May 14, 2014 9:30 a.m. Riverside County Administration Building Board of Supervisors Chambers 4080 Lemon Street Riverside, California 92501 BEST BE RIEGER LLP Bv: Easter A . Shaverdian Attorneys for Riverside County Transportation Commission 17336.02100\8682248.1 PROOF OF MAILING NOTICE I, Sandra Rosales, acting on behalf of the Riverside County Transportation Commission, hereby certify that on March 28, 2014, I mailed a copy of the attached notice by first-class mail to the following owners and other interested parties of real property located in the County of Riverside, State of California, more particularly described as Assessor Parcel Nos. 102-050-002, 102-050-010, 102-050-013, 102-050-014, and 102-050-018 (CPNs 22128-1, 22128-2, 22128-3, 22128-4, 22128-5 and 22128-6): Serfas Service Station Inc. P. O. Box 2499 Corona, CA 92878 Serfas Service Station, Inc./McDonald's Corporation One McDonald's Plaza Oak Brook, IL 60523 Serfas Service Station, Inc. 800 Serfas Club Drive Corona, CA 92882 John S. Murphy, Esq. Murphy & Evertz 650 Town Center Drive, Suite 550 Costa Mesa, CA 92626 Dated: March 28, 2014. Record Owner Record Owner/ Interested Party Record Owner Courtesy Copy J� Sandr;al Rosales 17336.02100\8682248.1 Legal Definitions of Property to be Acquired The following is a list of definitions of legal rights to be acquired by Riverside County Transportation Commission: "Fee" also known as fee simple or fee simple absolute, grants to RCTC absolute ownership of the portion of the property to be acquired. "Permanent Wall Footing Easement" grants to RCTC, including its successors and assigns, a permanent easement to construct, maintain, operate, repair, alter, replace, and remove footings, under, along and across the easement area, together with all necessary and convenient means of ingress and egress to and from the easement area or strip or parcel of land, for the purpose of constructing, reconstructing, maintaining, operating, repairing, renewing, or enlarging in any manner the footings together with any and all of the purposes hereinbefore mentioned. "Temporary Construction Easement" (TCE) refers to the right of RCTC, its successors and assigns, to engage in construction and related activities for the project, together with all necessary rights of ingress and egress to the easement area in connection with the exercise of any of the easement rights. With respect to CPN 22128-4, such right shall be exercised for a period of 12 months, beginning no fewer than 72 hours after the date that RCTC provides written notice of commencement of possession to the property owner. With respect to CPNs 22128-5 and 22128-6, such right shall be exercised for a period 6 months as beginning no fewer than 72 hours after the date that RCTC provides written notice of commencement of possession to the property owner. The duration of the rights under this easement shall not extend beyond November 6, 2017, or upon filing of a Notice of Completion, whichever is earlier. Property Owner shall not cause, directly, indirectly or negligently, any interference with or harm to the rights conveyed hereunder. 173 3 6.0 2100\8 28 958 9.1 EXHIBIT A, PAGE 1 PS OMAS EXHIBIT `Al' LEGAL DESCRIPTION Caltrans Parcel No. 22128-1 Fee Acquisition APN 102-050-013 and 018 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most westerly corner of said land; thence South 76°15'55" East 183.13 feet along the general northerly line of said land to a point thereon, said point being the beginning of a non -tangent curve, concave southerly, having a radius of 1,500.00 feet, to which point a radial line bears North 13°44'54" East; thence easterly continuing along said general northerly line and said curve 252.62 feet through a central angle of 09°38'58" to a point thereon, said point being the beginning of a non -tangent curve, concave southerly, having a radius of 802.19 feet, to which point a radial line bears North 11 °54'05" East; thence westerly along said curve 34.30 feet through a central angle of 02°26'59"; thence North 80°32'54" West 185.29 feet to the beginning of a curve concave northerly having a radius of 279.95 feet; thence westerly along said curve 41.45 feet through a central angle of 08°29'03"; thence North 72°03'52" West 42.01 feet to the beginning of a curve concave southerly having a radius of 309.00 feet; thence westerly along said curve 38.36 feet through a central angle of 07°06'45" to the beginning of a reverse curve concave northerly having a radius of 1,935.81 feet; thence westerly along said curve 25.19 feet through a central angle of 00°44'44" to a point on the southwesterly line of said land; thence North 49°32'46" West 76.92 feet along said southwesterly line to the Point of Beginning. Containing 10,883 square feet. P:A2PTG01.0501\sURVEY\LEGALs\22128 APN]02-050-002,013,014,016,0181Legals\22128-] Fee.doc 1 /22/2014 Page 1 of 2 EXHIBIT A, PAGE 2 PS OMAS This conveyance is made for the purpose of a freeway and the Grantor hereby releases and relinquishes to the Grantee any and all abutter's rights or access, appurtenant to Grantor's remaining property, in and to said freeway. See Exhibit `A2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of Brian E. Bullock, PI,S 5260 Date P:A2PTG010501\SURVEY\LEGALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-1_Fee.doc 1/22/2014 Page 2 of EXHIBIT A, PAGE 3 EXHIBIT A2 PARCEL# TITLE AREA APN 22128-1 FEE 10,883 SQ. FT. 102-050-013 & 018 ROUTE 91 RIVERSIDE FREEWAY C/L STATIONING 8 9 180 1 2 ROUTE 97 RIVERSIDE FREEWAY 3 4 185 6 7 8 9 EXISTING R/W POE 190 1 2 SEE SHEET 3 FOR DETAIL - - L 1— — 4;2 ° FOR, 9 � ------= 084' ALLOTMENT 102- 050- 005 -- __s----_Sg — _ — MIA 2/7 FOR, TOMAS Y0R2A ti99° _ _ 221 28-0 I ALLOTMENT _ Me 2/ I SEE SHEET 2 96,E °30'2$ E F OR D E T AIL 3LI� N36 QROpOS FOR, LOT A 957 � ':E TACT NO, 595 °o,. M2 'f7/ 1 0- 1 'f ' � �,---. W 102-050-006 CO �' TRACT POR , LOT A NO , 2595 ' ' J co' , o� �,� 1 C\ Oo G�(J\ •5�6\ �,/ ------ O� °F i S �� P � �F- N /,/ RADIAL TABLE \ \ R1 - N13°44'54"E \ LINE TABLE L1 - S76°15'55"E 183.13' LEGEND (R) Indicates Radial Bearing L2 - S09°26'34 W 109.00' POB Point of Beginning L3 - S01 °28'23"W 1 51 .46' ( ) Title to State L4 - S23°45'26"E 63.51' I i l l I Access Prohibited NOTES 22128-1. Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing ore grid distances. Divide by 0.99997476 to obtain FEE ACQUISITION ground distances. All distances are I in feet unless otherwise noted. FEET 0 100 200 400 600 PREPARED BY: DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: PSOMAS 3 Hutton Centre Drive, Ste. 200Santo DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS Ao, California 92707 (714)751n 7373/(7141545-8883 (Fax) 8 R I V T d 91 3. 6 1 3 CJII'11611 /A, 1"Hl7C'+ EXHIBIT A2 PARCEL# TITLE AREA APN 22128-1 FEE 10,883 SO o FT. 102-050-013 & 018 .4i ROUTE 91 POB RI C2 _1 VERSIDE 183.13' FREEWAY L5 _ _ PROPOSED 99,3 `0,>- LINE TABLE L5 — N72°03'52"W CURVE TABLE C1 — 0=08°29'03" C2 — 0=07° C3 — 0=00°44'44" Y C —4- °22 °45 38'SB�� A ,34 H R_R50p,1500.00 C_S9 L�252 28 � 185.29' — 1 1 — — — _ — _J-- — 2005-035081 1 , O.R. PDR,, LDT A TRACT No., E525 m5 4J/ l o— 1 'r ' L=41.45' L=38.36' L=25.19' S76°15'55"E �6 92, 4—Og `I I_. C3 _ — _ — /1/'So 3c" 96 (221 28-1� C1 , N80°32'54"W R/W DOC. NO. 42.01 R= 279.95' 06'45" R= 309.00' R=1935.81' 102-050-006 POR, LOJT A TRACT NO.. 2525 loll8 —'f J/ 1 o— l i RADIAL TABLE R1 — N13°44'54"E R2 — 51 1 ° 34'08"W LEGEND (R) Indicates Rodiol POB Point of Beginning (---) Title to State Bearing J i (i t Access Prohibited NOTES 22128_1 FEE ACQUISITION • 150 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances ond stationing ore grid distonces. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. FEET 0 25 50 100 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Sonia 2707 (714)751- 73734714)545Colifornia98883 (Fax) DATE: 0-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V rs/1 ul'l,r • 91 Ink Al- r 3. 6 2 3 e EXHIBIT A2 PARCEL# TITLE AREA A P N 22128-1 FEE 10,883 SQ. FT. 102-050-013 & 018 RADIAL TABLE R1 - N13°44'54"E •T ► 2 i _" �. — DOC. ROTE 91 R=1500.00, IVER Sip E F R=� 500.00' 1,59.5 84REEw-4 1,252.62 - 185.29' _' _ _ — — — — _ _ C 4 I'^ 1' — --- _ _ T ___ — . --- _ 0)o — cV • O O OLc) I � �� I NO. 2005-035081 1, O.R. ww .� FOR, LOT A o � /: -rRADT NO, 58 I o .M I ` �1 --�, 1 �(i)>«O '- N zz o 77 I ,� I 99� I . 1oi- 1 \ I I CURVE TABLE C 1 - A=08° 29'03" R= 279.95' L=41 .45' C2 - 0=07°06/45" R- 309.00' L-38.36' C3 - A=00°44144" R=1935.81' L=25.19' C4 - 0=02°26'59" R=802.19' L=34.30' Y — c11 4,'22°45'34" -- L 1 4=09°38,58„ 221 28- 1 L 5 C1 N80°32'54"W — PROPOSED R/W \ 490 2. 96,� 102-050-006 FOR, LOT A TRACT NO, 2585 M S 4 ll 1 0 - 1 4 LINE TABLE L1 - S76° 1 5'55"E 1 83.1 3' L5 - N72°03'52"W 42.01' LEGEND (R) Indicates Radial POB Point of Beginning Bearing C ) Title to State (flit Access Prohibited NOTES 22128-1 FEE ACQUISITION Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. ......111., FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 (714f7nto 51n 7373/(714i545-ene3 (Fox) DATE: 10-26-2011 REV. 6 01-22-2014 EA: 0F540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V .—%/1 is .-r 91 w/.r n 3.6 3 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS EXHIBIT `BF LEGAL DESCRIPTION Caltrans Parcel No. 22128-2 Fee Acquisition APN 102-050-002 and 010 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most southerly corner of said land; thence North 49°32'46" West 12.08 feet along the southwesterly line of said land to a point thereon, said point being the beginning of a non -tangent curve concave westerly having a radius of 446.00 feet, to which point a radial line bears South 78° 11'37" East; thence northerly along said curve 18.27 feet through a central angle of 02°20'48"; thence North 09°27'35" East 35.94 feet; thence North 09°55'26" East 112.99 feet to a point on the general easterly line of said land; thence along said general easterly line the following two (2) courses: 1) South 01°28'23" West 65.04 feet and 2) South 09°26'34" West 1.09.00 feet to the Point of Beginning. Contains 1,357 square feet See Exhibit 132' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. PA2PTG010501\SURVEY1LEGAI:S\22128_APN 102-050-002, 013,014,016,018\Legals\22128-2_Fee.doc 1/22/2014 Page 1 of 2 EXHIBIT A, PAGE 7 2 3 4 5 6 7 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PSOMAS Prepared under the direction of /- /e;e1 ry 214 Brian E. Bullock, PLS 5260 Date PA2PTG010501 \SURVEY\ LEGALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-2_Fee.doc 1/22/201.4 Page 2 of 2 EXHIBIT A, PAGE 8 EXHIBIT B2 PARCEL# TITLE AREA A P N 22128-2 FEE 1,357 S0. FT. 102-050-002 & 010 ROUTE 91 8 9 180 1 2 3 ROUTE 91 RIVERSIDE RIVERSIDE 4 85 L 1 99 3 POR, LOT A NO, 2585 1\A8 2-7/ 1 0- 14 FREEWAY 6 7 8 9 190 EXIST_NG R/W 1 �i' e'q os 01.-, ‘ �<, \/ (0 - . i / to 'm 00 - FREEWAY C/L t . - STATIONING POS TRADT TRACT 4-220 Rz-r 5 _ 0 � 96'� 1- 99� DOC. NO. 035081 1 , SEE 45 '34 ,, 2 q' N36 3lR a" ----- FOR, r1LrLJJ71�1J�T1 r RSA MAs AlJ 2l 7 N (221 28-2 1r 1 ---1I� , 1 IJ .o�, 2005- O.R. SHEET 2 102-050-006 FOR, LOT A NO, 2585 ME 47/ 1 0- 1 4 RADIAL TABLE FOR DETAIL 183.13' 109.00 151.46' 63.51' R1 - N13°44'54"E LINE TABLE LEGEND L1 - S76o15'55"E L2 - S09 26'34"W L3 - S01°28'23"W L4 - S23°45'26"E (R) Indicates Radial POB Point of Beginning Bearing ( ) Title to State I i i) t Access Prohibited NOTES 22128-2 FEE ACQUISITION immmm. Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. I FEET 0 600 100 200 400 PREPARED BY: PSOMAS 3 Hutton Centre Dr'IIve, Ste, 200 92707 (714)751 7373/(714)5AS-8883 (Fox) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 9 1 3, 7 1 2 DA IGI I /A, rr+kpc EXHIBIT B2 PARCEL# TITLE AREA APN 22128-2 FEE 1,357 S0. FT. 102-050-002 & 010 l poR , \ ToMAS YDR8A \ ALLDTI,I1P' NT M2 2/ 7 \ —-------__ ____ --_— I i DOC. NO. 2005-035081 1 , O.R. I FOR LET A TRACT No, 595 I \ \ M B 47 / 1 0 -- 1 'f � o' \ (-\Q \ PROPOSED R/W L ,- � '-- Wi* VARIi N co �, o J o� ct0 I j sS I(� 0 O / N. w ti \ 99 J'� , N. ' (n 9 \ / (n �fpR , LoT A 6 � � z m � I J w � z MS 'r 7/ 1 0-- 1 ';• �221 28-2 I Q_ -r I 4 L 6 - 99,E C 1 _ .O, �o o o o V� rn o j `� � "'ii 1 ?02-050-006 J ` 4q' I \ " qq POB RADIAL TABLE I R2 - S78°11'37"E LEGEND TABLE TABLE LINE CURVE (R) Indicates Radial Bearing POB Point of Beginning L5 - S01°28'23"W 65.04' C1 - 0=02°20'48" R=446.00 ( ) Title to State L6 - N09 27'35 E 35.94' i (i i L Access Prohibited L7 - N49° 32'46"W 1 2.08' L=1 8.27' NOTES 2212 S-2 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain FEE ACOUISITION ground distances. All distances are in feet unless otherwise noted. I FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 714)7Ana, 1n 7373/(714')545-B883 (Fax) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 3. 6 2 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PSOMAS EXHIBIT `CV LEGAL DESCRIPTION Caltrans Parcel No. 22128-3 Permanent Wall Footing Easement APN 102-050-013 and 018 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most westerly corner of said land; thence South 76° 15'55" East 183.13 feet along the general northerly line of said land to a point thereon, said point being the beginning of a non -tangent curve, concave southerly, having a radius of 1,500.00 feet, to which point a radial line bears North 13°44'54" East; thence easterly continuing along said general northerly line and said curve 252.62 feet through a central angle of 09°38'58" to a point thereon, said point being the True Point of Beginning, said point also being the beginning of a non -tangent curve, concave southerly having a radius of 802.19 feet, to which point a radial line bears North 11°54'05" East; thence westerly along said curve 34.30 feet through a central angle of 02°26'59"; thence North 80°32'54" West 185.29 feet to the beginning of a curve concave northerly having a radius of 279.95 feet; thence westerly along said curve 41.45 feet through a central angle of 08°29'03"; thence North 72°03'52" West 42.01 feet to the beginning of a curve concave southerly having a radius of 309.00 feet; thence westerly along said curve 38.36 feet through a central angle of 07°06'4.5" to the beginning of a reverse curve concave northerly having a radius of 1,935.81 feet; thence westerly along said curve 25.19 feet through a central angle of 00°44'44" to a point on the southwesterly line of said land, said point lying South 49°32'46" East 76.92 feet from said most westerly corner; thence South 49°32'46" East 14.92 feet along said southwesterly line to a point thereon, said point being the beginning of a non -tangent curve concave northerly having a radius of 1,943.06 feet, to which point a radial line bears South 11°11'01" West; thence easterly along said curve PA2PTG0105011SURVEY\LI GALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-3__PE.doe 1 /22/2014 Page 1 of 2 EXHIBIT A, PAGE 11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS 12.22 feet through a central angle of 00°21'37" to the beginning of a reverse curve concave southerly having a radius of 301.75 feet; thence easterly along said curve 37.46 feet through a central angle of 07°06'45"; thence South 72°03'52" East 42.01 feet to the beginning of a curve concave northerly having a radius of 287.20 feet; thence easterly along said curve 42.53 feet through a central angle of 08°29'03"; thence South 80°32'54" East 13.44 feet; thence South 09°27'06" West 3.75 feet; thence South 80°32'54" East 171.86 feet to the beginning of a curve concave southerly having a radius of 791.19 feet; thence easterly along said curve 50.39 feet through a central angle of 03°38'57" to a point, said point being the beginning of a non -tangent curve concave southerly having a radius of 791.90 feet, to which point a radial line bears North 11°31'49" East; thence easterly along said curve 36.42 feet through a central angle of 02°38'05" to a point on said general northerly line, said point being the beginning of a non -tangent curve concave southwesterly having a radius of 1,500.00 feet, to which point a radial line bears North 25°28'14" East; thence northwesterly along said general northerly line and said curve 54.27 feet through a central angle of 02°04'22" to the True Point of Beginning. Containing 3,675 square feet. See Exhibit `C2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of Brian E. Bullock, PLS 5260 Date PA2PTG010501\SURVEY\LEGALS\22128_„APN 102-050-002, 013,014,016,018\Legals\22128-3_PE.doe 1/22/2014 Page 2 of 2 EXHIBIT A, PAGE 12 EXHIBIT C2 PARCEL# TITLE AREA A P N 22128-3 ESMT 3675 SO. FT. 102-050-013 & 018 ROUTE 91 RIVERSIDE 2 TRACT TRACT RADIAL ROUTE q ROUTE 185 POD - N9.9o� 2 LUT A 25E35 I 97 RIVERSIDE FREEWAY 6 7 8 9 190 1 SEE SHEET 3 FOR DETAIL FREEWAY C/L STATIONING 8 9 180 1 EXISTING R/W 2 SHEET AIL ?O' ,k:,(\‘A FoR , NO, Mg 47//10-141 - =-- ------ - M J 7 ° 3 012$ � ( _i O °o�, ,, � v •- NI 1 --1 j� �. ' S OF 1\ ., P ' - - Q v \,0� � 0 ((V 7 -� W co� Co 102-050-005 PoR , ToMAs YJRBA ALLOTMENT N18 2/ 1 SEE FDE-R N 22128-31 96,, / 99� 0�, E 5 2� �. 4N ' '� 5 \ 5°�/ ����G S \'\ P l�- E \- 183.131 109.00' „ W 1 51 .46 63.51' 102-050-006 FOR „ LOT rl NO „ 2 'via4f 7 / 1 0 �- 1 O� TABLE --- - - _ R1 - N13°44'54"E LINE TABLE LEGEND (R) Indicates Radial POB Point of Beginning TPOB True Point of Bearing Beginning L1 - S76°15155"E L2 - S09°26134"W ° L3 - SO1 28 23 L4 - S23°45'26"E ( ) Title to State 1 1 1 1 I Access Prohibited NOTES 22128-3 PERMANENT WALL FOOTING EASEMENT - PREPARED BY: PSOMAS Santo Ana, C liforrniae92707 200 (714)751-7373/(714)545-8883 (Fax) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V -l/1 11II,1- A 91 MA ell- ... 3.6 1 3 EXHIBIT C2 PARCEL# TITLE AREA APN 22128-3 ESMT 3675 SQ. FT. 102-050-013 & 018 ROUTE 91 RIVERSIDE FR--li EEWAY Y POB x ► _R/W S76° 7 5,55"E 183.13, �6 4,-22°45,34„ <92, . L1=09°38,58" R_R=15ppapp c�, �r Sppapp, 14.92' ._ C3 C2 � — — _ _�J- /����. . L. 5 — C� '"� C �'ai'�a��//I� N80° 32'54 "W • ,. 8 S'9 3 _ L7 580.32'54"E 2 PROPOSED R/W -- 96F C -5 9 C,252a6 .04 \ 1 85.29' — 1 71 .86' _ 102-050-006 22128-3 0 FOR, 107 A DOC. NO. 2005-035081 1 , O.R. RADIAL TABLE TRACT NO, 2586 ME3 47/ 1 0- 1 ', R1 — N1 3°44'54"E PORE LOT T A R2 — S 1 1 ° 34'08"W 993 RA C r NO, 25E3S R3 — S11°11'01"W .0 , M2 47/10— 1''r N. LINE TABLE L5—N72°03'52"W 42.01 ' L6—S72°03'52"E 42.01' CURVE TABLE L7—S80°32'54"E 13.44' C1 — 0=08°29'03" R= 279.95' L=41.45' L8—S09°27'06"W 3.75' C2 — 0=07°06'45" R= 309.00' L=38.36' LEGEND C3 — 0=00°44'44" R=1935.81' L=25.19' C4 — 0=00° 21 '37" R=1 94 3.06' L=1 2.22' (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning C5 — 0-07°06'45" R— 301.75' L-37.46' ° C6 — 0=08 29 03 R= 287.20 L=42.53 ( ) Title to State i i ( 1 t Access Prohibited NOTES 22128-3 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain PERMANENT WALL FOOTING EASEMENT ground distances. All distances are in feet unless otherwise noted. I - FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 (714)751-73�3/(70rnio 14154592707 8883 (Fox) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V rv1 ur,1r w 91 rse An.- • 3.6 A 2 3 EXHIBIT C2 PARCEL# TITLE AREA A P N 22128-3 ESMT 3675 SO. FT. 102-050-013 & 018 RADIAL TABLE R1 - N13°44'54"E A _ L 1=22°45'3q, RO(J�E Ln _ 6,=09°38'58„ R=15oo. cv �i R;15ooa PROPOSED R/W L5 /1••��%/� N80°32'S4"W _-- 8 �_• L 7 — _58032'S4 "E — _ N7,10o N2a_ 9 5 S „ 97 28'j 4,,E (R; 7 - 00' RI DER L (R� 1 560 1 ° 90 ') Oo L � S95 jpE FRE ` oo) ° 89 Ew% Y 185.29' L_252 62 Cl TPOB �. CI0 1 71 .86' C8 �!"� — i--- — — — -+ _ _ C . 22128-3 0 �I10 I ,10 - �' I `i''o °'' o 1 s79 ° 0i i -i � I II I ll �1� �96F DOC. NO. 2005-035081 1 , O.R. ���11� 1 5 POR , LOT A wlw �Icc i L� —I� �. fir) 7;-ADT NO 52 nICV Lti c 1 102-050-006 WI I Me 4 7/ 1 U- 14 oiLr= Iw 1 `1� .sire 0161 Ln I N O I V 1 ��� LL� POR, LOT A ° 1° „or i . -I1 TRACT NO, 2505 -NY) I�10 1 c ,�I M8 '17/ 1 0- 1 '4 zlz p,1- 993 2 z 1 LINE TABLE .0- 1 L1 - S76° 1 5'55"E 1 83.1 3' 1 L5 - N72°03'52"W 42.01 ' L6 - S72°03'52"E 42.01 ' I L7 - 580°32'54"E 13.44' 1 L8 - S09°27'06"W 3.75' CURVE TABLE 1 LEGEND C1 - A=08°29'03" R= 279.95' L=41.45' (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning C6 - A=08°29'03" R= 287.20' L=42.53' -'i C7 - A=02°26'59" R= 802.19' L=34.30' C8 - A=03°38'57" R= 791.19' L=50.39' ( ) Title to State C9 - A=02° 38'05" R= 791 .90' L=36.42' it II l Access Prohibited C10 - A=02°04/22" R=1500.00' L=54.27' NOTES 22128-3 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain PERMANENT WALL FOOTING EASEMENT ground distances. All distances are in feet unless otherwise noted. I FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santa75 n 7373/i(714)545-8 83 (Fax) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 r 3. 6 3 3 IDII to F'/117C ID PS OMAS EXHIBIT `D1' LEGAL DESCRIPTION Caltrans Parcel No. 22128-4 Temporary Construction Easement APN 102-050-013 and 018 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 200.5-035081 l of Official Records of said County, described as follows: Beginning at the most westerly corner of said land; thence South 76°15'55" East 183.13 feet along the general northerly line of said land to a point thereon, said point being the beginning of a non -tangent curve, concave southerly, having a radius of 1,500.00 feet, to which point a radial line bears North 13°44'54" East; thence easterly continuing along said general northerly line and said curve 306.89 feet through a central angle of 11'4320" to a point thereon, said point being the True Point of Beginning; thence easterly, continuing along said general northerly line and said curve 40.65 feet through a central angle of 01 °3 3' 10" to a point thereon, said point being the beginning of a non - tangent curve concave southerly having a radius of 784.40 feet, to which point a radial line bears North 17°04'1 l." East; thence westerly along said curve 75.94 feet through a central angle of 05°32'49" to a point, said point being the beginning of a non -tangent curve concave southerly having a radius of 783.69 feet, to which point a radial line bears North 13°06'30" East; thence westerly along said curve 50.02 feet through a central angle of 03°39'24"; thence North 80°32'54" West 44.29 feet; thence South 09°27'06" West 7.50 feet; thence North 80°32'54" West 34.56 feet; thence North 75°24'55" West 141.51 feet; thence North 72" 15'43" West 89.84 feet to a point on the southwesterly line of said land; thence North 49°32'46" West 11.71 feet along said southwesterly line to a point thereon, said point being the beginning of a non -tangent curve concave northerly having a radius of 1,943.06 feet, to which point a radial line bears South 11°11'01" West; thence easterly along said curve 12.22 feet through a central angle of 00'21'37" to the beginning of a PA2PTG010501\SURVEYILEG ALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-4._TCE.doe 1/22/2014 Page 1 of 2 EXHIBIT A, PAGE 16 PS OMAS reverse curve concave southerly having a radius of 301.75 feet; thence easterly along said curve 37.46 feet through a central angle of 07°06'45"; thence South 72°03'52" East 42.01 feet to the beginning of a curve concave northerly having a radius of 287.20 feet; thence easterly along said curve 42.53 feet through a central angle of 08°29'03 "; thence South 80°32'54" East 13.44 feet; thence South 09°27'06" West 3.75 feet; thence South 80°32'54" East 171.86 feet to the beginning of a curve concave southerly having a radius of 791.19 feet; thence easterly along said curve 50.39 feet through a central angle of 03°38'57" to a point, said point being the beginning of a non -tangent curve concave southerly having a radius of 791.90 feet, to which point a radial line bears North 11°31'49" East; thence easterly along said curve 36.42 feet through a central angle of 02°38'05" to the True Point of Beginning. Containing 3,796 square feet. See Exhibit `D2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 099997476. Prepared under the direction of Brian E. Bullock, PLS 5260 Date PA2PTG010501\SURVI Y\LEGALS\22128_APN 102-050-002, 013,014,016,018\Legals\22128-4_ TCE.doe 1/22/2014 Page 2 of 2 EXHIBIT A, PAGE 17 EXHIBIT D2 PARCEL# TITLE AREA A P N 22128-4 TCE 3796 S0° FT. 102-050-013 & 018 ROUTE 97 RIVERSIDE FREEWAY 8 9 180 1 2 3 _ 4 185 6 7 8 9 190 1 ROUTE 91 RIVERSIDE POB EXISTING SEE SHEET 3 FOR DETAIL FREEWAY C/L STATIONING R 1 R 1 SOOS 34 �� `�° -k°e -�S 8q , ��J� �rL� �\ r) J � 1 � �� �990 s �� �1 POR, TOMAS YOR�A .. 22128-4 � ALLOTMENT `3� l F,� �.. 40 ma 2/ l of<, oe°� 96 *' POR , LOT A TRACT NEJ 585 9v M8 47/ 1 0- 14 3 o DOC. NO. 2005- °35081 1 , O.R. O <� w 102-050-006 CJ FOR, LOT A TRADT NO., 2525 MA 47/J0-14 RADIAL TABLE R1 — N13°44'54"E LEGEND LINE TABLE (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning Ll — S76° 1 5'55"E 1 83.1 3' ° „ L2 — S09 26'34 W 109.00 °28'23"W ( ) Title to State L3 — S01 1 51 .46' ) t () t Access Prohibited L4 — S23°45'26"E 63.51 ' NOTES 22128-4 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. F FEET 0 100 200 400 600 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santa Ano California 92707 (714)751.7373/(714)545--B883 (Fax) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS p R I V rv, unrr w 91 r+w r.r en 3 o 6 1 3 EXHIBIT D2 PARCEL# TITLE AREA APN 22128-4 TCE 3796 SQ. FT. 102-050-013 & 018 EWAY y ROUTE- 91 RIVERSIDE FRE"ii POB S76° 15.55 E T :/A 183.13' 9 Q_�7o43g203q5�" R=15 �a89, C4 a,i R_�5p0 00, �`S9 C-306. _ PROPOSED R/W 9. :�ti� FZ � ��.,+mi ` L 1 0 S80°32'54'E 171.86' N75°24'S5„w 4/990 141.57' L5 �?- L7 in 96'* 22128-4 L6 '` 102-050-006 1 O.R. FOR, LOT A DOC. NO. 2005-035081 , FOR, LOT A TRACT NO, 2595 TRACT NO 595 MS 4 7/ 1 O- 1 'f M2 '1i7/ 1 O- 1 't 993 '0). LINE TABLE RADIAL TABLE L5 - N80°32'54"W L6 - S09 27'06' 44.29' W 7.50 R1-N13°44'54"E L7 - N80°32'54"W 34.56' R2-S11°11'01"W L8 - N72°15'43"W 89.84' L9 - S72°03'52"E 42.01 ' LEGEND L10 - S80°32154"E 13.44' (R) Indicates Radial Bearing L11 - 509°27'06"W 3.75' TPOB True Point of Beginning CURVE TABLE POB Point of Beginning C4 - R=1 943.06' L= 1 2.22' 0=00° 21 '37" ( ) Title to State C5 - R= 301.75' L= 37.46' A=07°06'45" i 1) i t Access Prohibited C6 - R= 287.20' L= 42.53' 0=08°29'03" NOTES 22128-4 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. TEMPORARY CONSTRUCTION EASEMENT Divide by 0.99997476 to obtain 1•� ground distances. All distances are I in feet unless otherwise noted. FEET 0 25 50 100 150 PREPARED BY: DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FPO*: PSOMAS DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santo Ana, Coli'ornia 92707 1714)751-7373/(714)545-8883 (Fox) 8 R I V rvlun 1T w 91 r,w �r en 3. 6 2 3 EXHIBIT D2 PARCEL# TITLE AREA APN 22128-4 TCE 3796 SO. FT. 102-050-013 & 018 CURVE TABLE C1 - R=1 500.00' C3 - R= 783.69' C7 - R= 791 .19' C8 - R= 791 .90 `L 1 6'=1 1 �` PROPOSED L 9 •111a/L Lg N75024,5S80°32'54'E L= 40.65' A=01 °33'10" L= 50.02' 0=03°39;24" R��' C 97 L= 50.39' 0=03°38"�7„ RI VERSIDE L= 36.42 0=02 38 05 F' IE 14/4 ), _ N25° °43'2po45'34" N14o-�9�55"rE (R` 75,, R_ 15� -15p0 p0 iR; j 1• 90 )-)M p° p0' i -59 R/W 1 L10 T ► G � L `306° 8g Se 84 , i l L 1 1 Q i / 171.86' C7 5 W 141.51' L5 C3 C8 C7 L 7 ) r, C 2�"' , 22128-4 L6 � i "'.. ^'� �o �- o o 99� DOC. NO. 2005-03508119 O.R. cox - �o �o � - ,- ,- ,°' � N._ � o a- 96,, Porgy , L aT A ,( )) „ n I n„ ,� v TRAC-T No, 5E35 ccct ctcc x� °° �ti �N- O N 7,00l Op ;`-N O „- I ��n WW (D ^ (o `- V) N n ,� On on V-- N 102-050-006 'o- "n " I '�N o 0 �z z Zz �� PoR , I o7 A 99..i z z N TR,(-1DT No, 25@5 .c>- I zz Ms' ',%/ J o- J } I \ RADIAL TABLE I r] MfAsJ\� fDRJ R1 - N13 44 54 E I`] LINE TABLE I Jrii4P-Nr l�l_; — LEGEND L1 - S76° 1 5'55"E 1 83.1 3' - L5 - N80°32'54"W 44.29' (R) Indicates Radial Bearing TPOB True Point of Beginning POB Point of Beginning L6 - S09o27'06' W 7.50" L7 - N80°32'54'W 34.56' L8 - N72° 1 5'43' W 89.84' L9 - 572 03'52' E 42.01 ' ( ) Title to State L10 - S80°32'54"E 13.44' l i c i t Access Prohibited L 1 1 -- 509° 27'06"VY 3.75' NOTES 22128-4 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. i immm1 FEET 0 25 50 100 150 PREPARED BY: PSOMAS Hutton SantaAna, Californiac 92707 200 (714)751-7373/(714)545-B1363 (Fax) DATE: 10-26-2011 REV. 6: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 3. 6 3 3 1 2 3 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PSOMAS EXHIBIT `E1' LEGAL DESCRIPTION Caltrans Parcel No. 22128-5 Temporary Construction Easement APN 102-050-002 and 014 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most southerly corner of said land; thence North 49°32'46" West 150.69 feet along the southwesterly line of said land to a point thereon, said point being the True Point of Beginning; thence North 49°32'46" West 111.21 feet continuing along said southwesterly line to a point thereon; thence North 40°27'14" East 10.00 feet; thence South 49°32'46" East 111.21 feet; thence South 40°27'14" West 10.00 feet to the True Point of Beginning. Containing 1,112 square feet. See Exhibit `E2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of Brian E. Bullock, PLS 5260 Date P:12P'LGO10501\SURVEY\LEGALS\22128_APN 102-050-002,013,014,016,018\1,egals\22128-5_TCE.doc 1/22/2014 Page 1 of l EXHIBIT A, PAGE 21 EXHIBIT Fs2 PARCEL# TITLE AREA APN 22128-5 TCE 1112 SQ. FT. 102-050-002 & 014 ROUTE 91 RIVERSIDE FR I EENAY 8 9 180 1 2 3 I 4 185 6 7 8 9 190 1 ROUTE 91 RIVERSIDE FREEWAY C/L STATIONING EXISTING R/W s _ _ _ _ �q L 1 4=2 ° �� c.) �� L,s9v0.00, 102-050-005 . J� -----------s - =-S'8, f/��q �cs.{ 0 FOR.,O M AS y r R S A Q�oQoS� ti99 o / 1 NJ2 2/7 3-' q6 1 ° 30' Za E I P J i� LOT AL- N36 lR 221 28- 5 " Chi TRACT NO, 2525 99,.. x NIA 'i-1/ 1 0- 1' J Q' SEE SHEET 2>\ 102-050-006 FOR DETAIL ` cv DOC. NO. 2005- ?OR, LOT A 035081 1 , O.R. TRACT NO, 2525 `. MEI '; J/ 1 0 - 1 } _ J j T,�, �e � POB O - [ ,� J O 00, O> c-� RADIAL TABLE \ R1 - N13°44'54"E LEGEND-i LtNE TABLE (R) Indicates Radial Bearing TPOB True Point of Beginning POB Point of Beginning L1 - S76°15'55"E 183.13' L2 - S09°26'34"W 109.00' °28'23"W ( ) Title to State L3 - S01 1 51 .46' ) it Access Prohibited L4 - S23°45126"E 63.51' NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain 22128-5 TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. I plimmommi FEET C 100 200 400 600 PREPARED BY: PSOMAS 3 Centreive, Ste. Sontoton Ana, Califorrnia 92707 200 (714)751-7373/(714)545-8883 (Fox) DATE: 02-12-2013 REV. 1: 01-22-2014 EA: 0E540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R t V --- — 91 — -- 7 3.7 1 2 EXHIBIT E2 PARCEL# TITLE AREA A P N 22128-5 TCE 1112 S0. FT. 102-050-002 & 014 FDR 701N/1AS Y0REI,L1 l Me 2/ l \ i i ------_._._�___ ---._..._�_�_ , � i ----fi DOCe NO. 2005-035081 1 , O.R. /1490o I VWIDTH ARKS 7 2�- POR , LOT A /in Op �9 _ri�r10'7 NOJJc3J / N (--, loll EI '; l/ 1 0- 1 '; 3 o C.)S9g o in Q \ /\ 1i�•?29 /cc Ct `,D7-6F 22128-5) / cD 2!ti 777 / 990 .s"7 cc l 3`-- 96 , S90 0 / w� � I j 0 I J w U 1 POR ,, LOT A -r;�r��T NO , 2525 AIDE '' l/ 1 0 -- 1 ';• _ iY 7 `j% L to Op079�, �C a cr �44 IQ i /S o 6 I 99� 9 I Q n OLi- Zoo (:: N al f �I I � � � �' i 102-050-0061 Off' 44' qq, 1` POB ( I LEGEND (R) Indicates Radial Bearing TPOB True Point of Beginning POB Point of Beginning ( ) Title to State I ( I i t Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing ore grid distances. Divide by 0.99997476 to obtain 2 2 1 2 8— 5 TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances ore in feet unless otherwise noted. i TmismiF--- ` I FEE) 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200Santa Ana, Calia 92107 (714)751-7373/(714r)545-8663 (Fax) DATE: 02-12-13 REV. 1: 01-22-2014 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS pp 8 �)T\/ R 1 V 91 3. 6 2 2 PS OMAS EXHIBIT `F1' LEGAL DESCRIPTION Caltrans Parcel No. 22128-6 Temporary Construction Easement APN 102-050-002 and 010 In the County of Riverside, State of California, being a portion of the land described in the deed recorded May 3, 2005 as Document No. 2005-0350811 of Official Records of said County, described as follows: Beginning at the most southerly corner of said land; thence North 49°32'46" West 12.08 feet along the southwesterly line of said land to a point thereon, said point being the True Point of Beginning; thence North 49°32'46" West 15.23 feet continuing along said line to a point thereon; thence North 09°26'47" East 67.15 feet; thence North 80°33'13" West 19.61 feet; thence North 18°20'49" East 61.22 feet; thence South 69°42'53" East 3.73 feet; thence North 20° 17'07" East 58.02 'feet to the beginning of a curve concave westerly having a radius of 64.45 feet; thence northerly along said curve 70.64 feet through a central angle of 62°48'13"; thence North 47°28'54" East 17.97 feet to a point on the general easterly line of said land; thence along said general easterly line the following two (2) courses: 1) South 23°45'26" East 19.14 feet and 2) South 01°28'23" West 86.42 feet; thence South 09°55'26" West 112.99 feet; thence South 09°27'35" West 35.94 feet to the beginning of a curve concave westerly having a radius of 446.00 feet; thence southerly along said curve 18.27 feet through a central angle of 02°20'48" to the True Point of Beginning. Containing 4,098 square feet. See Exhibit `F2' attached hereto and made a part hereof. PA2PTG010501\SURVEMEGAL.S\22128_APN 102-050-002, 013,014,016,018\Legals\22128-6_TCE.doc 1/22/2014 Page 1 of 2 EXHIBIT A, PAGE 24 PSOMAS The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of Brian E. Bullock, PLS 5260 Date 22 P:A2PTG010501\SURVEYNL.EGALS\22128_APN 102-050-002, 013,014,01E,018\Legals\22128-6_fCE doc I/22/2014 Page 2 of 2 EXHIBIT A, PAGE 25 EXHIBIT F2 PARCEL# TITLE AREA A P N 22128-6 TCE 4098 SO. FT. 102-050-002 & 010 ROUTE 9 $ 9 1 80 1 2 � RIVERSIDE FREEWAY i 185 6 7 8 9 190 1 ROUTE 91 RIVERS E FREEWAY C/L STATIONING EXISTING R/W ��' i -a� ��`_ e�, e� R-1500 r) 4" " �����i 1 95.8 0 l 102-050-005 - ,._ �I`N ------___r--=- __ _ 4' f �(��1 ,(<) E� FOR, 0�1 R5roe99�9I 1 ALLOTMENT /J /l Q-?-6 I i N, Za" E <_ I 36° 30 I FOR, LOT AL_ N lR ._ _ I to TRACT NO, 253S N MJ 4 7/ 1 0-- 1 '1 99� 221 28-6 . o , � - �'q i� �. 102-050-006 i J I� DOC . NO. 200)5- FOR, LOT A 0350811, O.R. TRACT NO, 2585 ,, M5 ''r7/ 1 0- 1 -'r �\ rSEE SHEET 2" - / I� o3 ._ �Q- ' FOR DE TAIL � (,), RADIAL TABLE \ R1 - N13°44'54"E LINE TABLE LEGEND L1 - S76o15'55"E 183.13' (R) Indicates Radial Bearing POB Point of Beginning L2 - S09 26 34"W 109.00 ( ) Title to State L3 - S01°28'23"W 151.46' t ) t i t Access Prohibited L4 - S23°45'26"E 63.51 ' NOTES 22128-6 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. I FEET 0 100 200 400 600 PREPARED BY: PSOMAS Santo Ano, Califarniae92 07 200 (714)7Si-7373/(714)54S-8FM (Fax) DATE: 01-22-2014 REV.: EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V t- .s 91 ..r- AA 3.7 1 2 EXHIBIT F2 PARCEL# TITLE AREA APN 22128-6 TCE 4098 SO. FT. 102-050-002 & 010 LINE TABLE L5 - N49° 32'46"W 1 L6 - N49° 32'46"W 1 L7 - N09°26'47"E 67.15' L8 - N80 33 13 W 19.61 L9 - N1 8°20'49"E 61 L10 - S69 42'53 E 3.73 L11 - N20°17'07"E 58.02' L12 - N47°28'54"E 17.97' L13 - S23°45'26"E 19.14' L14 - S09°27'35"W 35.94' DOC. NO. \ TRAcT \ \ / \ 2.08" 5.23' FOR, iri" TOMAS YJRrr1 ,'' , ALLJT1�/l�NT N `'' .22' M2 7/ l � _--1—`-- --- ---- 2005-035081 1 , O.R. J PoR, LoT A No, 2595 L10s M5 ''r l/ 1 0- J 4 N \ - � , 523° 4 63.51 1.0 � in a- N O Lu 09 ° O o 2 % 5'26"E WID VARIES � x 0 � � I H o O o / tig90 \ (221 28-6 iv Z / .�2 r'JR ,, LJT A \ in \ is) q 6'!y � v) w J TRACT, Me ! I No, 2535 4i/ J O- J 4 ! Lg l -J 9q / No '- = � , �o NC5 ° O O `� N 0 Q LL. cc w (f) 102-050-006 44' TPOB 44' Cv PQB RADIAL TABLE LEGEND R1 - N47°28'54"E -i (R) Indicates Radial Bearing TPOB True Point of Beginning POB R2 - S78° 1 1 '37"E CURVE TABU Point of Beginning C1 - R= 64.45' L=70.64' 0=62°48'1 3" ( Title to State ((( ) t Access Prohibited C2 - R=446.00' L=1 8.27' A=02°20'48" NOTES 22128-6 Coordinates and bearings ore on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. i_--- rEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 (714)7 Ana, California (Fax) DATE: 01-22-2014 REV.: EA: OF540 FA$t: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V Ir,c"_uni,- w 91 r�_ses,._^ 3. 6 2 2 cnnio1 I /1, r/1<7C RON No. 1N NOTICE OF HEARING TO CONSIDER ADOPTION OF A RESOLUTION OF NECESSITY Pursuant to Section 1245.235 of the California Code of Civil Procedure, you are hereby notified that at a regular meeting to be held on Wednesday, May 14, 2014, at 9:30 a.m., at the Riverside County Administration Building, Board of Supervisors Chambers, located at 4080 Lemon Street, Riverside, California, the Commission of the Riverside County Transportation Commission intends to consider adopting a Resolution of Necessity, authorizing the commencement of eminent domain proceedings for the acquisition of real property interests in property that, according to the last equalized county assessment roll, is owned by you. The public use for which this resolution of necessity will be considered is for the SR-91 Corridor Improvement Project in Riverside County, California. The definition of the property rights to be acquired, together with the legal descriptions and corresponding depictions, are attached to this notice. A hearing will be held at the time and place mentioned above. You have the right to appear and be heard on the following matters: 1. Whether the public interest and necessity require the project for which the property is sought to be acquired. 2. Whether the project is planned or located in the manner that will be most compatible with the greatest public good and least private injury. 3. Whether the property sought to be acquired by eminent domain and described in the Resolution of Necessity is necessary for the proposed project. 4. Whether the offer required by Section 7267.2 of the California Government Code has been made. 17336.02100\8682248.1 Pursuant to California Code of Civil Procedure section 1245.235(b)(3), your failure to file a written request with RCTC to appear and be heard within 15 days from the date that this Notice is mailed may result in the waiver of your right to appear and be heard on the above -stated matters and issues that are the subject of the hearing. ALL COMMUNICATIONS SHOULD BE ADDRESSED TO: Jennifer Harmon Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street, 3`d Floor Riverside, California 92501 DATE OF HEARING: PLACE OF HEARING: DATED: March 28, 2014. Wednesday, May 14, 2014 9:30 a.m. Riverside County Administration Building Board of Supervisors Chambers 4080 Lemon Street Riverside, California 92501 BEST BEST RIEGER LLP Mar ster Artin N. haverdian Attorneys for Riverside County Transportation Commission 17336.02100\8682248.1 PROOF OF MAILING NOTICE I, Sandra Rosales, acting on behalf of the Riverside County Transportation Commission, hereby certify that on March 28, 2014, I mailed a copy of the attached notice by first-class mail to the following owners and other interested parties of real property located in the County of Riverside, State of California, more particularly described as to Assessor Parcel No. 118-330- 009 (CPNs 22175-1, 22175-2, 22175-3, 22175-4, 22175-5 and 22175-6): Dvorak & Payne LTD 1570 E. Edinger Avenue, #12 Santa Ana, CA 92705 Dvorak & Payne, Ltd. c/o David Dvorak P. O. Box 1208 Carpinteria, CA 93014 Dvorak & Payne, Ltd. 1441 Pomona Road Corona, CA 92882 Kevin H. Brogan, Esq. Hill, Farrer & Burrill LLP One California Plaza, 37th Floor 300 South Grand Avenue Los Angeles, CA 90071-3147 Dated: March 28, 2014. Record Owner Record Owner Record Owner Courtesy Copy Sandia Xtosales 17336.02100\8682248.1 PS OMAS 2 EXHIBIT `Al' LEGAL DESCRIPTION 4 Caltrans Parcel No. 22175-1 5 Fee Acquisition 6 APN 118-330-009 7 8 In the City of Corona, County of Riverside, State of California, being a portion of 9 Parcel 1 as shown on that certain Parcel Map filed in Book 40, Pages 65 and 66 of Parcel 10 Maps, Records of Riverside County, California, described as follows: 11 12 Beginning at the southwesterly corner of said Parcel l; thence along the westerly line of 13 said Parcel 1, North 07°59'08" East 29.18 feet to the beginning of a non -tangent curve, 14 concave southerly, having a radius of 5,172.00 feet, a radial line to said beginning bears 15 North 07°50'48" West; thence leaving said westerly line, and traveling easterly 16 196.53 feet along said curve, through a central angle of 02°10'38" to a point on the 17 easterly line of said Parcel 1, distant thereon 30.12 feet from the southeasterly corner 18 thereof; thence along said easterly line and the southerly line of said Parcel 1, the 19 following three (3) courses: 20 1. South 07°58'36" West 30.12 feet to a curve concave southerly having a radius of 21 5,153.00 feet, a radial line to said curve bears North 05°38'03"West; 22 2. Westerly 172.88 feet along said curve through a central angle of 01°55'20" to the 23 beginning of a reverse curve, concave northerly, having a radius of 366.00 feet; 24 3. Westerly 23.42 feet along said curve, through a central angle of 03°39'57" to the 25 southwesterly comer of said Parcel 1 and the Point of Beginning. 26 27 Contains 5,708 square feet 28 29 30 31 M:12PTG010501\SURVEY\LEGALS122175_APN_118-330-0091Lega1122175-1.docx Page 1 of 2 11/21/13 EXHIBIT A, PAGE 1 PSOMAS The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. See Exhibit `26k2' attached hereto and made apart hereof. Prepared under the direction of Jeremy L. Evans, PLS 5282 1‘•ZS•2013 Date M:12PTG0105011SURVEYILEGALS122175_APN_118-330-0091Lega1122175-1.docx Page 2 of 2 11/21/13 EXHIBIT A, PAGE 2 EXHIBIT A2 PARCEL# TITLE GRANTOR AREA APN 22175-1 FEE DVORAK & PAYNE LTD 5,708 SF 118-330-009 CURVE TABLE RADIAL TABLE C1 - A=2°10'38" R=5172.00' L=196.53' R1 - S03°53'26"E C2 - A=1 ° 55'20" R=51 53.00' L=1 72.88' R2 - N05° 38'03"W C3 - A=3°39'57" R= 366.00' L= 23.42' R3 - N07°50'48"W R4 - N05°40'10"W N82°03'23"W r 189.99' ; LINE TABLE L1 - N07°59'08"E 29.18' L2 -- S07°58'36"W 30.12' 118-320-007 rn N l0 in co O a � Q . * 1~ ram- N . cr Poi ) ' ?� � Q �1 18-330-1 1 7 w PGI 2 pci 3 Co o w PARCEL MAP is P,M.,S, 40/65`.'r.Jc� 118-320-008 "' 0 1 1 ,,, U M 1 I O W I rn ! O z PrL 1 R,S., 45/ 0 1--- 1 O 1 z 1 s.. �� 1,0 1 r--o -�� rr) to 00 (n z . o ING STREET R / W - xISS z II 1 � RpAD DROP° E /w _ - �y - - m � pMpN A �aro c,IRE _) N cr 0 REEV4 ° ' C3 pB - 1 RI �ERSIDE P _ Rfl--TSTAAIO��NG FREEWAY DE 265 FW Y R/ N� PO R/W DIVERS 4 1 RIVE pRpPpSED IS1 TE g 3 E ROU 2 LEGEND (R) Indicates Radial Bearing POB Point of Beginning ( ) Title to State Mil 1 (l Access Prohibited NOTES 22175-1 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. FEE ACQUISITION Divide by 0.99997476 to obtain I ground distances. All distances are in feet unless otherwise noted. FEET 0 50 100 200 00 PREPARED BY: DATE: 10-24-2011 REV. 4: 11-12-2013 EA: OF540 FAat: PSOMAS DISTRICT COUNTY ROUTE SHEET PPS SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive Ste. 200 Santo Ana, Californic 92707 (714)751-7373/(714)545-8883 (Fox) 8 R IV 91 5.0 1 1 EXHIBIT A, PAGE 3 PS OMAS 1 EXHIBIT `Bl' 2 LEGAL DESCRIPTION 3 4 Caltrans Parcel No. 22175-2 5 Temporary Construction Easement 6 APN 118-330-009 7 8 In the City of Corona, County of Riverside, State of California, being a portion of 9 Parcel 1 as shown on that certain Parcel Map filed in Book 40, Pages 65 and 66 of Parcel 10 Maps, Records of Riverside County, California, described as follows: I1 12 Beginning at a point on the westerly line of said Parcel 1, distant thereon 29.18 feet from 13 the southwesterly corner thereof; thence along said westerly line, North 07°59'08" East 14 15.59 feet to the beginning of a non -tangent curve, concave southerly, having a radius of 15 5,187.00 feet, a radial line to said beginning bears North 07°47'59" West; thence leaving 16 said westerly line and traveling easterly 196.49 feet along said curve through 17 a central angle of 02°10' 14" to the easterly line of said Parcel 1; thence along said 18 easterly line, South 07°58'36" West 15.43 feet to a point distant thereon 30.12 feet from 19 the southeasterly corner of said Parcel 1, said point being the beginning of a non -tangent 20 curve, concave southerly, having a radius of 5,172.00 feet, a radial line to said beginning 21 bears North 05° 40' 10" West; thence leaving said easterly line and traveling westerly 22 196.53 feet along said curve through a central angle of 2° 10'38" to the westerly line of 23 said Parcel 1 and the Point of Beginning. 24 25 Contains 2,948 square feet 26 27 The distances described herein are grid distances and are based on California Coordinate 28 System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing 29 grid distances by the mean combination factor of the courses being described. The mean 30 combination factor for this conversion is 0.99997476. 31 MA2PTG010501\SURVEY\LEGALS\22175 APN_118-330-0091Lega1122175-2.docx Page 1 of 2 EXHIBIT A, PAGE 4 1 2 3 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS oMAs See Exhibit ` 32' attached hereto and made apart hereof. Prepared under the direction of Jeremy L. Evans, PLS 5282 1 l • Zia • lot S Date M:12PTG0105011SURVEYILEGALS\221.75_APN 118-330-0091Lega1122175-2.docx Page 2 of 2 EXHIBIT A, PAGE 5 EXHIBIT B2 PARCEL# TITLE GRANTOR AREA APN 22175-2 TCE DVORAK & PAYNE LTD 2,948 SF 118-330-009 CURVE TABLE L1NE___TARI F Cl - A=2°10'14" R=5187.00" L=196.49' L1 - N07°58'36"E 30.12' C2 - A=2° 10'38" R=51 72.00' L=1 96.53' L2 - N07° 59'08"E 29.1 8' C3 - A=1 ° 55'20" R=51 53.00' L=1 72.88' L3 - N07° 59'08"E 1 5.59' C4 - A=3°39'57" R= 366.00' L= 23.42' _ L4 - S07° 58'36"W 1 5.43' N82°0323W RADIAL TABLE R1 - N07° 50'48"W R2 - N07°47'59"W R3 - N05° 37'45"W 1 1 8-320-007 rn "rn R4 - N05° 38'03"W `v _I co � # 4 • R5 - S03° M � 53'26"E PARDEL MAP P,M,El,, lit 0/'c> -66 Li18-330-777 o O Lt) I Pc1_ 1 PAL 2 PoL 3 118-320-008 � 1 1 - o z PCL J R,Ss ,5/20 POB I I I G; i II _ - o (J o IIZ rn zo �XISTIN C rn rn V-A � o R/W SIRE p R4 - +✓ 4 G R5 R �wY ��W E FREEWAY sw CEL ORNE66 1 R I v E R s i 265 6 PROPOS WO ?05 40 �65 Rou T E 9 a FWD R7 3 2 LEGEND (R) Indicates Radial Bearing POB Point of Beginning —_.._—•f-"- ( ) Title to State I l I i I ACCe55 Prohibited NOTES 22175-2 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. 1 �1 FEET 0 50 100 200 00 PREPARED BY: PSOMAS 3 Hutton Centre give Ste. 200 Santa Ana, California 92707 (714)751-7373/(71415-05-B$S3 (Fax) DATE: 10-24-2011 REV. 4: 11-12-2013 EA: OF540 FAn: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R 1 V 91 5. 0 1 1 EXHIBIT A, PAGE 6 PSOMAS EXHIBIT `CV LEGAL DESCRIPTION Caltrans Parcel No. 22175-3 Building Demolition Easement APN 118-330-009 In the City of Corona, County of Riverside, State of California, being a portion of Parcel 1 as shown on that certain Parcel Map filed in Book 40, Pages 65 and 66 of Parcel Maps, Records of Riverside County, California, described as follows: Beginning at the southwesterly corner of said Parcel 1; thence North 07°59'08" East 134.82 feet along the westerly line of said Parcel 1; thence South 82°03'18" East 35.55 feet to the True Point of Beginning; thence continuing South 82°03'18" East 118.12 feet; thence South 07°57'41" West 64.71 feet to the beginning of a non -tangent curve concave southerly having a radius of 5,172.00 feet, a radial line to said beginning bears North 06°05'04" West; thence westerly along said curve 122.21 feet through a central angle of 01°21'14"; thence North 08°00'33" East 95.73 feet to the True Point of Beginning. Contains 9,448 square feet The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. See Exhibit `C2' attached hereto and made apart hereof. M:A2PTG010501\SURVEY\LEGALS122175_APN_I18-330-009\Legal\22175-3-BDE.docx Page 1 of 5/18/2012 EXHIBIT A, PAGE 7 PS OMAS 1 2 Prepared under the direction of 3 4 5 8 9 10 11 12 13 14 15 16 17 18 19 20 21. 22 23 24 25 26 27 28 29 30 31 Jeremy L. Evans, PLS 5282 lt•25•Z06 Date M:12PTG0105011SURVEYILEGALS122175_APN_118-330-0091Lega1122175-3-BDE.docx Page 2 of 2 5/ 18/2012 EXHIBIT A, PAGE 8 EXHIBIT C2 PARCEL# TITLE GRANTOR AREA APN 22175-3 BDE DVORAK & PAYNE LTD 9,448 SF 118-330-009 CURVE TABLE LINE TABLE C1 - A=02°10'38" R=5172.00' L=196.53' L1 - N07°59'08"E 134.82' C2 - A=01°55'20" R=5153.00' L=172.88' L2 - S82°03'18"E 35.55' C3 - A=03°39'57" R= 366.00' L= 23.42' L3 - S07°57'41"W 64.71' C4 - A=01 °21 '14" R=51 72.00' L=1 22.21 1 L4 - N08°00'33"E 95.73' 118-320-002 118-330-004 S82'03'23"E RADIAL TABLE f 1 89.99`-- I I ' R1 - S03°53'2611E R2 - N05° 38'03"W R3 - N07°26'17"W 118-320--007 r-) `\J z R4 - N06°05'04"W co �'' i Q. R5 - N07°50'48"W R6 - N05°40'10"W c\J _n N N--) a- 1 18-330- 1 171 r� 118-320-008 w PCL. 1 Prl J PCI 3 0 PCL 1 in r�,S, 1f���U o PARCEL TPOB i ,e MAP 10/5�U ` POB L2 i S81 1 831 28..E ,. ' ZN0 in EXIST ° N- STREET RAW SW LY CORNER PARCEL 1 40/65-66 PROPOSED R5Q Q; —J ����� ...� _ -� R4F a �' AD o POMQ(J A READ STREET R/W R3CA - ' R2----Jl'' C2 03 R1 Pw°pR/WO FREEWAY ------ I p E F 265 �w FY R R S LEGEND 91 RIVE 3 a (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning R��TE RSZ� E FREEWAY 2 9. 1 RI��G ti RO T S� Ak ION ( ) Title to State C A- ( ( ( (l Access Prohibited NOTES 22175-3 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtoin BUDDING DEMOLITION EASEMENT ground distances. All distances are in feet unless otherwise noted. I �, FEET 0 50 100 200 300 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Sfe. 200 Santo Ana, "olitcrnio 92707 (7'4)751-7373/P14)545-S8U (Fox} DATE: 05-18-2012 REV.: 1: 11-12-2013 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS pp 8 R I V 91 /� 5.0 1 1 EXHIBIT A, PAGE 9 3 5 6 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS EXHIBIT `DV LEGAL DESCRIPTION Caltrans Parcel No. 22175-4 Building Access Easement APN 118-330-009 In the City of Corona, County of Riverside, State of California, being a portion of Parcel 1 as shown on that certain Parcel Map filed in Book 40, Pages 65 and 66 of Parcel Maps, Records of Riverside County, California, described as follows: Beginning at the southwesterly corner of said Parcel 1; thence North 07°59'08" East 138.82 feet along the westerly line of said Parcel 1; thence South 82°03'18" East 35.55 feet to the True Point of Beginning; thence North 08°00'33" East 331.68 feet; thence South 81°59'28" East 117.84 feet; thence South 07°57'41" West 331.55 feet; thence North 82°03'18" West 118.12 feet to the True Point of Beginning. Contains 39,123 square feet The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. See Exhibit `D2' attached hereto and made apart hereof. MA2PTG0105011SURVEYILEGALS\22175_APN_118-330-009\Lega1122175-4-BAE.docx Page 1 of 5/18/2012 EXHIBIT A, PAGE 10 PS 4MAS Prepared under the direction of Jeremy L. Evans, PLS 5282 Date WO M:12PTG0105011SURVEY \LEGALS122175 APN 118-330-0041Lega1122175-4-BAE.docx Page 2 of 5/18/2012 EXHIBIT A, PAGE 11 EXHIBIT D2 PARCEL# TITLE GRANTOR AREA APN 22175-4 BAE DVORAK & PAYNE LTD 39,123 SF 118-330-009 CURVE TABLE LINE TABLE Cl - A=02°10/38" R=5172.00' L=196.53' L1 - N07°59'08"E 134.82' C2 - A=01°55'20" R=5153.00' L=172.88' L2 - S82°03'18"E 35.55' C3 - A=03°39'57" R= 366.00' L= 23.42' 118-320-002 S82°03'23"E 118-330-004 189.99' S81 °59'28"E RADIAL TABLE i ' 117.84 R 1 - S03° 53'26"E R2 - N05° 38'03"W 1 18-320-007 ,... , y,. � o r . 2 I (V co . Q , M v- "' P.ARDr L MAP 178-330-717 w In w P � AA JEL 'rJ/t/7)-�t-D [F18-320-008 co in o � o O \ v P GL 1 ti co 60-' in o in RCS, 5/2o o z 1° IN- TPOB 0 0 PDL '7 °° Ln PDL 3 f. L 2 1 1 8 1 2' POB N82 03'18"W 0 0,1511 NG SI REED Bill SWLY PARCEL ORNER I PMB 40/65-66 I PROPOSED J I I _ _ _I I_ ` I - _ 6' m PQMON A RQAD STREET R/W - R2o C2 ,- C3 EXISTING w� iiiiiiii iii R1 a Riw Y R c- ---'"". -- p WOP R /W S I D 265 E F LEGEND 9� RIVE''4 (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning DOTE EREEwpY R RSID 2 R vE 1 �� c-jp,T10N.1 ( ) Title to State C/1 " i l l Access Prohibited NOTES 22175-4 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances arid stationing are grid distances. Divide by 0.99997476 to obtain BUILDING ACCESS EASEMENT ground distances. All distances are in feet unless otherwise noted. I FEET 0 50 100 200 300 PREPARED BY: PSOMAS 3 Hutton Centre Drive. Ste. 200 son -to Ann, Californio 92707 (714)751-7373,(714)545-5H63 (Fox) DATE: 05-18-2012 REV. 3: 11-12-2013 EA: OF540 FAtt: DISTRICT COUNTY ROUTE SHEET PM SHEET NO.TOTAL SHEETS 8 R I V 91 5.0 1 1 EXHIBIT A, PAGE 12 3 4 5 6 7 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS QMAS EXHIBIT `El' LEGAL DESCRIPTION Caltrans Parcel No. 22175-5 Temporary Construction Easement APN 118-330-009 In the City of Corona, County of Riverside, State of California, being a portion of Parcel 1 as shown on that certain Parcel Map filed in Book 40, Pages 65 and 66 of Parcel Maps, Records of Riverside County, California, described as follows; Beginning at the southwesterly corner of said Parcel 1; thence North 07°59'08" East 29.18 feet along the westerly line of said Parcel 1 to the True Point of Beginning; thence continuing North 07°59'08" East 105.64 feet along said westerly line; thence South 82°03'18" East 45.87 feet; thence South 08°00'33" West 92.90 feet to the beginning of a non -tangent curve concave southerly having a radius of 5,172.00 feet, a radial line to said beginning bears North 07° 19' 10" West; thence westerly along said curve 47.58 feet through a central angle of 00°31'38" to the True Point of Beginning. Contains 4,550 square feet The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. See Exhibit `ET attached hereto and made apart hereof. M:A2PTG0105011SURVEYTEGALS122175_APN_118=330-0091Lega1122175-5-TCE.docx Page 1 of 2 5/18/2012 EXHIBIT A, PAGE 13 PSOMAS Prepared under the direction of cic.“-y-frii6_ Fvotievo It. 25.2013 Jeremy L. Evans, PLS 5282 Date M:\2PTG0105011SURVEYTEGALS\22175_APN_118-330-0091Lega1122175-5-TCE.docx Page 2 of 2 5/ 18/2012 EXHIBIT A, PAGE 14 EXHIBIT E2 PARCEL# TITLE GRANTOR AREA APN 22175-5 TCE DVORAK & PAYNE LTD 4,550 SF 118-330-009 CURVE TABLE LINE TABLE Cl - A=02°10'38" R=5172.00' L=196.53' L1 - N07°59'08"E 29.18' C2 - A=01°55'20" R=5153.00' L=172.88' L2 - N07°59'08"E 105.64' C3 - A=03°39157" R= 366.00' L= 23.42' L3 - S82°03'18"E 45.87' C4 - A=00°31'38" R=5172.00' L= 47.58' - S08°00'33"W 92.90' 118-320-0021 118-330-0041L4 - $82°03'23"E - 189.99 E RADIAL TABLE ---___ ` I R 1 - S03° 53'26"E 1 R2 - N05° 38'034 R3 118-320-007 - N07°50'48"W R4 - N07°19'10"W rn N Lo co, `,- p r 1 I o . Frl 2 i Prl 3 �' � 118-330-117 t 1 18-320-008 . p' FAR�EL MAP w Pc! 1 01 0- R, S ., 45i2 J in o TPOB L31 P , Ail ,IEL 4o/65-6b I 1 0 c0 1 +— in ---11 ExiS�ING R /w SSREFT POB � PARCEL SWLY CORNER � I `� PMB 40/65-66 R3� PROPOSED -;A I I'_ _ �I C1 R2 -__ Poiv�oNA ROAD SST' ET R/W �-_--,_ - R 4 C2 0 PO " R1 ROPOSE° FREEWAY 'FO R/w 265 4 LEGEND 1 RIVE TE 9 3 (R) Indicates Radial Bearing PCB Point of Beginning TPOB True Point of Beginning R0 FRE-°° RSIpE 2 9A RIvI\1G 1 RO SA A1101" ( ) Title to State C/L I I I l l Access Prohibited NOTES 22175-5 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. f FEET 0 50 100 200 300 PREPARED BY: PSOMAS 3 Hutton ;ertre hive, Ste. 200 Santo7 1-7373/`714)545-M3 (Fax) DATE: 05-18-2012 REV. 1: 11-12-2013 EA: 0E540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 RIV 91 5.0 1 1 EXHIBIT A, PAGE 15 PSOMAS EXHIBIT Tr LEGAL DESCRIPTION Caltrans Parcel No. 22175-6 Temporary Construction Easement APN 118-330-009 In the City of Corona, County of Riverside, State of California, being a portion of Parcel 1 as shown on that certain Parcel Map filed in Book 40, Pages 65 and 66 of Parcel Maps, Records of Riverside County, California, described as follows: Beginning at the southeasterly corner of said Parcel 1; thence North 07°58'36" East 30.12 feet along the easterly line of said Parcel 1 to the True Point of Beginning; thence continuing along said easterly line North 07°58'36" East 76.63 feet; thence North 81°13'01" West 45.99 feet; thence South 08°00'33" West 88.68 feet to the beginning of a non -tangent curve concave southeasterly having a radius of 5172.00 feet, a radial line to said beginning bears N06°11'41" West; thence easterly along said curve 47.42 feet through a central angle of 00°31'31" to the True Point of Beginning. Contains 3,801 square feet The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. See Exhibit `F2' attached hereto and made apart hereof. M:12PTG0105011SURVEYILEGALS122175_APN_118-330-0091Lega1122175-6-TCE.docx Page 1 of 2 5/18/2012 EXHIBIT A, PAGE 16 PSOMAS Prepared under the direction of Jeremy L. Evans, PLS 5282 iS•25•2pt3 Date MA2PTG010501\SURVEYILEGALSQ2175_APN_118-330-0091Lega1122175-6-TCE.docx Page 2 of 5/18/2012 EXHIBIT A, PAGE 17 EXHIBIT F2 PARCEL# TITLE GRANTOR AREA APN 22175-6 TCE DVORAK & PAYNE LTD 3,801 SF 118-330-009 CURVE TABLE LINE TABLE Cl - A=01 °55'20" R=51 53.00' L=1 72.88` o � L1 - N81 13'O1 W 45.99' C2 - A=03°39'57" R= 366.00' L= 23.42` L2 - N07°58'36"E 76.63' C3 - A=00°31'31" R=5172.00' L= 47.42' L3 - S08°00'33"W 88.68' 118-320-002 118-330-004 I I S82°03'23"E J 1 89.99' RADIAL TABLE 1 R1 - S03°53'26"E 1 R2 - N05° 38'03"W D 1 18-320-007 ra R3 - N05°40'10"W i R4 - N06° 1 1 '41 "W n3 N •v Lo mi 1 I f, 1 I r'GL r 1 I I I I Ir J _AR 1 NJAF' GI 1 1 18-330-1 1 7 1 F,A/J,8, 40./�5-66 118-320-0O8I I I w -`1' _ -, I , - p D I - co ° TPOB r GL 3 R C S. 45/2D o1 09 ; o L 1 P O B z9' k PROPOSED 1 11 (I '1 " SE'LY CORNER _ °� PARCEL 1 1 c, R3 PMB 40/65-66 �, EXISTING I R . C !' s �NA R1W S�RE� ROAD STREET R/W t _I P - 30.12� R2 0 C1 5� t CZ � WY1NG . /W _____ R1 ,ile� EEWAY FWY ''/W FR 265 _-_� IVERsID' LEGEND 91 R a 3 WAY (R) Indicates Radial Bearing POB Point of Beginning TPOB True Point of Beginning RpUTE FLEE (R510 2 RIv 1 ErJ pT 1CNI�G ( ) Title to State C/ I I I I I. Access Prohibited NOTES 22175-6 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain TEMPORARY CONSTRUCTION EASEMENT ground distances. All distances are in feet unless otherwise noted. ( FEET 0 50 100 200 300 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santa Arlo' California 92707 (7141751-7373/(7141545-8883 (Fai) DATE: 05-18-2012 REV. 1: 11-12-2013 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM" SHEET NO. TOTAL SHEETS 8 RIV 91 5.0 1 1 EXHIBIT A, PAGE 18 RoN Noe -0\?3, NOTICE OF HEARING TO CONSIDER ADOPTION OF RESOLUTION OF NECESSITY Pursuant to Section 1245.235 of the California Code of Civil Procedure, you are hereby notified that at a regular meeting to be held on Wednesday, May 14, 2014 at 9:30 a.m., at the Riverside County Administration Building, Board of Supervisors Chambers, located at 4080 Lemon Street, Riverside, California, the Commission of the Riverside County Transportation Commission intends to consider adopting a Resolution of Necessity, authorizing the commencement of eminent domain proceedings for the acquisition of any and all possessory and/or leasehold interests and improvements of Giant Inland Empire RV Center, Inc. in that certain real property situated in the County of Riverside, State of California and commonly known as Assessor Parcel No. 102-101-001 (22135). The property considered for acquisition is for a public use. The public use for which this resolution of necessity will be considered is for the SR-91 Corridor Improvement Project in Riverside County, California, Riverside County, California. The legal description of the affected property is attached to this notice. A hearing will be held at the time and place mentioned above. You have the right to appear and be heard on the following matters: 1. Whether the public interest and necessity require the project for which the property is sought to be acquired. 2. Whether the project is planned or located in the marmer that will be most compatible with the greatest public good and least private injury. 3. Whether the property sought to be acquired by eminent domain and described in the Resolution of Necessity is necessary for the proposed project. 1733 6.02100\8684027.1 4. Whether the offer required by Section 7267.2 of the California Government Code has been made. Pursuant to California Code of Civil Procedure section 1245.235(b)(3), your failure to file a written request with RCTC to appear and be heard within 15 days from the date that this Notice is mailed will result in the waiver of your right to appear and be heard on the above -stated matters and issues that are the subject of the hearing. ALL COMMUNICATIONS SHOULD BE ADDRESSED TO: Jennifer Harmon Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street, 3`d Floor Riverside, California 92501 DATE OF HEARING: PLACE OF HEARING: DATED: March 28, 2014. Wednesday, May 14, 2014 9:30 a.m. Riverside County Administration Building Board of Supervisors Chambers 4080 Lemon Street Riverside, California 92501 BEST BES , KRIEGER LLP By: aster Art , Shaverdian Attorneys for Riverside County Transportation Commission 17336.02100\8684027.1 PROOF OF MAILING NOTICE I, Sandra Rosales, acting on behalf of the Riverside County Transportation Commission, hereby certify that on March 28, 2014, I mailed a copy of the attached notice by first-class mail to the following parties with a possible interest in real property located in the County of Riverside, State of California, more particularly described as Assessor Parcel No. 102-101-001 (CPN 22135): Giant Inland Empire RV Center, Inc. 9150 Benson Avenue Montclair, CA 91763 John S. Murphy, Esq. Murphy & Evertz 650 Town Center Drive, Suite 550 Costa Mesa, CA 92626 Dated: March 28, 2014. Possible Leasehold Interest Courtesy Copy 1733 6.02100\8684027.1 EXHIBIT A LEGAL DESCRIPTION Giant Inland Empire RV Center, Inc.'s possessory and/or leasehold interests and improvements in all that certain real property situated in the County of Riverside, State of California, described as follows: That portion of the Tomas Yorba Allotment, in the County of Riverside, State of California, as per Map recorded in Book 2, Page 7 of Maps, in the Office of the County Recorder of San Bernardino County, California, described as follows: Beginning at the Northwest corner of Lot 46 in Tract No. 2319, as per Map recorded in Book 43, Pages 74 to 76 of Maps, Records of said Riverside County; Thence along the Northerly prolongation of the Westerly line of said Lot 46, being along the Easterly line of Ridgeview Terrace, 60 feet wide, North 15° 29' 00" East, 125.45 feet to the beginning of a tangent curve, concave Westerly and having a radius of 230.00 feet; Thence Northerly along said curve, through a central angle of 11° 31' 15", an arc distance of 46.25 feet to the beginning of a reverse curve, concave Southeasterly and having a radius of 13.00 feet; Thence Northeasterly along said curve, through a central angle of 83° 04' 46", an arc distance of 18.85 feet to a point of tangency on the South line of Frontage Road, 50 feet wide; Thence along said South line North 87° 02' 31" East, 102.96 feet to the beginning of a curve, therein, concave Southerly and having a radius of 1344.00 feet, a radial line to said beginning bears North 2° 57' 29" West; Thence Easterly 272.29 feet along said curve, through a central angle of 11° 36' 29"; Thence South 81° 21' 00" East, 187.71 feet on said South line; Thence leaving said South line South 8° 39' 00" West, 2.00 feet to the intersection of the South line of the land described in the deed to the County of Riverside recorded February 22, 1973 as Instrument No. 23040 of Official Records, said intersection being the to the true point of beginning; Thence South 8° 39' 00" West 185.00 feet to a line parallel with and Northerly 28.00 feet from that certain course of the North line of above said Tract No. 2319, having a bearing of South 81° 21' 00" East; Thence South 81° 21' 00" East, 378.00 feet, on said parallel line; Thence North 8° 39' 00" East, 185.00 feet to said South line of said land described in the Deed to the County of Riverside; Thence North 81° 21' 00" West, 378.00 feet on last said South line to the to the true point of beginning; Except therefrom an undivided 1/2 interest in all oil, minerals and any other hydrocarbons substances located in or under the above described property; provided however that no exploration or production activities shall be permitted on the surface or within 500 feet of the surface as reserved by Charles A. Thomas and Lauretta Thomas, his wife, in deed recorded September 29, 1954 in Book 1635, Page 139 of Official Records; Also except the remainder interest in all oil, minerals and other hydrocarbon substances located in or under the above described property not previously reserved to other persons, provided, however, that no exploration or production activities shall be permitted within 500 feet of the surface as reserved by Lester L. Lev and Elizabeth L. Lev, husband and wife, in Deed recorded April 13, 1962 in Book 3117, Page 431 of Official Records. Said land is within the area shown as Parcel 2 on a Map recorded in Book 7, Page 77 of Parcel Maps, in the office of the County Recorder of Riverside County. Said land is also shown as Parcel 2 of Parcel Map No. 5259, in the County of Riverside, State of California, as per Map filed in Book 12, Page 51 of Parcel Maps, in the office of the County Recorder of said County. APN : 102-101-001-8 EXHIBIT A, PAGE 1 '•9Td FE-Nif4c-SY z } ASSESSORS MAP PP /02 PO /0 PIPERS/OE COUNTY, CAL/P. POR. r, s, R 7 w ( POR RO. LA S/ERRA YOR9A ) T. R. A.395.l, M B. 43/74-76 Trocl No.23/9 PM. 7/77 Porc*/ Mop 469/ 9-32-3 /02- 0 OCT /074 > EXHIBIT A, PAGE 2 Indian Wells (760)568-2611 Irvine (949) 263-2600 Los Angeles (213)617-8100 Ontario (909) 989-8584 BEST BEST & KRIEGER ATTORNEYS AT LAW 3390 University Avenue, 5th Floor, P.O. Box 1028, Riverside, CA 92502 Phone: (951) 686-1450 I Fax: (951) 686-3083 I www.bbklaw.com Margaret L. Barnes (951) 826-8357 margaret.barnes@bbklaw.com File No. 17336.02100 April 23, 2014 VIA HAND DELIVERY Jennifer Harmon Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street, 3`d Floor Riverside, California 92501 Sacramento (916) 325-4000 San Diego (619) 525-1300 Walnut Creek (925) 977-3300 Washington, DC (202) 785-0600 -DE©lEGYEThi APR 23 2014 LUJ RDE TRANSPORTATC IONCOMMISSION Re: Notice of Hearing to Consider Adoption of an Amended Resolution of Necessity, as to Serfas Country Clubs, Inc., Assessor Parcel No. 102-050-005 (Caltrans Parcel No. 22121) RON: 13-074 (11/13/13) RCTC/SR91 CIP Project Dear Jennifer: Attached is the original Notice of Hearing to Consider Adoption of an Amended Resolution of Necessity, as to Serfas Country Clubs, Inc., Assessor Parcel No. 102-050-005 (Caltrans Parcel No. 22121, with proof of mailing, of the hearing for May 14, 2014. Please do not hesitate to contact me, should have any questions. Very truly yours, MargareBarnes Senior Litigation Paralegal for BEST BEST & KRIEGER LLP Attachment 17336.02100\8750245.1 ORIGINAL NOTICE OF HEARING TO CONSIDER ADOPTION OF AN AMENDED RESOLUTION OF NECESSITY Pursuant to Section 1245.235 of the California Code of Civil Procedure, you are hereby notified that at a regular meeting to be held on Wednesday, May 14, 2014, at 9:30 a.m., at the Riverside County Administration Building, Board of Supervisors Chambers, located at 4080 Lemon Street, Riverside, California, the Commission of the Riverside County Transportation Commission intends to consider adopting an Amended Resolution of Necessity, authorizing the commencement of eminent domain proceedings for the acquisition of real property interests in property that, according to the last equalized county assessment roll, is owned by you. The public use for which this resolution of necessity will be considered is for the SR-91 Corridor Improvement Project in Riverside County, California. The legal descriptions and corresponding depictions, are attached to this notice. A hearing will be held at the time and place mentioned above. You have the right to appear and be heard on the following matters: 1. Whether the public interest and necessity require the project for which the property is sought to be acquired. 2. Whether the project is planned or located in the manner that will be most compatible with the greatest public good and least private injury. 3. Whether the property sought to be acquired by eminent domain and described in the Resolution of Necessity is necessary for the proposed project. 4. Whether the offer required by Section 7267.2 of the California Government Code has been made. 17336.02100\8740215.1 Pursuant to California Code of Civil Procedure section 1245.235(b)(3), your failure to file a written request with RCTC to appear and be heard within 15 days from the date that this Notice is mailed may result in the waiver of your right to appear and be heard on the above -stated matters and issues that are the subject of the hearing. ALL COMMUNICATIONS SHOULD BE ADDRESSED TO: Jermifer Harmon Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street, 3`d Floor Riverside, California 92501 DATE OF HEARING: PLACE OF HEARING: DATED: April 22, 2014. Wednesday, May 14, 2014 9:30 a.m. Riverside County Administration Building Board of Supervisors Chambers 4080 Lemon Street Riverside, California 92501 BEST BEST & KRIEGER LLP By: Mark A. Easter Gregory G Snarr Attorneys for Riverside County Transportation Commission 17336.02100\8740215.1 EXHIBIT A LEGAL DESCRIPTION All that certain real property situated in the County of Riverside, State of California, described as follows: FEE That portion of the Thomas Yorba Allotment, in the City of Corona, County of Riverside, State of California, as per map recorded in Book 2, Page(s) 7, of Maps, in the Office of the County Recorder of San Bernardino County, described as follows: Beginning at a point in that certain course described as "South 8° 39' West, 100.81 feet" in Deed to the State of California, recorded January 25, 1939 in Book 403 of Official Records, Page 471, in the Office of the County Recorder of said County of Riverside, said point being distant along said course South 8° 39' 00" West, 21.21 feet from the Northerly terminus of said course; Thence North 82° 10' 32" West, 263.33 feet to a point in that certain course described as "North 49° 09' West, 358.07 feet" in said Deed, said point being distant along said course South 49° 09' 00" East, 46.92 feet from the Northwesterly terminus of said course; Thence along said course, South 49° 09' 00" East, 311.16 feet to the Southeasterly terminus thereof; Thence along flrst said course, North 8° 39' 00" East, 169.60 feet to the point of beginning. Except 90% of all oil, gas, minerals, and other hydrocarbon substances in and under said lands below a depth of 500 feet, but without right of surface entry as reserved in Deed recorded October 19, 1969 as Instrument No. 103855 of Official Records. APN: 102-050-005-5 EXHIBIT A, PAGE 1 n n'I 11 SI-II re tin an S111= tw S- 9-ZS-6 900Z 390 . SB6b ON 1311111 tlitht ®1 �_J I I 1 1 npp--�� 1 oto--9G011Y81 1 v \ 1- . ` \ 1 /�� \ ` .,.. 1 tn1 . 1 \\ �� ` \ I / ) (.1,- 1 �O1 / ` \ \ �\ _�\r \ � s 1 \�1 ` \ I` 101 1 t ieI11 V'tl, } / / / ,) / / / 44. as L!t w In Lsh sA lira qq.e) 1lI�� 'slunaJ aPls/9AIg SO'OdiZ01)I1'd111 SJOSS1SSY_____ - `. `. 9 170 1 I I .�� ' \ I I I I r—, Ceil�.\ I 1 1 I 1 O \ \ — / \ -- — —. / f_s� 1 l ,' \ / 1 ' ,\ \ ` \ \_/ \ / / /� — \ , / \ \ 1 i 1 I \ J , ./ , -iNtaoo Jo 1113 ?AL .81'S£'1 Sl LZ'33S , , i 13J aMf s,aossISSY MS YIar°aliHlseo uv1133V 3111110.1 o r0rn y 1111191111 O1 .11ND S3SOMIld 111311SUSSY 603 03111'd31d 501 ON Mil 1 , PROOF OF MAILING NOTICE I, Frances White, acting on behalf of the Riverside County Transportation Commission, hereby certify that on April 22, 2014, I mailed a copy of the attached notice by first-class mail to the following owners and other interested parties of real property located in the County of Riverside, State of California, more particularly described as Assessor Parcel No. 102-050-005 (CPN 22121): Serfas Country Clubs, Inc., a California corporation Record Owner 2121 Mountain View Drive Corona, CA 92882 Serfas Country Clubs, Inc., a California corporation Record Owner 901 Via San Clemente Montebello, CA 90640-1610 Jean Serfas Courtesy Copy Serfas Country Club 2108 Dove Circle Corona, CA 92852 Dated: April 22, 2014. 7(0 ( ---r1/j6 Frances White 17336.02100\8740215.1 PUBLIC HEARING • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: May 14, 2014 TO: Riverside County Transportation Commission FROM: Budget and Implementation Committee Michele Cisneros, Finance Manager/Controller THROUGH: Anne Mayer, Executive Director SUBJECT: Proposed Budget for Fiscal Year 2014/15 BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Discuss, review, and provide guidance on the proposed FY 2014/15 Budget; and 2) Open the public hearing in order to receive input and comments on the proposed FY 2014/15 Budget on May 14 and on June 11, 2014, and thereafter close the public • • hearing. BACKGROUND INFORMATION: Staff completed the initial budget preparation process, and attached is an executive summary for the proposed FY 2014/15 Budget. The policy goals and objectives approved by the Commission on April 9 were the basis of this budget. The policy goals and objectives considered during the preparation of the budget relate to mobility initiatives, goods movement, improved system efficiencies, environmental stewardship, economic development, intermodalism and accessibility, and public and agency communications, as well as financial and administration policies. Staff will present highlights of significant items included in the budget and is seeking review of and input on the proposed FY 2014/15 Budget. Based on input received from Commissioners, staff will update the document, as necessary, and present the proposed budget for the opening of the public hearing and for the Commission's review on May 14. As a result of input received from the public and the Commission, staff will make any necessary changes to the budget document for final review, close of the public hearing, and adoption at the June 11 Commission meeting. The executive summary document contains a summary of all departmental budgets and summarizes the information for the entire Commission. The department budgets present the goals and objectives, the resources needed to accomplish the goals, and the appropriations required to accomplish the tasks. Staff also included the budgets by governmental fund type, as this table provides a summary of the budgeted revenues and expenditures from a fund Agenda Item 7 95 perspective. Preliminary funding estimates for transit operating and capital expenditures have been included in the budget, although the draft Short Range Transit Plans are still under review. An adjustment for a revised estimate of these transit expenditures may be included in the final budget document presented in June 2014. At the June 11 Commission meeting, staff will present the entire budget document with detailed narratives. A summary of the proposed FY 2014/15 Budget is as follows: Revenues and other financing sources: Sales taxes -Measure A and Local Transportation Funds Reimbursements (federal, state, and other) Transportation Uniform Mitigation Funds, including reimbursements State Transit Assistance Other revenues Interest on investments Debt proceeds Transfers in Total revenues and other financing sources Expenditures and other financing uses: Personnel salary and fringe benefits Professional services Support services Projects and operations Capital outlay Debt service (principal, interest and costs of issuance) Transfers out Total expenditures and other financing uses Excess (deficiency) of revenues and other financing sources over (under) expenditures and other financing uses Beginning fund balance (projected) Ending fund balance (projected) FY 2014/15 Budget $ 248,500,000 188,920,500 8,154,600 12, 944, 700 575,000 2,467,000 191,600,000 334,434,700 987,596,500 8,280,300 16,146,100 5,299,600 927,449,400 3,750,000 54,696,200 334,434,700 1,350,056,300 (362,459,800) 979,339,400 616,879,600 Attachment: Executive Summary for the Proposed FY 2014/15 Budget Agenda Item 7 96 Executive Summary Introduction The budget for Fiscal Year (FY) 2014/15 is presented to the Board of Commissioners (Board) and the citizens of Riverside County. The budget outlines the projects the Commission plans to undertake during the year and appropriates expenditures to accomplish these tasks. The budget also shows the funding sources and fund balances that will be used for these projects. This document will serve as the Commission's monetary guideline. To provide the reader a better understanding of the projects, staff has included descriptive information regarding each department and major projects. The discussion in each department includes a review of accomplishments, major initiatives, and key assumptions. Staff used the goals and objectives approved at the Commission meeting on April 9, 2014, to prepare this budget. In addition to the Commission's long-term goals and strategic plan, the short-term factors listed below were used to guide the development of the budget: Operational • Aggressively pursue completion of the environmental, design, and construction processes on the State Route (SR) 91, Interstate (I) 15, and 1-215 corridor improvement projects; the SR-60 truck climbing lane project; and Perris Valley Line Metrolink extension (Perris Valley Line) included in the Western Riverside County Delivery Plan. • Enhance corridor mobility and traveler choice by continuing property acquisition and construction on the SR-91 corridor improvement project and continuing to develop tolled express lanes on 1-15. • Provide leadership in the planning and development of the Coachella Valley/San Gorgonio Pass corridor rail service. • Work closely with local jurisdictions to administer the Transportation Uniform Mitigation Fee (TUMF) Regional Arterial Program and facilitate the delivery of eligible arterial improvements in western Riverside County (Western County). • Work closely with partners in the Coachella Valley to ensure the implementation of Measure A funding priorities. • Complete projects and programs included in the 1989 Measure A ordinance and determine uses for any unexpended revenues. Continue the preliminary engineering and environmental clearance for the Mid County Parkway and SR-79 realignment projects. • Work with local and regional agencies in developing resources for preservation and maintenance of the highways and regional arterials. • Continue active engagement in state and federal efforts to streamline and reform CECW and NEPA. • Consider future rail expansion opportunities including the potential for extension of the Perris Valley Line to the Hemet/San Jacinto and Temecula areas. • Support innovative programs that provide transit assistance in hard to serve rural areas or for riders with special transit needs. • Support cost controls and promote operating efficiency for transit operators. • Maintain effective partnerships among commuters, employers, and government to increase the efficiency of our transportation system by encouraging and promoting motorized and non -motorized transportation alternatives. • Continue to provide a motorist aid system that ensures safety and convenience to freeway motorists. • Maintain an active involvement in state and federal legislative matters to ensure that the Commission receives proper consideration for transportation projects and funding. • Explore local options for sustainable funding in addressing long-term transportation and quality -of -life needs for Riverside County. • Maintain close communication with Commissioners and educate policy makers on all issues of importance to the Commission. 97 Financial • Fund administrative costs with allocations from Measure A, LTF, FSP, SAFE, and TUMF funds. • Maintain administrative program delivery costs below the policy threshold of 4% of Measure.A revenues; the FY 2014/15 Management Services budget is 2.37% of Measure A revenues. • Maintain administrative salaries and benefits at less than 1% of Measure A revenues; the FY 2014/15 administrative salaries and benefits is .88% of Measure A revenues. • Continue to maintain prudent cash reserves to provide some level of insulation for unplanned expenditures. • Maintain current positive bond ratings with rating agencies. • Move forward on Measure A projects for highways and regional arterials using sales tax revenues, TUMF revenues, and state and federal funding as well as financing alternatives such as commercial paper, sales tax revenue bonds, toll revenue bonds, and federal loans. • Establish and maintain reserves for toll operations, capital improvements, and debt service in accordance with toll supported debt agreements. • Conduct enhanced outreach to businesses and contractors located in Riverside County regarding opportunities to provide competitive and qualified goods and/or services to the Commission. • Leverage and protect past Measure A investments in rail with state and federal funding for additional rail improvements, including the Perris Valley Line. • Maintain the enterprise resource planning (ERP) system to integrate project accounting needs and improve accounting efficiency. Budget Overview Total sources (Table 1) are budgeted at $.987,596,500, which is a decrease of 37% over FY 2013/14 projected sources and a 49% decrease over the FY 2013/14 revised budget. Total sources are comprised of revenues of $461,561,800, transfers in of $334,434,700, and debt proceeds of $191,600,000. The projected fund balance at June 30, 2014 available for expenditures (excluding reserves for debt service of $144,250,800 and advances receivable of $34,456,400) is $800,632,200. Accordingly, total funding available for the FY 2014/15 budget totals $1,788,228,700. Table 1— Sources FY 2013-2015 Measure A Sales Tax $ 149,428,100 $ 157,000,000 $ 157,000,000 * ' r r r'rr- $ 10,000,000 6% LTF Sales Tax 72,828,800 76,500,000 76,500,000 9 r r r r r 5,000,000 7% STASales Tax 14,170,200 13,298,000 13,298,000 gh Intergovernmental 38,817,400 234,644,200 141,302,300,�. ��' t�t�r.' (45,723,700) -19% TUMF Revenue 12,421,100 6,723,400 6,430,100 _ i# 1,431,200 21% Other Revenue 1,540,600 1,090,400 639,100 , ' gar r (515,400) -47% Investment Income 1,769,900 4,026 500 5,292 000 ,y (1559,500) -39% Operating Transfers In 133,065,300 637,010,600 485,301,700 n (302,575,900) -47% Debt Proceeds 60,000,000 810,774,000 677,183,404. 11(l9(I, (619,174,000) -76% TOTAL Sources $ 484,041,400 $ 1,941,067,100 $ 1,562,946,600 $8�," $ (953,470,600) -49% Riverside County has specific competitive advantages over nearby coastal counties (Los Angeles, Orange and San Diego) including housing that was (and remains) more available and affordable and plentiful commercial real estate and land available for development at lower costs. Prior to the national recession, Riverside County's economy thrived, reflecting the area's competitive advantages over its neighboring counties, largely as a result of the County's continuing ability to draw jobs, residents, and affordable housing away from the Los Angeles, Orange, and San Diego county areas. As a result, the County's employment and commercial base diversified and the County's share of the regional economy increased. • 98 During the nationwide recession, the County experienced high unemployment; reduced personal income, taxable sales, and residential building permits; a decrease in the rate of home sales and the median price of single-family residences; and high rates of notices of default on mortgage loans secured by single-family residences. The impact of the recession was amplified in the Inland Empire (i.e., Riverside and San Bernardino counties) due to its relatively greater growth and the relatively lower average income levels when compared to coastal areas. These factors resulted in fluctuating Measure A and LTF sales tax revenues and TUMF fees; however, as noted on Chart 1 the sales tax revenues appear to have stabilized following the recession. Chart 1— Commission Sources Trend S800,000,000 $700,000,000 ° $600,000,000 .-- $500,000,000 $400,000,000 -4- $300,000,000 S200,000,000 $100,000,003 - S0 FY10/11 FY11/12 FY12/13 FY13/14 FY14/15 -4- Measure A Sales Tax #- LTF Sales Tax + STASales Tax --Deg-TUMF - K- Federal, State, Local Revenues -4- Operating Transfers In ->-• Debt Proceeds While recovery from the nationwide recession in the local Inland Empire economy has lagged the nation and other areas of California, the local economy is experiencing significant improvement. Sales tax revenues have rebounded from the recent economic downturn's low point in 2010. The Commission's Measure A and LTF sales tax revenues for FY 2013/14 are projected to reach their highest annual level. The Commission's economic outlook for FY 2014/15 continues to be cautiously optimistic; however, the state and federal budget issues continue to affect funding of the Commission's capital projects and programs. Ongoing problems with funding of the Federal Highway Trust Fund could cause delays in receipt of federal funding. Should Measure A and LTF sales tax revenues continue to fluctuate and the availability of federal and state revenues continue to be uncertain, the timing and scope of the Commission's projects and programs may be impacted. While the Commission's primary revenues are the Measure A and LTF sales taxes, other revenues and financing sources are required to fund the Commission's programs and projects as illustrated in Chart 2. 99 Chart 2 — Sources: Major Categories Debt Proceeds 20% Operating Transfers In 34% Investment Income 0% Other Revenue 0% Measure A Sales Tax .17% ufsoios Taw 8% T, xvornmtntal 19% TUMF Revenue 1% The State Board of Equalization (SBOE) recently provided to cities and other agencies its projections that statewide taxable sales over the next fiscal year will increase X%. However, given the tenuous local economy, the Commission is not basing its estimate of revenues on the SBOE's projection and will continue its conservative projection practices. After taking the state of the local economy and recent revenue trends into consideration, staff projects Measure A sales tax revenues of $167,000,000 for FY 2014/15. This is a 6% increase from the FY 2013/14 revised projection of $157,000,000. At midyear the Commission will reassess sales tax revenue projections based on the economy and revenue trends. On behalf of the County, the Commission administers the LTF for public transportation needs, local streets and roads, and bicycle and pedestrian facilities. The majority of LTF funding received by the County and available for allocation is distributed to all public transit operators in the County, and the Commission receives allocations for administration, planning, and programming in addition to funding for western county rail operations included in the commuter rail Short Range Transit Plan (SRTP). The LTF sales tax revenue received from the State is budgeted at $81,500,000; an increase of 7%from the FY 2013/14 revised projection of $76,500,000. STA funds generated from the statewide sales tax on motor vehicle fuel are allocated by formula by the State Controller to the Commission for allocations to the County's public transit operators; however, these funds have been subject to suspension in past years due to the State's budget issues. The STA transit allocation, which is based on recent State estimates, for FY 2014/15 is $12,944,700. Intergovernmental revenues include reimbursement revenues from federal sources of $83,566,500, state sources of $99,143,000, and local agencies of $6,211,000 for highway and rail capital projects, rail operations and station maintenance, commuter assistance, and motorist assistance programs as well as planning and programming activities. Reimbursement revenues vary from year to year depending on project activities and funding levels. As a result of an amended Memorandum of Understanding (MOU) with the Western Riverside Council of Governments (WRCOG), the Commission will receive 48.7% of TUMF revenues (as updated by the most recent Nexus study). TUMF represents fees assessed on new residential and commercial development in Western County. FY 2014/15 TUMF fees are projected at $8,000,000 compared to the FY 2013/14 revised projection of $7,400,000 and reflect the slow but encouraging signs in the housing market in the Inland Empire. Additional TUMF zone reimbursements of $154,600 are expected for the 74/215 interchange project. Other revenue of $575,000 is projected to decrease 47% from the prior year's budget of $1,090,400 and is related to property management revenues from properties acquired in connection with the SR-91 corridor improvement project. Investment income is anticipated to decrease in FY 2014/15 as a result of increased activity with the Perris Valley Line and the SR-91 corridor improvement projects. Staff continues to actively manage its resources and make appropriate investments to maximize the return to the Commission without sacrificing security and affecting short- term cash requirements. 100 Transfers in of $334,434,700 relate primarily to the transfer of available debt proceeds for highway projects; LTF funding for general administration, planning and programming, rail operations and station maintenance, and grade separation project allocations; approved interfund allocations for specific projects; and debt service requirements from highway, regional arterial, and local streets and roads projects. Debt proceeds consist of drawdowns of $191,600,000 from the federal Transportation Infrastructure Finance and Innovation Act (TIFIA) loan related to the SR-91 corridor improvement project. Total uses (Table 2), including transfers out of $334,434,700, are budgeted at $1,350,056,300, a decrease of 20% from the prior year budget amount of $1,681,429,900. Program expenditures and transfers out totaling $1,335,994,400 represent 99% of total budgeted uses in FY 2014/15. Program costs have decreased by 20% from $1,667,844,500 in FY 2013/14. Table 2 — Uses FY 2013-2015 Capital Highway, Rail, and Regional Arterials Capital local Streets and Roads Commuter Assistance Debt Service Management Services Motorist Assistance Planning and Programming Public and Specialized Transit (tail Maintenance and Operations 265,264,800 $ 1,330,062,200 $ 898,118,100 44,594,900 46,865,900 46,911,900 3,019,700 4,523,900 4,567,800 22,229,400 136,660,400 121,412,500 11,712,500 13,585,400 12,599,100 4,889,300 6,755,500 5,695,200 3,099,800 5,767,000 3,241,400 71,344,100 121,409,100 98,205,600 (255,707,100) 3,016,100 (1,063,500) (81,964,200) 476,500 (1,176,700) 616,300 2,174,900 -19% 6% -24% -60% 4% -17% 11% 2% 11,278,600 15,201000 _15,D42,500 : , +team ` ) 2,254,100 _ _ 14% TOTAL Uses $ 437,433,100 $ 1,681,429,900, $ 1,205,794,100 ; ,� r+mom $ (331,373,600) -20% Note: Management Services includes Executive Management, Administration, Legislative Affairs and Communications, and Finance. Capital highway, rail, and regional arterials budgeted uses of $1,074,355,100 are 19% lower compared to the FY 2013/14 budget due to completion of construction on the 1-215 corridor improvement project and completion of final design, right of way acquisition, and utility relocations on SR-74 curve realignment project in addition to decreased operating transfers out of debt proceeds from capital projects funds to special revenue funds to finance 2009 Measure A Western County highway projects costs. Local streets and roads expenditures of $49,882,000 reflect an increase of 6% over the FY 2013/14 budget and represent the disbursements to local jurisdictions for the construction, repair, and maintenance of local streets and roads. Debt Service of $54,696,200 has decreased 60% as a result of the retirement of $60 million of outstanding commercial paper notes in FY 2013/14 from sales tax revenue bond proceeds issued in connection with the SR-91 corridor improvement project financing. Additionally, actual debt service requirements related to the 5R-91 corridor improvement project current plan of finance are lower than estimated in the original plan of finance. 101 Commuter Assistance budgeted expenditures of $3,460,400 are 24`Yo lower than FY 2013/14 budget due to decreased expenditures related to completion of the new ridematching system and streamlined media outreach for projects and operations activities. Management Services expenditures have increased 4% from the FY 2013/14 budget due to information technology equipment upgrades and administration support. Motorist Assistance expenditures have decreased 17% or $1,176,700 from the FY 2013/14 budget as a result of decreased demand for freeway service patrol services supporting construction projects and streamlining media outreach for the 1E511 service. Planning and Programming budgeted expenditures of $6,383,300 reflect an 11% increase from the FY 2013/14 budget due to increased projects and operations activities in connection with LTF disbursements for planning and programming and grade separation projects. Public and Specialized Transit budgeted expenditures of $123,584,000 are 2% higher than FY 2013/14 budget due to increased transit capital expenditures for public transit. The 14% increase in Rail Maintenance and Operation's budgeted expenditures of $18,054,600 is primarily due to additional consultant work needed to perform planning and modeling for rail projects including the 511- 91/Perris Valley Line expansion and Coachella Valley/San Gorgonio Pass corridor rail service. Total uses included in the FY 2014/15 budget by major categories are illustrated in Chart 3. Chart 3 — Uses: Major Categories Motorist Assistance 0% Management Simko 1% Planning and Publk and pap Maintenance Programming. SpecWired Tnnsh �.andOpentlons O% 1% DebtSewke 4% Commuter Assistance 0% Capital Local Streets and Roads 4% Commission Personnel The Commission's salary and benefits total $8,280,300 for FY 2014/15. This represents an increase of $330,900 or 4% over the FY 2013/14 budget of $7,949,400 (Chart 4). The increase relates to a 3% cost of living adjustment to offset the employee's contribution for their share of normal pension costs; a 3% pool for merit -based salary increases; an increase in the California Public Employees' Retirement System (CaIPERS) employer contribution rate and dental, vision, and workers' compensation premiums; and an increase in the annual required contribution for the postretirement health care costs based on a recent actuarial valuation. Beginning with FY 2013/14, the Commission implemented a phased approach over a three-year period requiring employees to pay their share of normal pension costs. The current 5% employer -paid member contribution by the Commission will be eliminated in FY 2015/16. 102 • Chart 4 —Salary and Benefits Costs: Five -Year Comparison $9,000,000 $8,000,000 $7,000,000 $6,000,000 $5,000,000 $4,000,000 53,000,000 52,000,000 $1,000,000 $- FY 10/11 FY 11/12 FY 12/13 FY 13/14 FY 14/15 The FY 2014/15 FTE of 46 positions is comparable to the FY 2013/14 level (Table 3) as the Commission prepares for significant organization changes that include large transportation capital projects resulting in toll operations and the investment of billions of dollars requiring substantial attention at many staff levels. Management continues to be firmly committed to the intent of the Commission's enabling legislation that called for a small staff. Staff will continue to be provided the tools needed to ensure an efficient and productive work environment. However, it must be recognized that small is not viewed in an absolute context; it is relative to the required tasks to be performed and the demands to be met. Table 3 — Full -Time Equivalents by Department FY 2013-2015 Executive Management 0.3 0.3 Administration 4.5 5.5 Legislative Affairs and Communications 2.2 2.4 Finance 6.8 6.9 Planning and Programming 4.7 5.3 Rail Maintenance and Operations 2.9 4.0 Public and Specialized Transit 2.5 2.4 Commuter Assistance 1.8 1.8 Motorist Assistance 0.9 1.2 Capital Project Development and Delivery 13.4 16.2 TOTAL 40.0 46.0 The Commission provides a comprehensive package of benefits to all permanent, salaried employees. The package includes: health, dental, vision, and life insurance, short and long-term disability, workers' compensation, tuition assistance, sick and vacation leave, retirement benefits in the form of participation in California Public Employees Retirement System (CaIPERS), postretirement health care, deferred compensation, and employee assistance program. The compensation components are shown in Chart 5. 103 Chart 5 — Personnel Salary and Benefits Other Fringes, 6% 1 Department Initiatives The preparation of each department's budget was based on key assumptions, accomplishments in FY 2013/14, major initiatives for FY 2014/15, and department goals and related objectives. Following are the key initiatives and summary of expenditures for each department (Tables 4 through 13). Executive Management • Continue project development and delivery as the key Measure A priority. • Continue construction on Riverside County's largest transportation project, the SR-91 corridor improvement project. • Advance public transit with the construction of the Perris Valley Line. • Launch a planning effort to advance passenger rail service in the Coachella Valley/San Gorgonio Pass corridor. • Advocate for state investments in transportation and approval of a federal transportation bill to fund needed transportation priorities in the County and stimulate the local economy. s Maintain regional cooperation and collaboration as a significant effort consistent with the philosophy and mission of the Commission. • Enhance external communications with media, business and civic groups, and the community. • Maintain an effective mid -sized transportation agency with a small and dedicated staff. Table 4 — Executive Management get Personnel $ 129,300 $ 96,700 $ 114,400 42,900 44% Professional 69,200 155,000 165,000 110,000 71% Support uppo 45,500 57,200 52,500 9,900 17%, TOTAL 244,000 $ 308,900 $ 331,900 `' 162,800 53% Administration • Provide high quality support services to the Commission and to internal and external customers. • Continue to enhance the electronic records management system. • Continue to provide timely communications to Commissioners with continued emphasis on the utilization of electronic mail. • Continue to update technology to streamline processes and provide easier access to Commission records. • Support and develop a motivated workforce with a framework of activities and practices that comply with employment laws and regulations. 104 Table 5—Administration Personnel $ 469,200 $ 628,600 $ Professional 133,100 200,200 Support 578,100 651,600 Capital Outlay 32,700 383,500 Debt Service 354300 TOTAL $ 1,238,400 r$ 1863,900 $ 1;376,903 Legislative Affairs and Communications Dollar < Percent Change 507,800 .$ 606,b04; $ (22,000) -3% 180,100 R'. 363,0� 162,800 81% 629,000 68140i}' 29,800 5% 60,00035,000, 51,500 13% N/A 222,100 12% Continue efforts to protect and seek greater state and federal investment in transportation infrastructure and goods movement. Develop effective partnerships with transportation providers to communicate a unified message to Congress regarding mobility needs. • Advocate positions in the State Legislature and in Congress that advance the County's transportation interests. • Continue a leadership role in formulating a countywide direction on federal transportation policies. • Take a leadership role on the modernization of California Environmental Quality Act (CEQA). • Continue to develop a broad public information program regarding the Commission's responsibilities and accomplishments through a variety of media formats and presentation opportunities including expanding the use of social media and other emerging technologies. • Continue to place an emphasis on providing proactive public communications support related to major project rleVeinpmpnt effortS • Conduct a concerted outreach effort to new federal and state representatives on local transportation issues. • Provide new Commissioner -orientation meetings and other continuing education opportunities for Commissioners. Table 6 — Legislative Affairs and Communications Personnel Professional Support TOTAL Finance e. 364,900 $ 506,700 $ 367,400 6 f $ 4,000 1% 383,800 507,700 396,000 15,500 3% 142,200 189,200 144,600 ° a6NI (33,700) •18% 890,900 $ 1,203,600 $ 908,000_, 1�;0� $ (14,200) -1% • Continue appropriate uses of long- and short-term financing to advance 2009 Measure A projects of the Commission and the Coachella Valley Association of Governments (CVAG). • Apply the sales tax revenue forecast update to update a financing plan to support the Western Riverside County Delivery Plan and CVAG highway and regional arterial projects. • Continue to keep abreast of Governmental Accounting Standards Board (GASB) technical activities affecting the Commission's accounting and financial reporting activities and consider early implementation of new pronouncements. • Continue to strengthen the ERP system to benefit all staff in the management of accounting and project information and automation of a paperless workflow system. • Continue to implement a centralized procurements process in order to strengthen controls and ensure consistency in the application of procurement policies and procedures and adherence to applicable laws and regulations. • Conduct outreach activities to encourage disadvantaged business enterprise (DBE) and small business enterprise (SBE) participation in various contracts. Table 7 — Finance Personnel Professional Support Capital Outlay. Transfers Out TOTAL 788,800 $ 840,300 $ 772,600 2,938,800 3,695,300 3,562,800'_'. 637,300 665,900 639,400 (400) 7,500 7,500 5,000,000 5,000,000 5,000,000 9,364,500 $ 10,209,000 $ 9,982,300 $ 81,100 10% (1,800) 0% (38,700) -6°% 17,500 233% 47,700 1% $ 105,800 1% Planning and Programming Monitor funding authority and responsibility related to the State Transportation Improvement Program (STIP) and impacts on the STIP caused by the state budget issues. s' Ensure STIP and Proposition lB funded projects are administered and implemented consistent with California Transportation Commission (CTC) and California Department of Transportation (Ca!trans) policies. s Continue to strategically program projects and obligate funds in an expeditious manner for the maximum use of all available funding, including monitoring the use of such funding to prevent funds from lapsing. •: Focus on interregional concerns and maintain effective working relationships involving various multi -county transportation issues, including goods movement. • Coordinate planning efforts with regional and local agencies relating to the development of regional transportation plans (RTP) and green house gas reduction implementation guidelines. • Secure funding through the federal transportation bill for goods movement -related needs. • Monitor and track the TUMF regional arterial projects. • Work cooperatively with member agencies to continue the work efforts on the new Community Environmental Transportation Acceptability Process (CETAP) corridors. Continue the Congestion Management Program (CMP) update and traffic monitoring along urban and rural highway systems. • Administer the SB821 Bicycle and Pedestrian Facilities Program. • Monitor the Port of Los Angeles and Port of Long Beach's (Ports) projects for impacts on Riverside County. Table 8 — Planning and Programming Personnel $ 782,400 $ 1,032,700 $ 749,700 Professional 100,700 409,400 270,900 Support 16,900 23,400 16,000 Projects and Operations 2,199,800 4,301,500 2,204,800 Transfers Out - TOTAL $ 3,099,800 $ 5,767,000 $ 3,241,400 i Rail Maintenance and Operations (49,000) -5% (52,900) -13% (2,800) -12% 221,000 5% 500,000 N/A 616,300 11% • Continue active participation in governance and operations of the Metrolink commuter rail system. • Continue the planning and implementation of capital improvements at the commuter rail stations in Riverside County, including the Perris Valley Line, security and rehabilitation projects, and parking requirements. • Continue to support activities related to the Perris Valley Line project and evaluate its operational impact. • Establish best approach to build, maintain, and operate cost effective and environmentally sustainable facilities that meet the public's transportation needs. • Lead the service development process and actively coordinate with all stakeholders along the Coachella Valley/San Gorgonio Pass corridor for intercity passenger rail service. 106 Table 9 — Rail Maintenance and Operations Personnel $ 451,900 $ 636,500 $ 681,500 Professional 233,500 588,000 351,200 s Support 1,202,800 1,723,700 1,684,700 '! Projects and Operations 9,334,700 12,804,100 12,280,100 �,Z Capital Outlay 42,900 48,200 45,000 Transfers Out 12,800 TOTAI 11,278,600 $ 15,800,500 $ 15,042,5001- Public and Specialized Transit 26,000 4% 642,400 109% 127,300 7% 1,371,600 11% 86,800 180% N/A 2,254,100 14% Support innovative programs that provide transit assistance in hard to serve rural areas or for riders having very special transit needs and monitor funding of these programs. Complete the first year of specialized transit funding allocations related to the 2013 universal call for projects and continue to monitor performance. Continue long-range planning activities to ensure that anticipated revenues are in line with projected levels of service by transit operators. • Continue public transit operator oversight and fiduciary responsibilities to ensure that annual fiscal audit and a state triennial performance audit are conducted in accordance with TDA regulations. • Provide availability for local matching funds to Western County applicants seeking FTA Section 5310 federal capital grants. • Coordinate with operators on major capital purchases and investments into new rolling stock and other system improvements in order to maintain a viable on -hand reserve. Table 10 — Public and Specialized Transit Personnel $ 318,600 $ 380,100 $ 283600,S°,` :�`�+'�r $ 1,300 0% Professional 167,300 266,500 216,100 2(36 (74,500) -28% Support 10,500 24,500 13,500 (2,000) -8% Projects and Operations 56,750,100 106,323,000 78,801,100 : 218,500 0% Transfers Out 14,097,600 14,415,000 il,892 300 2,031,600 14% TOTAL_ $ 7344,100 $: 121,409,100 $ 98,205,600 2,174,900 2% Commuter Assistance « Improve the suite of services and outreach to rideshare participants and employer partners, including personalized information and electronic access and distribution. • Maintain and grow employer partnerships through value-added services and tools for ridesharing programs. • Continue to provide leadership to the ongoing operation, maintenance, and enhancement of bi-county ridematching system with regional reach. • Maintain long-term partnership with San Bernardino Associated Governments (SANBAG) to manage and implement a "sister" Commuter Assistance program for residents and employers in San Bernardino County. Optimize park and ride facilities to support car/vanpool/buspool arrangements and facilitate transit connections. 107 Table 11— Commuter Assistance Personnel $ 263,600 $ 300,800 $ 394,100�$ (29,900) -10% Professional 300,400 815,800 804,500 Y_ (502,800) -62% Support 372,400 485,300 484,500 �� ��i (94,300) -19% Projects and Operations 1,932,000 2,802,800 2,765,500 �� (481,800) -17% Capital Outlay 7,000 7,000 � � (2,000) -29% Transfers Out 151,300 1-1Z200 112,200 47,300 42% TOTAL 3,019,700 $ 4,523,900 $ 4,567,800' � j 11,063,500) -24% Motorist Assistance • Assess opportunities for efficiency related to the call box program operations. • Maintain a high benefit -to -cost ratio related to the performance of the FSP program. • Operate and maintain the 1E511 system in accordance with national 511 implementation standards in partnership with SANBAG. • Enhance the 1E511 with more personalized traffic information services. • Utilize the opportunity to enhance coordination between California Highway Patrol (CHP) and Caltrans on traveler information. Table 12 — Motorist Assistance Personnel $ 104,600 $ 187,200 $ 162,400 Professional 515,700 766,500 771,000 Support 514,900 877,600 826,800 Projects and Operations 2,428,300 3,633,300 3,045,000 Transfers Out 1,325,800 1,290,900 890,000 TOTAL $ 4,889,300 $ 6,755,500 $ 5,695,200 Capital Project Development and Delivery 14,000 7% (50,100) -7% (246,700) -28% (504,700) -14% (389,200) -30% (1,176,700) -17% Continue project development, right of way, and construction activities on remaining 1989 Measure A projects including SR-74 curve widening, SR-91 high occupancy vehicle (HOV) lanes/Adams Street to 60/91/215 interchange, and 60/215 East Junction HOV lane connectors. • Continue project activities on the 1-215 bi-county highway and Perris Valley Line rail projects, which were included in both the 1989 Measure A and 2009 Measure A programs. • Continue project work on the Western Riverside County Delivery Plan projects, including the 91/71 connectors; the SR-91, 1-15, and 1-215 corridor improvement projects; SR-60 truck climbing lane; SR-79 realignment; and Mid County Parkway. • Provide Western County Measure A regional arterial TUMF funding and support to local jurisdictions for regional arterial project engineering, right of way acquisition, and construction. • Provide 2009 Measure A funding to the incorporated cities, CVAG and the County for local streets and roads maintenance, repair, and construction. • Provide funding and support of 2009 Measure A highway and regional arterial projects. • Develop strategies to implement alternative financing structures including public toll roads. • Maintain a right of way acquisition and management program in support of capital projects. • Manage right of way acquisition in the most cost effective manner and within project schedules, while adhering to federal and state regulations. • Maintain and manage the access, use, safety, and security of Commission -owned properties including commuter rail stations, properties in acquisition process, and income -generating properties. 108 Table 13 — Capital Project Development and Delivery 12/1 FY 13/14. FY 13/14 Actual A visetl8 2,669,100 $ 3,339,800 $ 3,914,500 $ a $ 262,500 8% 7,257,900 10,507,300 7,984,300 ,l (2,014,200) -19% "rk 277,700 879,300 215,200 ;3 i (26,900) -3% 187,031,900 745,669,200 472,494,0001 k 1 t.t - 51,090,900 7% 145,300 340,000 13,800� , l i t:+� 2,810,000 826% .y � 22,204,100 136,660,400 118,979,200 !, '= 1t" (81,964,200) -60% 112,477,800 616,192,500 460,408,200 (304,813,300) A9% 332,063,800 $ 1,513,588,500 $ 1,064,009,200 (334,655,200) -22% Personnel Professional Support Projects and Operations Capital Outlay Debt Service Transfers Out TOTAL Fund Balances The total fund balance as of June 30, 2014 is projected at $979,339,400. The Commission's budgeted activities for FY 2014/15 are expected to result in a $362,459,800 decrease of total fund balance at June 30, 2015 to $616,879,600. The primary cause of the decrease is related to the project activities in FY 2014/15 related to the SR- 91 corridor improvement project and the Perris Valley Line project. Table 14 presents the components of fund balance by governmental fund type and program at June 30, 2015. Table 14 — Projected Fund. Balances by Governmental Fund Type and Program at June 30, 2015 Management Services Flinnlrg and Programming Rail Maintenance and Operations, Budget Summary $3,676,400 Measure A Western County: 1,470,000 Bond Financing 3,362,700 Commuter Assistance Economic Development Highways Local Streets a nd Roads New Corridors Public and Specialized Transit Rail Regional Arterials Measure A Coachella Valley: $8,195,300 14,584,800 5,370,800 30,406,500 1,000 69,401,200 7,871,200 43,048,200 16,326,900 Highways and Regional Arterial 8,396,200 Local Streets and Roads 1,700 Specialized Transit 1,438,000 Measure A Palo Verde Valley Local Streets and Roads 600 Motorist Assistance 6,346,400 State Transit Assistance 40,366,900 Local Transportation Fund 107,992,400 TUMF: CETAP 16,516,200 Regional Arterials 8,586,700 HLghwatra S. 103,433,700 The overall budget for FY 2014/15 is presented in Table 15 by summarized line items, Table 16 by operating and capital classifications, and Table 17 by governmental fund type. Highway, rail, and regional arterial program expenditures by project are summarized in Table 18. 109 Table 15 - Budget Comparative by Summarized Line Item FY 2013-2015 Revenues Measure A Sales Tax LTF Sales Tax STA Sales Tax Federal Reimbursements State Reimbursements Local Reimbursements TUMF Revenue Other Revenue Investment Income TOTAL Revenues Expenditures Personnel Salary and Benefits Professional and Support Professional Services Support Costs TOTAL Professional and Support Costs Projects and Operations Program Operations - General Engineering Construction Design Build Right of Way/Land Operating and Capital Disbursements Special Studies Local Streets and Roads Regional Arterials TOTAL Projects and Operations Debt Service Principal Payments Interest Payments Cost of Issuance TOTAL Debt Service Capital Outlay TOTAL Expenditures Excess (deficiency) of Revenues over (under) Expenditures Other Financing Sources (Uses) Transfers In Transfers Out Debt Proceeds TIFIA Loan Proceeds Bond Premium Bond Discount Net Financing Sources (Uses) Excess (deficiency) of Revenues over (under) Expenditures and Other Financing Sources (Uses) Beginning Fund Balance ENDING FUND BALANCE $ 149,428,100 72,828,800 14,170,200 14,230,000 22,875,500 1,711,900 12,421,100 1,540,600 1,769 900 290,976,100 6,342,400 12,100,400 3,798,300 15,898,700 15,097,700 15,736,200 37,534,200 26,232,500 44,974,600 66,582,000 246,200 44,594,900 8,678,500 259,676,800 6,824,700 15,404,700 22,229,400 220,500 $ 157,000,000 76,500,000 13,298,000 94,389,000 137,891,200 2,364,000 6,723,400 1,090,400 4,026,500 493,282,500 7,949,400 17,911,700 5,577,700 23,489,40,0 20,111,400 22,026,000 238,479,800 217,750,000 179,087,800 122,723,000 1,019,000 46,865,900 27,471,000 875,533,900 86,100,000 41,075,800 7,051,300 134,227,100 786,200 $ 157,000,000 76,500,000 13,298,000 50,267,900 87,985,600 3,048,800 6,430,100 639,100 5,292,000 400,461,500 7,948,030 14,701,900 t 4,706,200 19,408,100 14,699,200 11,069,200 113,036,900 165,800,000 103,123,400 91,395,900 239,000 46,911,900 25,315,000 571,590500 67,100,000 44,828,300 7,050,900 118,979,200 133,300 304,367,800 1,041,986,000 718,059,100 (13,391,700) (548,703,500) 017,597,6001 133,065,300 (133,065,300) 60,000,000 60,000,000 637,010,600 485,301,700 (637,010,600) (485,301,700) 632,158,000 638,854,600 110,000,000 68,616,000 38,328,800 (2,433,300) (2,433,300) 808,340,700 674,750,100 46,608,300 259,637,200 357,152,500 575,578,600 622,186,900 622,186,900 $ 622,186,900 $ 881,824,100 $ 979,339,400: E'`-- $ 10,000,000 5,000,030 (353,300) (10,822,500) (38,748,200) 3,847,000 1,431,200 (515,400) (1,559 500. (31,720,700) 330,900 (1,765,600) (278,1001 (2,043,700) 1,093,200 (4,177,000) 1,865,100 37,053,500 4,763,600 5,321,000 51,000 3,016,100 2,929,000 51,915,500 6% 7% -3% -11% -28% 163% 21% -47% -39% -6% -10% -5% -9% S% -19% 1% 17% 3% 4% 5% 6% 11% 6% (78,700,000) -91% 6,220,400 15% (7,051,300) -100% (79,530,900) -59% 2,963,800 377% (26,364,400) -3% (5,356,300) 1% (302,575,903) -47% 302,575,900 -47% (632,158,000) -100% 81,600,000 74% (68,616,000) -100% 2,433,300 -100% (616,740,700) -76% (622,097,000) -240% 357,152,500 57% (264,944,500) -30% 110 Table 16 — Operating and Capital Budget FY 2014/15 Revenues Measure A Sales Tax LTF Sales Tax STA Sales Tax Federal Reimbursements State Reimbursements Local Reimbursements TUMF Revenue Other Revenue Investment Income TOTAL Revenues Expenditures Personnel Salary and Benefits Professional and Support Professional Services Support Costs TOTAL Professional and Support Costs Projects and Operations Program Operations - General Engineering Construction Design Build Right of Way and Land Operating and Capital Disbursements Special Studies Local Streets and Roads Regional Arterials TOTAL Projects and Operations Debt Service Principal Payments Interest Payments TOTAL Debt Service Capital Outlay TOTAL Expenditures Excess (deficiency) of Revenues over (under) Expenditures Other Financing Sources (Uses) Transfers In Transfers Out TIFIA Loan Proceeds Net Financing Sources (Uses) Excess (deficiency) of Revenues over (under) Expenditures and Other Financing Sources (Uses) Beginning Fund Balance ENDING FUND BALANCE $ 15,605,000 $ 151,395,000 81,500,000 12,944,700 396,900 9,059,000 3,185,500 466,700 123,157,800 4,678,000 5,003,000 4,429,500 9,432,500 7,235,300 210,000 1,900,000 120,544,000 800,000 83,169,600 90,084,000 3,025,500 8,154,600 575,000 2 000.300 338,404,000 3,602,300 11,143,100 870,100 12,013,200 13,969,300 17,639,000 238,444.900 254,803,500 183,851,400 7,500,000 270,000 49,882,000 30,400,000 130,689,300 796,760,100 7,400,000 47 296 200 (22,242,000) (531,817,800) 18,487,700 315,947,000 (18,055,500) (316,379,200) 191600,000 432,200 191,167,800 (21,809,800) (340,650,000) 208,918,600 770,420,800 187,108,800 $ 429,770,800 111 Table 17 — Budget by Governmental Fund Type FY 2014/15 Revenues Measure A Sales Tax LTF Sales Tax STA Sales Tax Federal Reimbursements State Reimbursements Local Reimbursements TUMF Revenue Other Revenue Investment income TOTAL Revenues Expenditures Personnel Salary and Benefits Professional and Support Professional Services Support Costs TOTAL Professional and Support Costs Projects and Operations Program Operations - General Engineering Construction Design Build Right of Way/Land Operating and Capital Disbursements Special Studies Local Streets and Roads Regional Arterials TOTAL Projects and Operations Debt Service Principal Payments Interest Payments TOTAL Debt Service Capital Outlay TOTAL Expenditures Excess (deficiency) of Revenues over (under) Expenditures Other Financing Sources (Uses) Transfers In Transfers Out TIFIA Loan Proceeds Net Financing Sources (Uses) Excess (deficiency) of Revenues over (under) Expenditures and Other Financing Sources (Uses) Beginning Fund Balance ENDING FUND BALANCE 2,900,000 $ 20,000 834,000 1,378,500 14,300 5,146,800 4,056,100 Cap 164,100,000 $ - $ 81,500,000 12,944,700 80,564,400 2,982,100 98,309,000 4,832,500 8,154,600 575,000 - 966,700 592,100 893,900 451,946,900 4,224,200 3,251,200 12,894,900 3,390,200 1,909,400 6,641,400 14,804,300 1,775,700 19,428,900 10,000 17,839,000 1,250,000 239,094,900 254,803,500 183,851,400 14,002, 500 114,041, 500 800,000 270,000 49,882,000 30,400,000 17,838,200 909,611,200 (23,983,900) (479,847,800) 592,100 3,876,000 7,400,000 47,296,200 54,696,200 592,100 (50,820,200)i 17,823,000 249,958,000 40,000,000 26,653,700 (547,700) (107,587,000) (226,300,000) 191,600,000 333,971,000 (6,708,600) (145,876,800) (185,707,900) (24,166,500) 12,400,800 533,546,200 289,141,600 144,250,800 5,692,200 $ 387,669,400 $ 103,433,700 $ 120,084,300 112 • • • Table 18 — Highway, Regional Arterial, and Rail Programs FY 2014/15 Description; Projects and operations Bechtel program management SCRRA program management Other TOTAL PROJECTS -GENERAL Highway engineering 91/71 interchange improvement project 1-15 corridor improvements 1-215 bi-county HOV interim project Mid County Parkway SR-91 HOV lanes/Adams Street to 60/91/215 interchange SUBTOTAL HIGHWAY ENGINEERING Regional arterial engineering Various Western County TUMF regional arterial projects, including SR-79 realignment Rail engineering La Sierra Station parking expansion Perris Valley Une and other rail projects Coachella Valley/San Gorgonio Pass corridor General SUBTOTAL RAIL ENGINEERING TOTAL HIGHINAY, REGIONAL ARTERIAL, AND RAIL ENGINEERING Highway construction SR-60/Valley Way interchange 60/215 East Junction HOV lane connectors 74/215 interchange 1-215 corridor improvements (central segment)/Scott Road to Nuevo Road I-215/Blaine Street to Martin Luther King Boulevard widening I-15/Los Alamos Road bridge replacement SR-74 curve widening SR-91 corridor improvements SR-91 HOV lanes/Mary Street to 7th Street Riverside quiet zones General (details presented in Section 6.3 Planning and Programming) SUBTOTAL HIGHWAY CONSTRUCTION Regional arterial construction Various Western County TUMF regional arterial projects, including SR-79 widening/Thompson to Domenigoni Various Western County Measure A regional arterial projects SUBTOTAL REGIONAL ARTERIAL CONSTRUCTION Rail construction Riverside station pedestrian improvements CCTV operations center La Sierra station improvements Perris Valley Line and other rail projects North Main Corona station parking structure Perris Multimodai Facility Coachella Valley/San Gorgonio Pass corridor SUBTOTAL RAIL CONSTRUCTION TOTAL HIGHWAY, REGIONAL ARTERIAL, AND RAIL CONSTRUCTION Highway design build SR-91 corridor improvements TOTAL HIGHWAY DESIGN BUILD Highway right of way and land 74/215 interchange 60/215 East Junction HOV lane connectors 1-215 corridor improvement (central segmentj/Scott Road to Nuevo Road Mid County Parkway SR-74 curve widening 1-15 corridor improvements SR-74/1-15 to 7th Street 91/71 interchange improvement project SR-91 corridor improvements SR-91 HOV lanes/Adams Street to 60/91/215 interchange Western County Multi -species Habitat Conservation Plan (MSHCP) General SUBTOTAL HIGHWAY RIGHT OF WAY AND LAND Regional arterial right of way and land Various Western County TUMF regional arterial projects Rail right of way and land Perris Valley Line and other rail projects General SUBTOTAL RAIL RIGHT OF WAY AND LAND TOTAL HIGHWAY, REGIONAL ARTERIAL, AND RAIL RIGHT OF WAY AND LAND GRAND TOTAL HIGHWAY, REGIONAL ARTERIAL, AND RAIL PROGRAMS 113 5/14/2014 Proposed Budget Fiscal Year 2014/15 Commission Policy Goals Resource Estimation Department Goals and Objectives epartment Budget Development get Compilation eview and on 1 5/14/2014 FY 2014/15 Budget Considerations • Use of accumulated reserves for projects and programs • Flexibility to change scope and timing of projects • Small staff with heavy use of consultants • Interfund borrowing policy, if required • Impact on transit operations and capital project needs • Encouraging signs of economic recovery • Use of TUMF reserves for project expenditures • Draw down of TIFIA loan proceeds in FY 2014/15 Beginning Fund Balance Revenues Debt Proceeds Transfers In Total Estimated Sources Expenditures Debt Service Transfers Out Total Estimated Uses Uses Over Sources (offset by beginning fund balance) Ending Fund Balance 461,561,800 191,600,000 334,434,700 (54,696,200) (334,434,700) 's 979,339,400 596,500 350,056,300)'. 362,459,800) 16,879,600 2 5/14/2014 Sources%b� Breakdown Measure A Sales Tax LTF Sales Tax STA Sales Tax Intergovernmental TUMF Revenue Other Revenue Investment Income Operating Transfers In Debt Proceeds TOTAL Sources $ 157,000,000 $ 157,000,000 76,500,000 76,500,000 13,298,000 13,298,000 234,644,200 141,302,300 8,923,400 8,630,100 1,090,400 639,100 4,026,500 5,292,000 637,010,600 485,301,700I 810,774,000 677,183,400 $ 1,943,267,100 $ 1,565,146,600 $'' 987.596 4" SAP a ¢cam 4Q¢ c' F a o ¢5 c O` Q'a c gt1 `4� \ O� Pa Qao ga FY 19/15 Budget ■ FY 13/19 Projected • FY 13/19 Revised Budget 3 5/14/2014 Expenditure Breakdown b Department Capital Highway, Rail, and Regional Arterials Capital Local Streets and Roads Commuter Assistance Debt Service Management Services Motorist Assistance Planning and Programming Public and Specialized Transit Rail Maintenance and Operations TOTAL Expenditures 713,869,700 46,865,900 4,411,700 134,227,100 8,585,400 5,464,600 5,767,000 106,994,100 15,800,500 437,709,900 $ 762,975,900 46,911,900E 49,882,000 4,455,600 € 3,300,900 118,979,200 54,696,200 7,599,100 1 9,014200" 4,805,200 4,677,100: 3,241,400 ;_ , 5,883;3P0 79,314,300 ' 107,137,400' 15,042,500 I 18,054,600 $ 1,041,986,000 $ 718,059,100 I $ 1,015,621,600 4 5/14/2014 Expenditure Breakdown Comparison RCTC $800 $750 $700 $650 $600 $550 $500 $450 $400 $350 $300 $250 $200 $150 $100 $50 $- s pS t apt * ca / � a 6* a46 a (° Ca xt FV 14/15 Budget ■ FV 13/14 Projected ■ FV 13/14 Revised Budget Capital Department Expenditure Highlights 5 5/14/2014 Functional E)(penditures Brea kaown j RCTC Personnel Salary and Benefits Professional Services Support Costs Projects and Operations Debt Service Capital Outlay TOTAL Expenditures $ 7,949,400 $ 7,948,000 17,911,700 14,701,900 5,577,700 4,706,200 875,533,900 571,590,500 134, 2 27,100 118, 979, 200 786,200 133,300 1,041,986,000 $ 718,059,100 Personnel Salary and Benefits 4% Projects and Operations 6% Capital Outlay 377% Professional Services 10% Support Costs 5% Debt Service 59% FLinctiOnal Expenditures RCTC, .4 f $350 $325 $300 $275 $250 $225 $200 $175 $150 $125 $100 $75 $50 $25 $ r Personnel Salary and Benefits Professional Services Support Costs Projects and Operations Debt Service Capital Outlay at FY 14/15 Budget • FY 13/14 Projected H FY 13/14 Revised Budget 6 5/14/2014 7 AGENDA ITEM 9A • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: May 14, 2014 TO: Riverside County Transportation Commission FROM: Budget and Implementation Committee Theresia Trevino, Chief Financial Officer THROUGH: Anne Mayer, Executive Director SUBJECT: Quarterly Sales Tax Analysis BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to receive and file the sales tax analysis for Quarter 4 2013 (Q4 2013). BACKGROUND INFORMATION: At its December 2007 meeting, the Commission awarded an agreement to MuniServices, LLC (MuniServices) for quarterly sales tax reporting services plus additional fees contingent on additional sales tax revenue generated from the transactions and use tax (sales tax) audit services. As part of the recurring contracts process, the Commission approved a five-year extension through June 30, 2018. The services performed under this agreement pertain to only the Measure A sales tax revenues. Since the commencement of these services, MuniServices submitted an audit update, which reported findings generated and submitted to the State Board of Equalization (SBOE) for review and determination of errors in sales tax reporting related to 282 businesses. For Q3 2013, the SBOE approved corrections for 209 of these accounts for a total sales tax revenue recovery of $3,867,090. Updated amounts through Q4 2013 will be provided once received from MuniServices. If the SBOE concurs with the error(s) for the remaining claims, the Commission will receive additional revenues; however, the magnitude of the value of the remaining findings was not available. It is important to note that while the recoveries of additional revenues will be tangible, it will not be sufficient to alter the overall trend of sales tax revenues. Additionally, MuniServices provided the Commission with the quarterly sales tax summary report for the Q4 2013. Most of the Q4 2013 Measure A sales tax revenues were received by the Commission in the first quarter of calendar 2014, during January through March 2014, due to a lag in the sales tax calendar. The summary section of the Q4 2013 report is attached and includes an overview of California sales tax receipts, local results, historical cash collections analysis, summary of the top 25 sales tax contributors, historical sales tax amounts, sales tax by business category, economic trends for significant business category (general retail), and results. The following observations were noted in the Q4 2013 report: Agenda Item 9A 114 • Sales tax receipts for Riverside County were 9.3 percent compared to Q4 2012. While auto sales -new and auto parts/repair receipts had the largest gains in Q4 2013 compared to Q4 2012, staff noted the largest declines during the same period from electronic equipment and light industry. The declines were attributable to certain energy -related companies, which may be attributable to the completion of renewable energy developments in Riverside County. • Taxable transactions for the top 25 tax contributors in Riverside County, which generated 23 percent of the taxable sales for the year ended Q4 2013, which was comparable to the year ended Q4 2012. The top 100 tax contributors generated 37 percent of the taxable sales for the year ended Q4 2013, which was comparable to the year ended Q4 2012. • All six economic categories experienced increases in the Q4 2013 benchmark year compared to Q4 2012. Construction had the largest increase at 16.0 percent and experienced significant increases for several recent quarters. The construction increase was primarily related to the building materials wholesale segment. The other top five economic categories had increases ranging from 1.1 percent to 6.0 percent. General Retail Food Products Transportation Construction Business to Business Miscellaneous Total 28.7 / 5.5 16.1 / 4.5 27.0 / 6.0 11.8 / 16.0 14.5 / 1.1 1.9 / 3.2 100.0 / 5.9 28.7 / 3.1 19.2 / 4.1 25.1 / 4.3 9.1 / 8.3 16.8 / 0.2 1.1 / -4.9 100 / 3.5 ECONOMIC CATEGORY ANALYSIS 28 / 3.5 20.3 / 53 22.3 / 6.9 9.1 / 12.8 19.2 / -3.3 1.1 / -7.4 100/4 28.6 / 2.9 16.3 / 2.2 28.6 / 6.4 10.8 / 12.9 14.1 / 5.6 1.7 / 5.6 100 / 5.2 30.5 / 4 15.9 / 1.7 27 / 5.5 11.3 / 9.1 14.1 / 1.7 1.2 / -1.3 100 / 4.2 29.1 / 2.6 20.1 / 18 24.7 / 2.6 8 / 4.5 17 / 0.6 1 / -1.8 100 / 2.6 27.3 / 4 16.5 / 4.2 28.8 / 5.1 11 / 10.5 15.3 / 4.7 1.1 / -18.9 100 / 4.8 28.6 / 3.3 18.1 / 3.2 31 / 1.5 12.6 / 10.9 8.9 / 3.4 0.8 / -7.1 100 / 3.5 32.2 / 3.6 30.3 / 15 21.5 / 1.9 9.5 / 16 5.3 / -2.1 1.1 / 7.6 100 / 3.4 General Retail: Apparel Stores, Department Stores, Furniture/Appliances, Drug Stores, Recreation Products, Florist/Nursery, and Misc. Retail Food Products: Restaurants, Food Markets, Liquor Stores, and Food Processing Equipment Construction: Building Materials Retail and Building Materials Wholesale Transportation: Auto Parts/Repair, Auto Sales - New, Auto Sales - Used, Service Stations, and Misc. Vehicle Sales Business to Business: Office Equip., Electronic Equip., Business Services, Energy Sales, Chemical Products, Heavy Industry, Light Industry, and Leasing Miscellaneous: Health & Government, Miscellaneous Other, and Closed Account Adjustments • For seven of the top ten segments (department stores, auto sales -new, restaurants, building materials -wholesale, miscellaneous retail, apparel stores, and food markets), sales taxes reached a new high point in the past two years during Q4 2013. These seven segments represent 55.9 percent of the total sales tax receipts. Service stations, one of the top ten segments representing 11.1 percent of the total sales tax receipts, decreased to a new low point in the past two-year period during Q4 2013. The high point for service stations occurred in Q4 2012. The other two top ten segments (building materials -retail and light industry) were under the high point, which occurred in Q4 2011. These two segments represent 8.8 percent of the total sales tax receipts. The top ten segments represent 75.8 percent of the total sales tax receipts. For the Agenda Item 9A • • 115 other segments representing 24.2 percent of the total sales tax receipts, the segments representing 22.5 percent of the total sales tax receipts reached new high points in the past two years during Q4 2013. • Service stations, department stores, and auto sales -new represent the three largest economic segments for Riverside County, or 32.6 percent of total sales taxes. This is the fifth consecutive quarter since Q3 2008 that auto sales -new has been in the top three economic segments, as the restaurants segment held that position since the recession. It should also be noted the growth seen in previous quarters for the service stations segment has been declining as shown by the 1.7 percent decrease for the year ended Q4 2013 due to lower gas prices. The recent increase in gas prices will affect calendar 2014. Largest Segment ECONOMIC SEGMENT ANALYSIS Service Department Department Auto Sales - Department Restaurants Restaurants Restaurants Restaurants Stations Stores Stores New Stores %of Total /%Change 11.1 / -1.7 13.3 / 5.3 14.1 / 6.5 11.9 / 3.0 14.3 / 3.6 14.2 / 5.1 11.6 / 15.2 13.6 / 1.3 20.5 / 2.3 2nd Largest Segment Department • SlOres Department Sturm Auto Sales - New Auto Sales - New Service Staticros Department Stures Service Stations Service Stations Department Stores % of Total / % Change 10.8 / 3.8 10.5 / 3.6 9.5 / 20.8 11.4 / 18.9 11.9 / 0.2 10.2 / 3.6 11.2 / -1.5 13.3 / -1.9 9.7 / 15.1 3rd Largest Segment Auto Sales - New Auto Sales - New Department Stores Restaurants Restaurants Auto Sales - New Department Stores Restaurants Misc. Retail % of Total / % Change 10.7 / 14.1 10.1 / 14.7 9.3 / 3.9 10A / 43 9.6 / 4.2 10.2 / 11.8 10.4 / 2.7 9.6 / 4.6 9.6 / -0.3 During the review of the Q4 2013 detailed report with MuniServices, information regarding sales tax comparisons by city and change by economic category from Q4 2012 to Q4 2013 was provided. The city of Jurupa Valley is currently included in the list since sufficient comparative information is available. Staff continues to monitor monthly sales tax receipts and other available economic data to determine the need for any adjustment to the revenue projections. Staff will utilize the forecast scenarios included with the complete report and recent trends in assessing such projections. Attachments: 1) Sales Tax Analysis Q4 2013 2) Sales Tax Comparison by City for Q4 2012 to Q4 2013 Agenda Item 9A 116 RCM Sales Tax Digest Summary Collections through March 2014 Sales Through December 2013 (2013Q4) ATTACHMENT 1 CALIFORNIA'S ECONOMIC OUTLOOK CoRomig safes tax receipts increased* 8 7 'over the same quarter from the previous. year, with Northern California reporting an 8.6% lncreose compared to 8.8% for Southern Coiifom ilteceipts for ROTC than s bover the same periods. Unusual 7 2%' of t),. Adoord TOtd T+ foreca$ Althougl more p years, 1us y wl nts for approximately from . last year, rch, California's ,able Sales are 15, (up 5.9%), rt rate is falling, 'r the first time in Statistics recently released by the; Cbilforni!aBepdrtrifnt of Finance indicate that California's unemployment rate dropped 0,2 Percentage point to 8.1 percent in January --the lowest rate since October 2008, and down by 1.4 percent since January 2013. California has recovered 88 percent of the jams Wiest during the recession, (the high was 15449,800 jobs in July 2007). LOGAL-R ....._.. Net C sly Receipts Analysis L©e l, ii eticins Share of. County-Pool-0 0% Shore of State i'©o10,0 SBE Net Collections Less: Amount Due County 0.0% Less: Cost of Administration Net 4Q2013 Receipts; Net 4Q2012 Receipts: Actual Percentage Change Business Arfivity Performance An Local Collections Less: Payments for Prior Periods Preliminary 4Q2013 Collections Projected 4Q2013 Late Payments 1,644,201: ,00 (447,720) 41,196,481 37,688,464> 9.3% $41,644,201 (2,360,219) 39,283,981 1,225,795 urww.MuniServices.com (800) 800-8181 117 Page 1 R.CTC Projected 4Q2013 Final Results Actual 4Q2012 Results Projected Percentage Change HISTORICAL CASH COLLECTIONS ANALYSIS BY QUARTER 40, 509, 776 39,297,030 3.1 b $30,000 o SZ6,oQo $15,000 0t)0 060 TOP 25 SAL/USE TAX CONTRIBUTORS The following list idelatifies RCTC's Top 25 S alphabet! nts,sale .,_.. 25 Sales/Use-Tateontributors generate 23 0%4 of RCTC's total sates and use AMAZON,COM' BEST BUY STORES CARMAX THE AUTO SUPERSTORE CHEVRON SERVICE -STATIONS CIRCLE K FOOD STORES COSMO WHOLESALE DEPT OF MOTOR VEHICLES DESERT SUNLIGHT GENESIS SOLAR HOME DEPOT,. K MART STORES KOHL'S DEPARTMENT STORES LOWE'S HOM IMPROVEMENT s00 S4 SO 6460 6350 /Use Tax contributors, The . lis I Ii k f!� MACY'S DEPARTMENT STORE RALPH'S GROCER COMPANY RITE AID_ DRUG STORES ROSS STORES SAM'S CLUB STATER BROS MARKETS; TARGET STORES USA SERVICE STATIONS VONS SERVICE STATIONS WAL MART STORES WALGREEN'S DRUG STORES WHIRLPOOL CORPORATION Vie. wwui.MuniServices. com (800) 800-8181 Page 2 118 RCTC • HISTORICAL SALES TAX AMOUNTS The following chart shows the sales tax level from sales through December 2013, the highs, and the lows for each segment over the last two years. I 318,000 S15a000 ; $14,00 0,' S12,00 0 ,10)600 8,(100 Sa,000' S4,000 $ 2,000 So ANNUAL SALES TAX 4Q,2013 3Q2013 2Q2013 1 Q 2 0 1 3 4Q2012 3 Q 2 0 1 2 2Q 2012 1 Q 2 0 1 2 4Q2011 3Q2011 (in ;thou sHod3 orS) (10.. 10011 a s a: do 0f �r S0 320.,000 B9�G sn ar01 8 olall ■Food 340,000 $60,000 3$0,000 S100,000 SI20,000 $140,000 3160,000 Produels ®Traorpor1a11a0 oarlraelloa NIB arlaerrTo8arlaeis ■M1reallaaaoae www.MuniServices.com (800) 800-8181 Page 3 119 1CTC FIVE-YEAR ECONOMIC TREND: General Retail $ 14,000 $12,000 310,000 $0,000 $ 0'0 0 0 $4,000 $2,000, (in 1Lo;usa*di of.S)... FINAL RESULTS: July -September 2013 Stiles Local Net Cash Collections Less: Pool Amounts Less: Prior Quarter Payments Add: Late Payments Local Net Economic Collections after Adjustments Percent Change Sales MUNISERVICES' ON-00t lG AUDIT RESULTS> This Quarter $273,408 Total to date $4,006779 $ .6,339,615 ($-447,720) ($1,863,746) www.MuniServices.com (800) 800-8181 Page 4 120 0 diction General Retail - Food Products - Trans. - - • Const. - Business to Business - -- Misc. - - - -- - Oct -Dec 2013 Oct - Dec 2012 Total Total %Chg Largest Gain 35�toSale dew , k 2nd Largest Gain Largest Decline 2ndLargest Decline z'y "': 1t atectiimEtlislit `' lhtindustey VERSIDE COUNTY -1 Banning 0.3% 5.6% 8.4% -7.5% 3.4% 56.4% 440,795 423,642 4.0% Service Stations Misc .Vehicle Sales Health & Government Bldg.Matls-Whsle Beaumont 3.9% 1.3% -12.1% 2.6% 2.9% 2.4% 931,318 943,635 -1.3% Department Stores Misc. Vehicle Sales Service Stations Auto Parts/Repair Blythe -3.3% 0.0% 1.9% -44.4% -8.0% -13.6% 420,461 455,620 -7.7% Auto Sales - New Energy Sales BIdg.Matls-Whsle Light Industry Calimesa 4.5% 6.8% -4.1% 94.1% 18.2% -16.2% 157,505 154,590 1.9%Restaurants Food Markets Service Stations Misc. Vehicle Sales Canyon Lake 10.1% 34.6% 233.9% -6.8% 54.4% 0.8% 45,419 43,602 4.2% Service Stations Department Stores Liquor Stores Food Markets Cathedral City 5.3% -1.5% 14.4% -16.7% 8.4% 7.2% 1,842,845 1,700,298 8.4%Auto Sales New Leasing BIdg.Matls-Whsle Business Services Coachella 0.5% 7.2% -0.1% 25.9% -11.1% -37.1% 797,123 776,854 2.6% BIdg.Matls-Whsle Food Markets Florist/Nursery Service Stations Corona -0.6% 1.5% 2.9% 29.0% 6.2% 0.7% 8,144,425 7,517,215 8.3%BIdg.Matls-Whsle Lightlndustry Leasing MiscellaneousRetail Desert Hot Springs 8.5% 5.1% 0.4% -2.8% 25.0% 3.6% 338,922 336,448 0.7% Office Equipment Restaurants Heavy Industry Department Stores Eastvale 0.1% 24.8% -2.8% 15.9% 6.6% 56.2% 1,502,500 1,411,526 6.4% Food Markets BIdg.Matls-Whsle Miscellaneous Retail Electronic Equipment Hemet 1.8% 4.9% 11.1% -3.3% 3.5% -24.9% 2,303,969 2,179,247 5.7% Auto Sales - New Restaurants Service Stations Light Industry Indian Wells 3.1% 5.4% 56.8% -48.1% -64.0% 1345.8% 220,290 213,536 3.2% Restaurants Recreation Products Light Industry Food Markets Indio 1.5% -0.4% 10.6% 10.6% 34.2% 3.7% 2,067,029 1,916,425 7.9% Heavy Industry Auto Sales - New Food Markets Light Industry Jurupa Valley 16.2% 1.6% -4.9% 25.8% 22.7% 23.6% 2,197,554 1,997,889 10.0% Department Stores BIdg.Matls-Whsle Service Stations Leasing LaQuin ta 0.8% 0.9% 6.2% -14.5% 9.9% 36.8% 1,997,609 1,997,290 0.0%Auto Sales - New Restaurants BIdg.Matls-Retail Service Stations Lake Elsinore -1.7% 4.4% 1.0% 18.0% -3.0% -55.7% 1,809,107 1,780,970 1.6% BIdg.Matls-Whsle Auto Sales - New Service Stations Miscellaneous Retail Menifee 2.8% 4.3% -1.2% 2.6% 12.9% 16.5% 1,249,446 1,213,502 3.0%Restaurants Misc. Vehicle Sales Service Stations Leasing Moreno Valley 2.8% 2.4% 6.3% 28.2% 16.3% -19.0% 3,598,192 3,395,702 6.0% BIdg.Matls-Whsle Auto Sales - New Office Equipment Food Markets Murrieta 1.7% 5.7% 16.9% 9.5% 20.9% 14.6% 3,050,262 2,811,712 8.5% Auto Sales - New Leasing Florist/Nursery Recreation Products Norco 1.2% 8.1% 8.5% 23.6% 6.0% -34.6% 1,221,939 1,136,814 7.5% Auto Sales - Used Auto Sales - New Service Stations Auto Parts/Repair Palm Desert 4.0% 10.0% -5.5% 0.9% 7.1% 23.6% 4,459,921 4,259,023 4.7% Apparel Stores Restaurants Auto Sales - New Service Stations Palm Springs 3.2% 5.8% 2.1% -3.3% 11.4% 20.6% 2,595,559 2,558,824 1.4%Restaurants Drug Stores Energy Sales BIdg.Matls-Retail Perris 0.0% 4.8% 10.2% 28.1% 22.1% 31.2% 1,887,302 1,659,454 13.7% Auto Sales - New Electronic Equipment Misc. Vehicle Sales Miscellaneous Retail Rancho Mirage 9.7% 1.8% 30.5% 6.9% 12.0% -14.9% 1,101,287 1,017,348 8.3% Auto Sales - New Miscellaneous Retail Misc. Vehicle Sales Bldg.Matls-Retail Riverside 2.7% 17.4% 9.9% 15.0% 11.7% 10.4% 12,519,753 11,403,637 9.8% Auto Sales - New Food Processing Eqp Service Stations Business Services Riverside County 6.6% 15.1% -3.1% -14.5% -65.9% -17.8% 7,134,212 8,120,210 -12.1% Food Processing Eqp Miscellaneous Retail Electronic Equipment Bldg.Matls-Whsle San Jacinto 0.9% 2.7% 4.4% 41.9% 2.2% 20.7% 534,400 525,657 1.7% Bldg .Matls-Whsle Restaurants Auto Sales Used Auto Parts/Repair Temecula 0.7% 3.9% 1.6% 5.6% 10.1% 9.3% 6,991,361 6,863,392 1.9%Auto Sales - Used Energy Sales Miscellaneous Retail Service 5tations Wildomar 8.4% 3.3% -2.9°% -24.7% 5.4% -4.0% 308,980 309,012 0.0%Food Markets Restaurants Service Stations BIdg.Matls-Whsle 121 MuniServices, LLC AGENDA ITEM 96 • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: May 14, 2014 TO: Riverside County Transportation Commission FROM: Budget and Implementation Committee Marla Dye, Procurement Analyst Matt Wallace, Procurement Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Single Signature Authority Report BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to receive and file the Single Signature Authority report for the third quarter ended March 31, 2014. BACKGROUND INFORMATION: Certain contracts are executed under single signature authority as permitted in the Commission's Procurement Policy Manual adopted in December 2012. The Executive Director is authorized to sign services contracts that are less than $100,000 individually and in an aggregate amount not to exceed $1 million in any given fiscal year. Additionally, in accordance with Public Utilities Code Section 130323(c), the Executive Director is authorized to sign contracts for supplies, equipment, materials, and construction of all facilities and works under $50,000 individually. The attached report details all contracts that have been executed for the third quarter ended March 31, 2014 under the single signature authority granted to the Executive Director. The unused capacity of single signature authority for services at March 31, 2014 is $555,473. Attachment: Single Signature Authority Report as of March 31, 2014 Agenda item 9B 122 CONSULTANT AMOUNT AVAILABLE July 1, 2013 Green Com, Inc. Southern California Regional Rail Authority Switching Passenger Train Traffic at Pachappa Crossing over SR-91 0.00 30,000.00 30,000.00 Relocation Appeal Hearing Officer Services 10,000.00 5,548.59 4,451.41 SINGLE SIGNATURE AUTHOR TY AS OF March 31, 2014 DESCRIPTION OF SERVICES ORIGINAL CONTRACT PAID AMOUNT REMAINING AMOUNT CONTRACT AMOUNT Corner Stone Right of Way AECOM ThyssenKrupp Elevator Americas Baretel Associates, Inc Express Tra ns portion Systems, Inc Smith, Watts & Marinez LLC Arellano Associates Avila & Putnam, PLC HDR, Construction Control Corporation Southstar Engineering & Consulting Spectrum. Group $1,000,000.00 Public outreach services on the 1-215, Blaine St. to MLK Blvd Project 10,000.00 10,000.00 0.00 HOV Project Construction Contract Change Order Support for the I-215/SR-60 East 58,175.23 0.00 58,175.23 Junction HOV Project Elevator Maintenance Service -North Main Corona Station 54,000.00 11,981.60 42,018.40 Actuarial Valuation Serivices for OPEB Calculation 2,500.00 0.00 2,500.00 Taxi Service During the Maintenanace of the Pedestrian Crossing 1,257.20 1,257.20 0.00 Extra Work Public Opinion Survey - Quality of Life Issures in Riverside County Release sponsorship funds for specific event purposes necessary for the SR-91 GIP and PVL groundbreaking events Legal Services for Eminet Domain on the SR-91 CIP. Since anatyals fortjie CM Ser MLKSIvd Additional funds for Right of Way, Management Support SerUtces ation,SupportandErrorsand.0T1, iotaReuieerPsr, i!4,#intodal aa'Pebjeot Transportation Corridor Agencies _ FasTrakle License Agreement !" AON:Glottal Risk Consulting insurance Audit Services 63,800.00 10,000.00 53,800.00 48,590.03 11,409.97 60,000.00 50,000.00 7a 15,756.17 34,243.83 ;.4,000.00 ` ,,.... 3,625o0 3/5,00. ........... 20,000,00 1.eo o oo 1oo 45,000.00 AMOUNT USED 444,527.43 AMOUNT REMAINING through March 31, 2014 None NIA Marla, Dye Prepared by Reviewed by Agreements that fall under Public Utilities Code 130323 (C) Notes Shaded area represents new contracts Hated in thR,third quarter, $555,472.57 45,000.00: 123 • AGENDA ITEM 9C • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: May 14, 2014 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee David Thomas, Toll Project Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Construction and Maintenance Agreements with Burlington Northern and Santa Fe Railroad for the State Route 91 Corridor Improvement Project WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve the construction and maintenance (C&M) agreements with Burlington Northern and Santa Fe Railroad (BNSF) for the State Route 91 Corridor Improvement Project (SR-91 CIP) in the amount $7,321,341, plus a contingency amount of $732,134, for a total amount not to exceed $ 8,053,475; a) Agreement No. 14-31-115-00 for West Prado Overhead in the amount of $866,154; b) Agreement No. 14-31-113-00 for East Prado Overhead in the amount of $1,007, 242; c) Agreement No. 14-31-114-00 for West Porphyry Overhead in the amount of $4,985,624; and d) Agreement No. 14-31-112-00 for East Porphyry Overhead in the amount of $462,321; Subject to any increases (not to exceed the authorized contingency) or reductions in final amounts, as described; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; and 3) Authorize the Executive Director to approve contingency work up to the total not to exceed amount, as required for the agreements. BACKGROUND INFORMATION: 10-Year Delivery Plan and Tolling In 2002, voters passed the 30-year extension of the Measure A program (2009-2039). In December 2006, the Commission adopted the 2009 Measure A Western Riverside County Agenda Item 9C 124 Highway 10-Year Delivery Plan (10-Year Delivery Plan). The 10-Year Delivery Plan calls for the development of tolled express lane corridors on SR-91 and Interstate 15. Development of the SR-91 Corridor Improvement Project (CIP) The SR-91 CIP widens SR-91 through Corona, extends the existing 91 Express Lanes from the Orange County line to 1-15, improves five local interchanges, reconstructs a portion of the 15/91 interchange, and constructs other general purpose lane and toll express lane improvements within the corridor. Environmental approval for the SR-91 CIP was obtained in November 2012. Final design and construction is being accomplished via a design -build contract approved by the Commission on May 8, 2013. Corridor construction started in early 2014 with lanes scheduled to open to traffic in 2017. Construction Impacts to BNSF The SR-91 CIP crosses over BNSF property in four locations, at existing grade separated overheads, and directly impacts (i.e., shortens) the BNSF tracks in one location, the Monster Lead. The BNSF Monster Lead Wall agreement was approved by the Commission at the March 12, 2014 meeting. The four locations requiring C&M agreements are as follows and as shown on Attachment 1: 1. West Prado Overhead, which is adjacent to the SR-91/Green River Road interchange, 2. East Prado Overhead, which is located between the 71/91 interchange and the Serfas Club Drive interchange, 3. West Porphyry Overhead, which is located just west of the 15/91 interchange, and 4. East Porphyry Overhead, which is located just south of the 15/91 interchange. Over the past six months, staff has been working with the design -builder in the development of the SR-91 CIP plans to ascertain the extent of the impacts to the existing BNSF grade separation structures. In that same time period, staff worked with BNSF and Caltrans in the development of three -party C&M agreements, one for each of the four locations that would formalize the scope of work, obligations of each party, right of way required for the widening associated with the SR-91 CIP, and costs for the respective right of way and associated BNSF provided flagging services. The right of way costs associated with each location are comprised of permanent footing easements, a permanent aerial easement, and a temporary construction license. Attachment 2 provides a breakdown of all costs associated with each location. A copy of each of the four C&M agreements is included as Attachments 3, 4, 5, and 6, respectively. The total costs associated with each of the agreements are as follows: a) Agreement No. 14-31-115-00 for West Prado Overhead in the amount of $866,154; b) Agreement No. 14-31-113-00 for East Prado Overhead in the amount of $1,007,242; c) Agreement No. 14-31-114-00 for West Porphyry Overhead in the amount of $4,985,624; and d) Agreement No. 14-31-112-00 for East Porphyry Overhead in the amount of $462,321. • Agenda Item 9C 125 • The following should be noted: 1. A portion of the cost associated with the West Porphyry Overhead C&M agreement, or $3,616,499, is for BNSF-provided flagging services for all four locations. The Commission will be reimbursed by the design -builder for all flagging services used on the project, and 2. A portion of the cost associated with the West Prado Overhead C&M agreement, or $128,000, is for additional BNSF-provided railroad signal maintenance services for 50 years, the anticipated life of the signal. This additional maintenance fee is due to the fact the new westbound Green River Off Ramp structure is being constructed directly over the existing BNSF railroad signal thus increasing the probability that smoke and soot from railroad locomotives will be trapped under the structure around the signal and therefore increasing the maintenance required for the signal. Further, it is possible the above specified values for one or more of the four C&M agreements may be increased or reduced should it be determined the SR-91 CIP will have a greater or lesser impact to one or more of the identified locations. Any such increases shall be limited, in the aggregate, to the authorized contingency amount. staff is seeking authorization for the Chair or Executive Director to execute, on behalf of the Commission, the above referenced C&M agreements, pursuant to legal counsel review and subject to any revisions in final amounts, as described above, and authorization for the Executive Director to approve contingency work. Financial Information In Fiscal Year Budget: N/A Year: FY 2014/15+ Amount: $8,053,475 Source of Funds: Sales Tax and Toll Bond Proceeds, TIFIA Loan Proceeds Budget Adjustment: N/A GL/Project Accounting No.: 003028 81401 262 3181401 $4,075,326 (easements, licenses, maintenance, administration fees) 003028 81304 262 3181301 $3,978,149 (flagging) Fiscal Procedures Approved: vilte4,-i-,v,"-t Date: 04/18/2014 Attachments: (Posted on Commission Website) 1) BNSF Grade Separation Location Plan 2) C&M Cost Summary 3) West Prado Construction and Maintenance Agreement 4) East Prado Construction and Maintenance Agreement 5) West Porphyry Construction and Maintenance Agreement 6) East Porphyry Construction and Maintenance Agreement Agenda Item 9C 126 BRIDGE LIST ATKINSON/WALSH BRIDGE No. CALTRANS BRIDGE No. STRUCTURE NAME CROSSING MILE POST CROSSING NAME USDOT CROSSING No. 2 56-0865S W91-GREEN RIVER RD OFF -RAMP OH 29.54 WEST PRADO 026533K 3 56-0634L WEST PRADO OH (WIDEN) 6 56-0637 PRADO OVERHEAD (WIDEN) 27.92 EAST PRADO 026532D 7 24 56-0871E 91/15 EXPRESS LANES CONNECTOR 23.43 WEST PORHPYRY 026522X 25 56-0872H N15/515-W91 CONNECTOR OH 26 56-0446L W91 TEMESCAL WASH Br & OH (WIDEN) 27 56-0873 E91/TEMESCAL WASH OH 28 56-0874G E91-N15/S15 CONNECTOR OH 24 56-0871E 91/15 EXPRESS LANES CONNECTOR 22.95 EAST PORPHYRY 026595H EAST PRADO PRADO Rd -- — CRFFN Rt�ER Ra LEGEND: • BRIDGE 001 vi BNSF/AMTRAK/METROLINK WEST PRADO BNSF BRIDGE KEY MAP WEST PORPHYRY ATTACHMENT 1 BNSF/AMTRAK/METROLINK NO SCALE ATTACHMENT 2 SR91 CIP BNSF Construction and Maintenance Agreement Summary 1. West Prado Overhead Easement Type Square Footage Value per SF % of Full Value Years Cost Aerial 38,017 $8.00 50% N/A $152,068 Footings 7,674 $8.00 100% N/A $61,392 Temporary Const 217,789 $8.00 10% 3 years $522,694 Administration Fee $2,000 Right of Way Total $738,154 Signal Maintenance $128,000 Agreement Total $866,154 2. East Prado Overhead Easement Type Square Footage Value per SF % of Full Value Years Cost Aerial 25,336 $7.75 50% N/A $98,177 Footings 27,829 $7.75 100% N/A $215,675 Temporary Const 297,372 $7.75 10% 3 years $691,390 Administration Fee $2,000 Right of Way & Agreement Total $1,007,242 3. West Porphyry Overhead Easement Type Square Footage Value per SF % of Full Value Years Cost Aerial 87,397 $15.50 50% N/A $677,327 Footings 13,664 $15.50 100% N/A $211,792 Temporary Const 102,797 $15.50 10% 3 years $478,006 Administration Fee $2,000 Right of Way Total $1,369,125 Flagging Costs $3,616,499 Agreement Total $4,985,624 4. East Porphyry Overhead Easement Type Square Footage Value per SF % of Full Value Years Cost Aerial 16,154 $15.50 50% N/A $125,194 Footings 1,258 $15.50 100% N/A $19,499 Temporary Const 67,877 $15.50 10% 3 years $315,628 Administration Fee $2,000 Right of Way & Agreement Total $462,321 Total $7,321,341 ATTACHMENT 3 WEST PRADO OVERHEAD CONSTRUCTION and MAINTENANCE AGREEMENT BNSF Agreement No. BF-1000XXXX STATE Contract No. 08R189 RCTC Agreement No. 14-31-115-00 West Prado Overhead, State Bridge No. 56-634 R/L US DOT No. 026533K San Bernardino Subdivision LS 7602 MP 29.54 This Agreement ("Agreement"), is executed to be effective as of this day of , 201_ ("Effective Date"), by and between BNSF RAILWAY COMPANY, a Delaware corporation ("BNSF"), the STATE OF CALIFORNIA, acting through the Department of Transportation, hereinafter referred to as ("STATE"), and the RIVERSIDE COUNTY TRANSPORTATION COMMISSION hereinafter referred to as ("RCTC"), a public entity of the State of California, hereinafter referred to as ("Parties"). RECITALS: WHEREAS, BNSF owns and operates a line of railroad in and through the City of Corona, County of Riverside, State of California, hereinafter referred to as ("Rail Corridor"); WHEREAS, STATE and The Atchison, Topeka and Santa Fe Railway Company, predecessor in interest to BNSF entered into an agreement dated April 27, 1970 carried in BNSF's records as Contract No. 133559, ("Original Agreement") which provided for the construction and maintenance of two State Route 91 grade separation structures known as the East Prado Overhead, DOT No. 026532D, and the West Prado Overhead, DOT No. 026533K, as well as the construction of a drainage facility known as the Wardlow Wash ("Wardlow Wash") over and across BNSF's Rail Corridor, and over its tracks; WHEREAS, the Original Agreement was supplemented on April 1, 1991 to provide for the construction of HOV Lanes in the median areas on both overheads; WHEREAS, the Original Agreement was further supplemented on March 4, 1997 to provide for the seismic retrofitting of both overheads; WHEREAS, the Original Agreement and all supplements were superseded by an Overpass Agreement, dated May 18, 2009 which provided for the adding of a general purpose lane including the widening of all lanes and shoulders to standard widths on the eastbound portion of State Route 91. WHEREAS, RCTC has adopted a project to extend the existing tolled express lanes on State Route 91 between the Riverside/Orange County line and Interstate Highway 1-15 ("SR-91 Corridor Improvement Project"); WHEREAS, the SR-91 Corridor Improvement Project will involve the modification of four existing overheads, that cross BNSF's Rail Corridor: East Porphyry Overhead (1-15) DOT No. 026595H, West Porphyry Overhead (Temescal) DOT No. 026522X, East Prado Overhead DOT No. 026532D, and West Prado Overhead DOT No. 026533K, and the shortening of BNSF's Monster Lead Track No. 4365; WHEREAS, RCTC and STATE desire to proceed with the modification of the West Prado Overhead, involving the demolition and widening of the West Prado Overhead and the demolition, widening, and Page 1 of 17 West Prado Overhead C&M Agreement April 17, 2014 reconstruction of the existing westbound Green River Road Off Ramp to accommodate the SR-91 Corridor Improvement Project. The Green River Road Off Ramp will be constructed as a 5 span, cast -in - place post -tensioned reinforced concrete box girder bridge, 940 feet long. The width of the Green River Road Off Ramp varies from 38'-10" wide to a maximum width of 50'-10" and is supported on concrete piers and abutments. At Bents 2, 4, and 5, the superstructure is supported by a single 7'-0"X10'-6" octogonal column and at Bent 3 the superstructure is supported by a 2 column outrigger bent that spans across the BNSF tracks. The widened West Prado Overhead and the widened westbound Green River Road Off Ramp as reconstructed shall be referred to herein collectively as the "STRUCTURE". WHEREAS, RCTC will fund the cost to design and construct the SR-91 Corridor Improvement Project using a design build contractor ("Contractor"); WHEREAS, the Parties have entered into an agreement dated in connection with the modification of the West Porphyry Overhead ("WPCMA"); WHEREAS, the WPCMA provides for the invoicing of the costs of the railroad work performed by BNSF and the reimbursement to BNSF of such costs in connection with the modification of all four of the overheads which are part of the SR-91 Corridor Improvement Project; WHEREAS, STATE is the owner of State Route 91, Interstate Highway 1-15, and the State Highway System; WHEREAS, RCTC and STATE have entered into Cooperative Agreement No. 08-1468 dated July 25, 2012, permitting RCTC to acquire property on behalf of STATE and to design and construct the SR-91 Corridor Improvement Project; WHEREAS, upon completion and acceptance of the SR-91 Corridor Improvement Project by STATE, STATE will thereafter own and maintain all highway improvements made by RCTC under this Agreement; WHEREAS, pursuant to this Agreement, RCTC will acquire from BNSF a Temporary Construction License; and WHEREAS, pursuant to this Agreement, RCTC will acquire a permanent easement ("Easement"), on behalf of the STATE, as required for the SR-91 Corridor Improvement Project. NOW, THEREFORE, in consideration of the mutual covenants and agreements of the Parties contained herein, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: ARTICLE I — SCOPE OF WORK 1. The term "Project" as used herein includes any and all work related to the demolition and widening of the West Prado Overhead, the demolition, widening and reconstruction of the Green River Road Off Ramp, and the cut back of the southwesterly slope of BNSF's roadbed, more particularly described and depicted on Exhibit A, which is attached hereto and incorporated herein, including but not limited to, any and all changes to telephone, telegraph, signal and electrical lines, other utilities and appurtenances, alterations to or new construction of drainage facilities, preliminary and construction engineering, construction management, and contract preparation. Additionally, temporary controls during construction must be in compliance with Section 8A-08, 'Temporary Traffic Control Zones" of the Manual of Uniform Traffic Control Devices ("MUTCD"), U.S. Department of Transportation. ARTICLE II — BNSF OBLIGATIONS In consideration of the covenants of STATE and RCTC set forth herein and the faithful performance thereof, BNSF agrees as follows: Page 2 of 17 West Prado Overhead C&M Agreement April 17, 2014 1. Upon RCTC's payment to BNSF of an administration fee in the sum of Two Thousand and No/100 Dollars ($2,000.00) and the payment of XXXX and No/100 Dollars ($00,000.00) as compensation for a temporary construction license fee, BNSF hereby grants to RCTC, its successors and assigns, upon and subject to the terms and conditions set forth in this Agreement, a temporary non-exclusive license, hereinafter called, ("Temporary Construction License") to construct the Project across or upon the portion of BNSF's Rail Corridor as described further in the Legal Description, Exhibit H and shown on Parcel Map Exhibit H1, excepting and reserving BNSF's rights, and the rights of any others who have obtained, or may obtain, permission or authority from BNSF, to do the following: (a) Operate, maintain, renew and/or relocate any and all existing railroad track or tracks, wires, pipelines and other facilities of like character upon, over or under the surface of said Rail Corridor. (b) Construct, operate, maintain, renew and/or relocate upon said Rail Corridor, without limitation, such facilities as BNSF may from time to time deem appropriate, provided such additional facilities do not materially interfere with RCTC's construction of the Project; (c) Otherwise use or operate the Rail Corridor as BNSF may from time to time deem appropriate, provided such use or operations does not materially interfere with STATE's use of the STRUCTURE; (d) Require RCTC or its Contractor to execute a Temporary Construction Crossing Agreement, for any temporary crossing requested to aid in the construction of the Project. The term of the Temporary Construction License shall begin on the Notice to Commence Construction date as set forth hereinafter in Article III, Section 15 and ends on the earlier of (i) substantial completion of the Project, or (ii) Thirty Six (36) months following the Notice to Commence Construction. The Temporary Construction License and related rights to be given by BNSF to RCTC shall be without warranty of title of any kind, express or implied, and no covenant of warranty of title will be implied from the use of any word or words therein contained. The Temporary Construction License shall be for the construction of the Proiect and for no other purpose. In the event STATE or RCTC is evicted by anyone owning, or claiming title to or any interest in said Rail Corridor, BNSF will not be liable to STATE or RCTC for any damages, losses or any expenses of any nature whatsoever. BNSF shall not grant similar rights to others, subsequent to the date of this Agreement, that impair or interfere with the rights granted to RCTC pursuant to the Temporary Construction License. 2. State or RCTC shall pay BNSF the additional sum of )000X and No/100 Dollars ($00,000.00) as compensation for the Easement, such payment to be made upon execution of this Agreement. Within thirty (30) days of BNSF's final inspection of the completed STRUCTURE, BNSF shall deliver to STATE the executed Easement in the form attached hereto as Exhibit B and incorporated herein by reference, providing STATE, its successors and assigns, a perpetual easement to enter upon and use that portion of the Rail Corridor described therein as is necessary to use and maintain the STRUCTURE. 3. BNSF will furnish all labor, materials, tools, and equipment for railroad work required for the construction of the Project. The Parties agree that the estimated cost of all railroad work for modification of the East Prado Overhead, the West Prado Overhead, the East Porphyry Overhead and the West Porphyry Overhead in connection with the SR-91 Corridor Improvement Project shall all be included such railroad work and the estimated cost thereof being as shown on Exhibit D attached to the West Porphyry Construction and Maintenance Agreement, WPCMA, and made a part thereof. In the event construction on the Project has not commenced within six (6) months following the Effective Date, BNSF may, in its sole and absolute discretion, revise the cost estimates set forth in said Exhibit D. In such event, the revised cost estimates will become a part of the WPCMA as though originally set forth therein. Any item of work incidental to the items listed on Exhibit D not specifically mentioned therein may be included as a part of the WPCMA upon written approval of RCTC, which approval will not be unreasonably withheld. Construction of the Project will include the following principal elements of railroad work by BNSF: Page 3 of 17 West Prado Overhead C&M Agreement April 17, 2014 (a) Procurement of materials, equipment and supplies necessary for the railroad work; (b) Preliminary engineering, design, and contract preparation; (c) Furnishing of flagging services necessary for the safety of BNSF's property and the operation of its trains during construction of the Project as set forth in further detail on Exhibit C, attached to this Agreement and made a part hereof; (d) Furnishing of engineering and inspection as required in connection with the construction of the Project; and (e) Providing a contract project coordinator, at RCTC's expense, to serve as a project manager for the Project. 4. BNSF will construct all railroad work set forth in Article II, Section 3 above on an actual cost basis, when BNSF, in its sole discretion, determines it is required by its labor agreements to perform such work with its own employees working under applicable collective bargaining agreements or by contractor(s) if necessary. In conducting the work hereunder, for any work that BNSF subcontracts, BNSF shall comply with all applicable State prevailing wage requirements. BNSF subcontracts for work under this Agreement shall be with the lowest qualified bidder, selected by BNSF pursuant to its normal and customary bidding processes. BNSF shall require any contractors completing work under this Agreement to obtain insurance sufficient to cover the risks associated with such work, as determined by BNSF. 5. RCTC agrees to reimburse BNSF for work of an emergency nature caused by RCTC or RCTC's Contractor in connection with the Project which is reasonably necessary for the immediate restoration of railroad operations, or for the protection of persons or BNSF property. Such work may be performed by BNSF with notification provided to RCTC as soon as practicable and RCTC agrees to fully reimburse BNSF for all such emergency work. 6. BNSF may charge RCTC for insurance expenses, including self-insurance expenses, when such expenses cover the cost of Employer's Liability (including, without limitation, liability under the Federal Employer's Liability Act) in connection with the construction of the Project. Such charges will be considered part of the actual cost of the Project, regardless of the nature or amount of ultimate liability for injury, loss or death to BNSF's employees, if any. 7. The invoicing of the costs of the railroad work performed by BNSF under this Agreement, as well as RCTC's obligation to reimburse BNSF for such costs, shall be in accordance with the provisions of the WPCMA pertaining thereto. 8. BNSF agrees to comply and to require its contractors to comply with the ("Buy America") requirements set forth in the Intermodal Surface Transportation Efficiency Act of 1991 (ISTEA) Sections 1041(a) and 1048(a), 23 U.S.C. 313 and 23 C.F.R. Part 635.410, which are incorporated into this Agreement by reference, and which require that all steel, iron, and manufactured products used in FHWA-funded projects are produced in the United States, unless a waiver has been granted by FHWA or the product is subject to a general waiver. In conformance with the foregoing specified laws and regulations, all manufacturing processes for steel and iron materials furnished for incorporation into the work shall occur in the United States; with the exception that pig iron and processed, pelletized and reduced iron ore manufactured outside of the United States may be used in the domestic manufacturing process for such steel and iron materials. The application of coatings, such as epoxy coating, galvanizing, painting, and other coating that protects or enhances the value of steel or iron materials shall be considered a manufacturing process subject to the Buy America requirements. Page 4 of 17 West Prado Overhead C&M Agreement April 17, 2014 The Buy America requirements do not prevent a minimal use of foreign steel and iron materials if the total combined cost of the materials used does not exceed one -tenth of one percent (0.1%) of the total contract cost or $2,500, whichever is greater. BNSF shall maintain documentation of the quantity and value of the foreign steel and iron prior to incorporating the materials into the work, if any. ARTICLE III — RCTC OBLIGATIONS In consideration of the covenants of STATE and BNSF set forth herein and the faithful performance thereof, RCTC agrees as follows: 1. RCTC shall furnish to BNSF and STATE plans and specifications for the STRUCTURE together with calculations with the railroad clearances expressed in English Units. One complete reduced size 11" x 17" paper copy shall be submitted to BNSF's Director Bridge Engineering. A PDF copy of the plans and specifications should be sent to BNSF's Manager Public Projects and BNSF's. Director Bridge Engineering. The PDF copy with a file size of two (2) megabytes or less should be sent via an email attachment. Should the PDF copy of the plans and specifications exceed two (2) megabytes, a CD (Compact Disk) of the plans and specifications should be sent via overnight mail service to both BNSF offices. The email and mailing addresses are included in Article V, Section 21. Sets of said plans shall be submitted to BNSF and STATE for approval prior to commencement of any construction. BNSF will give RCTC final written approval of the plans and specifications substantially in the form of Exhibit E, attached to this Agreement and made a part hereof. Upon BNSF's final written approval of the plans and specifications, said plans and specifications will become part of this Agreement and are hereby incorporated herein. Any approval of the plans and specifications by BNSF shall in no way obligate BNSF in any manner with respect to the finished product design and/or construction. Any approval by BNSF shall mean only that the plans and specifications meet BNSF standard specifications, and such approval by BNSF shall not be deemed to mean that the plans and specifications or construction is structurally sound and appropriate or that such plans and specifications meet applicable regulations, laws, statutes or local ordinances and/or building codes. 2. RCTC must make application to the California Public Utility Commission ("Commission") for an order authorizing construction of the Project and will furnish the Commission plans of the proposed construction, approved by BNSF, together with a copy of this Agreement. 3. RCTC must obtain all other required permits and approvals for the construction of the Project. 4. RCTC must provide for and maintain minimum vertical and horizontal clearances, as required and approved by BNSF as part of the plans and specifications for the Project. 5. RCTC will make any and all arrangements, in compliance with BNSF's Utility Accommodation Manual (http://www.bnsf.com/communities/faqs/pdf/utility.pdf), for the installation or relocation of wire lines, pipe lines and other facilities owned by private persons, companies, corporations, political subdivisions or public utilities other than BNSF which may be necessary for the construction of the Project. 6. RCTC must construct the Project as shown on the attached Exhibit A and do all work provided for in the plans and specifications for the Project, except railroad work that will be performed by BNSF herein. RCTC must furnish all labor, materials, tools and equipment for the performance of RCTC's work. The principal elements of RCTC's work are as follows: (a) Preliminary and final Engineering; (b) Demolition and widening of the existing West Prado Overhead; (c) Demolition, widening and reconstruction of the existing westbound Green River Road Off Ramp; Page 5 of 17 West Prado Overhead C&M Agreement April 17, 2014 (d) Design and the construction of the STRUCTURE; (e) Cutback of the southwesterly slope of BNSF's roadbed; (f) Providing of suitable drainage, both temporary and permanent; (g) All other necessary grading and paving, including backfill of excavations and restoration of disturbed vegetation on BNSF's Rail Corridor; (h) Application of the DOT No. 026533K and the CPUC No. 002B-29.54-A in conspicuous locations on the STRUCTURE; (i) Providing of pedestrian and trespasser control during construction; (j) Removal of the sleeves for any CID Piles to a depth of five feet below ground surface; and (k) Job site cleanup within Project area including removal of all construction materials, concrete debris, surplus soil, refuse, disturbed contaminated soils, asphalt debris, litter and other waste materials to the satisfaction of BNSF. 7. RCTC will acquire all properties and/or easement rights or construction licenses required to construct and/or maintain the Project. 8. RCTC's Work must be performed by RCTC or RCTC's Contractor in a manner that will not endanger or interfere with the safe and timely operations of BNSF and STATE and their facilities. 9. RCTC must require its Contractor(s) to notify BNSF's Roadmaster at least thirty (30) calendar days prior to requesting a BNSF flagman in accordance with the requirements of Exhibit C attached hereto. Additionally, RCTC must require its Contractor(s) to notify BNSF's Manager Public Projects thirty (30) calendar days prior to commencing work on BNSF property or near BNSF tracks. 10. RCTC or its Contractor(s) shall submit one reduced size 11" x 17" paper copy, including calculations, expressed in English Units of the plans and specifications for proposed shoring, or cribbing to be used over, under, or adjacent to BNSF's tracks to BNSF's Director Bridge Engineering. RCTC or its Contractor(s) shall submit a PDF copy of the plans and specifications for the proposed shoring, or cribbing to both BNSF's Manager Public Projects and BNSF's Director Bridge Engineering. The PDF copy with a file size of two (2) megabytes or less should be sent via an email attachment. Should the PDF copy of the plans and specifications exceed two (2) megabytes, a CD (Compact Disk) of the plans and specifications should be sent via overnight mail service to both BNSF offices for approval. The email and mailing addresses are included in Article V, Section 21. The shoring, or cribbing used by RCTC's Contractor shall comply with the BNSF Bridge Requirements set forth on Exhibit F, and BNSF's INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS as set forth in Exhibit G with both Exhibits attached to this Agreement and incorporated herein, and all applicable requirements promulgated by state and federal agencies, departments, commissions and other legislative bodies. 11. RCTC must include the following provisions in any contract with its Contractor(s) performing work on the Project: (a) The Contractor is placed on notice that fiber optic, communication and other cable lines and systems (collectively, the "Lines") owned by various telecommunications companies may be buried on BNSF's property or Rail Corridor. The locations of these Lines have been included on the plans based on information from the telecommunications companies. The Contractor will be responsible for contacting BNSF's OneCall (telephone number (800) 533-2891) and the telecommunications companies and Page 6 of 17 West Prado Overhead O&M Agreement April 17, 2014 notifying them of any work that may damage these Lines or facilities and/or interfere with their service. The Contractor must also mark all Lines shown on the plans or marked in the field in order to verify their locations. The Contractor must also use all reasonable methods when working in the BNSF Rail Corridor or on BNSF property to determine if any other Lines (fiber optic, cable, communication or otherwise) may exist. (b) Failure to mark or identify these Lines will be sufficient cause for any BNSF Representative to stop construction at no cost to RCTC or BNSF until these items are completed. (c) In addition to the liability terms contained elsewhere in this Agreement, the Contractor hereby indemnifies, defends and holds harmless BNSF for, from and against all cost, liability, and expense whatsoever (including, without limitation, attorney's fees and court costs and expenses) arising out of or in any way contributed to by any act or omission of Contractor, its subcontractors, agents and/or employees that cause or in any way or degree contribute to (1) any damage to or destruction of any Lines by Contractor, and/or its subcontractors, agents and/or employees, on BNSF's property or within BNSF's Rail Corridor, (2) any injury to or death of any person employed by or on behalf of any telecommunications company, and/or its contractor, agents and/or employees, on BNSF's property or within BNSF's Rail Corridor, and/or (3) any claim or cause of action for alleged loss of profits or revenue by, or loss of service by a customer or user of such telecommunication company(ies). THE LIABILITY ASSUMED BY CONTRACTOR WILL NOT BE AFFECTED BY THE FACT, IF IT IS A FACT, THAT THE DAMAGE, DESTRUCTION, INJURY, DEATH, CAUSE OF ACTION OR CLAIM WAS OCCASIONED BY OR CONTRIBUTED TO BY THE NEGLIGENCE OF BNSF, ITS AGENTS, SERVANTS, EMPLOYEES OR OTHERWISE, UNLESS SUCH CLAIMS ARE WHOLLY CAUSED BY THE WILLFUL MISCONDUCT OR SOLE NEGLIGENCE OF BNSF. (d) The Contractor will be responsible for the rearrangement of any facilities or Lines determined to interfere with the construction. The Contractor must cooperate fully with any telecommunications company(ies) in performing such rearrangements. 12. RCTC, must incorporate in each prime contract for construction of the Project, or the specifications therefor (i) the provisions set forth in Articles III and IV, and (ii) the provisions set forth in Exhibit C, Exhibit C-1, Exhibit F, and Exhibit G, attached hereto and by reference made a part hereof. 13. Except as otherwise provided below in this Section 13, all construction work performed hereunder by RCTC for the Project will be pursuant to a contract or contracts to be let by RCTC, and all such contracts must include the following: (a) All work performed under such contract or contracts within the limits of BNSF's Rail Corridor must be performed in a good and workmanlike manner in accordance with plans and specifications approved by BNSF; (b) Changes or modifications during construction that affect safety or BNSF operations must be subject to BNSF's approval; (c) No work will be commenced within BNSF's Rail Corridor until each of the prime Contractors employed in connection with said work must have (i) executed and delivered to BNSF an agreement in the form of Exhibit C-1, and (ii) delivered to and secured BNSF's approval of the required insurance; (d) If it is in RCTC's best interest, RCTC may direct that the construction of the Project be done by day labor under the direction and control of RCTC, or if at any time, in the opinion of RCTC, the Contractor has failed to prosecute with diligence the work specified Page 7 of 17 West Prado Overhead C&M Agreement April 17, 2014 in and by the terms of said contract, RCTC may terminate its contract with the Contractor and take control over the work and proceed to complete the same by day labor or by employing another contractor(s) provided, however, that any contractor(s) replacing the original Contractor(s) must comply with the obligations in favor of BNSF set forth above and, provided further, that if such construction is performed by day labor, RCTC will, at its expense, procure and maintain on behalf of BNSF the insurance required by Exhibit C-1; (e) To facilitate scheduling for the Project, RCTC shall have its Contractor give BNSF's Project Engineer at telephone number 909 386 4079 eight (8) weeks advance notice of the proposed times and dates for work windows. BNSF and RCTC's Contractor will establish mutually agreeable work windows for the Project. RCTC shall inform its Contractor that any request for work windows with less than eight (8) weeks advance notice will have a reduced probability of approval. BNSF has the right at any time to revise or change the work windows, due to train operations or service obligations. BNSF will not be responsible for any additional costs and expenses resulting from a change in work windows. Additional costs and expenses resulting from a change in work windows shall be accounted for in the Contractor's expenses for the Project; and (f) If applicable, the plans and specifications for the STRUCTURE must be in compliance with the Bridge Requirements set forth in said Exhibit F and the INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS set forth in Exhibit G, with both Exhibits attached to this Agreement and incorporated herein. 14. RCTC must give BNSF's Manager Public Projects written notice to proceed ("Notice to Proceed") with the railroad work and advance the funds for the estimated cost of the railroad portion of the Project to BNSF as set forth in Exhibit D. BNSF will not begin the railroad work (including, without limitation, procurement of supplies, equipment or materials) until written Notice to Proceed and funds for construction of the railroad portion of the Project are received from RCTC. The Notice to Proceed must reference BNSF's Agreement No. BF-1000XXXX. 15. Subject to the restrictions imposed by Article V, Section 11 below, construction of the Project will not commence until RCTC gives BNSF's Manager Public Projects thirty (30) days written notice to commence construction ("Notice to Commence Construction") when the Contractor has satisfied the requirements set forth hereinabove in Article III, Section 13 (c) and will enter BNSF Rail Corridor to begin construction. The Notice to Commence Construction must reference BNSF's Agreement No. BF-1000XXXX and must state the time that construction activities will begin. 16. RCTC must advise BNSF's Manager Public Projects, in writing, of the completion date of the Project within thirty (30) days after such completion date ("Notification of Completion"). Additionally, RCTC must notify BNSF's Manager Public Projects, in writing, of the date on which RCTC, and/or STATE and/or RCTC's Contractor will meet with BNSF for the purpose of making final inspection of the Project. 17. Construction of the westbound Green River Road Off Ramp over BNSF's East Bound Cantilever Signal No. MT 1 Signal 4EB, MT 2 Signal 4EA, MT 3 Signal 6E ("Signal") located at BNSF's MP 29.625 will increase the Signal's cost of maintenance. Within thirty (30) days of the Notification of Completion of the Project as set forth set forth hereinabove in Article III, Section 16 and final acceptance by BNSF, RCTC, and STATE, RCTC shall pay to BNSF directly, and BNSF agrees to accept in full, complete, and final satisfaction of the Signal's increased maintenance cost obligation over the fifty year lifetime of the Signal, a one-time, lump sum, liquidated amount of One Hundred Twenty Seven Thousand Nine Hundred Thirty Nine and No/100 Dollars ($127,939.00). 18. RCTC HEREBY RELEASES, INDEMNIFIES, DEFENDS AND HOLDS HARMLESS BNSF, ITS AFFILIATED COMPANIES, PARTNERS, SUCCESSORS, ASSIGNS, LEGAL REPRESENTATIVES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES AND AGENTS FOR, FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, FINES, PENALTIES, COSTS, DAMAGES, LOSSES, LIENS, CAUSES OF ACTION, SUITS, DEMANDS, JUDGMENTS AND EXPENSES (INCLUDING, Page 8 of 17 West Prado Overhead C&M Agreement April 17, 2014 WITHOUT LIMITATION, COURT COSTS AND ATTORNEYS' FEES) OF ANY NATURE, KIND OR DESCRIPTION OF ANY PERSON (INCLUDING, WITHOUT LIMITATION, THE EMPLOYEES OF THE PARTIES HERETO) OR ENTITY DIRECTLY OR INDIRECTLY ARISING OUT OF, RESULTING FROM OR RELATED TO (IN WHOLE OR IN PART) (I) THE USE, OCCUPANCY OR PRESENCE OF RCTC, ITS CONTRACTORS, SUBCONTRACTORS, EMPLOYEES OR AGENTS IN, ON, OR ABOUT THE CONSTRUCTION SITE, (II) THE PERFORMANCE, OR FAILURE TO PERFORM BY RCTC, ITS CONTRACTORS, SUBCONTRACTORS, EMPLOYEES, OR AGENTS, ITS WORK OR ANY OBLIGATION UNDER THIS AGREEMENT, (III) THE SOLE OR CONTRIBUTING ACTS OR OMISSIONS OF RCTC, ITS CONTRACTORS, SUBCONTRACTORS, EMPLOYEES, OR AGENTS IN, ON, OR ABOUT THE CONSTRUCTION SITE, (IV) RCTC'S BREACH OF THE TEMPORARY CONSTRUCTION LICENSE GRANTED TO RCTC PURSUANT TO ARTICLE II OF THIS AGREEMENT, (V) ANY RIGHTS OR INTERESTS GRANTED TO RCTC PURSUANT TO THE TEMPORARY CONSTRUCTION LICENSE DISCUSSED IN ARTICLE II OF THIS AGREEMENT, (VI) RCTC'S OCCUPATION AND USE OF BNSF'S PROPERTY OR RAIL CORRIDOR AS CONTEMPLATED IN THIS AGREEMENT, OR (VII) AN ACT OR OMISSION OF RCTC OR ITS OFFICERS, AGENTS, INVITEES, EMPLOYEES OR CONTRACTORS OR ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY ANY OF THEM, OR ANYONE THEY CONTROL OR EXERCISE CONTROL OVER AS RELATES TO THIS AGREEMENT. THE LIABILITY ASSUMED BY RCTC WILL NOT BE AFFECTED BY THE FACT, IF IT IS A FACT, THAT THE DAMAGE, DESTRUCTION, INJURY OR DEATH WAS OCCASIONED BY OR CONTRIBUTED TO BY THE NEGLIGENCE OF BNSF, ITS AGENTS, SERVANTS, EMPLOYEES OR OTHERWISE, UNLESS SUCH CLAIMS ARE WHOLLY CAUSED BY THE WILLFUL MISCONDUCT OR SOLE NEGLIGENCE OF BNSF. ARTICLE IV - STATE OBLIGATIONS In consideration of the covenants of BNSF and RCTC herein contained and the faithful performance thereof, STATE agrees: 1. To permit RCTC to act as the responsible lead agency to design and construct the Project. 2. In addition to the terms and conditions set forth elsewhere in this Agreement, including, but not limited to, the terms and conditions stated in Exhibit F, BNSF and STATE agree to the following terms upon completion of construction of the Project: (a) BNSF will own and maintain, at its sole cost and expense, its roadbed, track, railroad drainage, and all other railroad facilities; (b) STATE will own and maintain, at its sole cost and expense, the STRUCTURE, the highway approaches, and appurtenances thereto, lighting, drainage and any access roadway to BNSF gates installed pursuant to this Agreement. BNSF may perform maintenance on the STRUCTURE in order to avoid conflicts with train operation. BNSF will notify STATE for concurrence prior to performing any such maintenance on the STRUCTURE. In the event such maintenance involves emergency repairs due to an earthquake, fire, flood, damage from vehicular impacts or other emergent situations, BNSF will immediately notify STATE of items in need of repair that are under STATE's responsibility. If the STATE does not complete the repairs that have been mutually agreed to within a reasonable time period, BNSF personnel and/or providers may perform the repairs and invoice the STATE for the entire cost of such repairs. Notwithstanding the foregoing, BNSF may remove any materials that infringe upon or violate the minimum clearances described in Exhibit C by methods that would not cause damage to the structural integrity of the bridge without prior notice to, or concurrence by, STATE. STATE agrees to reimburse BNSF for the costs it incurs pursuant to this subsection (b). Page 9 of 17 West Prado Overhead C&M Agreement April 17, 2014 (c) STATE must, at STATE's sole cost and expense, keep the STRUCTURE painted and free from graffiti; (d) STATE must maintain DOT No. 026533K and CPUC No. 002B-29.54-A in legible condition in the conspicuous locations on the STRUCTURE where applied by RCTC during construction; (e) It is understood by STATE that the right to install utilities is restricted to the placement of underground utilities beneath BNSF's tracks located a minimum of fifty (50) feet from abutments, piers, piles, or footings with the exception that upon BNSF's prior approval BNSF will permit selected utilities to be installed closer to the abutments, piers, piles, footings and/or run through the deck of the STRUCTURE. Under no circumstances will utilities be allowed to hang from the STRUCTURE. All utility crossings within the limits of BNSF's Rail Corridor will be covered by separate agreements between BNSF and each of the owners of the utilities; (f) (g) STATE must keep the STRUCTURE and surrounding areas clean and free from birds, pigeons, scavengers, vermin, creatures and other animals; and In conformance with and limited to the applicable effect of California Laws insofar as the indemnity and insurance provisions set forth in any of the preceding sections or any rider, amendment or addendum hereto, STATE is self -insured. If STATE performs (i) alterations or modifications to the STRUCTURE, or (ii) any maintenance or other work on the STRUCTURE with heavy tools, equipment or machinery at ground surface level horizontally within 25'-0" of the centerline of the nearest track, or (iii) any maintenance or other work outside the limits of the deck of the STRUCTURE vertically above the top of the rail, then STATE, shall provide BNSF defense and indemnification at least equal to the defense, indemnification and insurance provisions contained in Exhibit C-1 in accordance with California Government Code section 14662.5. Nothing herein shall be deemed to insure BNSF against its sole negligence or willful misconduct. Notwithstanding the foregoing, STATE agrees not to commence such alterations, modifications, maintenance, or other work to the STRUCTURE with day labor, until such time as (i) BNSF has procured, at STATE's sole cost and expense, a Railroad Protective Liability insurance policy naming BNSF as the insured, as required by Exhibit C-1, and (ii) STATE has reimbursed BNSF for the costs to obtain the Railroad Protective Liability insurance policy. 3. Subject to the restrictions imposed by Article V, Section 11 below, STATE must notify and obtain prior authorization from BNSF's Manager of Public Projects to perform (i) inspection, (ii), alterations or modifications to the STRUCTURE, or (iii) any maintenance or other work on, over or under the STRUCTURE before entering BNSF's Rail Corridor or for work located a minimum distance of 25'-0" measured horizontally from the centerline of the nearest track or a greater distance specified by BNSF's Manager Public Projects and must procure and maintain the insurance coverage required by Exhibit C-1 and comply with the obligations set forth in Exhibit C and Exhibit F, as the same may be revised from time to time. In the event any of the work to be done on behalf of STATE upon BNSF's Rail Corridor is to be done by a contractor, STATE will be responsible for its contractor(s) compliance with such obligations. 4. PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 14662.5, STATE HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS BNSF FROM, AND TO REPAIR OR PAY FOR ANY DAMAGE PROXIMATELY CAUSED BY REASON OF THE USES AUTHORIZED BY THIS AGREEMENT AND THE EASEMENT. ARTICLE V — JOINT OBLIGATIONS IN CONSIDERATION of the premises, the Parties hereto mutually agree to the following: Page 10 of 17 West Prado Overhead C&M Agreement April 17, 2014 1. All work contemplated in this Agreement must be performed in a good and workmanlike manner and each portion must be promptly commenced by the party obligated hereunder to perform the same and thereafter diligently prosecuted to conclusion in its logical order and sequence. Furthermore, any changes or modifications during construction which affect BNSF will be subject to BNSF's approval prior to the commencement of any such changes or modifications. BNSF will notify RCTC of potential impacts to the Project at the time said impacts are known subject to the provisions of Article II, Section 5. 2. The work hereunder must be performed in accordance with the Bridge Requirements set forth in Exhibit F, the INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS as set forth in Exhibit G, and the detailed plans and specifications approved by BNSF. 3. RCTC must require its Contractor(s) to reasonably adhere to the Project's construction schedule for all Project work. At BNSF's discretion, any work that would affect train operations shall be scheduled at night. The Parties hereto mutually agree that BNSF's failure to complete the railroad work in accordance with the construction schedule due to inclement weather or unforeseen railroad emergencies will not constitute a breach of this Agreement by BNSF and will not subject BNSF to any liability. Regardless of the requirements of the construction schedule, BNSF reserves the right to reallocate the labor forces assigned to complete the railroad work in the event of an emergency to provide for the immediate restoration of railroad operations of either BNSF or its related railroads, or to protect persons or property on or near any BNSF owned property. BNSF will not be liable for any additional costs or expenses resulting from any such reallocation of its labor forces. The Parties mutually agree that any reallocation of labor forces by BNSF pursuant to this provision and any direct or indirect consequences or costs resulting from any such reallocation will not constitute a breach of this Agreement by BNSF. 4. BNSF shall have the right to request any RCTC employee, or STATE employee, who enters BNSF's Rail Corridor and because of their incompetence, neglect of duty and/or unsafe conduct, misconduct, or they adversely affect BNSF's operations or facilities, be removed from the Rail Corridor. In the event RCTC or STATE elects not to honor such request, BNSF may stop work within its Rail Corridor until the matter has been fully resolved to BNSF's satisfaction. The party whose employee has been asked to leave the Rail Corridor will indemnify BNSF and the other Parties against any claims arising from such removal. 5. BNSF will have the right to stop construction work on the Project if any of the following events take place ("Event of Default"): (i) Contractor (or any of its subcontractors) performs the Project work in a manner contrary to the plans and specifications approved by BNSF; (ii) Contractor (or any of its subcontractors), in BNSF's opinion, prosecutes the Project work in a manner that is hazardous to BNSF property, facilities or the safe and expeditious movement of railroad traffic; (iii) any RCTC employee or STATE employee because of their incompetence, neglect of duty and/or unsafe conduct or misconduct they adversely affect BNSF's operations or facilities as described in Article V, Section 4 above; (iv) the insurance described in the attached Exhibit C-1 is canceled during the course of the Project; or (v) RCTC or STATE breach any other provision of this Agreement. For an Event of Default as described in subsections (i), (ii), (iii), or (iv) above, BNSF may commence the work stoppage immediately, and shall provide notice to RCTC of such stoppage at the earliest time feasible. Prior to commencing any work stoppage for the Event of Default described in subsection (v) above, BNSF will first provide to RCTC thirty (30) days written notice of such Event of Default, and opportunity to cure. If RCTC fails to cure such Event of Default within the thirty (30) day period, the work stoppage may commence. Any work stoppage will continue until the breach is cured or until all necessary actions are taken by RCTC, its Contractor or subcontractors, to rectify the situation to the satisfaction of BNSF's Division Engineer or until proof of additional insurance has been delivered to and accepted by BNSF. Any work stoppage under this provision will not give rise to any liability on the part of BNSF. BNSF's right to stop the work is in addition to any other rights BNSF may have including, but not limited to, actions or suits for damages or lost profits. In the event that BNSF desires to stop construction work on the Project, BNSF agrees to immediately notify the following individual in writing: Page 11 of 17 West Prado Overhead C&M Agreement April 17, 2014 Michael Blomquist Toll Program Director RIVERSIDE COUNTY TRANSPORTATION COMMISSION 480 Lemon Street, 3`d Floor Riverside, CA 92502-2208 Office: (951) 778-1098 Fax (951) 787-7920 m blom q u istCc�rctc.org 6. RCTC's or STATE's employees, agents, Contractors, representatives and invitees shall wear Personal Protective Equipment ("PPE") when on the BNSF's Rail Corridor during construction of the Project or performing subsequent maintenance after completion of construction. The PPE shall meet applicable OSHA and ANSI specifications. Current BNSF PPE requirements are listed on the web site, www.BNSFContractor.com. A partial list of BNSF's PPE requirements include; a) safety glasses: permanently affixed side shields; no yellow lenses, b) hard hats with high visibility orange cover, c) safety shoes: hardened toe, above -the -ankle lace -up with a defined heel and d), high visibility retro-reflective orange vests are required as specified by BNSF's representative in charge of the Project. PPE requirements as defined on the web site, will be amended from time to time, and shall take precedence over the partial list of requirements outlined in this Section 6 of Article V. Hearing protection, fall protection and respirators will be worn as required by state and federal regulations. 7. RCTC must supervise and inspect the operations of all RCTC Contractors to ensure compliance with the plans and specifications approved by BNSF, the terms of this Agreement and all safety requirements of BNSF. If BNSF determines that proper supervision and inspection are not being performed by RCTC personnel or RCTC project and construction management consultants at any time during construction of the Project, BNSF has the right to stop construction (within or adjacent to its operating Rail Corridor). Construction of the Project will not proceed until RCTC corrects the situation to BNSF's reasonable satisfaction. If BNSF feels the situation is not being corrected in an expeditious manner, BNSF will immediately notify RCTC's Toll Program Director for appropriate corrective action. 8. Pursuant to this Section, and Article II, Section 7 herein, RCTC must reimburse BNSF in full for the actual costs of all work performed by BNSF under this Agreement (including taxes, such as applicable sales and use taxes, business and occupation taxes, and similar taxes). 9. In any action brought under this Agreement, the prevailing party shall be entitled to recover its actual costs and attorney's fees pursuant to California Civil Code Section 1717, as well as other litigation costs, including expert witness fees. The prevailing Party shall also be entitled to recover all actual attorney's fees and litigation costs incurred in connection with the enforcement of a judgment arising from such action or proceeding. 10. All expenses detailed in statements sent to RCTC pursuant to Article II, Section 7 herein will comply with the terms and provisions of Title 23 U.S. Code, Title 23 Code of Federal Regulations, and the Federal -Aid Policy Guide, U.S. Department of Transportation, as amended from time to time, which manual is hereby incorporated into and made a part of this Agreement by reference. RCTC agrees that BNSF's preliminary engineering, design, and contract preparation costs described in Article II herein are part of the costs of the Project even though such work may have preceded the date of this Agreement and the issuance of Notice to Proceed as more particularly described in Article III, Section 14. 11. The Parties mutually agree that no construction activities for the Project, nor future maintenance of the STRUCTURE once completed, that would interfere with operations of the Rail Corridor will be permitted during the fourth quarter of each calendar year. Emergency work will be permitted only upon prior notification to BNSF's Network Operations Center (telephone number: 800 832-5452). The Parties hereto mutually understand and agree that trains cannot be subjected to delay during this time period. 12. Within 90 days of the conclusion of the Project and final acceptance by BNSF and STATE, RCTC must provide BNSF with a complete electronic set of the bridge plans with the railroad clearances Page 12 of 17 West Prado Overhead C&M Agreement April 17, 2014 (prepared in English Units). BNSF will also accept a marked up paper copy of the bridge plans labeled "As Built". The marked up copy of those plans will reflect any and all deviations from the original plans that occurred during construction. The electronic set of bridge plans will be submitted in Micro Station *.dgn electronic format (preferred) or AutoCAD *.dwg format. Electronic plans are to be submitted in the original format used for CAD plan preparation and not converted to another format prior to submission. The As Built plans shall show actual measured "as constructed" clearances as well as depth, size and location of all foundation components. The plans shall show dimensioned locations of existing and relocated utilities. The As Built plans must comply with the Bridge Requirements set forth on Exhibit F and depict all information in BNSF engineering stationing and mile post pluses. The As Built plans must also include plan and profile, structural bridge drawings and specifications, and drainage plans. All improvements and facilities must be shown. It is understood that BNSF prefers to receive the As Built plans in an electronic format. 13. BNSF may, at its expense, make future changes or additions to its facilities if necessary or desirable, in BNSF's sole discretion, including, without limitation the following: (i) the right to raise or lower the grade or change the alignment of its tracks, (ii) the right to lay additional track or tracks, or (iii) the right to build other facilities in connection with the operation of its railroad. Such changes or additions must not change or alter the highway components of the STRUCTURE. If it becomes necessary or desirable in the future to change, alter, widen or reconstruct the highway components of the STRUCTURE to accommodate railroad projects, the cost of such work, including any cost incidental to alteration of railroad or highway facilities made necessary by any such changes to the STRUCTURE, will be divided between BNSF and STATE in such shares as may be mutually agreed to by them. Any alteration or reconstruction of the highway components of the STRUCTURE will be covered by a Commission order. 14. STATE may, at STATE's sole expense, alter or reconstruct the STRUCTURE if necessary or desirable, due to traffic conditions or pedestrian or other recreational traffic, provided, however, that any such alteration or reconstruction, must receive BNSF's prior written approval as evidenced by either a supplement to this Agreement, or execution of a new agreement that provides for the termination of this Agreement. Furthermore, any alteration or reconstruction of the highway components of the STRUCTURE will be covered by a Commission order. 15. Any books, papers, records and accounts of the Parties hereto relating to the work hereunder or the costs or expenses for labor and material connected with the construction will at all reasonable times be open to inspection and audit by the agents and authorized representatives of the Parties hereto and the Federal Highway Administration, for a period of three (3) years from the date of the final BNSF invoice under this Agreement. 16. The covenants and provisions of this Agreement are binding upon and inure to the benefit of the successors and assigns of the Parties hereto. Notwithstanding the preceding sentence, no party hereto may assign any of its rights or obligations hereunder without the prior written consent of the other party. 17. In the event construction of the Project does not commence within three (3) years of the Effective Date, this Agreement will become null and void. 18. Neither termination nor expiration of this Agreement will release any party from any liability or obligation under this Agreement, whether of indemnity or otherwise, resulting from any acts, omissions or events happening prior to the date of termination or expiration. 19. To the maximum extent possible, each provision of this Agreement will be interpreted in such a manner as to be effective and valid under applicable law. If any provision of this Agreement is prohibited by, or held to be invalid under, applicable law, such provision will be ineffective solely to the extent of such prohibition or invalidity and the remainder of the provision will be enforceable. 20. This Agreement (including exhibits and other documents, manuals, etc. incorporated herein), together with previously acquired and recorded property rights if any, is the full and complete agreement Page 13 of 17 West Prado Overhead C&M Agreement April 17, 2014 between BNSF, RCTC, and STATE with respect to the subject matter herein and supersedes and cancels any and all other prior agreements between the Parties hereto. 21. Any notice provided for herein or concerning this Agreement must be in writing and will be deemed sufficiently given when sent by certified mail, return receipt requested, to the Parties at the following addresses: BNSF: RCTC: STATE: Manager of Public Projects Melvin Thomas 740 E. Carnegie Drive San Bernardino, CA 92408 Email: Melvin.ThomasRbnsf.com Director Bridge Engineering Ron Berry 4515 Kansas Avenue Kansas City, KS 66106 Email: Ronald.BenyAbnsf.com Project Engineer Greg Rousseau 740 E. Carnegie Drive San Bernardino, CA 92408 Email: Greq.RousseauRbnsf.com Division Engineer Adam Richardson 740 E. Carnegie Drive San Bernardino, CA 92408 Email: Adam.RichardsonRbnsf.com Michael Blomquist Toll Program Director Riverside County Transportation Commission 480 Lemon Street, 3rd Floor Riverside, CA 92502-2208 Office: (951) 778-1098 Fax (951) 787-7920 Email: mblomquistRrctc.orq Department of Transportation Ben Martin Office Chief for Railroads and Utilities Relocation Division of Right of Way & Land Surveys 1120 N. Street, MS37 Sacramento, CA 95814-5690 Office: (916) 654-5413 Email: ben.martinAdot.ca.gov IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed and attested by its duly qualified and authorized officials as of the day and year first above written. (Signature pages to follow) Page 14 of 17 West Prado Overhead C&M Agreement April 17, 2014 BNSF RAILWAY COMPANY By: Name: Melvin Thomas Title: Manager Public Projects Page 15 of 17 West Prado Overhead O&M Agreement April 17, 2014 RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Name and Title REVIEWED AND RECOMMENDED FOR APPROVAL: By: Name and Title REVIEWED FOR FISCAL IMPACT: By Chief Financial Officer APPROVED AS TO FORM: By: Best Best & Krieger LLP Counsel to the Riverside County Transportation Commission Page 16 of 17 West Prado Overhead C&M Agreement April 17, 2014 STATE OF CALIFORNIA DEPARTMENT OF TRANSPORTATION By: Name: Ben Martin Title: Office Chief for Railroads and Utilities Relocation Division of Right of Way & Land Surveys APPROVED AS TO FORMS AND PROCEDURES: By: ROGER FORMANEK, Attorney Department of Transportation APPROVAL RECOMMENDED: By: Denny Fong, P.E. 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Grantor owns or controls certain real property situated at or near the vicinity of Prado Dam, County of Riverside, State of California, at Mile Post 29.54, [Project # 1, as described on Exhibit Al and depicted on Exhibit A2 for the Aerial Parcel and as described on Exhibit 61 and depicted on Exhibit B2 for the Footing Parcel attached hereto and made a part hereof (the "Premises"). B. Grantor and Grantee have entered into that certain Construction and Maintenance Agreement dated as of concerning improvements on or near the Premises (the "C&M Agreement"). C. GRANTOR agrees to grant to GRANTEE, its successors and assigns an Easement over the Premises for purpose of operating a highway overpass over and above Grantor's property, subject to the reservations, covenants, terms and conditions set forth herein and more fully detailed in the previously referenced C&M Agreement. Grantee requires Easement for State highway purposes, a public use for which Grantee has the authority to exercise the power of eminent domain. Grantor is compelled to sell, and Grantee is compelled to acquire the Easement. In consideration of the foregoing recitals which are incorporated herein, the mutual promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Grantor does hereby grant to Grantee an easement for the construction, reconstruction, replacement, removal, inspection, maintenance, repair, and operating an overhead bridge and highway only for use as a public crossing at the location identified herein along with all necessary supporting columns, footings and appurtenances thereon (hereinafter collectively "Structure"). Structure shall be constructed, located, configured and maintained by Grantee, its successors and assigns in strict accordance with the terms of this Easement and the C&M Agreement. Structure and its use as a public crossing in accordance with this Easement and the C&M Agreement are compatible with railroad operations, within the meaning of California Code of Civil Procedure section 1240.510 so long as they do not impede railroad operations, create an undue safety risk, or interfere with Grantor's common carrier obligations as regulated by the Surface Transportation Board or by any successor agency. 2. Grantor further grants to Grantee the non-exclusive right of ingress to and egress from the Premises over and across Grantor's other property subject to advance notification and coordination with Grantor to ensure safety and the compatibility of Grantor's other property for such ingress and egress (which coordination by Grantor shall not be unreasonably withheld) and provided further that such right of ingress and egress shall be in accordance with the terms and provisions of the parties' separate C&M Agreement and any amendments thereto. 3. Reservations by Grantor. Grantor reserves, for itself, or to assign to third parties, the right, provided Grantor uses all commercially reasonable efforts to avoid material interference with the use of the Premises by Grantee for the Easement, including but not limited to the following: Page 1 of 5 (a) to install, construct, reconstruct, upgrade, maintain, renew, alter, repair, inspect, replace, use, operate, change, modify and relocate any existing pipe, power, communication, cable, or utility lines and appurtenances and other facilities or structures of like character (collectively, "Lines") upon, over, under or across the Premises; (b) to install, construct, maintain, renew, repair, replace, use, operate, change, modify and relocate any tracks or additional facilities or structures upon, over, under or across the Premises; and (c) to use the Premises in any manner as the Grantor in its sole discretion deems appropriate. 4. No Warranty of Any Conditions of the Premises. Grantee acknowledges that Grantor has made no representation whatsoever to Grantee concerning the state or condition of the Premises, or any personal property located thereon, or the nature or extent of Grantor's ownership interest in the Premises. Grantee has not relied on any statement or declaration of Grantor, oral or in writing, as an inducement to entering into this Easement, other than as set forth herein. GRANTOR HEREBY DISCLAIMS ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS OR IMPLIED, AS TO THE DESIGN OR CONDITION OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE PREMISES, ITS MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, THE QUALITY OF THE MATERIAL OR WORKMANSHIP OF ANY SUCH PROPERTY, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS INTENDED USES. GRANTOR SHALL NOT BE RESPONSIBLE TO GRANTEE OR ANY OF GRANTEE'S CONTRACTORS FOR ANY DAMAGES RELATING TO THE DESIGN, CONDITION, QUALITY, SAFETY, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE PREMISES, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS INTENDED USES. GRANTEE ACCEPTS ALL RIGHTS GRANTED UNDER THIS EASEMENT AGREEMENT IN THE PREMISES IN AN "AS IS, WHERE IS" AND "WITH ALL FAULTS" CONDITION, AND SUBJECT TO ALL LIMITATIONS ON GRANTOR'S RIGHTS, INTERESTS AND TITLE TO THE PREMISES. Grantee has inspected or will inspect the Premises, and enters upon Grantor's rail corridor and property with knowledge of its physical condition and the danger inherent in Grantor's rail operations on or near the Premises. Grantee acknowledges that this Easement does not contain any implied warranties that Grantee or Grantee's Contractors (as hereinafter defined) can successfully construct or operate the Improvements. 5. Nature of Grantor's Interest in the Premises. GRANTOR DOES NOT WARRANT ITS TITLE TO THE PREMISES NOR UNDERTAKE TO DEFEND GRANTEE IN THE PEACEABLE POSSESSION OR USE THEREOF. NO COVENANT OF QUIET ENJOYMENT IS MADE. In case of the eviction of Grantee by anyone owning or claiming title to or any interest in the Premises, or by the abandonment by Grantor of the affected rail corridor, Grantor shall not be liable to refund Grantee any compensation paid hereunder. 6. Improvements. Grantee shall take, in a timely manner, all actions necessary and proper to the lawful establishment, construction, operation, and maintenance of the Improvements, including such actions as may be necessary to obtain any required permits, approvals or authorizations from applicable governmental authorities. Any and all cuts and fills, excavations or embankments necessary in the construction, maintenance, or future alteration of the Improvements shall be made and maintained in such manner, form and extent as will provide adequate drainage of and from the adjoining lands and premises of the Grantor; and wherever any such fill or embankment shall or may obstruct the natural and pre-existing drainage from such lands and premises of the Grantor, the Grantee shall construct and maintain such culverts or drains as may be requisite to preserve such natural and pre-existing drainage, and shall also wherever necessary, construct extensions of Page 2 of 5 existing drains, culverts or ditches through or along the premises of the Grantor, such extensions to be of adequate sectional dimensions to preserve the present flowage of drainage or other waters, and of materials and workmanship equally as good as those now existing. In the event any construction, repair, maintenance, work or other use of the Premises by Grantee will affect any Lines, fences, buildings, improvements or other facilities (collectively, "Other Improvements"), Grantee will be responsible at Grantee's sole risk to locate and make any adjustments necessary to such Other Improvements. Grantee or Grantee's contractors or consultants must contact the owner(s) of the Other Improvements notifying them of any work that may damage these Other Improvements and/or interfere with their service and obtain the owner's written approval prior to so affecting the Other Improvements. Grantee or Grantee's contractors or consultants must mark all Other Improvements on the Plans and Specifications and mark such Other Improvements in the field in order to verify their locations. Grantee must also use all reasonable methods when working on or near Grantor property to determine if any Other Improvements (fiber optic, cable, communication or otherwise) may exist. The Grantee agrees to keep the above -described premises free and clear from combustible materials and to cut and remove or cause to be cut and removed at its sole expense all weeds and vegetation on said premises during the construction of the Structure. Said work of cutting and removal to be done at such times and with such frequency as to comply with Grantee and local laws and regulations and abate any and all hazard of fire. 7. Taxes and Recording Fees. Grantee shall pay all applicable escrow and recording fees incurred in this transaction, and if title insurance is desired by Grantee, the premium charged therefor. Any taxes applicable to this transaction shall be cleared and paid in the manner required by Section 5086 of the Revenue and Taxation Code, if unpaid at the close of escrow. 8. Compliance with Environmental Laws. Except where it is exempted, Grantee shall strictly comply with all federal and state environmental Laws in its use of the Premises, including, but not limited to, the Resource Conservation and Recovery Act, as amended (RCRA), the Clean Water Act, the Oil Pollution Act, the Hazardous Materials Transportation Act, the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) and the Toxic Substances Control Act (collectively referred to as the "Environmental Laws"). Grantee shall not maintain a "treatment," "storage," "transfer" or "disposal" facility, or "underground storage tank," as those terms are defined by Environmental Laws, on the Premises. Grantee shall not handle, transport, release or suffer the release of "hazardous waste" or "hazardous substances", as "hazardous waste" and "hazardous substances" may now or in the future be defined by any Environmental Laws. 9. Notice of Release. Grantee shall give Grantor immediate notice to Grantor's Resource Operations Center at (800) 832-5452 of any release of hazardous substances on or from the Premises, violation of Environmental Laws, or inspection or inquiry by governmental authorities charged with enforcing Environmental Laws with respect to Grantee's use of the Premises. Grantee shall use its best efforts to promptly respond to any release on or from the Premises. Grantee also shall give Grantor immediate notice of all measures undertaken on behalf of Grantee to investigate, remediate, respond to or otherwise cure such release or violation. 10. Remediation of Release or Violation caused by use of Easement. In the event that Grantor has notice from Grantee or otherwise of a release or violation of Environmental Laws which occurred or may occur during the term of this Easement, and which was caused by, contributed to, or Grantee or Grantee's contractor, Grantor may require Grantee, at Grantee's sole risk and expense, to take timely measures to investigate, remediate, respond to or otherwise cure such release or violation affecting the Premises. If during the construction or subsequent maintenance of the Structure, soils or other materials considered to be environmentally contaminated are exposed, Grantee will remove and safely dispose of said contaminated soils. Determination of soils contamination and applicable disposal procedures thereof, will be made only by an agency having the capacity and authority to make such a determination. Page 3 of 5 11. Preventative Measures. Grantee shall promptly report to Grantor in writing any conditions or activities upon the Premises known to Grantee which create a risk of harm to persons, property or the environment and shall take whatever action is necessary to prevent injury to persons or property arising out of such conditions or activities; provided, however, that Grantee's reporting to Grantor shall not relieve Grantee of any obligation whatsoever imposed on it by this Easement. Grantee shall promptly respond to Grantor's request for information regarding said conditions or activities. 12. Vacation. If the Easement or any portion thereof, shall cease to be needed for public crossing purpose, then the Grantee shall vacate such portion(s) of the Easement in accordance with any and all applicable State and Federal Laws. In addition, Grantee at Grantee's sole expense, shall demolish and remove the Structure in accordance with the then current standards of Grantor, including but not limited to engineering, land use and railroad operating standards, and with the terms and provisions of the C&M Agreement. 13 Tax Exchange. Grantee may assign its rights but not its obligations under this Easement to effect an exchange under applicable section(s) of the Internal Revenue Code. In such event, Grantor shall provide Grantee with a Notice of Assignment and Grantee shall execute an acknowledgement of receipt of such notice. 14. Notices. Any notice required or permitted to be given hereunder by one party to the other shall be delivered in the manner set forth in the C&M Agreement. Notices to Grantor under this Easement shall be delivered to the following address: BNSF Railway Company, Real Estate Department, 2500 Lou Menk Drive, Ft. Worth, TX 76131, Attn: Permits, or such other address as Grantor may from time to time direct by notice to Grantee. 15. Recordation. It is understood and agreed that this Easement shall be in recordable form and shall be placed on public record subject to changes required, if any, to conform such form to local recording requirements. 16. Miscellaneous. 16.1 All questions concerning the interpretation or application of provisions of this Easement Agreement shall be decided according to the substantive Laws of the State of California without regard to conflicts of law provisions. 16.2 If any action at law or in equity is necessary to enforce or interpret the terms of this Easement, the prevailing party or parties shall be entitled to reasonable attorneys' fees, costs and necessary disbursements in addition to any other relief to which such party or parties may be entitled. 16.3 If any provision of this Easement is held to be illegal, invalid or unenforceable under present or future Laws, such provision will be fully severable and this Easement will be construed and enforced as if such illegal, invalid or unenforceable provision is not a part hereof, and the remaining provisions hereof will remain in full force and effect. In lieu of any illegal, invalid or unenforceable provision herein, there will be added automatically as a part of this Easement a provision as similar in its terms to such illegal, invalid or unenforceable provision as may be possible and be legal, valid and enforceable. 16.4 This Easement is the full and complete agreement between Grantor and Grantee except that in matters of coordination between Grantor and Grantee for construction and maintenance, the previously referenced C&M Agreement shall control in any area of conflict between the two. However, nothing herein is intended to terminate any surviving obligation of Page 4 of 5 Grantee or Grantee's obligation to defend and hold Grantor harmless in any prior written agreement between the parties. 17. Administrative Fees. Grantee acknowledges that a material consideration for this agreement, without which it would not be made, is the agreement between Grantee and Grantor, that the Grantee shall pay upon return of this Agreement signed by Grantee to Grantor's Broker a processing fee in the amount of $2,000.00 over and above the agreed upon Acquisition Price. Said fee shall be made payable to BNSF Railway Company by a separate check. Witness the execution of this Easement as of the date first set forth above. GRANTOR: BNSF RAILWAY COMPANY, a Delaware corporation By: Name: Title: THIS IS TO CERTIFY, that the State of California, acting by and through the Department of Transportation (pursuant to Government Code Section 27281), hereby accepts for public purposes the real property described in the within deed and consents to the recordation thereof. IN WITNESS WHEREOF, I have hereunto set my hand this day of , 20 _ DIRECTOR OF TRANSPORTATION By Attorney in Fact Page 5 of 5 2 3 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS EXHIBIT `Al' LEGAL DESCRIPTION Caltrans Parcel No. 22092-1 APN 101-130-080, 101-140-035 In the City of Corona, County of Riverside, State of California, being portions of Tract Nos. "A", "H", "I" and "A.B. No. 4" of the map of the partition of the Maria Jesus Y. De Scully Estate, as per map filed in Case No. 7939, in the Superior Court of the State of California, in and for the County of Riverside, a certified copy of the decree of said case being recorded in Book 637, Page 432 of Deeds, Records of said County, being two (2) parcels described as follows: Parcel No. 1 Permanent Aerial Easement Beginning at the easterly terminus of that certain course in the northerly line of the land described as Parcel 3 of Easement from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded March 4, 1981 as Instrument No. 38035 of Official Records of said County recited as having a bearing and distance of "North 86°18'59" West 177.18 feet'; thence North 86°19'45" West 106.65 feet along said northerly line to the True Point of Beginning; thence South 70°44'11" West 66.85 feet to the beginning of curve concave southeasterly having a radius of 679.00 feet; thence southwesterly along said curve 140.91 feet through a central angle of 11 °53'24" to a point on the southerly line of said Parcel 3; thence along last said line the following two (2) courses: 1) South 74°09'22" West 41.61 feet to a point, said point being the beginning of a non -tangent curve concave southerly having a radius of 3,669.83 feet, a radial line to said point bears North 02°29'25" East; 2) westerly along said southerly line and said curve 109.72 feet through a central angle of 01 °42'47" to a point on said southerly line, N1:12PTG0105011SURVEY`LEGALS\22092__APN_101-130-080_AT&SP\LEGALS\22092-1.doc 1/13/2014 Page 1 of 3 PS OMAS said point being the beginning of a non -tangent curve concave southeasterly having a radius of 761.00 feet, a radial line to said point bears North 41°10'15" West; thence leaving said southerly line, northeasterly along said curve 290.92 feet through a central angle of 21°54'13"; thence North 70°44'11" East 128.73 feet to a point on the southerly line of the land described in the Grant Deed from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded April 26, 1988 as Instrument No. 109636 of said Official Records; thence South 86° 16'26" East 209.95 feet along said southerly line to a point thereon; thence South 70°44'11" West 255.11 feet to the True Point of Beginning. Containing 37,069 square feet. Parcel No. 2 Permanent Aerial Easement Beginning at the easterly terminus of that certain course in the northerly line of the land described as Parcel 3 of Easement from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded March 4, 1981 as Instrument No. 38035 of Official Records of said County recited as having a bearing and distance of "North 86°18'59" West 177.18 feet"; thence along said northerly line North 68°21'59" East 93.10 feet to the True Point of Beginning, said point also being the beginning of a non - tangent curve concave southeasterly having a radius of 4,138.00 feet, a radial line to said point bears North 29°42'49" West; thence northeasterly along said curve 112.72 feet through a central angle of 01 °33'38" to a point on the southerly line of the land described in the Grant Deed from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded April 26, 1988 as Instrument No. 109636 of said Official Records; thence along said southerly line, North 81 °47' 17" East 44.61 feet to a point thereon, said point being the beginning of a non -tangent curve concave southeasterly having a radius of 4,123.00 feet, a radial line to said point bears North 27°34' 13" West; thence leaving said southerly line, southwesterly along said curve 299.47 feet through a central angle of 04°09'42" to a point on the southerly line of said Parcel 3; thence along M A2PTG010501\SURVEYlLEGALS\22092_APN_I01-130-080_AT&SF\LEGALS\22092-1.doc 1/13/2014 Page 2 of 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS said southerly line North 86°20'07" West 25.80 feet to a point thereon, said point being the beginning of a non -tangent curve concave southeasterly having a radius of 4,138.00 feet, a radial line to said point bears North 32°01'23" West; thence northeasterly along said curve 166.79 feet through a central angle of 02°18'34" to the True Point of Beginning. Containing 4,341 square feet. See Exhibit `A2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of Brian E. Bullock, PLS 5260 Date %- 434¢ M:12PTG0I050I SURVEXNLEGALS 22092_APN_I01-130-080_AT&SPILEGALS\22092-1.doc 1/13/2014 Page 3 of 3 EXHIBIT A2 INDEX 22092-1 PARCEL NO. 1 SEE SHEET 2 PRADO ROAD 22092-1 PARCEL NO. 2 SEE SHEET 3 LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( )Title to State III 11 Access Prohibited v G NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22092-1 PERMANENT AERIAL EASEMENTS i—� 11111.1111111111� FEET 0 300 600 1200 1800 PREPARED BY: PS O M A S DATE:11-26-12 REV.: 01-13-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santo Ana, California 92707 (714)751-7373/(714)545-8883 (fox) 8 RIV 91 1 3 EXHIBIT A2 PARCEL# TITLE AREA APN 22092-1 PCL 1 ESMT 37069 SOFT. 101-130-080, 101-140-035 LINE DATA CURVE DATA BEARING DISTANCE DELTA RADIUS LENGTH L 1 L2 N86° 1 9'45"W S70°44'1 1 "W 106.65' 66.85' C 1 C2 1 1° 53'24" 01 °42'47" 679.00' 3669.83' 140.91 ' 1 09.72' L3 L4 S74°09'22"W N70°44'1 1 "E 41 .61 ' 1 28.73' L5 L6 L10 S86°16'26"E S70°44`11"W (N86°18`59"W 209.95' 255.11' 177.18') _ _ _ PRA pp Rpgp I SOUTHERLY LINE OF INST. NO.109636, O.R. ,�' INST. NO. 109636, O.R. ,' - - - _ AT & SF RR R/W - \_ L5 ,' N1 9° 1 6'02"W \-A --- 6 ' -5 - BK. 637, �' p�L 32� .°� � � . PG. 432 Dds. ,,\� O o2 �,{ 0.-_5 Q35,QR-°AA'11`� , ;, '-_ ' ° 5a �,2°' 0 1-' k N°' SZ 0 \-6 � �' ,2` o ,'\ -' _' - AT & SF N41°10'15"w(R) D1�\ � `' h� L1 1 '%'iri- I BK. 637 R=761 .00' �% , - 7 - L� L i\0, , / � - -- J s PG. 432 Dds. T.P.O.B. P.O.B. 1 I! Id ! 1 1 I. 1 1_ i I I t t C2 C5 N00°46'39"E (R) PCL 3, INST. `( R=3669.83' N0. 38035�P-1 ���P a �� NO2°29'25"E (R) C22092-1 F��� N31 °09'14"W (R) PARCEL N0. 1 �5lO_G 9.5 SOUTHERLY LINE OF PCL 3 0)\ S-P �1 INST. NO. 38035, O.R. �- , 0� G 2 ,, ,LEGEND �Ol) POB Indicates Paint Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing 1 ( ) Title to State ( ) INDICATES RECORD COURSE I I I I I Access Prohibited PER INSTRUMENT NO. 38035, O.R NOTES 22�92-1 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground PERMANENT AERIAL EASEMENTS distances. All distances are in feet unless otherwise noted. I 'mom. FEET 0 50 100 200 300 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)751-7373/(714)545-8883 (Fax) DATE: 11-26-12 REV.: 01-13-14 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 1. 1 2 3 EXHIBIT A2 PARCEL# TITLE AREA APN 22092-1 PCL2 ESMT 4341 SOFT. 101-130-080, 101-140-035 RADIAL BEARINGS R1 = N29°42'49"W R2 = N27°34'13"W R3 = N32°01'23"W / R4 = N28°09'11"W l --� INST. NO. 109636, O.R. , -- ' SOUTHERLY LINE ��© OF _ _ --' R045 INST. NO. 109636, O.R, , — N U8 BK. 637, - T, T & SF -' 7 , BK. 637 F.O.B..P.O,B. '�� _ PG. 432 Dds. PG. - 432 Dds. �� L10 ;; �� 22092-3 - �— ' , ,- j '� -- \ \\NO. I \ NORTHERLY LINE 4F PCL ' PARCEL NO. 2 --__ \, 1 -- — — —— / - L9 '` N31 °43'55"W (R) PCL 3, INST. 38035, O.R. c.) 3 ( ) INDICATES RECORD COURSE y PER INST. NO. 38035, O.R. INST. NO. 38035, O.R. P � \SOUTHERLY LINE OF PCL 3 F� LINE DATA INST, N0. 38035, OR.S�� BEARING DISTANCE ' \4— ��4 ��Cv 3 --( �� �' ''' �� , t l\' 2 �� L7 L9 L1 0 N68°21 '59"E N86°20'07"W (N86° 1 8'59"W 93.1 0' 25.80' 1 77.1 8') ¢��� �r�� CURVE DATA LEGEND D DELTA RADIUS LENGTH ROB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing C3 C4 C5 01°33'38" 04°09'42" 02° 1 8'34" 4138.00' 4123.00' 4138.00' 112.72' 299.47' 1 66.79' ( ) Title to State 11 1 1 1 Access Prohibited C6 03°52'12"' 4138.00' 279.50' NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground 22�92-1 PERMANENT AERIAL EASEMENTS distances. All distances are in feet unless otherwise noted. I ��--, FEET 0 50 100 200 300 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200Santo ,4)751Arlo,% (7373711)545-8883 (Fax) DATE: 11-26-12 REV.: 01-13-14 EA: OF540 FA#t: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS pp 8 R I V 91 1. 1 3 3 PS OMAS EXHIBIT `BP LEGAL DESCRIPTION Caltrans Parcel No. 22092-2 APN 101-130-080, 101-140-035 In the City of Corona, County of Riverside, State of California, being portions of Tract Nos. "A", "H", "I" and "A.B. No. 4" of the map of the partition of the Maria Jesus Y. De Scully Estate, as per map filed in Case No. 7939, in the Superior Court of the State of California, in and for the County of Riverside, a certified copy of the decree of said case being recorded in Book 637, Page 432 of Deeds, Records of said County, being six (6) parcels described as follows: Parcel No.1 Permanent Footing Easement Beginning at the easterly terminus of that certain course in the northerly line of the land described as Parcel 3 of Easement from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded March 4, 1981 as Instrument No. 38035 of Official Records of said County, recited as having a bearing and distance of "North 86°18'59" West 177.18 feet"; thence along said northerly line the following three (3) courses: 1) North 86°19'45" West 177.18 feet; 2) South 76°30'55" West 196.44 feet; 3) South 89°34'45" West 16.68 feet to a point thereon, said point being the beginning of a non -tangent curve concave southeasterly having a radius of 761.00 feet, a radial line to said point bears North 35°13'44" West; thence leaving said northerly line, northeasterly along said curve 212.00 feet through a central angle of 15°57'41"; thence North 70°44'11" East 88.09 feet to the True Point of Beginning; thence North 19°15'49" West 17.24 feet to a point in the southerly line of the land described in the Grant Deed from the Atchison, Topeka and Santa Fe Railway MA2PTG010501 \ SURVEY \LEGALS122092_APN_101-130-080_AT&SP\LEGALS\22092-2.doc 1 /13/2014 Page 1 of 5 PS OMAS Company to the State of California recorded April 26, 1988 as Instrument No. 109636, Official Records of said County; thence along said southerly line South 86°16'26" East 51.60 feet to a point thereon; thence South 19°15'49" East 11.84 feet; thence South 70°44'11" West 47.50 feet; thence North 19°15'49" West 14.75 feet to the True Point of Beginning. Containing 1,041 square feet. Parcel No. 2 Permanent Footing Easement Beginning at the southwesterly terminus of that certain course in the general northerly line of the land described as Parcel 3 of Easement from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded March 4, 1981 as Instrument No. 38035 of Official Records of said County recited as having a bearing and distance of "South 68°22'45" West 281.47 feet"; thence along said general northerly line, North 68°21'59" East 206.34 feet to the True Point of Beginning; thence North 07°08'52" East 6.26 feet; thence South 82°51'08" East 56.50 feet; thence South 07°08'52" West 25.00 feet; thence North 82°51'08" West 56.50 feet; thence North 07°08'52" East 18.74 feet to the True Point of Beginning. Containing 1,412 square feet. Parcel No. 3 Permanent Footing Easement Beginning at the easterly terminus of that certain 3,669.83 feet radius curve in the southerly line of the land described as Parcel 3 of Easement from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded March 4, 1981 as Instrument No. 38035 of Official Records of said County, said curve being concave southerly, to which point a radial line bears North 02°29'25" East; thence westerly along M:\2PTG010501 \SURVEY\LEGALS\22092_APN_101-130-080_AT&SF\LEGALS\22092-2.doc 1/13/2014 Page 2 of 5 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS said curve 82.47 feet through a central angle of 01 ° 17' 15" to the True Point of Beginning; thence continuing westerly along said southerly line and said curve 12.74 feet through a central angle of 00° 11'56" to a point thereon; thence North 49° 15' 12" East 9.49 feet; thence South 40°45'14" East 8.50 feet to the True Point of Beginning. Containing 40 square feet. Parcel No. 4 Permanent Footing Easement Beginning at the easterly terminus of that certain course in the northerly line of the land described as Parcel 3 of Easement from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded March 4, 1981 as Instrument No. 38035 of Official Records of said County recited as having a bearing and distance of "North 86°18'59" West 177.18 feet"; thence along said northerly line the following two (2) courses: 1) North 86°19'45" West 177.18 feet and 2) South 76°30'55" West 73.95 feet True Point of Beginning ; thence leaving said northerly line, North 26°53'36" West 26.63 feet; thence South 63°06'24" West 47.50 feet; thence South 26°53'36" East 47.50 feet; thence North 63°06'24" East 47.50 feet; thence North 26°53'36" West 20.87 feet to the True Point of Beginning. Containing 2,256 square feet. Parcel No. 5 Permanent Footing Easement Beginning at the easterly terminus of that certain course in the northerly line of the land described as Parcel 3 of Easement from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded March 4, 1981 as Instrument No. 38035 of M:\2PTG010501\SURVEY\LEGALS\22092_APN_101-130-080 AT&SF\LEGALS\22092-2.doe 1/13/2014 Page 3 of 5 PS OMAS Official Records of said County recited as having a bearing and distance of "North 86°18'59" West 177.18 feet"; thence North 86°19'45" West 32.06 feet along said northerly line to the True Point of Beginning; thence leaving said northerly line, North 19°15'49" West 23.82 feet; thence South 70°44'11" West 47.50 feet; thence South 19°15'49" East 47.50 feet; thence North 70°44'11" East 47.50 feet; thence North 19°15'49" West 23.68 feet to the True Point of Beginning. Containing 2,256 square feet. Parcel No. 6 Permanent Footing Easement Beginning at the westerly terminus of that certain course in the southerly line of the land described as Parcel 3 of Easement from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded March 4, 1981 as Instrument No. 38035 of Official Records of said County recited as having a bearing and distance of "South 86°19'21" East 737.06 feet"; thence along said southerly line South 86°20'07" East 153.35 feet to the beginning of a non -tangent curve concave southeasterly having a radius of 4,123.00 feet, to which point a radial line bears North 31 °43'55" West; thence northeasterly along said curve 98.00 feet through a central angle of 01 °21'43" to the True Point of Beginning; thence North 03°41'01" East 4.59 feet; thence South 86°18'56" East 35.20 feet; thence South 03°41'04" West 19.00 feet; thence North 86°18'56" West 35.20 feet; thence North 03°41'01" East 14.40 feet to the True Point of Beginning. Containing 669 square feet. See Exhibit `132' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing M:\2PTG010501 \SURVEY\LEGALS\22092_APN_101-130-080_AT&SF\LEGALS\22092-2.doc I/13/2014 Page 4 of 5 PS OMAS 1 ( grid distances by the mean combination factor of the courses being described. The mean 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 combination factor for this conversion is 0.99997476. Prepared under the direction of ZdieS Brian E. Bullock, PLS 5260 Date /-4 ?-/¢ 1v1:\2PTG010501 \SURVEYT EGALS122092_APV_I 01-130-080_AT&SFI EGALS\22092-2. doc 1/13/2014 Page 5 of 5 EXHIBIT B2 INDEX 22092-2 PARCELS NO. 1, & 2 SEE SHEETS 2 & 4 PRADO ROAD 6G\9 22092-2 SEE SHEETS 3 & 5 AT&SF R.R.R/W LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( )Title to State 1 1 1 1 1 Access Prohibited a 0 0 NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22092-2 PERMANENT FOOTING EASEMENTS I FEET 0 400 800 1600 2400 PREPARED BY: P SOMA S DATE: 02-14-13 REV.: 01-13-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 1714)751-7373/(7141545-8883 (Fax) 8 RIV 91 1 5 EXHIBIT B2 PARCEL# TITLE AREA APN 22092-2 PCL 1 ESMT 1041 SQ.FT. 101-130-080, 101-140-035 22092-2 PCL 2 ESMT 1412 SQ.FT. 101-130-080, 101-140-035 T.P.O.B. FOR PARCEL NO. 2 SEE SHEET 4 SEE SHEET 4 FOR DETAIL "A" FOR DETAIL "B" ` PARCEL NO. 1 (22092-2 P RADO 1 ROAD _ INST. NO. 109636, OR. - - - , -' T.P.O.B. FOR - ' , PARCEL NO. 2 SOUTHERLY LINE OF , , _ INST. NO. 109636 O.R. PARCEL N0. t - �' 22092-2) _-' N70°44'1 1 "E ( °5 0 R� _ �° 245 ��' � '� __� 1�0 -' 19°16 W l RR R/W _ - ,, D D� lb 0 N p2 � - l56 2 Zp6 3g5o�'E NORTHERLY LINE OF / �,2�2'� �\ (N86° 18'59" W 177.18') 6a 2� PCL 3, INST. \'' .i N NO. 38035, O.R. c' , 1 77.1 8' _ i ..� \1o6.g„W ,--N86°19'45�'W �� . _ ' BK. 5 5.1\c)o 637,E .' i' PG. 432 Dds. ,ID-',_„, ,' f.s( 1 ) i ) ( ( ,�w s396aq q5 A`P� 16 .r >`1J J YDS r ��c �3 PARCELFNO. 1 & 2 F����P� ��, NO'.0 eN • c1 S,P A 5\0 PCL 3, ¢o\) G1\' \\ INST. NO. 38035, O.R. 3 N ,0) LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( ) INDICATES RECORD ( )Title to State PER INST. NO. 38035, O.R. J I I I I Access Prohibited NOTES 22092-2 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground PERMANENT FOOTING EASEMENTS distances. All distances are in feet unless otherwise noted. I FEET 0 50 100 200 300 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200Santo Ana, California 92707 (714)751-7373/(714)545-B883 (Fox) DATE: 02-14-13 REV.: 01-13-14 EA: FA#t: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 1. 1 2 5 EXHIBIT B2 PARCEL# TITLE AREA APN 22092-2 PCL 3 ESMT 40 SO.FT. 101-130-080, 101-140-035 22092-2 PCL 4 ESMT 2256 SOFT. 101 -1 30-080, 101 -1 40-035 22092-2 PCL 5 ESMT 2256 SOFT. 101-130-080, 101-140-035 22092-2 PCL 6 ESMT 669 SOFT. 101-130-080, 101-140-035 PARCEL NO. 4 22092-2) T.P.O.B. FOR PARCEL NO.6 PARCEL No. 6 �22092-2 PRADO RpAD PCL 3, INST. NO. 109636, O.R. INST. 38035, O.R. P.O.B. FOR PCL NO. 4 & 5 � 1 (NO. 2a� •A PARCEL NO. 3 AT & SF RR RAW fl22'5' , 22092-2 (N86° 18'594) BK. 637, i 77. i 8') _ PG. 432 Dds. N86° 1 9'45"W-- — 1 77,1 8' FO§ � C2 �s-' ,' � .' - , ,'BK. 637, � PG. 432 Dds. \NORTHERLY T.P.O.B, L 3 LINE OF PARCEL 2 RCEL NO. 3 � , PCL 3, INST. . r1 . G1 N0. 38035, O.R. L1 , , R4 R3 (S86°_1 97 _21 E 737.06') —' � — - _._- P.O.B. FOR T.P,O.B. FOR P.O.B. FOR PARCEL NO. 6 PARCEL NO. 5 5� PARCEL No. 3 (22092-2) T.P.O,B. FOR PARCEL NO. 4 PARCEL NO. 5 a C` SEE SHEET 5 FOR DETAIL "C" SEE SHEET 5 �' FOR DETAIL ' ROUTE 91 RIVERSIDE FREEWAY 3 C/L STATIONING RADIAL BEARING 2 R1= N31°43'55"W LINE DATA R2= N30°22'12"W C BEARING DISTANCE '\\\� R3= NO2°29'25"E L1 ° S86 20'07"E 153.35' �OV R4= N01°12'10"E L2 S76°30'55"W 73.95' LEGEND L3 N86°19'45"W 32.06' ( ) INDICATES RECORD POB Indicates Point Of Beginning PER INST. NO. 38035, O.R. CURVE DATA TPOB Indicates True Point Of Beginning 9 9 DELTA RADIUS LENGTH (R) Indicates Radial Bearing C1 01°21'43" 4123.00' 98.00' ( )Title to State 1 1 1 1 Access Prohibited C2 01°17'15" 3669.83' 82.47' ( NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone b. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground 22092-2 PERMANENT FOOTING EASEMENTS distances. All distances are in feet unless otherwise noted. I FEET 0 50 100 200 300 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Sonno (714)7S n 7California 373/(714)54S-8883 (Pax) DATE: 02-14-13 REV.: 01-13-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 1. 1 3 5 EXHIBIT B2 DETAIL ' ,...„. T.P.O.B. �' PCL NO. 1 SOUTHERLY LINE OF 586° 16'26"E .-.--' �'' — — INST. N0. 109636, O.R\ 51 .60 --- -- N1 9° 1 5'49"W 1 7.24' ' 51 9° 1 5'49"E ''\' i / 11.84' ��p A 09 S,_ ,. $ 570°44'1 1 "W --� 47.50' '0, ` 5°6�p0 � � ,q9`�`N, D"'S�;212�� N�9°�51q.-I5 �22092-2� i R) PARCEL NO. 1 ' w` OZ N�� �6 DETAIL "A" NOT TO SCALE B. SOUTHERLY LINE OF PCT.PL P N INST. NO. 109636, O.R. PCL No. 2 582° 51 '08"E N07°08'52"E 56.50' _ 6.26' 2209 N07°08'52"E 2-2 507°08'52"W 18.74' PARCEL NO. 2 25.00' AS gyp; 5C 0(7.20 q, o rLN Sbi?) 1.A /fro) N82° 51 '08"W 2 NORTHERLY LINE OF 5 6.5 0" / PCL 3, INST. NO. 38035, O.R. LEGEND DETAIL "B" POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (RJ Indicates Radial Bearing NOT TO SCALE ( )Title to State ( ) INDICATES RECORD I I I I I Access Prohibited PER INST. NO. 38035, O.R. NOTES (� Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground 2 2 0 9 2- 2 PERMANENT FOOTING EASEMENTS I distances. All distances are in feet unless otherwise noted. FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santo (714)751Ana, 73734714)545-8883 (Fax) DATE: 02-14-13 REV.: 01-13-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO.TOTAL SHEETS 8 R I V 91 1. 1 4 5 EXHIBIT B2 DETAIL -, PARCEL NO. 4 ..--- / �N26°53'36"W / (22092-2 --- 26.63' S63°06'244 T.P.O.B. 4 7 .50' NORTHERLY LINE OF PCL NO. 4 W�`6°19'45"W PARCEL 3 INST. N0. 38035, O.R. SZ6°30�`'S �3pg5 1 77.1 8' -- (N86° 1 8'59" N PARCEL N0. 3 / � , 20 8� 3 36 �77.1 8') (22092-2) i / S26°53'36"E, 47.50 N49°1591s24'9 _540°45'14"E 2 ��E Ri �/ 8.50 .P.o.B. Np2° 2°� 5G i ill. � � o ' N63 06'24' E — _ _ _ _ Z_ PCL NO. 3 � 47.50' — SOUTHERLY LINE OF °1 NO1 °00'14"E (R) 0=01 7'15" P.O.B. FOR PARCEL 3 INST. NO. R=3669.83 ` PCL No. 3 38035, O.R. 0=00° 1 1 '56" L=82.4 7' R=3669.83' DETAIL 1�C1, L=12.74' NO1°12'10"E (R) TO SCALE NOT PARCEL N0. 5 PARCEL N0. 6 S70°44'11'�W �// 47.50' 22092-2� �22092-2� �/ q�'� PCL N0. 6 2 q5 NORTHERLY �' LINE OF (N86° '� � T P.0.8. 156� � PCL 3, INST, 1 8' 59 W 1 77.1 8') N86° 19'45"W -� � ----Si 9° 1 5'49"E 47.50' SOUTHERLY LINE OF PARCEL NST. N0. 380 5 O. S86°20'07"E (S86 19 21 E 1 P.O.B. ° 737.06 6 L PCL No. 5 / N0. 38035, O.R. / S86° 18'56"E 1 77.18 / \-5� L3 'IA "�`R2 1100.... S03°41 '04"W Q / / / 1 9.00' / FON/ (6 23 •o4A3 �N30 3 / /9:3* j i - * \ 2 35.20' N86° 1 8'564 D� 53.35' N31 °43'55"W (p) ) PARCEL NO. 6 LINE DATA LEGEND BEARING DISTANCE L3 N86°19'45"W 32.06' RADIAL BEARING POB Indicates Point Of Beginning L4 N70°44'11"E 47.50' R2= N30°22'12"W TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing L5 L6 N19°15'49"W N19°15'49"W 23.68' 23.82' DETAIL „D" ( •) Title to State L7 NO3°41'01"E 4.59' TO SCALE I I I I 'Access Prohibited L8 NO3°41'01"E 14.40' NOT NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground 2 2 U 9 2- 2 PERMANENT FOOTING EASEMENTS distances. All distances are in feet unless otherwise noted. ( FEET 0 25 50 100 150 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santo (714)751Ana, 737347114)545-8883 (Fox) DATE: 02-14-13 REV.: 01-13-14 EA: FM*: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 1 .1 5 5 EXHIBIT C To West Prado Overhead Construction and Maintenance Agreement CONTRACTOR REQUIREMENTS WEST PRADO OVERHEAD CONSTRUCTION AND MAINTENANCE AGREEMENT 1.01 General: • 1.01.01 The Contractor must cooperate with BNSF RAILWAY COMPANY, hereinafter referred to as "Railway" where work is over or under on or adjacent to Railway property and/or right-of-way, hereafter referred to as "Railway Property", during RIVERSIDE COUNTY TRANSPORTATION COMMISSION, a public corporation of the State of California, hereinafter referred to as ("RCTC") modification of the West Prado Overhead, involving the demolition and widening of the West Prado Overhead and the demolition, widening, and reconstruction of the existing westbound Green River Road Off Ramp to accommodate the SR-91 Corridor Improvement Project., BNSF's Milepost 29.54, and Line Segment 7602 on BNSF's San Bernardino Subdivision. • 1.01.02 The Contractor must execute and deliver to the Railway duplicate copies of the Exhibit C-1 Agreement, in the form attached hereto, obligating the Contractor to provide and maintain in full force and effect the insurance called for under Section 3 of said Exhibit C-1. Questions regarding procurement of the Railroad Protective Liability Insurance should be directed to Rosa Martinez at Marsh, USA, 214-303-8519. • 1.01.03 The Contractor must plan, schedule and conduct all work activities so as not to interfere with the movement of any trains on Railway Property. • 1.01.04 The Contractor's right to enter Railway's Property is subject to the absolute right of Railway to cause the Contractor's work on Railway's Property to cease if, in the opinion of Railway, Contractor's activities create a hazard to Railway's Property, employees, and/or operations. Railway will have the right to stop construction work on the Project if any of the following events take place: (i) Contractor (or any of its subcontractors) performs the Project work in a manner contrary to the plans and specifications approved by Railway; (ii) Contractor (or any of its subcontractors), in Railway's opinion, prosecutes the Project work in a manner which is hazardous to Railway property, facilities or the safe and expeditious movement of railroad traffic; (iii) the insurance described in the attached Exhibit C-1 is canceled during the course of the Project; or (iv) RCTC fails to pay Railway for the Temporary Construction License or the Easement. The work stoppage will continue until all necessary actions are taken by Contractor or its subcontractor to rectify the situation to the satisfaction of Railway's Division Engineer or until additional insurance has been delivered to and accepted by Railway. In the event of a breach of (i) the Construction and Maintenance Agreement, (ii) the Temporary Construction License, or (iii) the Easement, Railway may immediately terminate the Temporary Construction License or the Easement. Any such work stoppage under this provision will not give rise to any liability on the part of Railway. Railway's right to stop the work is in addition to any other rights Railway may have including, but not limited to, actions or suits for damages or lost profits. In the event that Railway desires to stop construction work on the Project, Railway agrees to immediately notify the following individual in writing: Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 1 of 13 Michael Blomquist Toll Program Director RIVERSIDE COUNTY TRANSPORTATION COMMISSION 480 Lemon Street, rl Floor Riverside, CA 92502-2208 Office: (951) 778-1098 Fax (951) 787-7920 mblomquist@rctc.org • 1.01.05 The Contractor is responsible for determining and complying with all Federal, State and Local Governmental laws and regulations, including, but not limited to environmental laws and regulations (including but not limited to the Resource Conservation and Recovery Act, as amended; the Clean Water Act, the Oil Pollution Act, the Hazardous Materials Transportation Act, CERCLA), and health and safety laws and regulations. The Contractor hereby indemnifies, defends and holds harmless Railway for, from and against all fines or penalties imposed or assessed by Federal, State and Local Governmental Agencies against the Railway which arise out of Contractor's work under this Agreement. • 1.01.06 The Contractor must notify RCTC'S Toll Program Director (951-778-1098) and Railway's Manager Public Projects, telephone number 909-386-4472 at least thirty (30) calendar days before commencing any work on Railway Property. Contractor's notification to Railway must refer to Railway's file • 1.01.07 For any bridge demolition and/or falsework above any tracks or any excavations located with any part of the excavations located within, whichever is greater, twenty-five (25) feet of the nearest track or intersecting a slope from the plane of the top of rail on a 2 horizontal to 1 vertical slope beginning at eleven (11) feet from centerline of the nearest track, both measured perpendicular to center line of track, the Contractor must furnish the Railway five sets of working drawings showing details of construction affecting Railway Property and tracks. The working drawing must include the proposed method of installation and removal of falsework, shoring or cribbing, not included in the contract plans and two sets of structural calculations of any falsework, shoring or cribbing. For all excavation and shoring submittal plans, the current `BNSF-UPRR Guidelines for Temporary Shoring" must be used for determining the design loading conditions to be used in shoring design, and all calculations and submittals must be in accordance with the current "BNSF- UPRR Guidelines for Temporary Shoring". All submittal drawings and calculations must be stamped by a registered professional engineer licensed to practice in the state the project is located. All calculations must take into consideration railway surcharge loading and must be designed to meet American Railway Engineering and Maintenance -of -Way Association (previously known as American Railway Engineering Association) Coopers E-80 live loading standard. All drawings and calculations must be stamped by a registered professional engineer licensed to practice in the state the project is located. The Contractor must not begin work until notified by the Railway that plans have been approved. The Contractor will be required to use lifting devices such as, cranes and/or winches to place or to remove any falsework over Railway's tracks. In no case will the Contractor be relieved of responsibility for results obtained by the implementation of said approved plans. • 1.01.08 Subject to the movement of Railway's trains, Railway will cooperate with the Contractor such that the work may be handled and performed in an efficient manner. The Contractor will have no claim whatsoever for any type of damages or for extra or additional compensation in the event his work is delayed by the Railway. Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 2 of 13 1.02 Contractor Safety Orientation • 1.02.01 No employee of the Contractor, its subcontractors, agents or invitees may enter Railway Property without first having completed Railway's Engineering Contractor Safety Orientation, found on the web site www.bnsfcontractor.com. The Contractor must ensure that each of its employees, subcontractors, agents or invitees completes Railway's Engineering Contractor Safety Orientation through internet sessions before any work is performed on the Project. Additionally, the Contractor must ensure that each and every one of its employees, subcontractors, agents or invitees possesses a card certifying completion of the Railway Contractor Safety Orientation before entering Railway Property. The Contractor is responsible for the cost of the Railway Contractor Safety Orientation. The Contractor must renew the Railway Contractor Safety Orientation annually. Further clarification can be found on the web site or from the Railway's Representative. 1.03 Railway Requirements • 1.03.01 The Contractor must take protective measures as are necessary to keep railway facilities, including track ballast, free of sand, debris, and other foreign objects and materials resulting from his operations. Any damage to railway facilities resulting from Contractor's operations will be repaired or replaced by Railway and the cost of such repairs or replacement must be paid for by RCTC. • 1.03.02 The Contractor must notify the Railway's Division Engineer at 909-386-4504 and provide blasting plans to the Railway for review seven (7) calendar days prior to conducting any blasting operations adjacent to or on Railway's Property. • 1.03.03 The Contractor must abide by the following temporary clearances during construction: ■ 15'-0" Horizontally from centerline of nearest track ■ 21'-6" Vertically above top of rail ■ 27'-0" Vertically above top of rail for electric wires carrying less than 750 volts ■ 28'-0" Vertically above top of rail for electric wires carrying 750 volts to 15,000 volts ■ 30'-0" Vertically above top of rail for electric wires carrying 15,000 volts to 20,000 volts ■ 34'-0" Vertically above top of rail for electric wires carrying more than 20,000 volts • 1.03.04 Upon completion of construction, the following clearances shall be maintained: ■ 26'-3" Minimum measured Horizontally from centerline of nearest track ■ 24'-1" Minimum measured Vertically above top of rail • 1.03.05 Any infringement within State statutory clearances due to the Contractor's operations must be submitted to the Railway and to RCTC and must not be undertaken until approved in writing by the Railway, and until RCTC has obtained any necessary authorization from the State Regulatory Authority for the infringement. No extra compensation will be allowed in the event the Contractor's work is delayed pending Railway approval, and/or the State Regulatory Authority's approval. • 1.03.06 In the case of impaired vertical clearance above top of rail, Railway will have the option of installing tell -tales or other protective devices Railway deems necessary for protection of Railway operations. The cost of tell -tales or protective devices will be borne by RCTC. Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 3 of 13 • 1.03.07 The details of construction affecting the Railway's Property and tracks not included in the contract plans must be submitted to the Railway by RCTC for approval before work is undertaken and this work must not be undertaken until approved by the Railway. • 1.03.08 At other than public road crossings, the Contractor must not move any equipment or materials across Railway's tracks until permission has been obtained from the Railway. The Contractor must obtain a "Temporary Construction Crossing Agreement" from the Railway prior to moving his equipment or materials across the Railways tracks. The temporary crossing must be gated and locked at all times when not required for use by the Contractor. The temporary crossing for use of the Contractor will be constructed and, at the completion of the project, removed at the expense of the Contractor. • 1.03.09 Discharge, release or spill on the Railway Property of any hazardous substances, oil, petroleum, constituents, pollutants, contaminants, or any hazardous waste is prohibited and Contractor must immediately notify the Railway's Resource Operations Center at 1(800) 832-5452, of any discharge, release or spills in excess of a reportable quantity. Contractor must not allow Railway Property to become a treatment, storage or transfer facility as those terms are defined in the Resource Conservation and Recovery Act or any state analogue. • 1.03.10 The Contractor upon completion of the work covered by this contract, must promptly remove from the Railway's Property all of Contractor's tools, equipment, implements and other materials, whether brought upon said property by said Contractor or any subcontractor, employee or agent of Contractor or of any Subcontractor, and must cause Railway's Property to be left in a condition acceptable to the Railway's representative. 1.04 Contractor Roadway Worker on Track Safety Program and Safety Action Plan: • 1.04.01 Each Contractor that will perform work within 25 feet of the centerline of a track must develop and implement a Roadway Worker Protection/On Track Safety Program and work with Railway Project Representative to develop an on track safety strategy as described in the guidelines listed in the on track safety portion of the Safety Orientation. This Program must provide Roadway Worker protection/on track training for all employees of the Contractor, its subcontractors, agents or invitees. This training is reinforced at the job site through job safety briefings. Additionally, each Contractor must develop and implement the Safety Action Plan, as provided for on the web site www.bnsfcontractor.com, which will be made available to Railway prior to commencement of any work on Railway Property. During the performance of work, the Contractor must audit its work activities. The Contractor must designate an on -site Project Supervisor who will serve as the contact person for the Railway and who will maintain a copy of the Safety Action Plan, safety audits, and Material Safety Datasheets (MSDS), at the job site. • 1.04.02 Contractor shall have a background investigation performed on all of its employees, subcontractors and agents who will be performing any services for Railway under this Agreement which are determined by Railway in its sole discretion a) to be on Railway's property, or b) that require access to Railway Critical Infrastructure, Railway Critical Information Systems, Railway's Employees, Hazardous Materials on Railway's property or is being transported by or otherwise in the custody of Railway, or Freight in Transit involving Railway. Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 4 of 13 The required background screening shall at a minimum meet the rail industry background screening criteria defined by the e-RAILSAFE Program as outlined at http://www.e-railsafe.com, in addition to any other applicable regulatory requirements. Contractor shall obtain written consent from all its employees, subcontractors or agents screened in compliance with the e-RAILSAFE Program to participate in the Program on their behalf and to release completed background information to Railway's designee. Contractor shall be subject to periodic audit to ensure compliance. Contractor subject to the e-RAILSAFE Program hereunder shall not permit any of its employees, subcontractors or agents to perform services hereunder who are not first approved under e- RAILSAFE Program standards. Railway shall have the right to deny entry onto its premises or access as described in this section above to any of Contractor's employees, subcontractors or agents who do not display the authorized identification badge issued by a background screening service meeting the standards set forth in the e-RAILSAFE Program, or who in Railway's opinion, which may not be unreasonable, may pose a threat to the safety or security of Railway's operations, assets or personnel. Contractors shall be responsible for ensuring that its employees, subcontractors and agents are United States citizens or legally working in the United States under a lawful and appropriate work VISA or other work authorization. 1.05 Railway Flagger Services: • 1.05.01 The Contractor must give Railway's Roadmaster (telephone 909-386-4061) a minimum of thirty (30) calendar days advance notice when flagging services will be required so that the Roadmaster can make appropriate arrangements (i.e., bulletin the flagger's position). If flagging services are scheduled in advance by the Contractor and it is subsequently determined by the parties hereto that such services are no longer necessary, the Contractor must give the Roadmaster five (5) working days advance notice so that appropriate arrangements can be made to abolish the position pursuant to union requirements. • 1.05.02 Unless determined otherwise by Railway's Project Representative, Railway flagger will be required and furnished when Contractor's work activities are located over, under and/or within twenty-five (25) feet measured horizontally from centerline of the nearest track and when cranes or similar equipment positioned beyond 25 feet from the track centerline could foul the track in the event of tip over or other catastrophic occurrence, but not limited thereto for the following conditions: • 1.05.02a When, upon inspection by Railway's Representative, other conditions warrant. • 1.05.02b When any excavation is performed below the bottom of tie elevation, if, in the opinion of Railway's representative, track or other Railway facilities may be subject to movement or settlement. • 1.05.02c When work in any way interferes with the safe operation of trains at timetable speeds. Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 5 of 13 • 1.05.02d When any hazard is presented to Railway track, communications, signal, electrical, or other facilities either due to persons, material, equipment or blasting in the vicinity. • 1.05.02e Special permission must be obtained from the Railway before moving heavy or cumbersome objects or equipment which might result in making the track impassable. • 1.05.03 Flagging services will be performed by qualified Railway flaggers. • 1.05.03a Flagging crew generally consists of one employee. However, additional personnel may be required to protect Railway Property and operations, if deemed necessary by the Railways Representative. • 1.05.03b Each time a flagger is called, the minimum period for billing will be the eight (8) hour basic day. • 1.05.03c The cost of flagger services provided by the Railway will be borne by RCTC. The estimated cost for one (1) flagger is approximately between $800.00-$1,600.00 for an eight (8) hour basic day with time and one-half or double time for overtime, rest days and holidays. The estimated cost for each flagger includes vacation allowance, paid holidays, Railway and unemployment insurance, public liability and property damage insurance, health and welfare benefits, vehicle, transportation, meals, lodging, radio, equipment, supervision and other costs incidental to performing flagging services. Negotiations for Railway labor or collective bargaining agreements and rate changes authorized by appropriate Federal authorities may increase actual or estimated flagging rates. THE FLAGGING RATE IN EFFECT AT THE TIME OF PERFORMANCE BY THE CONTRACTOR HEREUNDER WILL BE USED TO CALCULATE THE ACTUAL COSTS OF FLAGGING PURSUANT TO THIS PARAGRAPH. • 1.05.03d The average train traffic on this route is 78 freight trains and 27 passenger trains up to a maximum total of 105 trains per 24-hour period. Train timetable speeds are: Westward: 60 MPH Passenger, 50 MPH Freight Eastward: 60 MPH Passenger, 50 MPH Freight 1.06 Contractor General Safety Requirements • 1.06.01 Work in the proximity of railway track(s) is potentially hazardous where movement of trains and equipment can occur at any time and in any direction. All work performed by contractors within 25 feet of any track must be in compliance with FRA Roadway Worker Protection Regulations. • 1.06.02 Before beginning any task on Railway Property, a thorough job safety briefing must be conducted with all personnel involved with the task and repeated when the personnel or task changes. If the task is within 25 feet of any track, the job briefing must include the Railway's flagger, as applicable, and include the procedures the Contractor will use to protect its employees, subcontractors, agents or invitees from moving any equipment adjacent to or across any Railway track(s). Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 6 of 13 • 1.06.03 Workers must not work within 25 feet of the centerline of any track without an on track safety strategy approved by the Railway's Project Representative. When authority is provided, every contractor employee must know: (1) who the Railway flagger is, and how to contact the flagger, (2) limits of the authority, (3) the method of communication to stop and resume work, and (4) location of the designated places of safety. Persons or equipment entering flag/work limits that were not previously job briefed, must notify the flagger immediately, and be given a job briefing when working within 25 feet of the center line of track. • 1.06.04 When Contractor employees are required to work on the Railway Property after normal working hours or on weekends, the Railway's representative in charge of the project must be notified. A minimum of two employees must be present at all times. • 1.06.05 Any employees, agents or invitees of Contractor or its subcontractors under suspicion of being under the influence of drugs or alcohol, or in the possession of same, will be removed from the Railway's Property and subsequently released to the custody of a representative of Contractor management. Future access to the Railway's Property by that employee will be denied. • 1.06.06 Any damage to Railway Property, or any hazard noticed on passing trains must be reported immediately to the Railway's representative in charge of the project. Any vehicle or machine which may come in contact with track, signal equipment, or structure (bridge) and could result in a train derailment must be reported immediately to the Railway representative in charge of the project and to the Railway's Resource Operations Center at 1(800) 832-5452. Local emergency numbers are to be obtained from the Railway representative in charge of the project prior to the start of any work and must be posted at the job site. • 1.06.07 For safety reasons, all persons are prohibited from having pocket knives, firearms or other deadly weapons in their possession while working on Railway's Property. • 1.06.08 All personnel protective equipment (PPE) used on Railway Property must meet applicable OSHA and ANSI specifications. Current Railway personnel protective equipment requirements are listed on the web site, www.bnsfcontractor.com, however, a partial list of the requirements include: a) safety glasses with permanently affixed side shields (no yellow lenses); b) hard hats c) safety shoe with: hardened toes, above -the -ankle lace -up and a defined heel; and d) high visibility retro-reflective work wear. The Railway's representative in charge of the project is to be contacted regarding local specifications for meeting requirements relating to hi -visibility work wear. Hearing protection, fall protection, gloves, and respirators must be worn as required by State and Federal regulations. (NOTE — Should there be a discrepancy between the information contained on the web site and the information in this paragraph, the web site will. govern.) • 1.06.09 THE CONTRACTOR MUST NOT PILE OR STORE ANY MATERIALS, MACHINERY OR EQUIPMENT CLOSER THAN 25'-0" TO THE CENTER LINE OF THE NEAREST RAILWAY TRACK. MATERIALS, MACHINERY OR EQUIPMENT MUST NOT BE STORED OR LEFT WITHIN 250 FEET OF ANY HIGHWAY/RAIL AT -GRADE CROSSINGS OR TEMPORARY CONSTRUCTION CROSSING, WHERE STORAGE OF THE SAME WILL OBSTRUCT THE VIEW OF A TRAIN APPROACHING THE CROSSING. PRIOR TO BEGINNING WORK, THE CONTRACTOR MUST ESTABLISH A STORAGE AREA WITH CONCURRENCE OF THE RAILWAY'S REPRESENTATIVE. Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 7 of 13 • 1.06.10 Machines or vehicles must not be left unattended with the engine running. Parked machines or equipment must be in gear with brakes set and if equipped with blade, pan or bucket, they must be lowered to the ground. All machinery and equipment left unattended on Railway's Property must be left inoperable and secured against movement. (See internet Engineering Contractor Safety Orientation program for more detailed specifications). • 1.06.11 Workers must not create and leave any conditions at the work site that would interfere with water drainage. Any work performed over water must meet all federal, state and local regulations. • 1.06.12 All power line wires must be considered dangerous and of high voltage unless informed to the contrary by proper authority. For all power lines the minimum clearance between the lines and any part of the equipment or load must be; 200 KV or below - 15 feet; 200 to 350 KV - 20 feet; 350 to 500 KV - 25 feet; 500 to 750 KV - 35 feet; and 750 to 1000 KV - 45 feet. If capacity of the line is not known, a minimum clearance of 45 feet must be maintained. A person must be designated to observe clearance of the equipment and give a timely warning for all operations where it is difficult for an operator to maintain the desired clearance by visual means. 1.07 Excavation: • 1.07.01 Before excavating, the Contractor must determine whether any underground pipe lines, electric wires, or cables, including fiber optic cable systems are present and located within the Project work area. The Contractor must determine whether excavation on Railway's Property could cause damage to buried cables resulting in delay to Railway traffic and disruption of service to users. Delays and disruptions to service may cause business interruptions involving loss of revenue and profits. Before commencing excavation, the Contractor must contact BNSF's Field Engineering Representative (909-386-4079). All underground and overhead wires will be considered HIGH VOLTAGE and dangerous until verified with the company having ownership of the line. It is the Contractor's responsibility to notify any other companies that have underground utilities in the area and arrange for the location of all underground utilities before excavating. • 1.07.02 The Contractor must cease all work and notify the Railway immediately before continuing excavation in the area if obstructions are encountered which do not appear on drawings. If the obstruction is a utility and the owner of the utility can be identified, then the Contractor must also notify the owner immediately. If there is any doubt about the location of underground cables or lines of any kind, no work must be performed until the exact location has been determined. There will be no exceptions to these instructions. • 1.07.03 All excavations must be conducted in compliance with applicable OSHA regulations and, regardless of depth, must be shored where there is any danger to tracks, structures or personnel. • 1.07.04 Any excavations, holes or trenches on the Railway's Property must be covered, guarded and/or protected when not being worked on. When leaving work site areas at night and over weekends, the areas must be secured and left in a condition that will ensure that Railway employees and other personnel who may be working or passing through the area are protected from all hazards. All excavations must be back filled as soon as possible. Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 8 of 13 1.08 Hazardous Waste, Substances and Material Reporting: • 1.08.01 If Contractor discovers any hazardous waste, hazardous substance, petroleum or other deleterious material, including but not limited to any non -containerized commodity or material, on or adjacent to Railway's Property, in or near any surface water, swamp, wetlands or waterways, while performing any work under this Agreement, Contractor must immediately; (a) notify the Railway's Resource Operations Center at 1(800) 832-5452, of such discovery: (b) take safeguards necessary to protect its employees, subcontractors, agents and/or third parties; and (c) exercise due care with respect to the release, including the taking of any appropriate measure to minimize the impact of such release. 1.09 Personal Injury Reporting • 1.09.01 The Railway is required to report certain injuries as a part of compliance with Federal Railroad Administration (FRA) reporting requirements. Any personal injury sustained by an employee of the Contractor, subcontractor or Contractor's invitees while on the Railway's Property must be reported immediately (by phone mail if unable to contact in person) to the Railway's representative in charge of the project. The Non -Employee Personal Injury Data Collection Form contained herein is to be completed and sent by Fax to the Railway at 1(817) 352-7595 and to the Railway's Project Representative no later than the close of shift on the date of the injury. Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 9 of 13 .B/VSF RA/LWAY NON -EMPLOYEE PERSONAL INJURY DATA COLLECTION (If injuries are in connection with rail equipment accident/incident, highway rail grade crossing accident or automobile accident, ensure that appropriate information is obtained, forms completed and that data entry personnel are aware that injuries relate to that specific event.) Injured Person Type: Passenger on train (C) Contractor/safety Volunteer/safety gpnsitivP (H) Non -trespasser Non -employee (N) emp of another railroad, or, non-BNSF emp involved in vehicle accident, including company vehicles) IContractor/non-safety sensitive (G) Volunteer/other non -safety sensitive (I) (D) - to include highway users involved in highway rail grade crossing accidents who did not go around or through gates Trespasser (E) - to include highway users involved in highway rail grade crossing accidents who went around or through gates Non -trespasser (J) - Off Railway Property If train involved, Train ID: Transmit attached information to Accident/Incident Reporting Center by: Fax 1-817-352-7595 or by Phone 1-800-697-6736 Reporting.Center@BNSF.com or email to: Accident - Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 10 of 13 Officer Providing Information: (Name) (Employee No.) (Phone #) REPORT PREPARED TO COMPLY WITH FEDERAL ACCIDENT REPORTING REQUIREMENTS AND PROTECTED FROM DISCLOSURE PURSUANT TO 49 U.S.C. 20903 AND 83 U.S.C. 490 NON -EMPLOYEE PERSONAL INJURY DATA COLLECTION INFORMATION REQUIRED TO BE COLLECTED PURSUANT TO FEDERAL REGULATION. IT SHOULD BE USED FOR COMPLIANCE WITH FEDERAL REGULATIONS ONLY AND IT IS NOT INTENDED TO PRESUME ACCEPTANCE OF RESPONSIBILITY OR LIABIITY 1. Accident City/St: 2: Date: Time:: County: 3. Temperature: 4. Weather: (if non BNSF location) Mile Post / Line Segment 5. Driver's License No. (and state) or other ID: SSN(required): 6. Name (last, first, mi): 7. Address: City: St: Zip: Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 11 of 13 8 Date of Birth: and/or Age: Gender: (If available) Phone Number: Employer: 9. Injury: 10. Body Part: (i.e. laceration, etc.) (i.e. Hand, etc.) 11. Description of Accident (To include location, action, result, etc.) 12. Treatment: First Aid Only Required Medical Treatment Other Medical Treatment 13. Dr. Name: Date: 14: Dr. Address: Street; City: St: Zip: Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 12 of 13 15: Hospital Name: 16: Hospital Address: Street; City: St: Zip: 17: Diagnosis: REPORT PREPARED TO COMPLY WITH FEDERAL ACCIDENT REPORTIING REQUIREMENTS AND PROTECTED FROM DISCLOSURE PURSUANT TO 49 U.S.C. 20903 AND 83 U.S.C. 490 Exhibit C West Prado Overhead Construction and Maintenance Agreement Page 13 of 13 EXHIBIT C-i Agreement Between BNSF RAILWAY COMPANY and the CONTRACTOR BNSF RAILWAY COMPANY Attention: Manager Public Projects Railway File: BFXXXXXVOC Agency Project: WEST PRADO OVERHEAD, DOT No. 026533K Gentlemen: The undersigned (hereinafter called, the "Contractor"), has entered into a contract (the "Contract") dated 201_, with RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("RCTC") for the performance of certain work in connection with the following project: The SR-91 Corridor Improvement Project to extend the tolled express lanes for State Route 91 from its existing easterly end at Riverside County's westerly boundary joint with Orange County's easterly boundary to Interstate Highway I-15 involving the modification of existing West Prado Overhead DOT No. 026533K, involving the demolition and widening of the West Prado Overhead and the demolition, widening, and reconstruction of the existing westbound Green River Road Off Ramp to accommodate the SR-91 Corridor Improvement Project. Performance of such work will necessarily require Contractor to enter BNSF RAILWAY COMPANY ("Railway") right of way and property ("Railway Property"). The Contract provides that no work will be commenced within Railway Property until the Contractor employed in connection with said work for RCTC (i) executes and delivers to Railway an Agreement in the form hereof, and (ii) provides insurance of the coverage and limits specified in such Agreement and Section 3 herein. If this Agreement is executed by a party who is not the Owner, General Partner, President or Vice President of Contractor, Contractor must furnish evidence to Railway certifying that the signatory is empowered to execute this Agreement on behalf of Contractor. Accordingly, in consideration of Railway granting permission to Contractor to enter upon Railway Property and as an inducement for such entry, Contractor, effective on the date of the Contract, has agreed and does hereby agree with Railway as follows: Section 1. RELEASE OF LIABILITY AND INDEMNITY Contractor hereby waives, releases, indemnifies, defends and holds harmless Railway for all judgments, awards, claims, demands, and expenses (including attorneys' fees), for injury or death to all persons, including Railway's and Contractor's officers and employees, and for loss and damage to property belonging to any person, arising in any manner from Contractor's or any of Contractor's subcontractors' acts or omissions or any work performed on or about Railway's Exhibit C-1 WEST PRADO OVERHEAD — February 26, 2014 Page 1 of 8 Property. THE LIABILITY ASSUMED BY CONTRACTOR WILL NOT BE AFFECTED BY THE FACT, IF IT IS A FACT, THAT THE DESTRUCTION, DAMAGE, DEATH, OR INJURY WAS OCCASIONED BY OR CONTRIBUTED TO BY THE NEGLIGENCE OF RAILWAY, ITS AGENTS, SERVANTS, EMPLOYEES OR OTHERWISE, EXCEPT TO THE EXTENT THAT SUCH CLAIMS ARE PROXIMATELY CAUSED BY THE WILLFUL MISCONDUCT OR SOLE NEGLIGENCE OF RAILWAY. THE INDEMNIFICATION OBLIGATION ASSUMED BY CONTRACTOR INCLUDES ANY CLAIMS, SUITS OR JUDGMENTS BROUGHT AGAINST RAILWAY UNDER THE FEDERAL EMPLOYEE'S LIABILITY ACT, INCLUDING CLAIMS FOR STRICT LIABILITY UNDER THE SAFETY APPLIANCE ACT OR THE LOCOMOTIVE INSPECTION ACT, WHENEVER SO CLAIMED. Contractor further agrees, at its expense, in the name and on behalf of Railway, that it will adjust and settle all claims made against Railway, and will, at Railway's discretion, appear and defend any suits or actions of law or in equity brought against Railway on any claim or cause of action arising or growing out of or in any manner connected with any liability assumed by Contractor under this Agreement for which Railway is liable or is alleged to be liable. Railway will give notice to Contractor, in writing, of the receipt or dependency of such claims and thereupon Contractor must proceed to adjust and handle to a conclusion such claims, and in the event of a suit being brought against Railway, Railway may forward summons and complaint or other process in connection therewith to Contractor, and Contractor, at Railway's discretion, must defend, adjust, or settle such suits and protect, indemnify, and save harmless Railway from and against all damages, judgments, decrees, attorney's fees, costs, and expenses growing out of or resulting from or incident to any such claims or suits. In addition to any other provision of this Agreement, in the event that all or any portion of this Article shall be deemed to be inapplicable for any reason, including without limitation as a result of a decision of an applicable court, legislative enactment or regulatory order, the parties agree that this Article shall be interpreted as requiring Contractor to indemnify Railway to the fullest extent permitted by applicable law. THROUGH THIS AGREEMENT THE PARTIES EXPRESSLY INTEND FOR CONTRACTOR TO INDEMNIFY RAILWAY FOR RAILWAY'S ACTS OF NEGLIGENCE. It is mutually understood and agreed that the assumption of liabilities and indemnification provided for in this Agreement survive any termination of this Agreement. Section 2. TERM This Agreement is effective from the date of the Contract until (i) the completion of the project set forth herein, and (ii) full and complete payment to Railway of any and all sums or other amounts owing and due hereunder. Section 3. INSURANCE Contractor shall, at its sole cost and expense, procure and maintain during the life of this Agreement the following insurance coverage: Exhibit C-1 WEST PRADO OVERHEAD — February 26, 2014 Page 2 of 8 A. Commercial General Liability insurance. This insurance shall contain broad form contractual liability with a combined single limit of a minimum of $5,000,000 each occurrence and an aggregate limit of at least $10,000,000 but in no event less than the amount otherwise carried by the Contractor. Coverage must be purchased on a post 2004 ISO occurrence form or equivalent and include coverage for, but not limit to the following: ♦ Bodily Injury and Property Damage ♦ Personal Injury and Advertising Injury ♦ Fire legal liability ♦ Products and completed operations This policy shall also contain the following endorsements, which shall be indicated on the certificate of insurance: ♦ The definition of insured contract shall be amended to remove any exclusion or other limitation for any work being done within 50 feet of railroad property. ♦ Waver of subrogation in favor of and acceptable to Railway. ♦ Additional insured endorsement in favor of and acceptable to Railway. ♦ Separation of insureds. ♦ The policy shall be primary and non-contributing with respect to any insurance carried by Railway. It is agreed that the workers' compensation and employers' liability related exclusions in the Commercial General Liability insurance policy(s) required herein are intended to apply to employees of the policy holder and shall not apply to Railway employees. No other endorsements limiting coverage as respects obligations under this Agreement may be included on the policy with regard to the work being performed under this agreement. B. Business Automobile Insurance. This insurance shall contain a combined single limit of at least $1,000,000 per occurrence, and include coverage for, but not limited to the following: ♦ Bodily injury and property damage ♦ Any and all vehicles owned, used or hired The policy shall also contain the following endorsements or language, which shall be indicated on the certificate of insurance: ♦ Waiver of subrogation in favor of and acceptable to Railway. ♦ Additional insured endorsement in favor of and acceptable to Railway. ♦ Separation of insureds. ♦ The policy shall be primary and non-contributing with respect to any insurance carried by Railway. Exhibit C-1 WEST PRADO OVERHEAD — February 26, 2014 Page 3 of 8 C. Workers Compensation and Employers Liability insurance including coverage for, but not limited to: ♦ Contractor's statutory liability under the worker's compensation laws of the state(s) in which the work is to be performed. If optional under State law, the insurance must cover all employees anyway. ♦ Employers' Liability (Part B) with limits of at least $500,000 each accident, $500,000 by disease policy limit, $500,000 by disease each employee. This policy shall also contain the following endorsements or language, which shall be indicated on the certificate of insurance: ♦ Waiver of subrogation in favor of and acceptable to Railway. D. Railroad Protective Liability insurance naming only the Railway as the Insured with coverage of at least $5,000,000 per occurrence and $10,000,000 in the aggregate. The policy Must be issued on a standard ISO form CG 00 35 12 04 and include the following: ♦ Endorsed to include the Pollution Exclusion Amendment ♦ Endorsed to include the Limited Seepage and Pollution Endorsement. ♦ Endorsed to remove any exclusion for punitive damages. ♦ No other endorsements restricting coverage may be added. ♦ The original policy must be provided to the Railway prior to performing any work or services under this Agreement ♦ Definition of "Physical Damage to Property" shall be endorsed to read: "means direct and accidental loss of or damage to all property owned by any named insured and all property in any named insured' care, custody, and control arising out of the acts or omissions of the contractor named on the Declarations. In lieu of providing a Railroad Protective Liability Policy, Licensee may participate (if available) in Railway's Blanket Railroad Protective Liability Insurance Policy. Other Requirements: Where allowable by law, all policies (applying to coverage listed above) shall contain no exclusion for punitive damages. Contractor agrees to waive its right of recovery against Railway for all claims and suits against Railway. In addition, its insurers, through the terms of the policy or policy endorsement, waive their right of subrogation against Railway for all claims and suits. Contractor further waives its right of recovery, and its insurers also waive their right of subrogation against Railway for loss of its owned or leased property or property under Contractor's care, custody, or control. above. Allocated Loss Expense shall be in addition to all policy limits for coverages referenced Exhibit C-I WEST PRADO OVERHEAD — February 26, 2014 Page 4 of 8 Contractor is not allowed to self -insure without the prior written consent of Railway. If granted by Railway, self -insured retention or other financial responsibility for claims shall be covered directly by Contractor in lieu of insurance. Any and all Railway liabilities that would otherwise, in accordance with the provisions of this Agreement, be covered by Contractor's insurance will be covered as if Contractor elected not to include a deductible, self -insured retention or other financial responsibility for claims. Prior to commencing the Work, Contractor shall furnish to Railway an acceptable certificate(s) of insurance from an authorized representative evidencing the required coverage(s), endorsements, and amendments. The certificate should be directed to the following addresses: BNSF Railway Company Manager Public Projects 740 East Carnegie Drive San Bernardino, CA 92408 Phone: 909-3 86-4472 Fax: 909-386-4479 Melvin.Thomas@bnsf.com AND BNSF Railway Company c/o CertFocus P.O. Box 140528 Kansas City, MO 64114 Toll Free: 877-576-2378 Fax number: 817-840-7487 Email: BNSF@certfocus.com www.certfocus.com Contractor shall notify Railway in writing at least 30 days prior to any cancellation, non - renewal, substitution, or material alteration. Any insurance policy must be written by a reputable insurance company acceptable to Railway or with a current Best's Guide Rating of A- and Class VII or better, and authorized to do business in the state(s) in which the service is to be provide. If coverage is purchased on a "claims made" basis, Contractor hereby agrees to maintain coverage in force for a minimum of three years after expiration, cancellation or termination of this contract. Annually, Contractor agrees to provide evidence of such coverage as required hereunder. Contractor represents that this Agreement has been thoroughly reviewed by Contractor's insurance agent(s)/broker(s), who have been instructed by Contractor to procure the insurance coverage required by this Agreement. Exhibit C-1 WEST PRADO OVERHEAD — February 26, 2014 Page 5 of 8 Not more frequently than once every five years, Railway may reasonably modify the required insurance coverage to reflect then -current risk management practices in the railroad industry and underwriting practices in the insurance industry. If any portion of the operation is to be subcontracted by Contractor, Contractor shall require that the subcontractor shall provide and maintain the insurance coverage(s) set forth herein, naming Railway as an additional insured, and shall require that the subcontractor shall release, defend, and indemnify Railway to the same extent and under the same terms and conditions as Contractor is required to release, defend, and indemnify Railway herein. Failure to provide evidence as required by this section shall entitle, but not require, Railway to terminate this Agreement immediately. Acceptance of a certificate that does not comply with this section shall not operate as a waiver of Contractor's obligations hereunder. The fact that insurance (including, without limitation, self-insurance) is obtained by Contractor shall not be deemed to release or diminish the liability of Contractor including, without limitation, liability under the indemnity provisions of this Agreement. Damages recoverable by Railway shall not be limited by the amount of the required insurance coverage. In the event of a claim or lawsuit involving Railway arising out of this agreement, Contractor will make available any required policy covering such claim or lawsuit. These insurance provisions are intended to be a separate and distinct obligation on the part of the Contractor. Therefore, these provisions shall be enforceable and Contractor shall be bound thereby regardless of whether or not indemnity provisions are determined to be enforceable in the jurisdiction in which the work covered hereunder is performed. For purposes of this section, Railway means `Burlington Northern Santa Fe LLC", "BNSF RAILWAY COMPANY" and the subsidiaries, successors, assigns and affiliates of each. Section 4. EXHIBIT C CONTRACTOR REQUIREMENTS The Contractor must observe and comply with all provisions, obligations, requirements and limitations contained in the Contract, and the Contractor Requirements set forth on Exhibit C attached to the Contract and this Agreement, , including, but not be limited to, payment of all costs incurred for any damages to Railway roadbed, tracks, and/or appurtenances thereto, resulting from use, occupancy, or presence of its employees, representatives, or agents or subcontractors on or about the construction site. Section 5. TRAIN DELAY Contractor is responsible for and hereby indemnifies and holds harmless Railway (including its affiliated railway companies, and its tenants) for, from and against all damages arising from any unscheduled delay to a freight or passenger train which affects Railway's ability to fully utilize its equipment and to meet customer service and contract obligations. Contractor will be billed, as further provided below, for the economic losses arising from loss of use of equipment, contractual loss of incentive pay and bonuses and contractual penalties resulting from Exhibit C-1 WEST PRADO OVERHEAD — February 26, 2014 Page 6 of 8 train delays, whether caused by Contractor, or subcontractors, or by the Railway performing work under this Agreement. Railway agrees that it will not perform any act to unnecessarily cause train delay. For loss of use of equipment, Contractor will be billed the current freight train hour rate per train as determined from Railway's records. Any disruption to train traffic may cause delays to multiple trains at the same time for the same period. Additionally, the parties acknowledge that passenger, U.S. mail trains and certain other grain, intermodal, coal and freight trains operate under incentive/penalty contracts between Railway and its customer(s). Under these arrangements, if Railway does not meet its contract service commitments, Railway may suffer loss of performance or incentive pay and/or be subject to penalty payments. Contractor is responsible for any train performance and incentive penalties or other contractual economic losses actually incurred by Railway which are attributable to a train delay caused by Contractor or its subcontractors. The contractual relationship between Railway and its customers is proprietary and confidential. In the event of a train delay covered by this Agreement, Railway will share information relevant to any train delay to the extent consistent with Railway confidentiality obligations. Damages for train delay are currently $382.20 per hour per incident. THE RATE THEN IN EFFECT AT THE TIME OF PERFORMANCE BY THE CONTRACTOR HEREUNDER WILL BE USED TO CALCULATE THE ACTUAL COSTS OF TRAIN DELAY PURSUANT TO THIS AGREEMENT. Contractor and its subcontractors must give Railway's representative (BNSF Project Engineer, 909-386-4079) eight (8) weeks advance notice of the times and dates for proposed work windows. Railway and Contractor will establish mutually agreeable work windows for the project. Railway has the right at any time to revise or change the work windows due to train operations or service obligations. Railway will not be responsible for any additional costs or expenses resulting from a change in work windows. Additional costs or expenses resulting from a change in work windows shall be accounted for in Contractor's expenses for the project. Contractor and subcontractors must plan, schedule, coordinate and conduct all Contractor's work so as to not cause any delays to any trains. Exhibit C-1 WEST PRADO OVERHEAD — February 26, 2014 Page 7 of 8 Kindly acknowledge receipt of this letter by signing and returning to the Railway two original copies of this letter, which, upon execution by Railway, will constitute an Agreement between us. Contractor BNSF Railway Company By: By: Printed Name: Title: Contact Person: Address: City: State: Zip: Fax: Phone: E-mail: Name: Manager Public Projects Accepted and effective this day of 20. Exhibit C-1 WEST PRADO OVERHEAD — February 26, 2014 Page 8 of 8 EXHIBIT D The estimated cost of all railroad work for modification of the West Prado Overhead involving the demolition and widening of the West Prado Overhead and the demolition, widening, and reconstruction of the existing westbound Green River Road Off Ramp to accommodate the SR- 91 Corridor Improvement Project shall be included on Exhibit D attached to the West Porphyry Construction and Maintenance Agreement, WPCMA. Exhibit E BN RA/LWAY Date: Michael Blomquist Toll Program Director RIVERSIDE COUNTY TRANSPORTATION COMMISSION 480 Lemon Street, 3rd. Floor Riverside, CA. 92502-2208 Melvin Thomas Manager Public Projects BNSF Railway Company 740 East Carnegie Drive San Bernardino, CA 92408 (909) 386-4472 (office) (909) 831-8199 (cell) (909) 386-4479 (fax) Melvin.ThomasCilbnsf.com Re: Final Approval of Plans and Specifications dated by (consultant) (hereinafter called, the "Plans and Specifications") Dear Mr. Blomquist: This letter serves as BNSF RAILWAY COMPANY'S ("BNSF") final written approval of that portion of the Plans and Specifications covering the Project's concept for the modification of the West Prado Overhead (US DOT No. 026533K), involving the demolition and widening of the West Prado Overhead and the demolition, widening, and reconstruction of the existing westbound Green River Road Off Ramp to accommodate the SR-91 Corridor Improvement Project that will be constructed on or adjacent to BNSF's Rail Corridor. This final written approval is given to RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("RCTC") pursuant to Article III, Section 1 of that certain Construction and Maintenance Agreement between BNSF, STATE OF CALIFORNIA, and RCTC, which this Exhibit E is attached to and made a part thereof. If the Plans and Specifications are revised by RCTC subsequent to the date set forth above, this letter shall no longer serve as final written approval of the Plans and Specifications and RCTC must resubmit said Plans and Specifications to BNSF for final written approval. It is understood that the approvals contained in this letter do not cover, the approvals of plans and specifications for any falsework, shoring, and demolition that may be subsequently submitted to BNSF by RCTC or its contractor for approval. BNSF has not reviewed the design details or calculations for structural integrity or engineering accuracy. BNSF accepts no responsibility for errors or omissions in the design of the project. Respectfully, Melvin Thomas Manager Public Projects BNSF Railway Exhibit F BNSF Bridge Requirements BRIDGE DESIGN, PLANS & SPECIFICATIONS: Except for the design of temporary falsework and shoring, BNSF review of the Structure plans will be limited to the vertical and horizontal clearances, sight distance for existing train signals, foundation dimensions and drainage characteristics as they relate to existing and future tracks. BNSF will not review structural design calculations for the permanent Structure unless a member or members are influenced by railroad live loads. Temporary falsework and shoring plans and calculations must be reviewed and approved by BNSF prior to beginning construction. RCTC shall perform an independent review of the design calculations for temporary falsework and shoring prior to submitting them to BNSF for approval. Temporary construction clearances must be no less than 15 feet measured horizontally from the centerline of the nearest track and 21 feet-6inches measured vertically from the top of rail of the most elevated track to the bottom of lowest temporary falsework member. State regulatory agencies may have more restrictive requirements for temporary railroad clearances. For the permanent Structure, RCTC will submit plans showing the least horizontal distance from the centerline of existing and future tracks to the face of the nearest member of the proposed Structure. The location of the least horizontal distance must be accurately described such that BNSF can determine where it will occur in both the horizontal and vertical plane. . For the permanent Structure, RCTC will submit plans showing the least vertical clearance from top of paving to bottom the deck of the proposed Structure. Prior to beginning construction of the permanent Structure, the top of rail elevations should be checked and verified that they have not changed from the assumed elevations utilized for the design of the bridge. The general policy of the Burlington Northern and Santa Fe (BNSF) with regard to bridge and related crash wall construction is to follow the current recommendations of the American Railway Engineering and Maintenance -of -Way Association (AREMA) Current AREMA recommended practice in Manual for Railway Engineering Chapter 8 (Art. 2.1.5.1). RCTC shall require its Contractor to submit specifications for the Structure to BNSF for review and approval. Prior to issuing any invitation to bid on construction of the Structure, RCTC should conduct a pre -bid meeting where prospective Contractors have the opportunity to communicate with BNSF personnel regarding site specific train speeds, train density, and general safety requirements for men and equipment working near live tracks. BRIDGE CONSTRUCTION: Prior to the Contractor entering BNSF's railroad corridor or property, to begin construction of the Project RCTC shall conduct a pre -construction meeting with BNSF personnel in attendance to reiterate the safety requirements of construction activity adjacent to live tracks. During construction, BNSF may require an independent engineering inspector to be present during certain critical activities of the Project, including but not limited to: driving foundation piles, erecting falsework, construction of shoring and retaining walls, placing concrete, placing soil backfill and compaction processes. RCTC shall reimburse BNSF for all costs of supplemental inspection services. Within 90 days of the conclusion of the Project and final acceptance by BNSF and, RCTC will provide BNSF with a complete electronic set of the bridge plans. BNSF will also accept a marked up paper copy of the bridge plans labeled "As Built". The marked up paper copy of the plans will reflect any and all deviations from the original plans that occurred during construction. The electronic set of the bridge plans will be submitted in Micro Station *.dgn Form 0105 Rev. 4/07/08 Page 1 of 2 West Prado Overhead, Corona, CA. electronic format (preferred) or AutoCAD *.dwg format. Electronic plans are to be submitted in the original format used for CAD plan preparation and not converted to another format prior to submission. The "As Built" plans shall show actual measured "as constructed" clearances shall be shown as well as depth, size and location of all foundation components. The plans shall show dimensioned locations of existing and relocated utilities. It is understood that BNSF prefers to receive the "As Built" plans in an electronic format. BRIDGE MAINTENANCE: CITY will be responsible for maintenance and repair of the Structure including the earth retention components, embankment slopes, erosion control, surface drainage, fencing, deck drains, landscaping, paint, walkways, handrails, lighting, and other improvements associated with the Project. Fencing and other pedestrian access controls within BNSF's rail corridor and incorporated into the Project shall be designed and maintained by RCTC through construction. Trespasser control shall be the responsibility of RCTC through construction. Graffiti removal will be the responsibility of CITY. BRIDGE INSPECTION: CITY will conduct annual routine structural inspections. In the event of an earthquake, fire, flood, damage from vehicular impacts or other emergent situations, CITY will provide an immediate inspection by qualified personnel and notify BNSF of damage that may affect safe passage of trains. If necessary CITY will embargo weights or provide lane closures or other such measures to protect the structural integrity of the Structure such that there can be continuous safe passage of trains until repairs are made. BRIDGE ALTERATIONS: Except as provided otherwise by this Agreement, there will be no alterations made to the Structure that will alter the railroad vertical or horizontal clearances provided by the original design. It is expressly understood by RCTC and CITY that the right to install utilities is restricted to the placement of underground utilities beneath BNSF's tracks located a minimum of fifty (50) feet from abutments, piers, piles, or footings with the exception that upon BNSF's prior approval BNSF will permit selected utilities to be installed closer to the abutments, piers, piles, footings and/or run through the deck of the Structure. Under no circumstances will utilities be allowed to hang from the Structure. All utility crossings within the limits of BNSF's Rail Corridor will be covered by separate agreements between BNSF and each of the owners of the utilities. Page 2 of 2 West Prado Overhead, Corona, CA. Form 0105 Rev. 4/14/05 EXHIBIT G INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS FOR STRUCTURES OVER THE BURLINGTON NORTHERN SANTA FE RAILROAD SECTION I. GENERAL A. The Conctractor will abide by and adhere to the requirements of the Exhibit C. Should there be a discrepancy between the requirements contained in the Exhibit C and this Exhibit G, the Exhibit C will govern. B. The Contractor's work shall in no way impede train operations. 1. The term "Overhead" refers to the structure to be demolished. 2. The words "demolition" and "removal" will be used interchangeably in this Exhibit G. 3. The term "Railroad" refers to the Railroad's Engineer or designated representative. C. Safety takes precedence over productivity. The Contractor shall be responsible for planning and executing all procedures necessary to remove the Overhead in a safe, predictable manner. All employees of the Contractor and Subcontractors must be Safety Trained. Refer to http:// www.BNSFContractor.com. D. The Contractor shall develop a Demolition Plan ONLY AFTER CONSULTING WITH THE RAILROAD TO GET AN ESTIMATE OF THE RANGE OF WORK WINDOWS THAT MIGHT NORMALLY BE AVAILABLE FOR THE JOB SITE. 1. A Work Window is the elapsed time between approaching trains. 2. An estimate of the availability of Work Windows can be used by the Contractor to design a Demolition Plan. The estimated Work Window is a guideline and not to be considered as a guarantee for available working time. 3. Work Windows will vary significantly, depending on the location. Low speed - low train density tracks have predictable Work Windows. The opposite is true for high density- high speed main tracks. The Railroad shall, at its sole discretion, furnish a range of Work Windows that might be expected at a specific location under normal train traffic conditions. 4. The Contractor shall plan the demolition procedures based upon the smallest ESTIMATED Work Window. Do not assume the longest Work Window will be available on any given day. Do not assume the same Work Windows will be available from one day to the next. 5. The Contractor will give BNSF's Project Engineer at telephone number 909-386-4079, eight (8) weeks advance notice of the proposed times and dates for Work Windows. BNSF and the contractor will establish mutually agreeable Work Windows for the Project. Any request for Work Windows with less than eight (8) weeks advance notice will have a reduced probability of approval. BNSF has the right at any time to revise or change the Work Windows, due to train operations or service obligations. BNSF will not be responsible for any additional costs and expenses resulting from a change in Work Windows. Additional costs and expenses resulting from a change in Work Windows shall be accounted for in the contractor's expenses for the Project. E. The Railroad's tracks and property shall be protected at all times. 1. Removal procedures shall take into account SEVERE WEATHER CONDITIONS, including high winds, heavy rains and snowfall accumulation. Page 1 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 2. The contractor shall ensure that all areas adjacent to active tracks shall remain free from hazards. a) Trainmen must have an unobstructed walkway available parallel to all active tracks pursuant to the California Public Utilities Commission General Order 118. b) All open excavations shall be protected with fencing. c) Do not store materials or equipment within 25 feet of the centerline of an active track. 3. Protect the project area from vandalism. a) Do not leave debris where vandals could place it on the tracks or drop it onto the tracks from the Overhead. b) Secure all heavy equipment from potential movement by vandals. c) Do not store flammable materials on railroad right of way. Remove combustible waste materials daily. Do not store fuel or other flammable liquids on railroad right of way. F. All demolition materials and scrap shall be disposed of outside the Railroad right-of-way at no expense to the Railroad. At the conclusion of the project, the area must be left in a clean and graded condition to the exclusive satisfaction of the Railroad. G. No work is allowed within 25 feet of the nearest track unless protected by a Railroad Flagger. Refer to Exhibit C Section 1.05, Protection of Railway Facilities and Railway Flagger Services for additional flagging requirements. H. The staged demolition of any portion of the Overhead over or adjacent to operational tracks will not jeopardize the stability of other parts of the Overhead awaiting demolition. 1. Where multiple tracks are involved, the Demolition Plan should be engineered as much as practical such that no more than one track is rendered impassable at any given moment. I. No blasting will be permitted on Railroad's right-of-way. SECTION II. DEMOLITION PLAN A. The Contractor shall submit a detailed Demolition Plan to the Railroad. The Demolition Plan shall encompass the following: 1. Provide a scale drawing showing the plan view, elevation and location of the Overhead and locations of any access roads needed on railroad right of way to access the job site. The as -built drawings may be used for the submittal provided the removal steps are clearly marked and legible. 2. Indicate the position of all railroad tracks below the bridge. Identify each track as mainline, siding, spur, etc. Identify locations where temporary crossings will be installed to cross equipment over each track. 3. List in sequential order, all procedures necessary to remove the bridge in a safe and controlled manner. Include step by step details of each sequence and the elapsed time required to execute the sequence. The Demolition Plan must specify which, if any, sequences will render a track impassable to trains during execution of the sequence. If more than one track is adjacent to the work area, specify which tracks will be impassable during execution of each sequence. 4. Include text, drawings or photos to communicate the types of equipment that will be utilized. Include diagrams showing the position of the equipment in relation to the tracks. Where cranes are to be used, furnish the lifting capacities of the crane at the anticipated radius and the weights of components to be removed. Page 2 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 5. For every sequence, specify the minimum horizontal clearance from centerline of track and the minimum vertical clearance above top of rail for equipment, falsework, rubble shields and temporary supports. If a crane is to be utilized, include clearances for the backswing radius of the crane counterweight and the position of the outriggers. Refer to the Frame Protection Details drawings, three sheets, attached hereto and made a part hereof, for the minimum allowable vertical and horizontal clearances. 6. If the Demolition Plan includes concrete demolition, include the details of rubble control such as maximum anticipated size of rubble, drop distance, shield size and shield position. 7. The Demolition Plan will indicate locations and types of temporary supports, shoring, cables or bracing required. a) Excavations and shoring design shall be according to the attached "GENERAL SHORING REQUIREMENTS" drawings, two pages, attached hereto and made a part hereof. b) Fassework shall be designed according to the State of California, Department of Transportation FALSEWORK MANUAL available at this Web Site: http://www.dot.ca.qov/hq/esc/construction/manuals/OSCCom pleteManuals/FalseworkManual(Rev32). pdf. c) Plans shall conform to the appropriate Federal, State and local regulations and building codes. 8. If any temporary supports interfere with the natural drainage along the Railroad right-of-way, a temporary drainage diversion plan shall be included in the Demolition Plan. The drainage plan shall route all surface water away from the railroad tracks. a) Do not block drainage in side ditches with debris. b) Do not place footing blocks in drainage ditches. c) Surface runoff must be diverted away from the footing block excavations to avoid saturation of the underlying supporting soils. 9. The Demolition Plan shall include details, limits, and locations of protective shields or other measures designed to protect the rails, ties and ballast from falling debris. Include details of catchment apparatus necessary to protect the tracks from rolling debris that may fall onto side slopes. Include the design load for the shields for both the maximum static load and the maximum anticipated impact loads from falling debris. Specify the type of equipment that will be utilized to remove the debris and shields from operational tracks. 10. Protection of the track ballast section must be provided to avoid contamination of the rock with fine dust and mud produced during demolition activities. Filter fabric or some other effective means to prevent ballast contamination should be incorporated into the Demolition Plan. 11. All overhead and underground utilities in the area affected by removal of the bridge shall be located on the drawings, including any fiber optic, railroad signal, and communication lines. 12. Indicate the limits of demolition of substructures, including depths and dimensions of excavations that might be necessary to demolish buried footings. 13. The Demolition Plan should include details of planned on -site fire suppression. B. The Contractor shall submit to the Railroad: three (3) complete sets of the Demolition Plan to BNSF's Director Bridge Engineering for review and comments. The Demolition Plan should be sent in PDF format for files up to (2) megabytes by email attachment to: Ron.Berry(abnsf.com. Should the Demolition Plan exceed a two (2) megabyte PDF file, a CD of the plans and specifications should be sent via overnight mail service to mailing address, 4515 Kansas Avenue, Kansas City, KS 66106. Page 3 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 1. The Plan shall be sealed by a Civil or Structural Engineer registered in the state where the proposed demolition will take place. 2. A minimum of four (4) weeks shall be expected for the Railroad's review after the complete submittal is received. 3. No removal operations will be permitted over the Railroad right of way until the submitted material has been reviewed and approved. C. Approval and/or comments furnished by the Railroad in the course of review of the Contractor's Demolition Plan will not relieve the Contractor of the ultimate responsibility for the safe and secure demolition of the Overhead. SECTION III. PROCEDURE A. The Demolition Plan must be executed such that stability is continuously maintained for the standing portions of the Overhead over all tracks. 1. All members of the Overhead being demolished must be continuously supported to resist high winds, including wind buffets and suction forces generated by high speed trains. B. Prior to proceeding with bridge removal, the sealing Civil or Structural Engineer, or his authorized representative, shall inspect all components of the temporary support shoring, including temporary bracing and protective coverings, insuring conformity with the working drawings. 1. The sealing Engineer shall certify in writing to the Railroad that the work is in conformance with the drawings and that the materials and workmanship are satisfactory. 2. A copy of this certification shall be available at the job site at all times. C. All substructures shall be removed to at least six (6) feet below the final finished grade or at least six (6) feet below base of rail whichever is lower, unless otherwise specified by the Railroad. D. All debris and refuse shall be removed from the railroad right of way by the Contractor. The premises shall be left in a neat and presentable condition to the exclusive satisfaction of the Railroad. Soils contaminated by fuel spills, hydraulic oil leaks, etc. will be removed from railroad right of way and replaced to the exclusive satisfaction of the Railroad. E. If any hazardous materials are discovered, provide material protection as specified in local hazardous material codes and immediately contact the Railroad 1. If Contractor discovers any hazardous waste, hazardous substance, petroleum or other deleterious material, including but not limited to any non -containerized commodity or material, on or adjacent to Railway's Property, in or near any surface water, swamp, wetlands or waterways, while performing any work under this Agreement, Contractor must immediately: (a) notify the Railway's Resource Operations Center at 1(800) 832-5452, of such discovery: (b) take safeguards necessary to protect its employees, subcontractors, agents and/or third parties: and (c) exercise due care with respect to the release, including the taking of any appropriate measure to minimize the impact of such release. 2. If pipelines are attached to the Overhead, pipes must be purged of flammable or hazardous materials prior to beginning demolition. 3. Fuel spills, hydraulic fluid releases, equipment oil leaks or any other release of contaminants must be Page 4 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 reported to the Railroad. Contaminated soils must be removed and replaced to the satisfaction of the Railroad and local regulatory agencies. F. The work progress shall be reviewed and logged by the Contractor's Engineer. Should an unplanned event occur, the Contractor shall inform the Railroad and submit a procedure to correct or remedy the occurrence. G. Beam removal and all other demolition procedures shall take place as much as practicable with equipment positioned adjacent to and clear of all live tracks or positioned on the Overhead structure above the track. In the rare case that beams require removal with equipment positioned fouling a live track or from below the Overhead, the following steps shall be taken before beams are allowed to straddle the tracks: 1. Certain territories with high density train traffic, especially where multiple main tracks are affected, may not grant Work Windows on all tracks simultaneously. Beam removal from the underside of Overheads may not be possible unless the procedure can be accomplished in very short Work Windows or be engineered such that only one track is affected. 2. The work shall be scheduled well in advance but no later than the requirements in Section 1, paragraph 5 of this Exhibit G. The Work windows are subject to the Railroad's operational requirements for continuous train operations. The beam removal plan must be engineered to minimize the Work Window time. 3. The rails, ties and ballast shall be protected. No equipment will be crossed over or placed on the tracks unless pre -approved by the Railroad. 4. The beams shall be blocked to prevent the beams from coming into contact with the rails. Blocking shall not be placed on the rails or ties. 5. Upon approach of a train, the beams and all personnel and equipment will be moved a position to provide a minimum of 15 feet horizontal clearance and 21 ft. 6 in. vertical clearance from the nearest rail. Care must be exercised to insure that crane booms are rotated to a position parallel with the track. SECTION IV. TRACK PROTECTION A. The track protective cover shall be constructed before beginning bridge removal work and will be supported by falsework or members of the existing Overhead. The following are examples of protective covers that may be acceptable: 1. A decking supported by the bridge or a suspended cover from the bridge above the track clearance envelope. 2. A track shield cover over the tracks per the attached detail. 3. A framed cover outside the track clearance envelope. 4. A catcher box or loader bucket under decking and parapets overhanging the exterior girders. 5. Protection of the track ballast section must be provided to avoid contamination of the rock with fine dust and mud produced during demolition activities. Filter fabric or some other effective means to prevent ballast contamination should be incorporated into the Demolition Plan. B. Construction equipment shall not be crossed over or placed on the tracks unless the rails, ties and ballast are protected against damage. 1. Track protection is required for all equipment including rubber tired equipment. Page 5 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 2. A list of equipment to be crossed over or positioned on the tracks along with the intended method of protection shall be submitted to the railroad for approval prior to use at the job site. C. Temporary haul road crossings shall be either timbers or precast concrete panels. The type of crossing shall be determined by the Railroad. 1. Solid timbers or ballast with timber headers shall be used between multiple tracks. 2. If the job site is accessible to the public, all temporary haul road crossings shall be protected with barricades or locked gates when the Contractor is not actively working at the site. 3. Installation and removal of temporary track crossings for equipment shall be scheduled well in advance with the Railroad but no later than the requirements in Section 1, paragraph 5 of this Exhibit G. SECTION V. CRANES A. When cranes are operated over or adjacent to the tracks the following is required: 1. The Contractor shall verify that the foundations, soil conditions, and buried utility lines under the crane and crane outriggers can support the loads induced by the crane under an assumed maximum capacity lift. The size and material type of crane mats shall be rigid and of sufficient capacity to safely distribute the crane loads. 2. Front end loaders and backhoes cannot be used in place of a crane to lift materials over the tracks. These types of equipment do not have the necessary safety features built into the machines to circumvent overloading and tipping. Only cranes with the rated capacity to handle the loads may be used. 3. Additional track protection may be required for a crane when crossing over the track. The protection methods shall be submitted to the Railroad for review and comment well in advance of intended use. 4. Cranes and other equipment utilizing outriggers shall not place outriggers on the tracks or ballast. 5. Cranes or crane booms shall not be positioned within the track clearance envelope without Railroad Flagman protection. Cranes operating from a position farther than 25 ft. from the nearest track will need a Railroad Flagman present if the boom length is such that it could fall onto a track. 6. Upon approach of a train, the crane body shall be rotated to position the boom in a line parallel with the track. Any suspended load shall be made stationary by lowering it until contact is made with the ground. During passage of the train, the Crane Operator must stop all movements. Crane Operators shall remain in the cab with motor at idle with the load lines, boom, rotation and travel controls locked and stationary until the full length of the train has passed the job site. 7. Cranes will not be utilized during high winds. Page 6 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 SECTION VI. CUTTING TORCHES A. When a cutting torch or welding equipment is used in the demolition process, the following steps shall be taken: 1. Fire suppression equipment is required on -site. 2. Do not use a torch over, between, or adjacent to the tracks unless a steel plate protective cover is used to shield against sparks and slag coming into contact with timber ties. Care shall be taken to make certain the use of a steel plate does not come in contact with the rails. See "Track Shield Details" for other requirements. Details of the shield shall be submitted to the Railroad for approval. 3. Wet the ties below the steel plate and wet other timbers and flammable demolition debris located near cutting areas. 4. Monitor the work site for at least three hours after cutting has ceased to detect a smoldering fire. B. Extensive overhead cutting may require more robust fire suppression equipment and precautions than what would normally be required for routine cuts. 1. On days when extensive torch cutting is planned, the Contractor shall have a larger water supply on hand or take other measures as needed to effectively suppress fires. 2. Overhead torch cutting and welding must cease upon approach and passage of a train. 3. Extensive torch cutting shall not take place during high winds. 4. Contractor will clear vegetation and other combustible debris from the surrounding work areas prior to engaging in extensive torch cutting. SECTION VII. UTILITIES A. The demolition operations shall be planned such that overhead and underground utility lines are operating safely at all times. The utility lines shall be protected if affected by demolition operations. Underground utility lines shall be protected from concentrated soil loads under crane outriggers and heavy rubber tired front loaders or similar equipment. All the work associated with utility lines should be coordinated by the contractor with the respective utility companies. 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d0 d01 3H1 3A09V ON31X3 ION 11VHS 01318S 3H1 80d S8381411 180ddnS 1VN10ni1'31401 '300189 3H1 30 3003 3H1 01 3S83ASNV81 N011110M30 d0 S11W11 3H1 ON0A39 1331 OZ 1SV31 1V ON31X3 IIVHS 01318S X3V81 3H1 '9 'NOIIVNIWV1NO3 1N3A38d 01 NOUNS 1SV11V8 3H1 3N11 11VHS 3188Vd030 '1V1831VM 3NId ONV 518930 IIV JO 03NV310 39 IIVHS 0131HS 3H1 1VA0W38 380.139 'S '319008 ONIdd080 ONV1SH11M D1 ONV SlitlB 3H1 NOdn ON18V39 1110H11M S180ddnS S,11 N33M138 NVdS 01 H1ON381S 1N3131JPS JO 39 IIVHS 01318S 3H1 'IVAON38 AilldMIS 01 SXOOH ONI1lll H1IM 0311SIN8nj ONV 031V0188Vi38d 38 IIVHS 031HS 3H1 '£ 'NNE 3H1 NOdn NMOO ONI1dIS W08d S18830 80 S1V1831VW 3NId 1N3A38d 01 A8VSS303N SV 03HSIN80d 38 IIVHS S1V1831VW 3D S83AV1 1VN011100V 'X3V81 OV08108 3H1 O1N0 ONI11Vd HOU S18830 80 1N3MdI1103 ONV S1V1831VW 1N3A38d IIVHS 0131HS 3H1 '38010Nnd ONV DUNI ONIOn13N1 'SOV01 031Vd1311NV 3H1 180ddnS 01 1110N381S 1N31011J0S d0 39 IIVHS ONV 8010V81N00 3H1 A9 03NOIS30 39 11VHS 0131HS NOV81 3H1 'Z '0131HS X0V81 V 10 35n 3H1 % ma S31411 11V IV 03811103U SI NtlW Otlld V 'l t319v1IVAV SI MOONIM 3WI1 NOV81 N3HM1 1VA014138 N030 300I89 11083 ONI11d3 SIa930 80J 1Id130 013IHS NOV81 IS310N 33S1 1SV11V8 (S310N 33S1 I'd/11 S838W11 // 180ddnS 1VNI0n110N01 X3V81 IS310N 33S1 0131HS X3tl81 1'NINI „0-,S NOV81 10 11 ZOO oy m m m m N m r O mn z, z 1'NIWI :ShON (iVn03 03A08ddV 801 X3V81 10 301S HOV3 3188Vd ON1833N19N3 Still ONOONVdS V81A381 PS OMAS EXHIBIT H LEGAL DESCRIPTION Caltrans Parcel No. 22092-3 Temporary Construction License APN 101-130-080, 101-140-035 In the City of Corona, County of Riverside, State of California, being portions of Tract Nos. "A", "H", "I" and "A.B. No. 4" of the map of the partition of the Maria Jesus Y. De Scully Estate, as per map filed in Case No. 7939, in the Superior Court of the State of California, in and for the County of Riverside, a certified copy of the decree of said case being recorded in Book 637, Page 432 of Deeds, Records of said County, described as follows: Beginning at the northeasterly terminus of that certain course in the westerly line of the land described as Parcel 3 of Easement from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded March 4, 1981 as Instrument No. 38035 of Official Records of said County recited as having a bearing and distance of "South 68°22'45" West 281.47 feet"; thence along said westerly line South 68°21'59" West 16.55 feet to a point thereon, said point also being a point on the southerly line of the land described in the Grant Deed from the Atchison, Topeka and Santa Fe Railway Company to the State of California recorded April 26, 1988 as Instrument No. 109636 of Official Records of said County; thence along said southerly line the following three (3) courses: 1) South 81°47'17" West 67.34 feet; 2) North 86°16'26" West 304.09 feet; 3) North 86°41'48" West 164.60 feet to a point thereon, said point being the beginning of a non -tangent curve concave southeasterly having a radius of 846.00 feet, a radial line to said point bears North 23°53'32" West; thence leaving said southerly line southwesterly along said curve 166.67 feet through a central angle of 11 ° 17' 17" to a point, said point being the beginning of a non -tangent MA2PTG0105011SURV EY\LEGALS\22092_APN_101-130-080_AT&SRL.EGALS\22092-3. doc 1/13/2014 Page 1 of 3 PS OMAS curve concave southerly having a radius of 3,738.56 feet, a radial line to said point bears North 00°42'06" East; thence westerly along said curve 947.32 feet through a central angle of 14°31'06" to a point on the northwesterly continuation of the southwesterly line of Parcel 5 as said parcel is shown on Parcel Map No. 23653, as filed in Book 163 of Parcel Maps, Pages 54 to 55, Records of said County, said point also being the beginning of a non -tangent curve concave northeasterly having a radius of 300.00 feet, a radial line to said point bears South 69°52'47" West; thence southeasterly along said northwesterly continuation and said curve 120.00 feet through a central angle of 22°55'05" to the most westerly corner of said Parcel 5, said point being on the westerly continuation of the southerly line of said Parcel 3, said point also being the beginning of a non -tangent curve concave southerly having a radius of 3,669.83 feet, a radial line to said point bears North 12°47'48" West; thence easterly along said westerly continuation, the southerly line of said Parcel 3, and said curve 979.15 feet through a central angle of 15°17'14" to a point on last said southerly line; thence leaving last said southerly line North 74°09'22" East 158.98 feet to the northerly terminus of that certain course recited in said Instrument No. 38035 as being "North 03°40'39" East 50.00" in the southerly line of said Parcel 3; thence South 86°20'07" East 419.82 feet along last said southerly line to a point thereon; thence North 63°25'52" East 102.08 feet; thence South 86°18'42" East 227.29 feet to the beginning of a curve concave southerly and having a radius of 490.00 feet; thence southeasterly along said curve 118.07 feet through a central angle of 13°48'20" to the beginning of a reverse curve concave northerly having a radius of 760.00 feet; thence easterly along said curve 236.68 feet through a central angle of 17°50'34"; thence North 89°39'04" East 305.04 feet; thence South 86°11'06" East 172.47 feet; thence South 02°14'46" East 38.04 feet to a point on the easterly prolongation of the southerly line of said Parcel 3; thence South 86°20'07" East 20.11 feet along said easterly prolongation to a point thereon; thence North 02° 14'46" West 58.10 feet; thence North 86° 11'06" West 191.18 feet; thence South 89°39'04" West 305.77 feet to the beginning of a curve concave northerly having a radius of 740.00 feet; thence westerly along said curve 230.45 feet through a central angle of 17°50'34" to the beginning of a reverse curve concave southerly having a radius of 510.00 feet; thence westerly along said curve 122.89 feet through a central angle of 13°48'20"; thence North 86°18'42" West 191.65 feet; thence MA2PTG010501\SURVEYILEGALS\22092_APN_101-130-080_AT&SF\LEGALS122092-3.doc 1/13/2014 Page 2 of 3 PS OMAS North 64°56'49" East 69.43 feet; thence North 65°46'02" East 57.01 feet; thence North 66°36'51" East 95.90 feet to a point on the northerly line of said Parcel 3; thence North 86°20'07" West 305.13 feet along said northerly line to the Point of Beginning. Containing 263,480 square feet. See Exhibit HI attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of ZZlevd Brian E. Bullock, PLS 5260 Date l-/Y-/¢ M:12PTG01050 I \ SURVEY \LEGALS\22092_APN_101-130-080_AT&SF\LEGALS\22092-3.doc 1113/2014 Page 3 of 3 EXHIBIT 111 INDEX PARCEL 22092-3 SEE SHEET 2 i PARCEL 22092-3 SEE SHEET 3 9- LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( )Title to State 1 1 1 1 1 Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22092-3 TEMPORARY CONSTRUCTION LICENSE I FEET 0 300 600 1200 1800 PREPARED BY: PSOMAS DATE: 02-14-13 REV.: 01-13-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ano, California 92707 (714)751-7373/(714)54S-8883 (Fax) 8 RIV 91 1 3 EXHIBIT H1 PARCEL# TITLE AREA APN 22092-3 TCL 263,480 SOFT. 1 01 -1 30-080 & 1 01 -1 40-035 CURVE DATA LINE TABLE DELTA RADIUS LENGTH BEARINGS DISTANCES C1 22°55'05" 300.00' 120.00' L1 N74°09122"E 158.98' C2 15°17'14" 3669.83'979.15' L2 S86°20'07"E 419.82' C7 1 1 ° 1 7'1 7" 846.00' 166.67' L1 9 N86° 16'26"W 304.09' C8 14°31'06" 3738.56' 947.32' L20 N86°41'48"W 164.60' SOUTHERLY LINE OF N1 3°49'00"W(R) R=3738.56' INST. NO. 109636, O.R. 569 52'47"W(R) R=300.00' N23°53'32"W(R) N35°10'49"W(R) R=846.00' NOO°42'06"E(R) R=3738.56' PRADp Rpq p INST NO. 109636, O.R. - L 2 0 rrt AT & SF R.R. R/W L 19 ._._, PG. 432 Dds. PCL NO. 3 BK. 6�g, INST NO. 38035, O.R. i— w (22092- 3) v) C2 /54-55 ?' ROAD NO2°29'25"E(R) L2 a Lii Vn r.,RDE1. • c<, ��", 4 V S46°57'42"W(R) R=300.00' , 11/D 4.) SOUTHERLY LINE OF �) P� PCL 3, INST. �p�©' NO. 38035, O.R. ��S gN 5� F C) G 1 �\ ,��1P 4) 0\ ��¢t�� N12°47'48"W(R) R=3669.83' n (Z\ LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing 1 ( ) Title to State a� ..",,, Access Prohibited NOTES ((�� (► Coordinates and bearings are on. CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain 2 2 V 9 2, 3 TEMPORARY CONSTRUCTION LICENSE ground distances. All distances are in feet unless otherwise noted. I pmmEmm, immommommmi FEET 0 100 200 400 600 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Sento P14)751n 7373/(714)545-8883 (Fax) DATE: 02-14-13 REV.: 01-13-14 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 1. 1 2 3 EXHIBIT H1 PARCEL# TITLE AREA APN 22092-3 TCL 263,480 SOFT, 101 -1 30-080 & 101 -1 40-035 W LLJ v7 w w v) INS. NO. 109636, O.R. P.O.B. L3 NORTHERLY LINE OF PCL 3, INST. NO. 38035, O.R. SOUTHERLY LINE OF PCL 3, INST. N0, 38035, O.R. RS J29//9 6)- ROO 65 22092-3 CURVE DATA DELTA RADIUS LENGTH C3 13°48'20" 490.00' 118.07' C4 1 7° 50'34" 760.00' 236.68' C5 1 7° 50'34" 740.00' 230.45' C6 13°48'20" 510,00' 122.89' LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( )Title to State „ Access Prohibited RIvER-s'° s 6 9r 1 nE � RIA� Rou FREEW L2 L3 L4 L5 L6 L7 L8 AT e SF P.R. R/W BK. 637, PG, 432 Dds, 20.00' L10 LINE TABLE BEARINGS S86° 20'07"E N63° 25'52"E S86° 1 8'42"E N89° 39'04 "E S86° 1 1 '06"E S02° 1 4'46"E S86° 20'07"E L9 DISTANCES 41 9,82' 1 02.08' 227.29' 305.04' 1 72.47' 38.04' 20.11' L9 NO2° 1 4'46"W 58,1 0' L10 N86°11'06"W 191 .1 8' L11 S89° 39'04 "W 305.77' L12 N86° 1 8'42"W 191 .65' L13 N64°56'49"E 69.43' L14 N65° 46'02"E 57,01' L15 N66°36'51"E 95.90' L16 N86° 20'07"W 305.1 3' L17 S68° 21 '59"W 1 6.55' L18 S81 ° 47'1 7"W 67,34' L19 N86° 1 6'26"W 304.09' NOTES Coordinates and bearings are on CCS 1983(2007,00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22092-3 TEMPORARY CONSTRUCTION LICENSE 1 FEET 0 100 200 400 600 PREPARED BY: PS O M A S DATE: 02-14-13 REV.: 01-13-14 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste, 200 Santo Ana, California 92707 (714)751-7373/(714)545-9883 (Fax) 8 RIV 91 3 3 ATTACHMENT 4 EAST PRADO OVERHEAD CONSTRUCTION and MAINTENANCE AGREEMENT BNSF Agreement No. BF-1000XXXX STATE Contract No. 08R188 RCTC Agreement No. 14-31-113-00 East Prado Overhead, STATE Bridge No. 56-0637 DOT No. 026532D San Bernardino Subdivision LS 7602 MP 27.92 This Agreement ("Agreement"), is executed to be effective as of this day of , 201_ ("Effective Date"), by and between BNSF RAILWAY COMPANY, a Delaware corporation ("BNSF"), the STATE OF CALIFORNIA, acting through the Department of Transportation, hereinafter referred to as ("STATE"), and the RIVERSIDE COUNTY TRANSPORTATION COMMISSION hereinafter referred to as ("RCTC"), a public entity of the State of California, hereinafter referred to as ("Parties"). RECITALS: WHEREAS, BNSF owns and operates a line of railroad in and through the City of Corona, County of Riverside, State of California, hereinafter referred to as ("Rail Corridor"); WHEREAS, STATE and The Atchison, Topeka and Santa Fe Railway Company, predecessor in interest to BNSF, hereinafter referred to as ("Santa Fe"), entered into an agreement dated April 27, 1970; carried in BNSF's records as Contract No. 133559, ("Original Agreement") which provided for the construction and maintenance of two STATE Route 91 grade separation structures known as the East Prado Overhead, DOT No. 026532D, and the West Prado Overhead, DOT No. 026533K, as well as the construction of a drainage facility known as the Wardlow Wash over and across BNSF's Rail Corridor, and over its tracks; WHEREAS, the Original Agreement was supplemented on April 1, 1991 to provide for the construction of HOV Lanes in the median areas on both overheads; WHEREAS, the Original Agreement was further supplemented on March 4, 1997 to provide for the seismic retrofitting of both overheads; WHEREAS, RCTC has adopted a project to extend the existing tolled express lanes on STATE Route 91 between the Riverside/Orange County line and Interstate Highway 1-15 ("SR-91 Corridor Improvement Project"); WHEREAS, the SR-91 Corridor Improvement Project will involve the modification of four existing overheads, that cross BNSF's Rail Corridor: East Porphyry Overhead (1-15) DOT No. 026595H, West Porphyry Overhead (Temescal) DOT No. 026522X, East Prado Overhead DOT No. 026532D, and West Prado Overhead DOT No. 026533K, and the shortening of BNSF's Monster Lead Track No. 4365; WHEREAS, the Chino section of the Elsinore Fault Zone crosses the East Prado Overhead site. Catcher Bents will be constructed as a part of the modification of the East Prado Overhead to protect for a seismic event; WHEREAS, RCTC and STATE desire to proceed with construction involving the modification of the East Prado Overhead, providing for its partial demolition, widening, construction of express lanes, as well as Page 1 of 17 East Prado Overhead C&M Agreement April 17, 2014 the construction of the Catcher Bents, hereinafter referred to as ("STRUCTURE") to accommodate the SR-91 Corridor Improvement Project; ; WHEREAS, RCTC will fund the cost to design and construct the SR-91 Corridor Improvement Project using a design build contractor ("Contractor"); WHEREAS, the Parties have entered into an agreement dated in connection with the modification of the West Porphyry Overhead ("WPCMA"); WHEREAS, the WPCMA provides for the invoicing of the costs of the railroad work performed by BNSF and the reimbursement to BNSF of such costs in connection with the modification of all four of the overheads which are part of the SR-91 Corridor Improvement Project; WHEREAS, STATE is the owner of STATE Route 91, Interstate Highway 1-15, and the STATE Highway System; WHEREAS, RCTC and STATE have entered into Cooperative Agreement No. 08-1468 dated July 25, 2012, permitting RCTC to acquire property on behalf of STATE and to design and construct the SR-91 Corridor Improvement Project; WHEREAS, upon completion and acceptance of the SR-91 Corridor Improvement Project by STATE, STATE will thereafter own and maintain all highway improvements made by RCTC under this Agreement; WHEREAS, pursuant to this Agreement, RCTC will acquire from BNSF a Temporary Construction License; and WHEREAS, pursuant to this Agreement, RCTC will acquire a permanent easement ("Easement"), on behalf of the STATE, as required for the SR-91 Corridor Improvement Project. NOW, THEREFORE, in consideration of the mutual covenants and agreements of the Parties contained herein, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: ARTICLE 1— SCOPE OF WORK 1. The term "Project" as used herein includes any and all work related to, the modification of the STRUCTURE, more particularly described and depicted on Exhibit A, which is attached hereto and incorporated herein, including but not limited to, the construction of the Catcher Bents, any and all changes to telephone, telegraph, signal and electrical lines, other utilities and appurtenances, alterations to or new construction of drainage facilities, preliminary and construction engineering, construction management, and contract preparation. Additionally, temporary controls during construction must be in compliance with Section 8A-08, "Temporary Traffic Control Zones" of the Manual of Uniform Traffic Control Devices ("MUTCD"), U.S. Department of Transportation. ARTICLE II — BNSF OBLIGATIONS In consideration of the covenants of RCTC and STATE set forth herein and the faithful performance thereof, BNSF agrees as follows: 1. Upon RCTC's payment to BNSF of an administration fee in the sum of Two Thousand and No/100 Dollars ($2,000.00) and the payment of X000( and No/100 Dollars ($00,000.00) as compensation for a temporary construction license fee, BNSF hereby grants to RCTC, its successors and assigns, upon and subject to the terms and conditions set forth in this Agreement, a temporary non-exclusive license (hereinafter called, "Temporary Construction License") to construct the Project across or upon the portion of BNSF's Rail Corridor as described further in the Legal Description, Exhibit H and shown on Parcel Map Page 2 of 17 East Prado Overhead C&M Agreement April 17, 2014 Exhibit H1, excepting and reserving BNSF's rights, and the rights of any others who have obtained, or may obtain, permission or authority from BNSF, to do the following: (a) Operate, maintain, renew and/or relocate any and all existing railroad track or tracks, wires, pipelines and other facilities of like character upon, over or under the surface of said Rail Corridor; (b) Construct, operate, maintain, renew and/or relocate upon said Rail Corridor, without limitation, such facilities as BNSF may from time to time deem appropriate, provided such additional facilities do not materially interfere with RCTC's construction of the Project; (c) Otherwise use or operate the Rail Corridor as BNSF may from time to time deem appropriate, provided such use or operations does not materially interfere with STATE's use of the STRUCTURE; (d) Require RCTC or its Contractor to execute a Temporary Construction Crossing Agreement, for any temporary crossing requested to aid in the construction of the Project. The term of the Temporary Construction License shall begin on the Notice to Commence Construction date as set forth hereinafter in Article III, Section 15 and ends on the earlier of (i) substantial completion of the Project, or (ii) Thirty Six (36) months following the Notice to Commence Construction. The Temporary Construction License and related rights to be given by BNSF to RCTC shall be without warranty of title of any kind, express or implied, and no covenant of warranty of title will be implied from the use of any word or words therein contained. The Temporary Construction License shall be for the construction of the Project and for no other purpose. In the event STATE or RCTC is evicted by anyone owning, or claiming title to or any interest in said Rail Corridor, BNSF will not be liable to STATE or RCTC for any damages, losses or any expenses of any nature whatsoever. BNSF shall not grant similar rights to others, subsequent to the date of this Agreement, that impair or interfere with the rights granted to RCTC pursuant to the Temporary Construction License. 2. RCTC shall pay to BNSF the additional sum of XXXX and No/100 Dollars ($00,000.00) as compensation for the Easement, such payment to be made upon execution of this Agreement. Within thirty (30) days of BNSF's final inspection of the completed STRUCTURE, BNSF shall deliver to STATE the executed Easement in the form attached hereto as Exhibit B and incorporated herein by reference, providing STATE, its successors and assigns, a perpetual easement to enter upon and use that portion of the Rail Corridor described therein as is necessary to use and maintain the STRUCTURE. 3. BNSF will furnish all labor, materials, tools, and equipment for railroad work required for the construction of the Project. The Parties agree that the estimated cost of all railroad work for the modification of the East Prado Overhead, the West Prado Overhead, the East Porphyry Overhead and the West Porphyry Overhead in connection with the SR-91 Corridor Improvement Project shall all be included on Exhibit D attached to the WPCMA and made a part thereof. In the event construction on the Project has not commenced within six (6) months following the Effective Date, BNSF may, in its sole and absolute discretion, revise the cost estimates set forth in said Exhibit D. In such event, the revised cost estimates will become a part of the WPCMA as though originally set forth therein. Any item of work incidental to the items listed on Exhibit D not specifically mentioned therein may be included as a part of the WPCMA upon written approval of RCTC, which approval will not be unreasonably withheld. Construction of the Project will include the following principal elements of railroad work by BNSF: (a) Procurement of materials, equipment and supplies necessary for the railroad work; (b) Preliminary engineering, design, and contract preparation; (c) Furnishing of flagging services necessary for the safety of BNSF's property and the operation of its trains during construction of the Project as set forth in further detail on Exhibit C, attached to this Agreement and made a part hereof; Page 3 of 17 East Prado Overhead C&M Agreement April 17, 2014 (d) Furnishing of engineering and inspection as required in connection with the construction of the Project; and (e) Providing a contract project coordinator, at RCTC's expense, to serve as a project manager for the Project. 4. BNSF will construct all railroad work set forth in Article II, Section 3 above on an actual cost basis, when BNSF, in its sole discretion, determines it is required by its labor agreements to perform such work with its own employees working under applicable collective bargaining agreements or by Contractor(s) if necessary. In conducting the work hereunder, for any work that BNSF subcontracts, BNSF shall comply with all applicable State prevailing wage requirements. BNSF subcontracts for work under this Agreement shall be with the lowest qualified bidder, selected by BNSF pursuant to its normal and customary bidding processes. BNSF shall require any contractors completing work under this Agreement to obtain insurance sufficient to cover the risks associated with such work, as determined by BNSF. 5. RCTC agrees to reimburse BNSF for work of an emergency nature caused by RCTC or RCTC's Contractor in connection with the Project which is reasonably necessary for the immediate restoration of railroad operations, or for the protection of persons or BNSF property. Such work may be performed by BNSF with notification provided to RCTC as soon as practicable and RCTC agrees to fully reimburse BNSF for all such emergency work. 6. BNSF may charge RCTC for insurance expenses, including self-insurance expenses, when such expenses cover the cost of Employer's Liability (including, without limitation, liability under the Federal Employer's Liability Act) in connection with the construction of the Project. Such charges will be considered part of the actual cost of the Project, regardless of the nature or amount of ultimate liability for injury, loss or death to BNSF's employees, if any. 7. The invoicing of the costs of the railroad work performed by BNSF under this Agreement, as well as RCTC's obligation to reimburse BNSF for such costs, shall be in accordance with the provisions of the WPCMA pertaining thereto. 8. BNSF agrees to comply and to require its contractors to comply with the "Buy America" requirements set forth in the Intermodal Surface Transportation Efficiency Act of 1991 (ISTEA) Sections 1041(a) and 1048(a), 23 U.S.C. 313 and 23 C.F.R. Part 635.410, which are incorporated into this Agreement by reference, and which require that all steel, iron, and manufactured products used in FHWA-funded projects are produced in the United States, unless a waiver has been granted by FHWA or the product is subject to a general waiver. In conformance with the foregoing specified laws and regulations, all manufacturing processes for steel and iron materials furnished for incorporation into the work shall occur in the United States; with the exception that pig iron and processed, pelletized and reduced iron ore manufactured outside of the United States may be used in the domestic manufacturing process for such steel and iron materials. The application of coatings, such as epoxy coating, galvanizing, painting, and other coating that protects or enhances the value of steel or iron materials shall be considered a manufacturing process subject to the Buy America requirements. The Buy America requirements do not prevent a minimal use of foreign steel and iron materials if the total combined cost of the materials used does not exceed one -tenth of one percent (0.1%) of the total contract cost or $2,500, whichever is greater. BNSF shall maintain documentation of the quantity and value of the foreign steel and iron prior to incorporating the materials into the work, if any. ARTICLE III — RCTC OBLIGATIONS In consideration of the covenants of STATE and BNSF set forth herein and the faithful performance thereof, RCTC agrees as follows: Page 4 of 17 East Prado Overhead C&M Agreement April 17, 2014 1. RCTC shall furnish to BNSF and STATE plans and specifications for the Project together with calculations with the railroad clearances expressed in English Units. One complete reduced size 11" x 17 paper copy shall be submitted to BNSF's Director Bridge Engineering. A PDF copy of the plans and specifications should be sent to BNSF's Manager Public Projects and BNSF's Director Bridge Engineering. The PDF copy with a file size of two (2) megabytes or less should be sent via an email attachment. Should the PDF copy of the plans and specifications exceed two (2) megabytes, a CD (Compact Disk) of the plans and specifications should be sent via overnight mail service to both BNSF offices. The email and mailing addresses are included in Article V, Section 21. Sets of said plans shall be submitted to BNSF and STATE for approval prior to commencement of any construction. BNSF will give RCTC final written approval of the plans and specifications substantially in the form of Exhibit E, attached to this Agreement and made a part hereof. Upon BNSF's final written approval of the plans and specifications, said plans and specifications will become part of this Agreement and are hereby incorporated herein. Any approval of the plans and specifications by BNSF shall in no way obligate BNSF in any manner with respect to the finished product design and/or construction. Any approval by BNSF shall mean only that the plans and specifications meet BNSF standard specifications, and such approval by BNSF shall not be deemed to mean that the plans and specifications or construction is structurally sound and appropriate or that such plans and specifications meet applicable regulations, laws, statutes or local ordinances and/or building codes. 2. RCTC must make application to the California Public Utility Commission ("Commission") for an order authorizing construction of the Project and will furnish the Commission plans of the proposed construction, approved by BNSF, together with a copy of this Agreement. 3. RCTC must obtain all other required permits and approvals for the construction of the Project. 4. RCTC must provide for and maintain minimum vertical and horizontal clearances, as required and approved by BNSF as part of the plans and specifications for the STRUCTURE. 5. RCTC will make any and all arrangements, in compliance with BNSF's Utility Accommodation Manual (http://www.bnsf.com/communities/fags/pdf/utility.pdf), for the installation or relocation of wire lines, pipe lines and other facilities owned by private persons, companies, corporations, political subdivisions or public utilities other than BNSF which may be necessary for the construction of the STRUCTURE. 6. RCTC must construct the STRUCTURE as shown on the attached Exhibit A and do all work provided for in the plans and specifications for the STRUCTURE, except railroad work that will be performed by BNSF herein. RCTC must furnish all labor, materials, tools and equipment for the performance of RCTC's work. The principal elements of RCTC's work are as follows: (a) Preliminary and final Engineering; (b) Demolition and removal of a portion of the existing East Prado Overhead; (c) Design and the construction of the STRUCTURE; (d) Providing of suitable drainage, both temporary and permanent; (e) All other necessary grading and paving, including backfill of excavations and restoration of disturbed vegetation on the Rail Corridor; (f) Application of the DOT No. 026532D and the CPUC No. 002B-27.85-A in conspicuous locations on the STRUCTURE; (g) Providing of pedestrian and trespasser control during construction; and Page 5 of 17 East Prado Overhead C&M Agreement April 17, 2014 (h) Job site cleanup within Project area including removal of all construction materials, concrete debris, surplus soil, refuse, disturbed contaminated soils, asphalt debris, litter and other waste materials to the satisfaction of BNSF. 7. RCTC will acquire all properties and/or easement rights or construction licenses required to construct and/or maintain the Project. 8. RCTC's work must be performed by RCTC or RCTC's Contractor in a manner that will not endanger or interfere with the safe and timely operations of BNSF and STATE and their facilities. 9. RCTC must require its Contractor(s) to notify BNSF's Roadmaster at least thirty (30) calendar days prior to requesting a BNSF flagman in accordance with the requirements of Exhibit C attached hereto. Additionally, RCTC must require its Contractor(s) to notify BNSF's Manager Public Projects thirty (30) calendar days prior to commencing work on BNSF property or near BNSF tracks. 10. RCTC or its Contractor(s) shall submit one reduced size 11" x 17" paper copy, including calculations, expressed in English Units of the plans and specifications for proposed shoring, or cribbing to be used over, under, or adjacent to BNSF's tracks to BNSF's Director Bridge Engineering. RCTC or its Contractor(s) shall submit a PDF copy of the plans and specifications for the proposed shoring, or cribbing to both BNSF's Manager Public Projects and BNSF's Director Bridge Engineering. The PDF copy with a file size of two (2) megabytes or less should be sent via an email attachment. Should the PDF copy of the plans and specifications exceed two (2) megabytes, a CD (Compact Disk) of the plans and specifications should be sent via overnight mail service to both BNSF offices for approval. The email and mailing addresses are included in Article V, Section 21. The shoring, or cribbing used by RCTC's Contractor(s) shall comply with the BNSF Bridge Requirements set forth on Exhibit F, and BNSF's INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS as set forth in Exhibit G with both Exhibits attached to this Agreement and incorporated herein, and all applicable requirements promulgated by state and federal agencies, departments, commissions and other legislative bodies. Falsework shall be designed according to the State of California, Department of Transportation FALSEWORK MANUAL available at this Web Site: http://www.dot.ca.gov/hq/esc/construction/manuals/OSCCom pleteManuals/FalseworkManual.pdf 11. RCTC must include the following provisions in any contract with its Contractor(s) performing work on the Project: (a) The Contractor is placed on notice that fiber optic, communication and other cable lines and systems (collectively, the "Lines") owned by various telecommunications companies may be buried on BNSF's property or Rail Corridor. The locations of these Lines have been included on the plans based on information from the telecommunications companies. The Contractor will be responsible for contacting BNSF's OneCall (telephone number (800) 533-2891) and the telecommunications companies and notifying them of any work that may damage these Lines or facilities and/or interfere with their service. The Contractor must also mark all Lines shown on the plans or marked in the field in order to verify their locations. The Contractor must also use all reasonable methods when working in the BNSF Rail Corridor or on BNSF property to determine if any other Lines (fiber optic, cable, communication or otherwise) may exist. (b) Failure to mark or identify these Lines will be sufficient cause for any BNSF Representative to stop construction at no cost to RCTC or BNSF until these items are completed. (c) In addition to the liability terms contained elsewhere in this Agreement, the Contractor hereby indemnifies, defends and holds harmless BNSF for, from and against all cost, liability, and expense whatsoever (including, without limitation, attorney's fees and court costs and expenses) arising out of or in any way contributed to by any act or omission of Page 6 of 17 East Prado Overhead C&M Agreement April 17, 2014 Contractor, its subcontractors, agents and/or employees that cause or in any way or degree contribute to (1) any damage to or destruction of any Lines by Contractor, and/or its subcontractors, agents and/or employees, on BNSF's property or within BNSF's Rail Corridor, (2) any injury to or death of any person employed by or on behalf of any telecommunications company, and/or its contractor, agents and/or employees, on BNSF's property or within BNSF's Rail Corridor, and/or (3) any claim or cause of action for alleged loss of profits or revenue by, or loss of service by a customer or user of such telecommunication company(ies). THE LIABILITY ASSUMED BY CONTRACTOR WILL NOT BE AFFECTED BY THE FACT, IF IT IS A FACT, THAT THE DAMAGE, DESTRUCTION, INJURY, DEATH, CAUSE OF ACTION OR CLAIM WAS OCCASIONED BY OR CONTRIBUTED TO BY THE NEGLIGENCE OF BNSF, ITS AGENTS, SERVANTS, EMPLOYEES OR OTHERWISE, UNLESS SUCH CLAIMS ARE WHOLLY CAUSED BY THE WILLFUL MISCONDUCT OR SOLE NEGLIGENCE OF BNSF. (d) The Contractor will be responsible for the rearrangement of any facilities or Lines determined to interfere with the construction. The Contractor must cooperate fully with any telecommunications company(ies) in performing such rearrangements. 12. RCTC must incorporate in each prime contract for construction of the Project, or the specifications therefor (i) the provisions set forth in Articles III and IV, and (ii) the provisions set forth in Exhibit C, Exhibit C-1, Exhibit F, and Exhibit G, attached hereto and by reference made a part hereof. 13. Except as otherwise provided below in this Section 13, all construction work performed hereunder by RCTC for the Project will be pursuant to a contract or contracts to be let by RCTC, and all such contracts must include the following: (a) All work performed under such contract or contracts within the limits of BNSF's Rail Corridor must be performed in a good and workmanlike manner in accordance with plans and specifications approved by BNSF; (b) Changes or modifications during construction that affect safety or BNSF operations must be subject to BNSF's approval; (c) No work will be commenced within BNSF's Rail Corridor until each of the prime Contractors employed in connection with said work must have (i) executed and delivered to BNSF an agreement in the form of Exhibit C-1, and (ii) delivered to and secured BNSF's approval of the required insurance; (d) If it is in RCTC's best interest, RCTC may direct that the construction of the Project be done by day labor under the direction and control of RCTC, or if at any time, in the opinion of RCTC, the Contractor has failed to prosecute with diligence the work specified in and by the terms of said contract, RCTC may terminate its contract with the Contractor and take control over the work and proceed to complete the same by day labor or by employing another contractor(s) provided however, that any contractor(s) replacing the original Contractor(s) must comply with the obligations in favor of BNSF set forth above and, provided further, that if such construction is performed by day labor, RCTC will, at its expense, procure and maintain on behalf of BNSF the insurance required by Exhibit C-1; (e) To facilitate scheduling for the Project, RCTC shall have its Contractor give BNSF's Project Engineer at telephone number 909 386 4079 eight (8) weeks advance notice of the proposed times and dates for work windows. BNSF and RCTC's Contractor will establish mutually agreeable work windows for the Project. RCTC shall inform its Contractor that any request for work windows with less than eight (8) weeks advance notice will have a reduced probability of approval. BNSF has the right at any time to revise or change the work windows, due to train operations or service obligations. BNSF Page 7 of 17 East Prado Overhead C&M Agreement April 17, 2014 (f) will not be responsible for any additional costs and expenses resulting from a change in work windows. Additional costs and expenses resulting from a change in work windows shall be accounted for in the Contractor's expenses for the Project; and If applicable, the plans and specifications for the STRUCTURE must be in compliance with the Bridge Requirements set forth in said Exhibit F and the INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS set forth in Exhibit G, with both Exhibits attached to this Agreement and incorporated herein. 14. RCTC must give BNSF's Manager Public Projects written notice to proceed ("Notice to Proceed") with the railroad work and advance the funds for the estimated cost of the railroad portion of the Project to BNSF as set forth in Exhibit D attached to the WPCMA. BNSF will not begin the railroad work (including, without limitation, procurement of supplies, equipment or materials) until written Notice to Proceed and funds for construction of the railroad portion of the Project are received from RCTC. The Notice to Proceed must reference BNSF's Agreement No. BF-1000XXXX . 15. Subject to the restrictions imposed by Article V, Section 11 below, construction of the Project will not commence until RCTC gives BNSF's Manager Public Projects thirty (30) days written notice to commence construction ("Notice to Commence Construction") when the Contractor has satisfied the requirements set forth hereinabove in Article III, Section 13 (c) and will enter BNSF Rail Corridor to begin construction. The Notice to Commence Construction must reference BNSF's Agreement No. BF-1000XXXX and must state the time that construction activities will begin. 16. RCTC must advise BNSF's Manager Public Projects, in writing, of the completion date of the Project within thirty (30) days after such completion date. Additionally, RCTC must notify BNSF's Manager Public Projects, in writing, of the date on which RCTC, and/or STATE and/or RCTC's Contractor will meet with BNSF for the purpose of making final inspection of the STRUCTURE. 17. RCTC HEREBY RELEASES, INDEMNIFIES, DEFENDS AND HOLDS HARMLESS BNSF, ITS AFFILIATED COMPANIES, PARTNERS, SUCCESSORS, ASSIGNS, LEGAL REPRESENTATIVES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES AND AGENTS FOR, FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, FINES, PENALTIES, COSTS, DAMAGES, LOSSES, LIENS, CAUSES OF ACTION, SUITS, DEMANDS, JUDGMENTS AND EXPENSES (INCLUDING, WITHOUT LIMITATION, COURT COSTS AND ATTORNEYS' FEES) OF ANY NATURE, KIND OR DESCRIPTION OF ANY PERSON (INCLUDING, WITHOUT LIMITATION, THE EMPLOYEES OF THE PARTIES HERETO) OR ENTITY DIRECTLY OR INDIRECTLY ARISING OUT OF, RESULTING FROM OR RELATED TO (IN WHOLE OR IN PART) (I) THE USE, OCCUPANCY OR PRESENCE OF RCTC, ITS CONTRACTORS, SUBCONTRACTORS, EMPLOYEES OR AGENTS IN, ON, OR ABOUT THE CONSTRUCTION SITE, (II) THE PERFORMANCE, OR FAILURE TO PERFORM BY RCTC, ITS CONTRACTORS, SUBCONTRACTORS, EMPLOYEES, OR AGENTS, ITS WORK OR ANY OBLIGATION UNDER THIS AGREEMENT, (III) THE SOLE OR CONTRIBUTING ACTS OR OMISSIONS OF RCTC, ITS CONTRACTORS, SUBCONTRACTORS, EMPLOYEES, OR AGENTS IN, ON, OR ABOUT THE CONSTRUCTION SITE, (IV) RCTC'S BREACH OF THE TEMPORARY CONSTRUCTION LICENSE GRANTED TO RCTC PURSUANT TO ARTICLE II OF THIS AGREEMENT, (V) ANY RIGHTS OR INTERESTS GRANTED TO RCTC PURSUANT TO THE TEMPORARY CONSTRUCTION LICENSE DISCUSSED IN ARTICLE II OF THIS AGREEMENT, (VI) RCTC'S OCCUPATION AND USE OF BNSF'S PROPERTY OR RAIL CORRIDOR AS CONTEMPLATED IN THIS AGREEMENT, OR (VII) AN ACT OR OMISSION OF RCTC OR ITS OFFICERS, AGENTS, INVITEES, EMPLOYEES OR CONTRACTORS OR ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY ANY OF THEM, OR ANYONE THEY CONTROL OR EXERCISE CONTROL OVER AS RELATES TO THIS AGREEMENT. THE LIABILITY ASSUMED BY RCTC WILL NOT BE AFFECTED BY THE FACT, IF IT IS A FACT, THAT THE DAMAGE, DESTRUCTION, INJURY OR DEATH WAS OCCASIONED BY OR CONTRIBUTED TO BY THE NEGLIGENCE OF BNSF, ITS AGENTS, SERVANTS, EMPLOYEES OR OTHERWISE, UNLESS SUCH CLAIMS ARE WHOLLY CAUSED BY THE WILLFUL MISCONDUCT OR SOLE NEGLIGENCE OF BNSF. Page 8 of 17 East Prado Overhead C&M Agreement April 17, 2014 ARTICLE IV - STATE OBLIGATIONS In consideration of the covenants of BNSF and RCTC herein contained and the faithful performance thereof, STATE agrees: 1. To permit RCTC to act as the responsible lead agency to design and construct the Project. 2. In addition to the terms and conditions set forth elsewhere in this Agreement, including, but not limited to, the terms and conditions stated in Exhibit F, BNSF and STATE agree to the following terms upon completion of construction of the Project: (a) BNSF will own and maintain, at its sole cost and expense, its roadbed, track, railroad drainage, and all other railroad facilities, however; nothing herein contained shall relieve STATE of any liability it would otherwise have with respect to damage caused to said STRUCTURE by negligent act or omission of STATE or its employees; (b) STATE will own and maintain, at its sole cost and expense, the STRUCTURE, the highway approaches, and appurtenances thereto, lighting, drainage and any access roadway to BNSF gates installed pursuant to this Agreement. BNSF may perform maintenance on the STRUCTURE in order to avoid conflicts with train operation. BNSF will notify STATE for concurrence prior to performing any such maintenance on the STRUCTURE. In the event such maintenance involves emergency repairs due to an earthquake, fire, flood, damage from vehicular impacts or other emergent situations, BNSF will immediately notify STATE of items in need of repair that are under STATE's responsibility. If the STATE does not complete the repairs that have been mutually agreed to within a reasonable time period, BNSF personnel and/or providers may perform the repairs and invoice the STATE for the entire cost of such repairs. Notwithstanding the foregoing, BNSF may remove any materials that infringe upon or violate the minimum clearances described in Exhibit C by methods that would not cause damage to the structural integrity of the bridge without prior notice to, or concurrence by, STATE. STATE agrees to reimburse BNSF for the costs it incurs pursuant to this subsection (b). (c) STATE must, at STATE's sole cost and expense, keep the STRUCTURE painted and free from graffiti; (d) STATE must maintain DOT No. 026532D and CPUC No. 002B-27.85-A in legible condition in the conspicuous locations on the STRUCTURE where applied by RCTC during construction; (e) It is understood by STATE that the right to install utilities is restricted to the placement of underground utilities beneath BNSF's tracks located a minimum of fifty (50) feet from abutments, piers, piles, or footings with the exception that upon BNSF's prior approval, BNSF will permit selected utilities to be installed closer to the abutments, piers, piles, footings and/or run through the deck of the STRUCTURE. Under no circumstances will utilities be allowed to hang from the STRUCTURE. All utility crossings within the limits of BNSF's Rail Corridor will be covered by separate agreements between BNSF and each of the owners of the utilities; (f) (g) STATE must keep the STRUCTURE and surrounding areas clean and free from birds, pigeons, scavengers, vermin, creatures and other animals; and In conformance with and limited to the applicable effect of California Laws insofar as the indemnity and insurance provisions set forth in any of the preceding sections or any rider, amendment or addendum hereto, STATE is self -insured. If STATE performs (i) alterations or modifications to the STRUCTURE, or (ii) any maintenance or other work on Page 9 of 17 East Prado Overhead C&M Agreement April 17, 2014 the STRUCTURE with heavy tools, equipment or machinery at ground surface level, horizontally within 25'-0" of the centerline of the nearest track, or (iii) any maintenance or other work outside the limits of the deck of the STRUCTURE vertically above the top of the rail, then STATE, shall provide BNSF defense and indemnification at least equal to the defense, indemnification and insurance provisions contained in the current Exhibit C-1 at the time alterations or modifications to the STRUCTURE are undertaken, accordance with California Government Code section 14662.5. Nothing herein shall be deemed to insure BNSF against its sole negligence or willful misconduct. Notwithstanding the foregoing, STATE agrees not to commence such alterations, modifications, maintenance, or other work to the STRUCTURE with day labor, until such time as (i) BNSF has procured, at STATE's sole cost and expense, a Railroad Protective Liability insurance policy naming BNSF as the insured, as required by the current Exhibit C-1, and (ii) STATE has reimbursed BNSF for the costs to obtain the Railroad Protective Liability insurance policy. 3. Subject to the restrictions imposed by Article V, Section 11 below, STATE must notify and obtain prior authorization from BNSF's Manager Public Projects to perform (i) inspection, (ii), alterations or modifications to the STRUCTURE, or (iii) any maintenance or other work on, over or under the STRUCTURE before entering BNSF's Rail Corridor or for work located a minimum distance of 25' 0" measured horizontally from the centerline of the nearest track or a greater distance specified by BNSF's Manager Public Projects and must procure and maintain the insurance coverage required by Exhibit C-1 and comply with the obligations set forth in Exhibit C and Exhibit F, as the same may be revised from time to time. In the event any of the work to be done on behalf of STATE upon BNSF's Rail Corridor is to be done by a contractor, STATE will be responsible for its contractor(s) compliance with such obligations. 4. PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 14662.5, STATE HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS BNSF FROM, AND TO REPAIR OR PAY FOR ANY DAMAGE PROXIMATELY CAUSED BY REASON OF THE USES AUTHORIZED BY THIS AGREEMENT AND THE EASEMENTS PERTAINING TO THE STRUCTURE. ARTICLE V — JOINT OBLIGATIONS IN CONSIDERATION of the premises, the Parties hereto mutually agree to the following: 1. All work contemplated in this Agreement must be performed in a good and workmanlike manner and each portion must be promptly commenced by the party obligated hereunder to perform the same and thereafter diligently prosecuted to conclusion in its logical order and sequence. Furthermore, any changes or modifications during construction which affect BNSF will be subject to BNSF's approval prior to the commencement of any such changes or modifications. BNSF will notify RCTC of potential impacts to the Project at the time said impacts are known subject to the provisions of Article II, Section 5. 2. The work hereunder must be performed in accordance with the Bridge Requirements set forth in Exhibit F, the INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS as set forth in Exhibit G, and the detailed plans and specifications approved by BNSF. 3. RCTC must require its Contractor(s) to reasonably adhere to the Project's construction schedule for all Project work. At BNSF's discretion, any work that would affect train operations shall be scheduled at night. The Parties hereto mutually agree that BNSF's failure to complete the railroad work in accordance with the construction schedule due to inclement weather or unforeseen railroad emergencies will not constitute a breach of this Agreement by BNSF and will not subject BNSF to any liability. Regardless of the requirements of the construction schedule, BNSF reserves the right to reallocate the labor forces assigned to complete the railroad work in the event of an emergency to provide for the immediate restoration of railroad operations of either BNSF or its related railroads, or to protect persons or property on or near any BNSF owned property. BNSF will not be liable for any additional costs or expenses resulting from any such reallocation of its labor forces. The Parties mutually agree that any Page 10 of 17 East Prado Overhead C&M.Agreement April 17, 2014 reallocation of labor forces by BNSF pursuant to this provision and any direct or indirect consequences or costs resulting from any such reallocation will not constitute a breach of this Agreement by BNSF. 4. BNSF shall have the right to request any RCTC employee, or STATE employee, who enters BNSF's Rail Corridor and because of their incompetence, neglect of duty and/or unsafe conduct or misconduct, they adversely affect BNSF's operations or facilities, be removed from the Rail Corridor. In the event RCTC or STATE elects not to honor such request, BNSF may stop work within its Rail Corridor until the matter has been fully resolved to BNSF's satisfaction. The party whose employee has been asked to leave the Rail Corridor will indemnify BNSF and the other Parties against any claims arising from such removal. 5. BNSF will have the right to stop construction work on the Project if any of the following events take place ("Event of Default"): (i) Contractor (or any of its subcontractors) performs the Project work in a manner contrary to the plans and specifications approved by BNSF; (ii) Contractor (or any of its subcontractors), in BNSF's opinion, prosecutes the Project work in a manner that is hazardous to BNSF property, facilities or the safe and expeditious movement of railroad traffic; (iii) any RCTC employee or STATE Employee because of their incompetence, neglect of duty and/or unsafe conduct or misconduct they adversely affect BNSF's operations or facilities as described in Article V, Section 4 above, (iv) the insurance described in the attached Exhibit C-1 is canceled during the course of the Project; or (v) RCTC or STATE breach any other provision of this Agreement. For an Event of Default as described in subsections (i), (ii), (iii), or (iv) above, BNSF may commence the work stoppage immediately, and shall provide notice to RCTC of such stoppage at the earliest time feasible. Prior to commencing any work stoppage for the Event of Default described in subsection (v) above, BNSF will first provide to RCTC thirty (30) days written notice of such Event of Default, and opportunity to cure. If RCTC fails to cure such Event of Default within the thirty (30) day period, the work stoppage may commence. Any work stoppage will continue until the breach is cured or until all necessary actions are taken by RCTC, its Contractor or subcontractors, to rectify the situation to the satisfaction of BNSF's Division Engineer or until proof of additional insurance has been delivered to and accepted by BNSF. Any work stoppage under this provision will not give rise to any liability on the part of BNSF. BNSF's right to stop the work is in addition to any other rights BNSF may have including, but not limited to, actions or suits for damages or lost profits. In the event that BNSF desires to stop construction work on the Project, BNSF agrees to immediately notify the following individual in writing: Michael Blomquist Toll Program Director RIVERSIDE COUNTY TRANSPORTATION COMMISSION 480 Lemon Street, 3`d Floor Riverside, CA 92502-2208 Office: (951) 778-1098 Fax (951) 787-7920 m blomquistCa�rctc.org 6. RCTC's or STATE's employees, agents, contractors, representatives and invitees shall wear Personal Protective Equipment ("PPE") when on the BNSF's Rail Corridor during construction of the Project or performing subsequent maintenance after completion of construction. The PPE shall meet applicable OSHA and ANSI specifications. Current BNSF PPE requirements are listed on the web site, www.BNSFContractor.com. A partial list of BNSF's PPE requirements include; a) safety glasses: permanently affixed side shields; no yellow lenses, b) hard hats with high visibility orange cover, c) safety shoes: hardened toe, above -the -ankle lace -up with a defined heel and d) high visibility retro-reflective orange vests are required as specified by BNSF's representative in charge of the Project. PPE requirements as defined on the web site, will be amended from time to time, and shall take precedence over the partial list of requirements outlined in this Section 6 of Article V. Hearing protection, fall protection and respirators will be worn as required by state and federal regulations. 7. RCTC must supervise and inspect the operations of all RCTC Contractors to ensure compliance with the plans and specifications approved by BNSF, the terms of this Agreement and all safety Page 11 of 17 East Prado Overhead C&M Agreement April 17, 2014 requirements of BNSF. If BNSF determines that proper supervision and inspection are not being performed by RCTC personnel or RCTC project and construction management consultants at any time during construction of the Project, BNSF has the right to stop construction (within or adjacent to its operating Rail Corridor). Construction of the Project will not proceed until RCTC corrects the situation to BNSF's reasonable satisfaction. If BNSF feels the situation is not being corrected in an expeditious manner, BNSF will immediately notify RCTC's Toll Program Director for appropriate corrective action. 8. Pursuant to this Section, and Article II, Section 7 herein, RCTC must reimburse BNSF in full for the actual costs of all work performed by BNSF under this Agreement (including taxes, such as applicable sales and use taxes, business and occupation taxes, and similar taxes). 9. In any action brought under this Agreement, the prevailing party shall be entitled to recover its actual costs and attorney's fees pursuant to California Civil Code Section 1717, as well as other litigation costs, including expert witness fees. The prevailing Party shall also be entitled to recover all actual attorney's fees and litigation costs incurred in connection with the enforcement of a judgment arising from such action or proceeding. 10. All expenses detailed in statements sent to RCTC pursuant to Article II, Section 7 herein will comply with the terms and provisions of Title 23 U.S. Code, Title 23 Code of Federal Regulations, and the Federal -Aid Policy Guide, U.S. Department of Transportation, as amended from time to time, which manual is hereby incorporated into and made a part of this Agreement by reference. RCTC agrees that BNSF's preliminary engineering, design, and contract preparation costs described in Article II, Section 3 herein are part of the costs of the Project even though such work may have preceded the date of this Agreement and the issuance of Notice to Proceed as more particularly described in Article III, Section 14. 11. The Parties mutually agree that no construction activities for the Project, nor future maintenance of the STRUCTURE once completed, that would interfere with operations of the Rail Corridor will be permitted during the fourth quarter of each calendar year. Emergency work will be permitted only upon prior notification to BNSF's Network Operations Center (telephone number: 800 832-5452). The Parties hereto mutually understand and agree that trains cannot be subjected to delay during this time period. 12. Within 90 days of the conclusion of the Project and final acceptance by BNSF and STATE, RCTC must provide BNSF with a complete electronic set of the bridge plans with the railroad clearances (prepared in English Unitst. BNSF will also accept a marked up paper copy of the bridge plans labeled "As Built". The marked up copy of those plans will reflect any and all deviations from the original plans that occurred during construction. The electronic set of bridge plans will be submitted in Micro Station ".dgn electronic format (preferred) or AutoCAD ".dwg format. Electronic plans are to be submitted in the original format used for CAD plan preparation and not converted to another format prior to submission. The As Built plans shall show actual measured "as constructed" clearances as well as depth, size and location of all foundation components. The plans shall show dimensioned locations of existing and relocated utilities. The As Built plans must comply with the Bridge Requirements set forth on Exhibit F and depict all information in BNSF engineering stationing and mile post pluses. The As Built plans must also include plan and profile, structural bridge drawings and specifications, and drainage plans. All improvements and facilities must be shown. It is understood that BNSF prefers to receive the As Built plans in an electronic format. 13. BNSF may, at its expense, make future changes or additions to its facilities if necessary or desirable, in BNSF's sole discretion, including, without limitation the following: (i) the right to raise or lower the grade or change the alignment of its tracks, (ii) the right to lay additional track or tracks, or (iii) the right to build other facilities in connection with the operation of its railroad. Such changes or additions must not change or alter the highway components of the STRUCTURE. If it becomes necessary or desirable in the future to change, alter, widen or reconstruct the highway components of the STRUCTURE to accommodate railroad projects, the cost of such work, including any cost incidental to alteration of railroad or highway facilities made necessary by any such changes to the STRUCTURE, will be divided between BNSF and STATE in such shares as may be mutually agreed to by them. Any Page 12 of 17 East Prado Overhead C&M Agreement April 17, 2014 alteration or reconstruction of the highway components of the STRUCTURE will be covered by a Commission order. 14. STATE may, at STATE's sole expense, alter or reconstruct the STRUCTURE if necessary or desirable, due to traffic conditions or pedestrian or other recreational traffic, provided, however, that any such alteration or reconstruction, must receive BNSF's prior written approval as evidenced by either a supplement to this Agreement, or execution of a new agreement that provides for the termination of this Agreement. Furthermore, any alteration or reconstruction of the highway components of the STRUCTURE will be covered by a Commission order. 15. Any books, papers, records and accounts of the Parties hereto relating to the work hereunder or the costs or expenses for labor and material connected with the construction will at all reasonable times be open to inspection and audit by the agents and authorized representatives of the Parties hereto and the Federal Highway Administration, for a period of three (3) years from the date of the final BNSF invoice under this Agreement. 16. The covenants and provisions of this Agreement are binding upon and inure to the benefit of the successors and assigns of the Parties hereto. Notwithstanding the preceding sentence, no party hereto may assign any of its rights or obligations hereunder without the prior written consent of the other party. 17. In the event construction of the Project does not commence within three (3) years of the Effective Date, this Agreement will become null and void. 18. Neither termination nor expiration of this Agreement will release any party from any liability or obligation under this Agreement, whether of indemnity or otherwise, resulting from any acts, omissions or events happening prior to the date of termination or expiration. 19. To the maximum extent possible, each provision of this Agreement will be interpreted in such a manner as to be effective and valid under applicable law. If any provision of this Agreement is prohibited by, or held to be invalid under, applicable law, such provision will be ineffective solely to the extent of such prohibition or invalidity and the remainder of the provision will be enforceable. 20. Only that portion of the aforesaid Original Agreement between the STATE and Santa Fe that pertains to the East Prado Overhead as originally constructed shall terminate on the completion date of the Project as provided for in Article III, Section 16 of this Agreement. The Original Agreement shall remain in full force and effect for the remaining West Prado Overhead until the West Prado Overhead portion of the Original Agreement is terminated by separate agreement. Such termination shall not release any party thereto from any liability or obligation thereunder, resulting from any act, omission or event happening prior to the date of termination or thereafter, in the event the terms of said Original Agreement provide that anything shall or may be done after termination thereof. 21. Any notice provided for herein or concerning this Agreement must be in writing and will be deemed sufficiently given when sent by certified mail, return receipt requested, to the Parties at the following addresses: BNSF: Manager Public Projects Melvin Thomas 740 E. Carnegie Drive San Bernardino, CA 92408 Email: Melvin.Thomasa.bnsf.com Page 13 of 17 East Prado Overhead C&M Agreement April 17, 2014 BNSF: RCTC: STATE: Director Bridge Engineering Ron Berry 4515 Kansas Avenue Kansas City, KS 66106 Email: Ronald.BerrvAbnsf.com Project Engineer Greg Rousseau 740 E. Carnegie Drive San Bernardino, CA 92408 Email: Greq.Rousseaua,bnsf.com Division Engineer Adam Richardson 740 E. Carnegie Drive San Bernardino, CA 92408 Email: Adam.Richardson4bnsf.com Michael Blomquist Toll Program Director Riverside County Transportation Commission 480 Lemon Street, 3`d Floor Riverside, CA 92502-2208 Office: (951) 778-1098 Fax (951) 787-7920 Email: mblomquistArctc.orq Department of Transportation Ben Martin Office Chief for Railroads and Utilities Relocation Division of Right of Way & Land Surveys 1120 N. Street, MS 37 Sacramento, CA 95814-5690 Office: (916) 654-5413 Email: ben.martinaslot.ca.gov IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed and attested by its duly qualified and authorized officials as of the day and year first above written. (Signature pages to follow) Page 14 of 17 East Prado Overhead C&M Agreement April 17, 2014 BNSF RAILWAY COMPANY By: Name: Melvin Thomas Title: Manager Public Projects Page 15 of 17 East Prado Overhead C&M Agreement April 17, 2014 RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Name and Title REVIEWED AND RECOMMENDED FOR APPROVAL: By: Name and Title REVIEWED FOR FISCAL IMPACT: By: Chief Financial Officer APPROVED AS TO FORM: By: Best Best & Krieger LLP Counsel to the Riverside County Transportation Commission Page 16 of 17 East Prado Overhead C&M Agreement April 17, 2014 STATE OF CALIFORNIA DEPARTMENT OF TRANSPORTATION By: Name: Ben Martin Title: Office Chief for Railroads and Utilities Relocation Division of Right of Way & Land Surveys APPROVED AS TO FORMS AND PROCEDURES: By: ROGER FORMANEK, Attorney Department of Transportation APPROVAL RECOMMENDED: By: Denny Fong, P.E. 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A. Grantor owns or controls certain real property situated at or near the vicinity of West Corona, County of Riverside, State of California, at Mile Post 27.92, [Project # j, as described on Exhibit Al and depicted on Exhibit A2 for the Aerial Parcel and as described on Exhibit 61 and depicted on Exhibit B2 for the Footing Parcel attached hereto and made a part hereof (the "Premises"). B. Grantor and Grantee have entered into that certain Construction and Maintenance Agreement dated as of concerning improvements on or near the Premises (the "C&M Agreement"). C. GRANTOR agrees to grant to GRANTEE, its successors and assigns an Easement over the Premises for purpose of operating a highway overpass over and above Grantor's property, subject to the reservations, covenants, terms and conditions set forth herein and more fully detailed in the previously referenced C&M Agreement. Grantee requires Easement for State highway purposes, a public use for which Grantee has the authority to exercise the power of eminent domain. Grantor is compelled to sell, and Grantee is compelled to acquire the Easement. In consideration of the foregoing recitals which are incorporated herein, the mutual promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Grantor does hereby grant to Grantee an easement for the construction, reconstruction, replacement, removal, inspection, maintenance, repair, and operating an overhead bridge and highway only for use as a public crossing at the location identified herein along with all necessary supporting columns, footings and appurtenances thereon (hereinafter collectively "Structure"). Structure shall be constructed, located, configured and maintained by Grantee, its successors and assigns in strict accordance with the terms of this Easement and the C&M Agreement. Structure and its use as a public crossing in accordance with this Easement and the C&M Agreement are compatible with railroad operations, within the meaning of California Code of Civil Procedure section 1240.510 so long as they do not impede railroad operations, create an undue safety risk, or interfere with Grantor's common carrier obligations as regulated by the Surface Transportation Board or by any successor agency. 2. Grantor further grants to Grantee the non-exclusive right of ingress to and egress from the Premises over and across Grantor's other property subject to advance notification and coordination with Grantor to ensure safety and the compatibility of Grantor's other property for such ingress and egress (which coordination by Grantor shall not be unreasonably withheld) and provided further that such right of ingress and egress shall be in accordance with the terms and provisions of the parties' separate C&M Agreement and any amendments thereto. 3. Reservations by Grantor. Grantor reserves, for itself, or to assign to third parties, the right, provided Grantor uses all commercially reasonable efforts to avoid material interference with the use of the Premises by Grantee for the Easement, including but not limited to the following: Page 1 of 5 (a) to install, construct, reconstruct, upgrade, maintain, renew, alter, repair, inspect, replace, use, operate, change, modify and relocate any existing pipe, power, communication, cable, or utility lines and appurtenances and other facilities or structures of like character (collectively, "Lines") upon, over, under or across the Premises; (b) to install, construct, maintain, renew, repair, replace, use, operate, change, modify and relocate any tracks or additional facilities or structures upon, over, under or across the Premises; and (c) to use the Premises in any manner as the Grantor in its sole discretion deems appropriate. 4. No Warranty of Any Conditions of the Premises. Grantee acknowledges that Grantor has made no representation whatsoever to Grantee concerning the state or condition of the Premises, or any personal property located thereon, or the nature or extent of Grantor's ownership interest in the Premises. Grantee has not relied on any statement or declaration of Grantor, oral or in writing, as an inducement to entering into this Easement, other than as set forth herein. GRANTOR HEREBY DISCLAIMS ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS OR IMPLIED, AS TO THE DESIGN OR CONDITION OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE PREMISES, ITS MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, THE QUALITY OF THE MATERIAL OR WORKMANSHIP OF ANY SUCH PROPERTY, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS INTENDED USES. GRANTOR SHALL NOT BE RESPONSIBLE TO GRANTEE OR ANY OF GRANTEE'S CONTRACTORS FOR ANY DAMAGES RELATING TO THE DESIGN, CONDITION, QUALITY, SAFETY, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE PREMISES, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS INTENDED USES. GRANTEE ACCEPTS ALL RIGHTS GRANTED UNDER THIS EASEMENT AGREEMENT IN THE PREMISES IN AN "AS IS, WHERE IS" AND "WITH ALL FAULTS" CONDITION, AND SUBJECT TO ALL LIMITATIONS ON GRANTOR'S RIGHTS, INTERESTS AND TITLE TO THE PREMISES. Grantee has inspected or will inspect the Premises, and enters upon Grantor's rail corridor and property with knowledge of its physical condition and the danger inherent in Grantor's rail operations on or near the Premises. Grantee acknowledges that this Easement does not contain any implied warranties that Grantee or Grantee's Contractors (as hereinafter defined) can successfully construct or operate the Improvements. 5. Nature of Grantor's Interest in the Premises. GRANTOR DOES NOT WARRANT ITS TITLE TO THE PREMISES NOR UNDERTAKE TO DEFEND GRANTEE IN THE PEACEABLE POSSESSION OR USE THEREOF. NO COVENANT OF QUIET ENJOYMENT IS MADE. In case of the eviction of Grantee by anyone owning or claiming title to or any interest in the Premises, or by the abandonment by Grantor of the affected rail corridor, Grantor shall not be liable to refund Grantee any compensation paid hereunder. 6. Improvements. Grantee shall take, in a timely manner, all actions necessary and proper to the lawful establishment, construction, operation, and maintenance of the Improvements, including such actions as may be necessary to obtain any required permits, approvals or authorizations from applicable governmental authorities. Any and all cuts and fills, excavations or embankments necessary in the construction, maintenance, or future alteration of the Improvements shall be made and maintained in such manner, form and extent as will provide adequate drainage of and from the adjoining lands and premises of the Grantor; and wherever any such fill or embankment shall or may obstruct the natural and pre-existing drainage from such lands and premises of the Grantor, the Grantee shall construct and maintain such culverts or drains as may be requisite to preserve such natural and pre-existing drainage, and shall also wherever necessary, construct extensions of Page 2 of 5 existing drains, culverts or ditches through or along the premises of the Grantor, such extensions to be of adequate sectional dimensions to preserve the present flowage of drainage or other waters, and of materials and workmanship equally as good as those now existing. In the event any construction, repair, maintenance, work or other use of the Premises by Grantee will affect any Lines, fences, buildings, improvements or other facilities (collectively, "Other Improvements"), Grantee will be responsible at Grantee's sole risk to locate and make any adjustments necessary to such Other Improvements. Grantee or Grantee's contractors or consultants must contact the owner(s) of the Other Improvements notifying them of any work that may damage these Other Improvements and/or interfere with their service and obtain the owner's written approval prior to so affecting the Other Improvements. Grantee or Grantee's contractors or consultants must mark all Other Improvements on the Plans and Specifications and mark such Other Improvements in the field in order to verify their locations. Grantee must also use all reasonable methods when working on or near Grantor property to determine if any Other Improvements (fiber optic, cable, communication or otherwise) may exist. The Grantee agrees to keep the above -described premises free and clear from combustible materials and to cut and remove or cause to be cut and removed at its sole expense all weeds and vegetation on said premises during the construction of the Structure. Said work of cutting and removal to be done at such times and with such frequency as to comply with Grantee and local laws and regulations and abate any and all hazard of fire. 7. Taxes and Recording Fees. Grantee shall pay all applicable escrow and recording fees incurred in this transaction, and if title insurance is desired by Grantee, the premium charged therefor. Any taxes applicable to this transaction shall be cleared and paid in the manner required by Section 5086 of the Revenue and Taxation Code, if unpaid at the close of escrow. 8. Compliance with Environmental Laws. Except where it is exempted, Grantee shall strictly comply with all federal and state environmental Laws in its use of the Premises, including, but not limited to, the Resource Conservation and Recovery Act, as amended (RCRA), the Clean Water Act, the Oil Pollution Act, the Hazardous Materials Transportation Act, the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) and the Toxic Substances Control Act (collectively referred to as the "Environmental Laws"). Grantee shall not maintain a "treatment," "storage," "transfer" or "disposal" facility, or "underground storage tank," as those terms are defined by Environmental Laws, on the Premises. Grantee shall not handle, transport, release or suffer the release of "hazardous waste" or "hazardous substances", as "hazardous waste" and "hazardous substances" may now or in the future be defined by any Environmental Laws. 9. Notice of Release. Grantee shall give Grantor immediate notice to Grantor's Resource Operations Center at (800) 832-5452 of any release of hazardous substances on or from the Premises, violation of Environmental Laws, or inspection or inquiry by governmental authorities charged with enforcing Environmental Laws with respect to Grantee's use of the Premises. Grantee shall use its best efforts to promptly respond to any release on or from the Premises. Grantee also shall give Grantor immediate notice of all measures undertaken on behalf of Grantee to investigate, remediate, respond to or otherwise cure such release or violation. 10. Remediation of Release or Violation caused by use of Easement. In the event that Grantor has notice from Grantee or otherwise of a release or violation of Environmental Laws which occurred or may occur during the term of this Easement, and which was caused by, contributed to, or Grantee or Grantee's contractor, Grantor may require Grantee, at Grantee's sole risk and expense, to take timely measures to investigate, remediate, respond to or otherwise cure such release or violation affecting the Premises. If during the construction or subsequent maintenance of the Structure, soils or other materials considered to be environmentally contaminated are exposed, Grantee will remove and safely dispose of said contaminated soils. Determination of soils contamination and applicable disposal procedures thereof, will be made only by an agency having the capacity and authority to make such a determination. Page 3 of 5 11. Preventative Measures. Grantee shall promptly report to Grantor in writing any conditions or activities upon the Premises known to Grantee which create a risk of harm to persons, property or the environment and shall take whatever action is necessary to prevent injury to persons or property arising out of such conditions or activities; provided, however, that Grantee's reporting to Grantor shall not relieve Grantee of any obligation whatsoever imposed on it by this Easement. Grantee shall promptly respond to Grantor's request for information regarding said conditions or activities. 12. Vacation. If the Easement or any portion thereof, shall cease to be needed for public crossing purpose, then the Grantee shall vacate such portion(s) of the Easement in accordance with any and all applicable State and Federal Laws. In addition, Grantee at Grantee's sole expense, shall demolish and remove the Structure in accordance with the then current standards of Grantor, including but not limited to engineering, land use and railroad operating standards, and with the terms and provisions of the C&M Agreement. 13 Tax Exchange. Grantee may assign its rights but not its obligations under this Easement to effect an exchange under applicable section(s) of the Internal Revenue Code. In such event, Grantor shall provide Grantee with a Notice of Assignment and Grantee shall execute an acknowledgement of receipt of such notice. 14. Notices. Any notice required or permitted to be given hereunder by one party to the other shall be delivered in the manner set forth in the C&M Agreement. Notices to Grantor under this Easement shall be delivered to the following address: BNSF Railway Company, Real Estate Department, 2500 Lou Menk Drive, Ft. Worth, TX 76131, Attn: Permits, or such other address as Grantor may from time to time direct by notice to Grantee. 15. Recordation. It is understood and agreed that this Easement shall be in recordable form and shall be placed on public record subject to changes required, if any, to conform such form to local recording requirements. 16. Miscellaneous. 16.1 All questions concerning the interpretation or application of provisions of this Easement Agreement shall be decided according to the substantive Laws of the State of California without regard to conflicts of law provisions. 16.2 If any action at law or in equity is necessary to enforce or interpret the terms of this Easement, the prevailing party or parties shall be entitled to reasonable attorneys' fees, costs and necessary disbursements in addition to any other relief to which such party or parties may be entitled. 16.3 If any provision of this Easement is held to be illegal, invalid or unenforceable under present or future Laws, such provision will be fully severable and this Easement will be construed and enforced as if such illegal, invalid or unenforceable provision is not a part hereof, and the remaining provisions hereof will remain in full force and effect. In lieu of any illegal, invalid or unenforceable provision herein, there will be added automatically as a part of this Easement a provision as similar in its terms to such illegal, invalid or unenforceable provision as may be possible and be legal, valid and enforceable. 16.4 This Easement is the full and complete agreement between Grantor and Grantee except that in matters of coordination between Grantor and Grantee for construction and maintenance, the previously referenced C&M Agreement shall control in any area of conflict between the two. However, nothing herein is intended to terminate any surviving obligation of Page 4 of 5 Grantee or Grantee's obligation to defend and hold Grantor harmless in any prior written agreement between the parties. 17. Administrative Fees. Grantee acknowledges that a material consideration for this agreement, without which it would not be made, is the agreement between Grantee and Grantor, that the Grantee shall pay upon return of this Agreement signed by Grantee to Grantor's Broker a processing fee in the amount of $2,000.00 over and above the agreed upon Acquisition Price. Said fee shall be made payable to BNSF Railway Company by a separate check. Witness the execution of this Easement as of the date first set forth above. GRANTOR: BNSF RAILWAY COMPANY, a Delaware corporation By: Name: Title: THIS IS TO CERTIFY, that the State of California, acting by and through the Department of Transportation (pursuant to Government Code Section 27281), hereby accepts for public purposes the real property described in the within deed and consents to the recordation thereof. IN WITNESS WHEREOF, I have hereunto set my hand this day of , 20 DIRECTOR OF TRANSPORTATION By Attorney in Fact Page 5 of 5 PS OMAS EXHIBIT `Al' LEGAL DESCRIPTION Caltrans Parcel No. 22101-1 APN 101-170-041 Parcel No. 1 Permanent Aerial Easement In the City of Corona, County of Riverside, State of California, being a portion of the Rancho La Sierra Yorba allotted to Concepcion Serrano de Yorba and Maria Jesus Shorb by Final Decree of Partition entered January 16, 1878, in the District Court of the 17th Judicial District of said State, in and for the County of Los Angeles, Case No. 31110, a certified copy of said Final Decree being recorded July 16, 1878, in Book "U" of Deeds, Page 239, Records of San Bernardino County, described as follows: Beginning at the "TRUE POINT OF BEGINNING" of Parcel No. 1 (State Parcel No. 2158-3) as described in the Deed recorded March 4, 1981 as Instrument No. 38035 of said Official Records; thence along the southeasterly line of said Parcel 1, North 79°21'32" East 51.47 feet; thence North 66°44'04" West 463.00 feet to northwesterly line of said Parcel 1 and the beginning of a non -tangent curve concave northerly having a radius of 5604.65 feet, a radial line to said beginning bears South 07°41'04" East; thence westerly 22.45 feet along said curve through a central angle of 00°13'46; thence South 49°07'06" East 70.23 feet; thence South 22°29'22" West 19.00 feet; thence South 67°30'38" East 204.28 feet; thence North 80°05'07" East 33.59 feet; thence South 67°30'38" East 140.00 feet to the Point of Beginning. Containing 17,556 square feet M:12PTG0105011SURVEYILEGALS\22101_APN_101-170-041_AT&SRLEGALS\22101-1.doc 1 /3/2014 Page 1 of 3 PS OMAS Parcel No. 2 Permanent Aerial Easement In the City of Corona, County of Riverside, State of California, being a portion of the Rancho La Sierra Yorba allotted to Concepcion Serrano de Yorba and Maria Jesus Shorb by Final Decree of Partition entered January 16, 1878, in the District Court of the 17th Judicial District of said State, in and for the County of Los Angeles, Case No. 31110, a certified copy of said Final Decree being recorded July 16, 1878, in Book "U" of Deeds, Page 239, Records of San Bernardino County, described as follows: Beginning at the "TRUE POINT OF BEGINNING" of Parcel No. 1 (State Parcel No. 2158-3) as described in the Deed recorded March 4, 1981 as Instrument No. 38035 of said Official Records; thence along the southerly line of said Parcel 1 the following four (4) courses: 1) South 79°21'32" West 47.07 feet; thence 2) South 80°30'04" West 170.37 feet to the beginning of a non -tangent curve concave northerly having a radius of 5854.65 feet, a radial line to said beginning bears South 08°56'49" East; thence 3) westerly 250.58 feet along said curve through a central angle of 02°27'08" to the True Point of Beginning; thence 4) continuing westerly 21.98 feet along said curve through a central angle of 00°12'54"; thence leaving said southerly line, on a non -tangent line, North 67°06'20" West 228.10 feet to the beginning a curve concave southwesterly and having a radius of 4397.00 feet; thence northwesterly 360.55 feet along said curve through a central angle of 04°41'53" to the prolongation of the northerly line of said Parcel No. 1; thence along said prolongation, North 88°07'27" East 85.40 feet; thence leaving said prolongation, South 67°30'38" East 195.64 feet; thence North 82°57'09" East 34.48 feet; thence South 67°30'38" East 232.00 feet; thence South 22°29'22" West 31.00 feet; thence South 67°30'38" East 72.15 feet to the True Point of Beginning. MA2PTG0105011SURVEYU.EGALS122101_APN_I01-170-041_AT&SF\LEGALS122101-1.doc 1/3/2014 Page 2 of 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS Containing 17,222 square feet. See Exhibit `A2' attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476, Prepared under the direction of /-OS- /4- Brian E. Bullock, PLS 5260 Date M:\2PTG010501 \SURVEY\LEGALS\22101_APN_101-170-041_AT&SF\LEGALS\22101-1.doc 1/3/2014 Page 3 of 3 EXHIBIT A2 INDEX 22101-1 !PARCEL NO. 1 SEE SHEET 2 AT & S PARCEL MAP No- 30911 PM 207 / 12- 17 22101 -1 PARCEL NO. 2 SEE SHEET 2 LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing < ) Title to State 1 1 1 1 1 Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22101-1 PERMANENT AERIAL EASEMENT FEET 0 150 300 600 900 PREPARED BY: PS O M A S DATE: 11-26-12 REV. 2 01-03-14 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)751-7373/(714)545-8883 (Fax) 8 RIV 91 2.9 1 2 EXHIBIT A2 PARCEL# TITLE AREA APN 22101-1 PCL 1 PAE 17556 SQ.FT. 101-170-041 221 01 -1 PCL 2 PAE 17222 SQ.FT. 101 -1 70-041 CURVE DATA LINE DATA LINE DATA DELTA RADIUS LENGTH BEARING DISTANCE BEARING DISTANCE C1 C2 C3 C4 00°13'46" 02°27'08" 00°12'54" 04°41'53" 5604.65' 5854.65' 5854.65' 4397.00' 22.45' 250.58' 21.98' 360.55 L1 L2 L3 L4 N79°21'32"E N66°44'04"W S49°07'06"E 522°29'22"W 51.47' 463.00' 70.23' 19.00' L10 L11 L12 L13 N67°06'20"W N88°07'27"E 567°30'38"E N82°57'09"E 228.10' 85.40' 195.64' 34.48' L5 L6 L7 567°30'38"E N80°05'07"E 567°30'38"E 204.28' 33.59' 140.00' L14 L15 L16 567°30'38"E 522°29'22"W 567°30'38"E 232.00' 31.00' 72.15' L8 L9 579°21'32"W 580°30'04"W 47.07' 170.37' PARCEL 1 INST. NO. 38035 O.R. Rp�T, REC'D 3-4-81 PARCEL NO. 1 `9� Rf Spy° 221 01 -1 '9 IrFRS foF 4 04 L11 L3 . �� ------ (B - 5591 O. - _ 9 -_:. AT & SF C4 __�--�=�=� , - ` , _- J 4s- ` -------- G74 _ v8 _ `--, 1 j 1 A- PG. 226, O.R.) �' G� p r<<I6 �9 P.O.B. i ' L8�II C2 S L1 PARCEL NO. 1 &t. PARCEL NO. 2\ -- PARCEL NO. 2 )�J� PARCEL N0. 2 w w ST jpvlfvF�s� ASS �) I I PARCEL - N N a, N 1\1r FRFF�gY . 309 1 1 1-P1V1 207 °,1) / 1 2- 1 1 LEGEND N Lo (n POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( )Title to State IIIIIIAccess Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground 2 2 1 0 1- 1 PERMANENT AERIAL EASEMENT distances. All distances are in feet unless otherwise noted. ' FEET 0 100 200 400 600 PREPARED BY: DATE: 11-26-12 REV. 2: 01-03-14 EA: OF540 FAtt: PSOMAS 3 Hutton Centre Drive, Ste. 200Santa DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS (714)751Ana, 7373/(714)545-8883 (Fox) 8 R I V 91 2.8 2 2 I 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS EXHIBIT `Bl' LEGAL DESCRIPTION Caltrans Parcel No. 22101-2 APN 101-170-041 In the City of Corona, County of Riverside, State of California, being a portion of the Rancho La Sierra Yorba allotted to Concepcion Serrano de Yorba and Maria Jesus Shorb by Final Decree of Partition entered January 16, 1878, in the District Court of the 17th Judicial District of said State, in and for the County of Los Angeles, Case No. 31110, a certified copy of said Final Decree being recorded July 16, 1878, in Book "U" of Deeds, Page 239, Records of San Bernardino County, being twenty-five (25) parcels described as follows: Parcel 1 Permanent Footing Easement Beginning at the "TRUE POINT OF BEGINNING" of Parcel No. 1 (State Parcel No. 2158-3) as described in the Deed recorded March 4, 1981 as Instrument No. 38035 of Official Records of said Riverside County; thence along the northeasterly line of said Parcel No. 1 North 67°30'38" West 86.32 feet to the True Point of Beginning; thence leaving said northeasterly line South 81°53'44" West 62.58 feet; thence North 67°14'58" West 19.50 feet; thence South 81 °53'44" West 128.82 feet to a point hereinafter referenced as Point "A"; thence North 08°06'16" West 7.50 feet; thence North 81°53'44" East 116.26 feet; thence South 67°14'58" East 0.97 feet; thence North 81°53'44" East 101.34 feet; thence South 67°06'21" East 74.81 feet; thence North 22°53'39" East 9.17 feet; thence South 67°06'21" East 16.50 feet; thence South 22°53'39" West 9.17 feet; thence South 67°06'21" East 24.01 feet to a point on the easterly prolongation of the southeasterly line of said Parcel No. 1 (State Parcel No. 2158-3); thence South 79°21'32" West 28.51 feet along said prolongation to a point thereon; thence North 67°06'21" West 84.76 feet; thence South 81 °53'44" West 8.02 feet to the True Point of Beginning. PA 2PTG010501\SURVEY\LEGALS\22101_APN_101-170-041\Legals\22101-2-Footing Esmt-CDO.doc Page 1 of 12 1/6/2014 PSOMAS Containing 4,107 square feet. Parcel 2 Permanent Footing Easement Beginning at said Point "A" of Parcel 1 as said parcel is described herein; thence South 76°09'52" West 32.32 feet to the True Point of Beginning; thence South 84°11'11" West 166.19 feet; thence South 05°54'19" East 9.79 feet; thence South 84°13'01" West 59.77 feet; thence South 22°53'39" West 8.99 feet; thence North 67°06'21" West 33.47 feet; thence North 22°53'39" East 10.06 feet; thence North 84°05'47" East 240.85 feet; thence South 67°06'21" East 15.89 feet to the True Point of Beginning. Containing 2,785 square feet. Parcel 3 Permanent Footing Easement Beginning at the "TRUE POINT OF BEGINNING" of Parcel No. 1 (State Parcel No. 2158-3) as described in the Deed recorded March 4, 1981 as Instrument No. 38035 of Official Records of said Riverside County; thence along the northeasterly line of said Parcel No. 1 the following three (3) courses: 1) North 67°30'38" West 140.00 feet ; thence 2) South 80°05'07" West 33.59 feet; thence 3) North 67°30'38" West 27.49 feet to the True Point of Beginning; thence leaving said northeasterly line, South 81 °59'50" West 30.53 feet to a point hereinafter referenced as Point `B"; thence North 08°00'10" West 22.00 feet; thence North 81°59'50" East 71.00 feet; thence South 08°00'10" East 22.00 feet; thence South 81 °59'50" West 40.47 feet to the True Point of Beginning. Containing 1,562 square feet. PA\2PTG010501\ SURVEY \LEGALS\22101_APN_101-1.70-041\Lega►s\22101-2-Footing Esmt-CDO.doc Page 2 of 12 1/6/2014 PS OMAS Parcel 4 Permanent Footing Easement Beginning at said Point `B" of Parcel 3 as said parcel is described herein; thence South 18°04'29" West 6.68 feet to the True Point of Beginning; thence South 81°59'50" West 20.00 feet to a point hereinafter referenced as Point "C"; thence North 08°00' 10" West 20.00 feet; thence North 81°59'50" East 20.00 feet; thence South 08°00'10" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 5 Permanent Footing Easement Beginning at said Point "C" of Parcel 4 as said parcel is described herein; thence South 81°59'50" West 15.00 feet to the True Point of Beginning; thence South 81°59'50" West 20.00 feet to a point hereinafter referenced as Point "D"; thence North 08°00'10" West 20.00 feet; thence North 81°59'50" East 20.00 feet; thence South 08°00'10" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 6 Permanent Footing Easement Beginning at said Point "D" of Parcel 5 as said parcel is described herein; thence South 81°59'50" West 15.00 feet to the True Point of Beginning; thence South 81°59'50" West 40.00 feet to a point hereinafter referenced as Point "E"; thence North 08°00'10" West 20.00 feet; thence North 81°59'50" East 40.00 feet; thence South 08°00'10" East 20.00 feet to the True Point of Beginning. PAI2PTG010501\ SURVEY \LEGALS\22101_APN_101-170-041\Legals\22101-2-Footing Esmt-CDO.doc Page 3 of 12 1/6/2014 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 PS OMAS Containing 800 square feet. Parcel 7 Permanent Footing Easement Beginning at said Point "E" of Parcel 6 as said parcel is described herein; thence South 82°10'19" West 16.26 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "F"; thence North 05°52'35" West 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 8 Permanent Footing Easement Beginning at said Point "F" of Parcel 7 as said parcel is described herein; thence South 84°07'25" West 7.67 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "G"; thence North 05°52'35" West 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 9 Permanent Footing Easement Beginning at said Point "G" of Parcel 8 as said parcel is described herein; thence South 84°07'25" West 16.84 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "H"; thence North 05°52'35" West PA\2PTG010501\ SURVEY \LEGALS\22101_APN_101-170-041\Legals\22101-2-Footing Esmt-CDO.doc Page 4 of 12 1/6/2014 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 10 Permanent Footing Easement Beginning at said Point "H" of Parcel 9 as said parcel is described herein; thence South 84°07'25" West 13.25 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "I"; thence North 05°52'35" West 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 11 Permanent Footing Easement Beginning at said Point "I" of Parcel 10 as said parcel is described herein; thence South 84°07'25" West 13.25 feet to the True Point of Beginning; thence South 84°07'25" West 37.50 feet to a point hereinafter referenced as Point "J"; thence North 05°52'35" West 20.00 feet; thence North 84°07'25" East 37.50 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 750 square feet. P:\2PTG010501\SURVEY\LEGALS\22101 APN_101-170-041\Legals\22101-2-Footing Esmt-CDO.doc Page 5 of 12 1/6/2014 PS OMAS Parcel 12 Permanent Footing Easement Beginning at said Point "J" of Parcel 11 as said parcel is described herein; thence South 84°07'25" West 22.00 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "K"; thence North 05°52'35" West 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 13 Permanent Footing Easement Beginning at said Point "K" of Parcel 12 as said parcel is described herein; thence South 76°49'25" West 9.91 feet to the True Point of Beginning; thence South 84°07'25" West 71.00 feet; thence North 05°52'35" West 22.00 feet; thence North 84°07'25" East 71.00 feet; thence South 05°52'35" East 22.00 feet to the True Point of Beginning. Containing 1,562 square feet. Parcel 14 Permanent Footing Easement Beginning at the "TRUE POINT OF BEGINNING" of Parcel No. 1 (State Parcel No. 2158-3) as described in the Deed recorded March 4, 1981 as Instrument No. 38035 of Official Records of said Riverside County; thence along the northeasterly line of said Parcel No. 1 the following three (3) courses: 1) North 67°30'38" West 140.00 feet; thence 2) South 80°05'07" West 33.59 feet; thence 3) North 67°30'38" West 150.63 feet to the True Point of Beginning; PA2PTG010501\SURVEY1LEGALS\22101_APN_101-170-041\Legals\22101-2-Footing Esmt-CDO.doc Page 6 of 12 1/6/2014 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS thence leaving said northeasterly line, South 80°01'00" West 28.02 feet to a point hereinafter referenced as Point "L"; thence North 09°59'00" West 22.00 feet; thence North 80°01'00" East 71.00 feet; thence South 09°59'00" East 22.00 feet; thence South 80°01'00" West 42.98 feet to the True Point of Beginning. Containing 1,562 square feet. Parcel 15 Permanent Footing Easement Beginning at said Point "L" of Parcel 14 as said parcel is described herein; thence North 81°41'21" West 28.53 feet to the True Point of Beginning; thence South 82°00'53" West 40.00 feet to a point hereinafter referenced as Point "M"; thence North 07°59'07" West 20.00 feet; thence North 82°00'53" East 40.00 feet; thence South 07°59'07" East 20.00 feet to the True Point of Beginning. Containing 800 square feet. Parcel 16 Permanent Footing Easement Beginning at said Point "M" of Parcel 15 as said parcel is described herein; thence South 82°04'46" West 14.99 feet to the True Point of Beginning; thence South 81 °59'50" West 20.00 feet to a point hereinafter referenced as Point "N"; thence North 08°00'10" West 20.00 feet; thence North 81°59'50" East 20.00 feet; thence South 08°00'10" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. PA2PTG0105011SURVEYU.EGALS122101 APN_101-170-041\Legals122101-2-Footing Esmt-CDO.doc Page 7 of 12 1/6/2014 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS Parcel 17 Permanent Footing Easement Beginning at said Point "N" of Parcel 16 as said parcel is described herein; thence South 80°45'41" West 15.38 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "O"; thence North 05°52'35" West 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 18 Permanent Footing Easement Beginning at said Point "O" of Parcel 17 as said parcel is described herein; thence South 84°05'03" West 18.14 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "P"; thence North 05°52'35" West 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 19 Permanent Footing Easement Beginning at said Point "P" of Parcel 18 as said parcel is described herein; thence South 84°04'57" West 16.72 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "Q"; thence North 05°52'35" West 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. PA2PTG010501\SURVEY\LEGALS\22101_APN_101-170-041\Lega1s122101-2-Footing Esmt-CDO.doc Page 8 of 12 1/6/2014 PS OMAS Containing 400 square feet. Parcel 20 Permanent Footing Easement Beginning at said Point "Q" of Parcel 19 as said parcel is described herein; thence South 84°04'35" West 13.25 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "R' ; thence North 05°52'35" West 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 21 Permanent Footing Easement Beginning at said Point "R" of Parcel 20 as said parcel is described herein; thence South 84°05'16" West 22.00 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "S' ; thence North 05°52'35" West 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 22 Permanent Footing Easement Beginning at said Point "S" of Parcel 21 as said parcel is described herein; thence South 84°04'35" West 13.25 feet to the True Point of Beginning; thence South 84°07'25" West 20.00 feet to a point hereinafter referenced as Point "T"; thence North 05°52'35" West PA2PTG010501\SURVEYILEGALS\22101_APN_101-170-041\Legals\22101-2-Footing Esmt-CDO.doc Page 9 of 12 1/6/2014 PS OMAS 20.00 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 400 square feet. Parcel 23 Permanent Footing Easement Beginning at said Point "T" of Parcel 22 as said parcel is described herein; thence South 84°05'16" West 22.00 feet to the True Point of Beginning; thence South 84°07'25" West 18.99 feet; thence South 05°54'03" East 7.99 feet; thence South 84°05'56" West 71.00 feet; thence North 05°54'03" West 22.00 feet; thence North 84°05'57" East 70.00 feet; thence North 05°52'35" West 5.99 feet; thence North 84°07'25" East 20.00 feet; thence South 05°52'35" East 20.00 feet to the True Point of Beginning. Containing 1,948 square feet. Parcel 24 Permanent Footing Easement Beginning at the "TRUE POINT OF BEGINNING" of Parcel No. 1 (State Parcel No. 2158-3) as described in the Deed recorded March 4, 1981 as Instrument No. 38035 of Official Records of said Riverside County; thence along the northeasterly line of said Parcel No. 1 the following five (5) courses: 1) North 67°30'38" West 140.00 feet; thence 2) South 80°05'07" West 33.59 feet; thence 3) North 67°30'38" West 204.28 feet; thence 4) North 22°29'22" East 19.00 feet; thence 5) North 49°07'06" West 0.49 feet to the True Point of Beginning; thence leaving said northeasterly line, thence South 81°59'16" West 61.63 feet; thence North 67°06'21" West 0.65 feet; thence South 81°59'16"West 137.78 feet to a point PA2PTG010501\ SURVEY \LEGALS\22101_APN_101-170-041\Legals\22101-2-Footing Esmt-CDO.doc Page 10 of 12 1/6/2014 1 2 3 4 5 6 7 8 9 10 I 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS hereinafter referenced as Point "U"; thence North 13°25'42" West 7.16 feet; thence North 82°02'27" East 126.49 feet; thence North 08°00'44" West 9.66 feet; thence North 81°59'16" East 60.29 feet; thence North 23°23'44" East_4.72 feet; thence North 66°36'22" West 60.86 feet to a point on the northerly line of said Parcel No. 1, said point being further described as the beginning of a non -tangent curve concave northerly having a radius of 5,604.65 feet, to which point a radial line bears South 07°16'34" East; thence easterly along said northerly line, the easterly prolongation thereof, and said curve 22.14 feet through a central angle of 00°13'35"; thence South 66°36'22" East 80.19 feet; thence South 23°23'38" West 12.55 feet; thence South 81°59'16" West 20.70 feet to the True Point of Beginning. Containing 3,337 square feet. Parcel 25 Permanent Footing Easement Beginning at said Point "U" of Parcel 24 as said parcel is described herein; thence South 89°50'39" West 56.85 feet to the True Point of Beginning; thence South 84°05'47" West 151.52 feet; thence South 05°54'54" East 0.45 feet; thence South 84°05'47" West 100.57 feet to the beginning of a non -tangent curve concave southwesterly having a radius of 4,407.58 feet to which point a radial line bears North 20°39'33" East; thence northwesterly along said curve 34.02 feet through a central angle of 00°26'32"; thence North 20°17'17" East 11.00 feet; thence South 69°39'59" East 18.01 feet; thence North 84°05'06" East 79.90 feet; thence South 67°06'56" East 18.83 feet; thence North 84°05'47" East 165.17 feet; thence South 05°54'13" East 7.50 feet to the True Point of Beginning. Containing 3,016 square feet. See Exhibit 132' attached hereto and made a part hereof. PA2PTG010501\ SURVEY \LEGALS\22101_APN_I01-170-041\Legals\22101-2-Footing Esmt-CDO.doc Page 11 of 12 1/6/2014 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, and 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of Brian E. Bullock, PLS 5260 Date /- 6 1¢ PA\2PTG010501\SURVEY\LEGALS\22101_APN_101-170-041\Legals\22101-2-Footing Esmt-CDO.doc Page 12 of 12 1/6/2014 EXHIBIT B2 VICINITY MAP 22101-2 PARCELS 1-25 SEE SHEETS 3,4,5&6 • AT & SF PARCEL MAP NO. 30911 PM 207 / 12- 17 SEE SHEET 7 FOR PARCEL INFORMATION AND AREAS LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing C )Title to State 1 1 1 1 1 Access Prohibited 19420 M.S. 63-65 RIVE- —"-'A-P�ow - .._ RSI4-E FREE-�I,q Y` --- NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22101-2 PERMANENT FOOTING EASEMENT FEET 0 400 800 1600 2400 PREPARED BY: P SOMA S DATE: 11-26-12 REV.: 01-06-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hu+ton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)751-7373/(714)545-8883 (Fax) 8 RIV 91 2.9 1 7 EXHIBIT B2 SHEET INDEX R00TF 97 PARCEL NO. 1 INST. NO. 38035 O.R. REC"D 3-4-81 r Rf�FRSj�F SEE SHEET 6 FOR DETAIL "D" AT & SF� T.P.O.B.�—'-, PARCEL 25 -1 (BK 559, PG. 226, O.R.); r rr rr rf rr r T.P.O.B. PARCEL 4 iI I I SEE SHEET 4 FOR DETAIL 'B F R4,44Y SEE SHEET 5 FOR DETAIL " -s t �i • 0 0 — ,1 96111111116 ONS T.P.O.B. PARCEL 14 „ LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( ) Title to State IIIIIIAccess Prohibited T.P.O.B. PARCEL 2 goo R, /4' 97 SEE SHEET 3 FOR DETAIL "A" _ AT & SF ---- (BK. 559,---- PG. 226, O.R.) ARCEL 1 \ T.P.O.B. S2 PARCEL NO. 1 (INST. 38035) PARR I MAF NO., 30911 PM 201 / 1 2 11 F, %Yq r .\ 0 0 0 NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22101-2 PERMANENT FOOTING EASEMENT FEET 0 100 200 400 600 PREPARED BY: PS O M A S DATE: 11-26-12 REV.: 01-06-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)7Si-7373/(714)545-8883 (Fax) 8 RIV 91 2.9 2 7 EXHIBIT B2 DETAIL "A" L42 v PT. w ,.E„ w. V) N ▪ • �09 F \ C06 Csj . PCL 5 PCL 6 L40 L39 r� T.P.O.B. D. T.P.O. PCL 6 PCL 5 L1T_1 PT. "A" 97 \ \ \ \ \ \ \ PCL A L31 LS(. o ..PT. "B" PCL 3 J L33 L39 35 L34 C PT. T.P.O.B. 8 L27 C. L6 PCL 4 _.,---L7 4'19Sfo DSO F X` 'QF, LINE DATA BEARING DISTANCE L1 N67°30'38"W 86.32' L2 581°53'44"W 62.58' L3 N67°14'58"W 19.50' L4 581°53'44"W 128.82' L5 N08°06'16"W 7.50' L6 N81 °53'44"E 116.26' L7 567°14'58"E 0.97' L8 N81°53'44"E 101.34' L9 567°06'21"E 74.81' LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing Title to State I I I I Access Prohibited () AT & SF R.R. Raw (BK. 5599 PG. 226, O°R•) T.P.O.B. T.P.O.B. <26 PCL 1 T.P.O.B. PARCEL NO. 1 (INST. 38035) LINE DATA BEARING DISTANCE L10 N22°53'39"E 9.17' L11 S67°06'21"E 16.50' L12 522°53'39"W 9.17' L13 S67°06'21"E 24.01' L14 S79°21'32"W 28.51' L15 N67°06'21"W 84.76' L1 6 581 ° 53'44"W 8.02' L17 576°09'52"W 32.32' L26 N67°30'38"W 140.00' L27 580°05'07"W 33.59' L28 N67°30'38"W 27.49' L29 S81°59'50"W 30.53' L30 N08°00'10"W 22.00' L31 N81°59'50"E 71.00' L32 508°00'10"E 22.00' L33 581°59'50"W 40.47' L14 LINE DATA BEARING DISTANCE L34 S18°04'29"W 6.68' L35 S81°59'50"W 20.00' L36 N08°00'10"W 20.00' L37 N81°59'50"E 20.00' L38 S08°00'10"E 20.00' L39 S81°59'50"W 15.00' L40 S81°59'50"W 40.00' 1_41 N81°59'50"E 40.00' L42 582°10'19"W 16.26' L57 N67°30'38"W 150.63' L58 S80°01'00"W 28.02' L59 N09°59'00"W 22.00' L60 N80°01'00"E 71.00' L61 S09°59'00"E 22.00' L62 580°01'00"W 42.98' L63 N81°41'21"W 28.53' L86 N67°30'38"W 204.28' NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances ore in feet unless otherwise noted. 22101-2 PERMANENT FOOTING EASEMENT FEET 0 25 50 100 150 PREPARED BY: PS O M A S DATE: 11-26-12 REV.: 01-06-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive Ste. 200 Santa Ana, California 92707 (714)751-7373/(714)545-8883 (Fax) 8 RIV 91 2.9 3 7 EXHIBIT B2 SEE SHEET 6 L55 PCL 12 P PCL 1 1 P 10 PCL 9 _ PCL B PCL 7 c �LV7 13' J � J L53 `152 \ T.P.O.B.T.P.0.8. PCL 13 ,Qo DETAIL "B" 6 oTF ; ,Pf`F�s jo F SEE SHEET 5 1 I 11. L48 L48 PT. ' J PT. I T.P.O.B. T.P.O.B. \ v \_ \PCL 12 PCL 11 '\ PCL 2 r ,.. z, , ......... .., ,, L20 \` FFit4y 147 PT. "G" PT. "F T.P.O.B. T.P.O.B. PCL 10 PCL 9 PCL 8 L24 T. H T.P.O.B. L18 AT & SF R.R. R/W (BK. 559, PG. 226, O.R.) 1 1 L42 PCL 6 PT. "E" PCL 7 T.P.O.B. PCL 2 9 I I I M 1-- w w 1n w w 17_ _ PT. LINE DATA BEARING DISTANCE L17 576°09'52"W 32.32' L18 584°11'11"W 166.19' L19 505°54'19"E 9.79' L20 584°13'01"W 59.77' L21 522°53'39"W 8.99' L22 N67°06'21"W 33.47' L23 N22°53'39"E 10.06' L24 N84°05'47"E 240.85' L25 567°06'21"E 15.89' LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( )Title to State 1 1 1 1 1 Access Prohibited LINE DATA BEARING DISTANCE L42 582°10'19"W 16.26' L43 584°07'25"W 20.00' L44 N05°52'35"W 20.00' L45 N84°07'25"E 20.00' L46 505°52'35"E 20.00' L47 584°07'25"W 16.84' L48 584°07'25"W 13.25' L49 584°07'25"W 37.50' LINE DATA BEARING DISTANCE L50 N84°07'25"E 37.50' L51 584°07'25"W 22.00' L52 576°49'25"W 9.91' L53 584°07'25"W 71.00' L54 N05°52'35"W 22.00' L55 N84°07'25"E 71.00' L56 505°52'35"E 22.00' L116 584°07'25"W 7.67' NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22101-2 PERMANENT FOOTING EASEMENT FEET 0 25 50 100 150 PREPARED BY: PS O M A S DATE: 11-26-12 REV.: 01-06-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)751-7373/17141545-8883 (Fax) 8 RIV 91 2.9 4 7 EXHIBIT B2 DETAIL "C" CURVE DATA DELTA RADIUS LENGTH C1 00°13'35" 5604.65' 22.14' 7Is rF PCL 25 SEE SHEET 6 PCL 22 L80 i_ 4 -6-1-i 06 -� PCL 21 PCL 20 PCL 19 PT. "S" T.P.O.B. PCL 21 _L81 PT. "0" PCL 20 PCL 19 LINE DATA BEARING DISTANCE L63 N81°41'21"W 28.53' L64 582°00'53"W 40.00' L65 N07°59'07"W 20.00' L66 N82°00'53"E 40.00' L67 S07°59'07"E 20.00' L68 582°04'46"W 14.99' L69 S81°59'50"W 20.00' L70 N08°00'10"W 20.00' L71 N81°59'50"E 20.00' 44,45.)p AT E SF R R S10� (BK. R. . R/w (,�� l F�FFq, 55g, PG" 226, O.R.) � L9� �}' L97 �) PCL 24 L93 L95 L94-� P 18 PCL 17 PC_ 16 PCL 15 PT. "P" T.P.O.B. PCL 18 LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing Title to State 1 1 1 1 1 Access Prohibited L73 L.' L68 PT. "N" T.P.O.B. PCL 17 SEE SHEET 4 PT. "M" T.P.O.B. PCL 16 LINE DATA BEARING DISTANCE L72 508°00'10"E 20.00' L73 S80°45'41"W 15.38' L74 584°07'25"W 20.00' L75 N05°52'35"W 20.00' L76 N84°07'25"E 20.00' L77 S05°52'35"E 20.00' L78 S84°05'03"W 18.14' L79 S84°04'57"W 16.72' L80 S84°04'35"W 13.25' L81 584°05'16"W 22.00' L86 N67°30'38"W 204.28' L91 N22°29'22"E 19.00' L92 w w L105 �p w w T.P.O.B. PCL 24 .,` PCL 14 C 63 T.P.0.6. PT. , L,.C86 PCL 15 LINE DATA BEARING DISTANCE L92 N49°07'06"W 0.49' L93 S81°59'16"W 61.63' L94 N67°06'21"W 0.65' L95 S81°59'16"W 137.78' L96 N13°25'42"W 7.16' L97 N82°02'27"E 126.49' L98 N08°00'44"W 9.66' L99 N81°59'16"E 60.29' L100 N23°23'44"E 4.72' L101 N66°36'22"W 60.86' L103 S66°36'22"E 80.19' L104 523°23'38"W 12.55' L105 S81°59'16"W 20.70' L106 S89°50'39"W 56.85' NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22101-2 PERMANENT FOOTING EASEMENT FEET 0 25 50 100 150 PREPARED BY: P SOMA S DATE: 11-26-12 REV.: 01-06-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)751-7373/(714)545-8883 (Fax) 8 RIV 91 2.9 5 7 EXHIBIT B2 DETAIL "D" L112 `\ L109 i �, �L108 ofi - \\ v1 L87 wl w \ o1 1 \ ` �° of VI \ O°� PCL` 2t"-. M( of c' l \ NI ON( \ z( Zi �\ AT & SF R.R. R/Vy (BK. 559, PG. 226, O.R.) PCL 25 L114 /PO& 9� 9S R Sf�F LINE DATA BEARING DISTANCE L74 584°07'25"W 20.00' L75 N05°52'35"W 20.00' L76 N84°07'25"E 20.00' L77 S05°52'35"E 20.00' L80 584°04'35"W 13.25' L82 584°05'16"W 22.00' L83 S84°07'25"W 18.99' L84 S05°54'03"E 7.99' L85 584°05'56"W 71.00' LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( ) Title to State 1 1 1 1 1 Access Prohibited L85 J' L107 T.P.O.B. L89 PC P2225 PCL 21 c OOI L83 L82 PT. "T T.P.O.B T.P.O.B. PCL 22 PCL 23 180 PT. "S" 6-06-6 FF�4l- PCL 24 in PT. "U' w PCL 20 PC__ 19 = 1 in 'w w , PCL 13' LINE DATA BEARING DISTANCE L86 N05°54'03"W 22.00' L87 N84°05'57"E 70.00' L88 N05°52'35"W 5.99' L89 N84°07'25"E 20.00' L106 589°50'39"W 56.85' L107 584°05'47"W 151.52' L108 S05°54'54"E 0.45' \ PCL 12 LINE DATA BEARING DISTANCE L109 584°05'47"W 100.57' L1 1 0 N20° 1 7'1 7"E 1 1 .00' L111 569°39'59"E 18.01' L112 N84°05'06"E 79.90' L113 567°06'56"E 18.83' L114 N84°05'47"E 165.17' L115 S05°54'13"E 7.50' CURVE DATA DELTA RADIUS LENGTH C2 00°26'32" 4407.58' 34.02' SEE SHEET 4 NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22101-2 PERMANENT FOOTING EASEMENT FEET 0 25 50 100 150 PREPARED BY: PSOMAS DATE: 11-26-12 REV.: 01-06-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)751-7373/(714)545-B8U (Fax) 8 RIV 91 2.9 6 7 EXHIBIT B2 PARCEL* TITLE AREA APN 22101 -2 PCL 1 ESMT 4107 SQ.FT. 1 01 -1 70-041 22101-2 PCL 2 ESMT 2785 SQ.FT. 101-170-041 22101 -2 PCL 3 ESMT 1 562 SQ.FT. 1 01 -1 70-041 22101-2 PCL 4 ESMT 400 SQ.FT. 101-170-041 221 01 -2 PCL 5 ESMT 400 SQ.FT. 1 01 -1 70-041 22101-2 PCL 6 ESMT 800 SQ.FT. 101-170-041 221 01 -2 PCL 7 ESMT 400 SQ.FT. 1 01 -1 70-041 22101-2 PCL 8 ESMT 400 SQ.FT. 101-170-041 22101 -2 PCL 9 ESMT 400 SQ.FT. 1 01 -1 70-041 22101-2 PCL 10 ESMT 400 SQ.FT. 101-170-041 221 01 -2 PCL 11 ESMT 750 SQ.FT. 1 01 -1 70-041 22101-2 PCL 12 ESMT 400 SQ.FT. 101-170-041 22101-2 PCL 13 ESMT 1562 SQ.FT. 101-170-041 22101-2 PCL 14 ESMT 1562 SQ.FT. 101-170-041 22101-2 PCL 15 ESMT 800 SQ.FT. 101-170-041 22101-2 PCL 16 ESMT 400 SQ.FT. 101-170-041 22101-2 PCL 17 ESMT 400 SQ.FT. 101-170-041 22101-2 PCL 18 ESMT 400 SQ.FT. 101-170-041 22101-2 PCL 19 ESMT 400 SQ.FT. 101-170-041 22101-2 PCL 20 ESMT 400 SQ.FT. 101-170-041 22101-2 PCL 21 ESMT 400 SQ.FT. 101-170-041 22101-2 PCL 22 ESMT 400 SQ.FT. 101-170-041 22101-2 PCL 23 ESMT 1948 SQ.FT. 101-170-041 22101-2 PCL 24 ESMT 3337 SQ.FT. 101-170-041 22101-2 PCL 25 ESMT 3016 SQ.FT. 101-170-041 LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( )Title to State llilll Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 2 2 1 0 1- 2 PERMANENT FOOTING EASEMENT PREPARED BY: DATE: 11-26-12 REV.: 01-06-14 EA: FA#: PSOMAS 3 Hutton Centre Drive, Ste. 200 DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS Santa (714)751Ana, 7373/(714)54598883 (Fax) 8 R I V 91 2. 9 7 7 EXHIBIT C To East Prado Overhead Construction and Maintenance Agreement CONTRACTOR REQUIREMENTS EAST PRADO OVERHEAD CONSTRUCTION AND MAINTENANCE AGREEMENT 1.01 General: • 1.01.01 The Contractor must cooperate with BNSF RAILWAY COMPANY, hereinafter referred to as "Railway" where work is over or under on or adjacent to Railway property and/or right-of-way, hereafter referred to as "Railway Property", during RIVERSIDE COUNTY TRANSPORTATION COMMISSION, a public corporation of the State of California, hereinafter referred to as ("RCTC") the construction involving the modification of the East Prado Overhead, providing for its partial demolition, widening, construction of express lanes, as well as the construction of the Catcher Bents, BNSF's Milepost 27.92, and Line Segment 7602 on BNSF's San Bernardino Subdivision. • 1.01.02 The Contractor must execute and deliver to the Railway duplicate copies of the Exhibit C-1 Agreement, in the form attached hereto, obligating the Contractor to provide and maintain in full force and effect the insurance called for under Section 3 of said Exhibit C-1. Questions regarding procurement of the Railroad Protective Liability Insurance should be directed to Rosa Martinez at Marsh, USA, 214-303-8519. • 1.01.03 The Contractor must plan, schedule and conduct all work activities so as not to interfere with the movement of any trains on Railway Property. • 1.01.04 The Contractor's right to enter Railway's Property is subject to the absolute right of Railway to cause the Contractor's work on Railway's Property to cease if, in the opinion of Railway, Contractor's activities create a hazard to Railway's Property, employees, and/or operations. Railway will have the right to stop construction work on the Project if any of the following events take place: (i) Contractor (or any of its subcontractors) performs the Project work in a manner contrary to the plans and specifications approved by Railway; (ii) Contractor (or any of its subcontractors), in Railway's opinion, prosecutes the Project work in a manner which is hazardous to Railway property, facilities or the safe and expeditious movement of railroad traffic; (iii) the insurance described in the attached Exhibit C-1 is canceled during the course of the Project; or (iv) RCTC fails to pay Railway for the Temporary Construction License or the Easement. The work stoppage will continue until all necessary actions are taken by Contractor or its subcontractor to rectify the situation to the satisfaction of Railway's Division Engineer or until additional insurance has been delivered to and accepted by Railway. In the event of a breach of (i) the Construction and Maintenance Agreement, (ii) the Temporary Construction License, or (iii) the Easement, Railway may immediately terminate the Temporary Construction License or the Easement. Any such work stoppage under this provision will not give rise to any liability on the part of Railway. Railway's right to stop the work is in addition to any other rights Railway may have including, but not limited to, actions or suits for damages or lost profits. In the event that Railway desires to stop construction work on the Project, Railway agrees to immediately notify the following individual in writing: Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 1 of 13 Michael Blomquist Toll Program Director RIVERSIDE COUNTY TRANSPORTATION COMMISSION 480 Lemon Street, 3`d Floor Riverside, CA 92502-2208 Office: (951) 778-1098 Fax (951) 787-7920 mblomquist@,rctc.org • 1.01.05 The Contractor is responsible for determining and complying with all Federal, State and Local Governmental laws and regulations, including, but not limited to environmental laws and regulations (including but not limited to the Resource Conservation and Recovery Act, as amended; the Clean Water Act, the Oil Pollution Act, the Hazardous Materials Transportation Act, CERCLA), and health and safety laws and regulations. The Contractor hereby indemnifies, defends and holds harmless Railway for, from and against all fines or penalties imposed or assessed by Federal, State and Local Governmental Agencies against the Railway which arise out of Contractor's work under this Agreement. • 1.01.06 The Contractor must notify ROTC' S Toll Program Director (951-778-1098) and Railway's Manager Public Projects, telephone number 909-386-4472 at least thirty (30) calendar days before commencing any work on Railway Property. Contractor's notification to Railway must refer to Railway's file • 1.01.07 For any bridge demolition and/or falsework above any tracks or any excavations located with any part of the excavations located within, whichever is greater, twenty-five (25) feet of the nearest track or intersecting a slope from the plane of the top of rail on a 2 horizontal to 1 vertical slope beginning at eleven (11) feet from centerline of the nearest track, both measured perpendicular to center line of track, the Contractor must furnish the Railway five sets of working drawings showing details of construction affecting Railway Property and tracks. The working drawing must include the proposed method of installation and removal of falsework, shoring or cribbing, not included in the contract plans and two sets of structural calculations of any falsework, shoring or cribbing. For all excavation and shoring submittal plans, the current `BNSF-UPRR Guidelines for Temporary Shoring" must be used for determining the design loading conditions to be used in shoring design, and all calculations and submittals must be in accordance with the current `BNSF- UPRR Guidelines for Temporary Shoring". All submittal drawings and calculations must be stamped by a registered professional engineer licensed to practice in the state the project is located. All calculations must take into consideration railway surcharge loading and must be designed to meet American Railway Engineering and Maintenance -of -Way Association (previously known as American Railway Engineering Association) Coopers E-80 live loading standard. All drawings and calculations must be stamped by a registered professional engineer licensed to practice in the state the project is located. The Contractor must not begin work until notified by the Railway that plans have been approved. The Contractor will be required to use lifting devices such as, cranes and/or winches to place or to remove any falsework over Railway's tracks. In no case will the Contractor be relieved of responsibility for results obtained by the implementation of said approved plans. • 1.01.08 Subject to the movement of Railway's trains, Railway will cooperate with the Contractor such that the work may be handled and performed in an efficient manner. The Contractor will have no claim whatsoever for any type of damages or for extra or additional compensation in the event his work is delayed by the Railway. Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 2 of 13 1.02 Contractor Safety Orientation • 1.02.01 No employee of the Contractor, its subcontractors, agents or invitees may enter Railway Property without first having completed Railway's Engineering Contractor Safety Orientation, found on the web site www.bnsfcontractor.com. The Contractor must ensure that each of its employees, subcontractors, agents or invitees completes Railway's Engineering Contractor Safety Orientation through internet sessions before any work is performed on the Project. Additionally, the Contractor must ensure that each and every one of its employees, subcontractors, agents or invitees possesses a card certifying completion of the Railway Contractor Safety Orientation before entering Railway Property. The Contractor is responsible for the cost of the Railway Contractor Safety Orientation. The Contractor must renew the Railway Contractor Safety Orientation annually. Further clarification can be found on the web site or from the Railway's Representative. 1.03 Railway Requirements • 1.03.01 The Contractor must take protective measures as are necessary to keep railway facilities, including track ballast, free of sand, debris, and other foreign objects and materials resulting from his operations. Any damage to railway facilities resulting from Contractor's operations will be repaired or replaced by Railway and the cost of such repairs or replacement must be paid for by RCTC. • 1.03.02 The Contractor must notify the Railway's Division Engineer at 909-386-4504 and provide blasting plans to the Railway for review seven (7) calendar days prior to conducting any blasting operations adjacent to or on Railway's Property. • 1.03.03 The Contractor must abide by the following temporary clearances during construction: ■ 15'-0" Horizontally from centerline of nearest track ■ 21'-6" Vertically above top of rail ■ 27'-0" Vertically above top of rail for electric wires carrying less than 750 volts ■ 28'-0" Vertically above top of rail for electric wires carrying 750 volts to 15,000 volts ■ 30'-0" Vertically above top of rail for electric wires carrying 15,000 volts to 20,000 volts ■ 34'-0" Vertically above top of rail for electric wires carrying more than 20,000 volts • 1.03.04 Upon completion of construction, the following clearances shall be maintained: ■ 11'-0" Minimum measured Horizontally from centerline of nearest track ■ 24'-7" Minimum measured Vertically above top of rail • 1.03.05 Any infringement within State statutory clearances due to the Contractor's operations must be submitted to the Railway and to RCTC and must not be undertaken until approved in writing by the Railway, and until RCTC has obtained any necessary authorization from the State Regulatory Authority for the infringement. No extra compensation will be allowed in the event the Contractor's work is delayed pending Railway approval, and/or the State Regulatory Authority's approval. • 1.03.06 In the case of impaired vertical clearance above top of rail, Railway will have the option of installing tell -tales or other protective devices Railway deems necessary for protection of Railway operations. The cost of tell -tales or protective devices will be borne by RCTC. Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 3 of 13 • 1.03.07 The details of construction affecting the Railway's Property and tracks not included in the contract plans must be submitted to the Railway by RCTC for approval before work is undertaken and this work must not be undertaken until approved by the Railway. • 1.03.08 At other than public road crossings, the Contractor must not move any equipment or materials across Railway's tracks until permission has been obtained from the Railway. The Contractor must obtain a "Temporary Construction Crossing Agreement" from the Railway prior to moving his equipment or materials across the Railways tracks. The temporary crossing must be gated and locked at all times when not required for use by the Contractor. The temporary crossing for use of the Contractor will be constructed and, at the completion of the project, removed at the expense of the Contractor. • 1.03.09 Discharge, release or spill on the Railway Property of any hazardous substances, oil, petroleum, constituents, pollutants, contaminants, or any hazardous waste is prohibited and Contractor must immediately notify the Railway's Resource Operations Center at 1(800) 832-5452, of any discharge, release or spills in excess of a reportable quantity. Contractor must not allow Railway Property to become a treatment, storage or transfer facility as those terms are defined in the Resource Conservation and Recovery Act or any state analogue. • 1.03.10 The Contractor upon completion of the work covered by this contract, must promptly remove from the Railway's Property all of Contractor's tools, equipment, implements and other materials, whether brought upon said property by said Contractor or any subcontractor, employee or agent of Contractor or of any Subcontractor, and must cause Railway's Property to be left in a condition acceptable to the Railway's representative. 1.04 Contractor Roadway Worker on Track Safety Program and Safety Action Plan: • 1.04.01 Each Contractor that will perform work within 25 feet of the centerline of a track must develop and implement a Roadway Worker Protection/On Track Safety Program and work with Railway Project Representative to develop an on track safety strategy as described in the guidelines listed in the on track safety portion of the Safety Orientation. This Program must provide Roadway Worker protection/on track training for all employees of the Contractor, its subcontractors, agents or invitees. This training is reinforced at the job site through job safety briefings. Additionally, each Contractor must develop and implement the. Safety Action Plan, as provided for on the web site www.bnsfcontractor.com, which will be made available to Railway prior to commencement of any work on Railway Property. During the performance of work, the Contractor must audit its work activities. The Contractor must designate an on -site Project Supervisor who will serve as the contact person for the Railway and who will maintain a copy of the Safety Action Plan, safety audits, and Material Safety Datasheets (MSDS), at the job site. • 1.04.02 Contractor shall have a background investigation performed on all of its employees, subcontractors and agents who will be performing any services for Railway under this Agreement which are determined by Railway in its sole discretion a) to be on Railway's property, or b) that require access to Railway Critical Infrastructure, Railway Critical Information Systems, Railway's Employees, Hazardous Materials on Railway's property or is being transported by or otherwise in the custody of Railway, or Freight in Transit involving Railway. Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 4 of 13 The required background screening shall at a minimum meet the rail industry background screening criteria defined by the e-RAILSAFE Program as outlined at http://www.e-railsafe.com, in addition to any other applicable regulatory requirements. Contractor shall obtain written consent from all its employees, subcontractors or agents screened in compliance with the e-RAILSAFE Program to participate in the Program on their behalf and to release completed background information to Railway's designee. Contractor shall be subject to periodic audit to ensure compliance. Contractor subject to the e-RAILSAFE Program hereunder shall not permit any of its employees, subcontractors or agents to perform services hereunder who are not first approved under e- RAILSAFE Program standards. Railway shall have the right to deny entry onto its premises or access as described in this section above to any of Contractor's employees, subcontractors or agents who do not display the authorized identification badge issued by a background screening service meeting the standards set forth in the e-RAILSAFE Program, or who in Railway's opinion, which may not be unreasonable, may pose a threat to the safety or security of Railway's operations, assets or personnel. Contractors shall be responsible for ensuring that its employees, subcontractors and agents are United States citizens or legally working in the United States under a lawful and appropriate work VISA or other work authorization. 1.05 Railway Flagger Services: • 1.05.01 The Contractor must give Railway's Roadmaster (telephone 909-386-4061) a minimum of thirty (30) calendar days advance notice when flagging services will be required so that the Roadmaster can make appropriate arrangements (i.e., bulletin the flagger's position). If flagging services are scheduled in advance by the Contractor and it is subsequently determined by the parties hereto that such services are no longer necessary, the Contractor must give the Roadmaster five (5) working days advance notice so that appropriate arrangements can be made to abolish the position pursuant to union requirements. • 1.05.02 Unless determined otherwise by Railway's Project Representative, Railway flagger will be required and furnished when Contractor's work activities are located over, under and/or within twenty-five (25) feet measured horizontally from centerline of the nearest track and when cranes or similar equipment positioned beyond 25 feet from the track centerline could foul the track in the event of tip over or other catastrophic occurrence, but not limited thereto for the following conditions: • 1.05.02a When, upon inspection by Railway's Representative, other conditions warrant. • 1.05.02b When any excavation is performed below the bottom of tie elevation, if, in the opinion of Railway's representative, track or other Railway facilities may be subject to movement or settlement. • 1.05.02c When work in any way interferes with the safe operation of trains at timetable speeds. • 1.05.02d When any hazard is presented to Railway track, communications, signal, electrical, or other facilities either due to persons, material, equipment or blasting in the vicinity. Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 5 of 13 • 1.05.02e Special permission must be obtained from the Railway before moving heavy or cumbersome objects or equipment which might result in making the track impassable. • 1.05.03 Flagging services will be performed by qualified Railway naggers. • 1.05.03a Flagging crew generally consists of one employee. However, additional personnel may be required to protect Railway Property and operations, if deemed necessary by the Railways Representative. • 1.05.03b Each time a flagger is called, the minimum period for billing will be the eight (8) hour basic day. • 1.05.03c The cost of flagger services provided by the Railway will be borne by RCTC. The estimated cost for one (1) flagger is approximately between $800.00-$1,600.00 for an eight (8) hour basic day with time and one-half or double time for overtime, rest days and holidays. The estimated cost for each flagger includes vacation allowance, paid holidays, Railway and unemployment insurance, public liability and property damage insurance, health and welfare benefits, vehicle, transportation, meals, lodging, radio, equipment, supervision and other costs incidental to performing flagging services. Negotiations for Railway labor or collective bargaining agreements and rate changes authorized by appropriate Federal authorities may increase actual or estimated flagging rates. THE FLAGGING RATE IN EFFECT AT THE TIME OF PERFORMANCE BY THE CONTRACTOR HEREUNDER WILL BE USED TO CALCULATE THE ACTUAL COSTS OF FLAGGING PURSUANT TO THIS PARAGRAPH. • 1.05.03d The average train traffic on this route is 78 freight trains and 27 passenger trains up to a maximum total of 105 trains per 24-hour period. Train timetable speeds are: Westward: 60 MPH Passenger, 50 MPH Freight Eastward: 60 MPH Passenger, 50 MPH Freight 1.06 Contractor General Safety Requirements • 1.06.01 Work in the proximity of railway track(s) is potentially hazardous where movement of trains and equipment can occur at any time and in any direction. All work performed by contractors within 25 feet of any track must be in compliance with FRA Roadway Worker Protection Regulations. • 1.06.02 Before beginning any task on Railway Property, a thorough job safety briefing must be conducted with all personnel involved with the task and repeated when the personnel or task changes. If the task is within 25 feet of any track, the job briefing must include the Railway's flagger, as applicable, and include the procedures the Contractor will use to protect its employees, subcontractors, agents or invitees from moving any equipment adjacent to or across any Railway track(s). • 1.06.03 Workers must not work within 25 feet of the centerline of any track without an on track safety strategy approved by the Railway's Project Representative. When authority is provided, every contractor employee must know: (1) who the Railway flagger is, and how to contact the flagger, (2) limits of the authority, (3) the method of communication to stop and resume work, and Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 6 of 13 (4) location of the designated places of safety. Persons or equipment entering flag/work limits that were not previously job briefed, must notify the flagger immediately, and be given a job briefing when working within 25 feet of the center line of track. • 1.06.04 When Contractor employees are required to work on the Railway Property after normal working hours or on weekends, the Railway's representative in charge of the project must be notified. A minimum of two employees must be present at all times. • 1.06.05 Any employees, agents or invitees of Contractor or its subcontractors under suspicion of being under the influence of drugs or alcohol, or in the possession of same, will be removed from the Railway's Property and subsequently released to the custody of a representative of Contractor management. Future access to the Railway's Property by that employee will be denied. • 1.06.06 Any damage to Railway Property, or any hazard noticed on passing trains must be reported immediately to the Railway's representative in charge of the project. Any vehicle or machine which may come in contact with track, signal equipment, or structure (bridge) and could result in a train derailment must be reported immediately to the Railway representative in charge of the project and to the Railway's Resource Operations Center at 1(800) 832-5452. Local emergency numbers are to be obtained from the Railway representative in charge of the project prior to the start of any work and must be posted at the job site. • 1.06.07 For safety reasons, all persons are prohibited from having pocket knives, firearms or other deadly weapons in their possession while working on Railway's Property. • 1.06.08 All personnel protective equipment (PPE) used on Railway Property must meet applicable OSHA and ANSI specifications. Current Railway personnel protective equipment requirements are listed on the web site, www.bnsfcontractor.com, however, a partial list of the requirements include: a) safety glasses with permanently affixed side shields (no yellow lenses); b) hard hats c) safety shoe with: hardened toes, above -the -ankle lace -up and a defined heel; and d) high visibility retro-reflective work wear. The Railway's representative in charge of the project is to be contacted regarding local specifications for meeting requirements relating to hi -visibility work wear. Hearing protection, fall protection, gloves, and respirators must be worn as required by State and Federal regulations. (NOTE — Should there be a discrepancy between the information contained on the web site and the information in this paragraph, the web site will govern.) • 1.06.09 THE CONTRACTOR MUST NOT PILE OR STORE ANY MATERIALS, MACHINERY OR EQUIPMENT CLOSER THAN 25'-0" TO THE CENTER LINE OF THE NEAREST RAILWAY TRACK. MATERIALS, MACHINERY OR EQUIPMENT MUST NOT BE STORED OR LEFT WITHIN 250 FEET OF ANY HIGHWAY/RAIL AT -GRADE CROSSINGS OR TEMPORARY CONSTRUCTION CROSSING, WHERE STORAGE OF THE SAME WILL OBSTRUCT THE VIEW OF A TRAIN APPROACHING THE CROSSING. PRIOR TO BEGINNING WORK, THE CONTRACTOR MUST ESTABLISH A STORAGE AREA WITH CONCURRENCE OF THE RAILWAY'S REPRESENTATIVE. • 1.06.10 Machines or vehicles must not be left unattended with the engine running. Parked machines or equipment must be in gear with brakes set and if equipped with blade, pan or bucket, they must be lowered to the ground. All machinery and equipment left unattended on Railway's Property must be left inoperable and secured against movement. (See internet Engineering Contractor Safety Orientation program for more detailed specifications). Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 7 of 13 • 1.06.11 Workers must not create and leave any conditions at the work site that would interfere with water drainage. Any work performed over water must meet all federal, state and local regulations. • 1.06.12 All power line wires must be considered dangerous and of high voltage unless informed to the contrary by proper authority. For all power lines the minimum clearance between the lines and any part of the equipment or load must be; 200 KV or below - 15 feet; 200 to 350 KV - 20 feet; 350 to 500 KV - 25 feet; 500 to 750 KV - 35 feet; and 750 to 1000 KV - 45 feet. If capacity of the line is not known, a minimum clearance of 45 feet must be maintained. A person must be designated to observe clearance of the equipment and give a timely warning for all operations where it is difficult for an operator to maintain the desired clearance by visual means. 1.07 Excavation: • 1.07.01 Before excavating, the Contractor must determine whether any underground pipe lines, electric wires, or cables, including fiber optic cable systems are present and located within the Project work area. The Contractor must determine whether excavation on Railway's Property could cause damage to buried cables resulting in delay to Railway traffic and disruption of service to users. Delays and disruptions to service may cause business interruptions involving loss of revenue and profits. Before commencing excavation, the Contractor must contact BNSF's Field Engineering Representative (909-386-4079). All underground and overhead wires will be considered HIGH VOLTAGE and dangerous until verified with the company having ownership of the line. It is the Contractor's responsibility to notify any other companies that have underground utilities in the area and arrange for the location of all underground utilities before excavating. • 1.07.02 The Contractor must cease all work and notify the Railway immediately before continuing excavation in the area if obstructions are encountered which do not appear on drawings. If the obstruction is a utility and the owner of the utility can be identified, then the Contractor must also notify the owner immediately. If there is any doubt about the location of underground cables or lines of any kind, no work must be performed until the exact location has been determined. There will be no exceptions to these instructions. • 1.07.03 All excavations must be conducted in compliance with applicable OSHA regulations and, regardless of depth, must be shored where there is any danger to tracks, structures or personnel. • 1.07.04 Any excavations, holes or trenches on the Railway's Property must be covered, guarded and/or protected when not being worked on. When leaving work site areas at night and over weekends, the areas must be secured and left in a condition that will ensure that Railway employees and other personnel who may be working or passing through the area are protected from all hazards. All excavations must be back filled as soon as possible. 1.08 Hazardous Waste, Substances and Material Reporting: • 1.08.01 If Contractor discovers any hazardous waste, hazardous substance, petroleum or other deleterious material, including but not limited to any non -containerized commodity or material, on or adjacent to Railway's Property, in or near any surface water, swamp, wetlands or waterways, while performing any work under this Agreement, Contractor must immediately; (a) notify the Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 8 of 13 Railway's Resource Operations Center at 1(800) 832-5452, of such discovery: (b) take safeguards necessary to protect its employees, subcontractors, agents and/or third parties; and (c) exercise due care with respect to the release, including the taking of any appropriate measure to minimize the impact of such release. 1.09 Personal Injury Reporting • 1.09.01 The Railway is required to report certain injuries as a part of compliance with Federal Railroad Administration (FRA) reporting requirements. Any personal injury sustained by an employee of the Contractor, subcontractor or Contractor's invitees while on the Railway's Property must be reported immediately (by phone mail if unable to contact in person) to the Railway's representative in charge of the project. The Non -Employee Personal Injury Data Collection Form contained herein is to be completed and sent by Fax to the Railway at 1(817) 352-7595 and to the Railway's Project Representative no later than the close of shift on the date of the injury. Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 9 of 13 IlEirMIAsAI=" RA/LWAY COLLECTION NON -EMPLOYEE PERSONAL INJURY DATA (If injuries are in connection with rail equipment accident/incident, highway rail grade crossing accident or automobile accident, ensure that appropriate information is obtained, forms completed and that data entry personnel are aware that injuries relate to that specific event.) Injured Person Type: Passenger on train (C) Contractor/safety Non -employee (N) (i.e., emp of another railroad, or, non-B/VSF emp involved in vehicle accident, including company vehicles) Contractor/non-safety sensitive (G) Volunteer/safety Volunteer/other non -safety sensitive (I) sensitive (Hl Non -trespasser (D) - to include highway users involved in highway rail grade crossing accidents who did not go around or through gates Trespasser (E) - to include highway users involved in highway rail grade crossing accidents who went around or through gates Non -trespasser (J) - Off Railway Property If train involved, Train ID: Transmit attached information to Accident/Incident Reporting Center by: Fax 1-817-352-7595 or by Phone 1-800-697-6736 Reporting.Center@BNSF.com Officer Providing Information: or email to: Accident - Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 10 of 13 (Name) (Employee No.) (Phone #) REPORT PREPARED TO COMPLY WITH FEDERAL ACCIDENT REPORTING REQUIREMENTS AND PROTECTED FROM DISCLOSURE PURSUANT TO 49 U.S.C. 20903 AND 83 U.S.C. 490 NON -EMPLOYEE PERSONAL INJURY DATA COLLECTION INFORMATION REQUIRED TO BE COLLECTED PURSUANT TO FEDERAL REGULATION. IT SHOULD BE USED FOR COMPLIANCE WITH FEDERAL REGULATIONS ONLY AND IT IS NOT INTENDED TO PRESUME ACCEPTANCE OF RESPONSIBILITY OR LIABIITY 1. Accident City/St: 2: Date: Time:: County: 3. Temperature: 4. Weather: (if non BNSF location) Mile Post / Line Segment 5. Driver's License No. (and state) or other ID: SSN(required): 6. Name (last, first, mi): 7. Address: City: St: Zip: 8 Date of Birth: and/or Age: Gender: Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 11 of 13 (If available) Phone Number: Employer: 9. Injury: 10. Body Part: (i.e. laceration, etc.) (i.e. Hand, etc.) 11. Description of Accident (To include location, action, result, etc.) 12. Treatment: First Aid Only o Required Medical Treatment Other Medical Treatment 13. Dr. Name: Date: 14: Dr. Address: Street; City: St: Zip: 15: Hospital Name: Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 12 of 13 16: Hospital Address: Street; City: St: Zip: 17: Diagnosis: REPORT PREPARED TO COMPLY WITH FEDERAL ACCIDENT REPORTIING REQUIREMENTS AND PROTECTED FROM DISCLOSURE PURSUANT TO 49 U.S.C. 20903 AND 83 U.S.C. 490 Exhibit C East Prado Overhead Construction and Maintenance Agreement Page 13 of 13 EXHIBIT C-1 Agreement Between BNSF RAILWAY COMPANY and the CONTRACTOR BNSF RAILWAY COMPANY Attention: Manager Public Projects Railway File: BF Agency Project: EAST PRADO OVERHEAD, DOT No. 026532D Gentlemen: The undersigned (hereinafter called, the "Contractor"), has entered into a contract (the "Contract") dated 201_, with RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("RCTC") for the performance of certain work in connection with the following project: The SR-91 Corridor Improvement Project to extend the tolled express lanes for State Route 91 from its existing easterly end at Riverside County's westerly boundary joint with Orange County's easterly boundary to Interstate Highway I-15 involving the modification of existing East Prado Overhead DOT No. 026532D, providing for its partial demolition, widening, construction of express lanes, as well as the construction of the Catcher Bents. Performance of such work will necessarily require Contractor to enter BNSF RAILWAY COMPANY ("Railway") right of way and property ("Railway Property"). The Contract provides that no work will be commenced within Railway Property until the Contractor employed in connection with said work for RCTC (i) executes and delivers to Railway an Agreement in the form hereof, and (ii) provides insurance of the coverage and limits specified in such Agreement and Section 3 herein. If this Agreement is executed by a party who is not the Owner, General Partner, President or Vice President of Contractor, Contractor must furnish evidence to Railway certifying that the signatory is empowered to execute this Agreement on behalf of Contractor. Accordingly, in consideration of Railway granting permission to Contractor to enter upon Railway Property and as an inducement for such entry, Contractor, effective on the date of the Contract, has agreed and does hereby agree with Railway as follows: Section 1. RELEASE OF LIABILITY AND INDEMNITY Contractor hereby waives, releases, indemnifies, defends and holds harmless Railway for all judgments, awards, claims, demands, and expenses (including attorneys' fees), for injury or death to all persons, including Railway's and Contractor's officers and employees, and for loss and damage to property belonging to any person, arising in any manner from Contractor's or any of Contractor's subcontractors' acts or omissions or any work performed on or about Railway's Property. THE LIABILITY ASSUMED BY CONTRACTOR WILL NOT BE AFFECTED Exhibit C-1 EAST PRADO OVERHEAD — February 26, 2014 Page 1 of 8 BY THE FACT, IF IT IS A FACT, THAT THE DESTRUCTION, DAMAGE, DEATH, OR INJURY WAS OCCASIONED BY OR CONTRIBUTED TO BY THE NEGLIGENCE OF RAILWAY, ITS AGENTS, SERVANTS, EMPLOYEES OR OTHERWISE, EXCEPT TO THE EXTENT THAT SUCH CLAIMS ARE PROXIMATELY CAUSED BY THE WILLFUL MISCONDUCT OR SOLE NEGLIGENCE OF RAILWAY. THE INDEMNIFICATION OBLIGATION ASSUMED BY CONTRACTOR INCLUDES ANY CLAIMS, SUITS OR JUDGMENTS BROUGHT AGAINST RAILWAY UNDER THE FEDERAL EMPLOYEE'S LIABILITY ACT, INCLUDING CLAIMS FOR STRICT LIABILITY UNDER THE SAFETY APPLIANCE ACT OR THE LOCOMOTIVE INSPECTION ACT, WHENEVER SO CLAIMED. Contractor further agrees, at its expense, in the name and on behalf of Railway, that it will adjust and settle all claims made against Railway, and will, at Railway's discretion, appear and defend any suits or actions of law or in equity brought against Railway on any claim or cause of action arising or growing out of or in any manner connected with any liability assumed by Contractor under this Agreement for which Railway is liable or is alleged to be liable. Railway will give notice to Contractor, in writing, of the receipt or dependency of such claims and thereupon Contractor must proceed to adjust and handle to a conclusion such claims, and in the event of a suit being brought against Railway, Railway may forward summons and complaint or other process in connection therewith to Contractor, and Contractor, at Railway's discretion, must defend, adjust, or settle such suits and protect, indemnify, and save harmless Railway from and against all damages, judgments, decrees, attorney's fees, costs, and expenses growing out of or resulting from or incident to any such claims or suits. In addition to any other provision of this Agreement, in the event that all or any portion of this Article shall be deemed to be inapplicable for any reason, including without limitation as a result of a decision of an applicable court, legislative enactment or regulatory order, the parties agree that this Article shall be interpreted as requiring Contractor to indemnify Railway to the fullest extent permitted by applicable law. THROUGH THIS AGREEMENT THE PARTIES EXPRESSLY INTEND FOR CONTRACTOR TO INDEMNIFY RAILWAY FOR RAILWAY'S ACTS OF NEGLIGENCE. It is mutually understood and agreed that the assumption of liabilities and indemnification provided for in this Agreement survive any termination of this Agreement. Section 2. TERM This Agreement is effective from the date of the Contract until (i) the completion of the project set forth herein, and (ii) full and complete payment to Railway of any and all sums or other amounts owing and due hereunder. Section 3. INSURANCE Contractor shall, at its sole cost and expense, procure and maintain during the life of this Agreement the following insurance coverage: Exhibit C-I EAST PRADO OVERHEAD — February 26, 2014 Page 2 of 8 A. Commercial General Liability insurance. This insurance shall contain broad form contractual liability with a combined single limit of a minimum of $5,000,000 each occurrence and an aggregate limit of at least $10,000,000 but in no event less than the amount otherwise carried by the Contractor. Coverage must be purchased on a post 2004 ISO occurrence form or equivalent and include coverage for, but not limit to the following: ♦ Bodily Injury and Property Damage ♦ Personal Injury and Advertising Injury ♦ Fire legal liability ♦ Products and completed operations This policy shall also contain the following endorsements, which shall be indicated on the certificate of insurance: ♦ The definition of insured contract shall be amended to remove any exclusion or other limitation for any work being done within 50 feet of railroad property. ♦ Waver of subrogation in favor of and acceptable to Railway. ♦ Additional insured endorsement in favor of and acceptable to Railway. ♦ Separation of insureds. ♦ The policy shall be primary and non-contributing with respect to any insurance carried by Railway. It is agreed that the workers' compensation and employers' liability related exclusions in the Commercial General Liability insurance policy(s) required herein are intended to apply to employees of the policy holder and shall not apply to Railway employees. No other endorsements limiting coverage as respects obligations under this Agreement may be included on the policy with regard to the work being performed under this agreement. B. Business Automobile Insurance. This insurance shall contain a combined single limit of at least $1,000,000 per occurrence, and include coverage for, but not limited to the following: ♦ Bodily injury and property damage ♦ Any and all vehicles owned, used or hired The policy shall also contain the following endorsements or language, which shall be indicated on the certificate of insurance: ♦ Waiver of subrogation in favor of and acceptable to Railway. ♦ Additional insured endorsement in favor of and acceptable to Railway. ♦ Separation of insureds. ♦ The policy shall be primary and non-contributing with respect to any insurance carried by Railway. Exhibit C-1 EAST PRADO OVERHEAD — February 26, 2014 Page 3 of 8 C. Workers Compensation and Employers Liability insurance including coverage for, but not limited to: ♦ Contractor's statutory liability under the worker's compensation laws of the state(s) in which the work is to be performed. If optional under State law, the insurance must cover all employees anyway. ♦ Employers' Liability (Part B) with limits of at least $500,000 each accident, $500,000 by disease policy limit, $500,000 by disease each employee. This policy shall also contain the following endorsements or language, which shall be indicated on the certificate of insurance: ♦ Waiver of subrogation in favor of and acceptable to Railway. D. Railroad Protective Liability insurance naming only the Railway as the Insured with coverage of at least $5,000,000 per occurrence and $10,000,000 in the aggregate. The policy Must be issued on a standard ISO form CG 00 35 12 04 and include the following: ♦ Endorsed to include the Pollution Exclusion Amendment ♦ Endorsed to include the Limited Seepage and Pollution Endorsement. ♦ Endorsed to remove any exclusion for punitive damages. ♦ No other endorsements restricting coverage may be added. ♦ The original policy must be provided to the Railway prior to performing any work or services under this Agreement ♦ Definition of "Physical Damage to Property" shall be endorsed to read: "means direct and accidental loss of or damage to all property owned by any named insured and all property in any named insured' care, custody, and control arising out of the acts or omissions of the contractor named on the Declarations. In lieu of providing a Railroad Protective Liability Policy, Licensee may participate (if available) in Railway's Blanket Railroad Protective Liability Insurance Policy. Other Requirements: Where allowable by law, all policies (applying to coverage listed above) shall contain no exclusion for punitive damages. Contractor agrees to waive its right of recovery against Railway for all claims and suits against Railway. In addition, its insurers, through the terms of the policy or policy endorsement, waive their right of subrogation against Railway for all claims and suits. Contractor further waives its right of recovery, and its insurers also waive their right of subrogation against Railway for loss of its owned or leased property or property under Contractor's care, custody, or control. above. Allocated Loss Expense shall be in addition to all policy limits for coverages referenced Exhibit C-1 EAST PRADO OVERHEAD — February 26, 2014 Page 4 of 8 Contractor is not allowed to self -insure without the prior written consent of Railway. If granted by Railway, self -insured retention or other financial responsibility for claims shall be covered directly by Contractor in lieu of insurance. Any and all Railway liabilities that would otherwise, in accordance with the provisions of this Agreement, be covered by Contractor's insurance will be covered as if Contractor elected not to include a deductible, self -insured retention or other financial responsibility for claims. Prior to commencing the Work, Contractor shall furnish to Railway an acceptable certificate(s) of insurance from an authorized representative evidencing the required coverage(s), endorsements, and amendments. The certificate should be directed to the following addresses: BNSF Railway Company Manager Public Projects 740 East Carnegie Drive San Bernardino, CA 92408 Phone: 909-386-4472 Fax: 909-386-4479 Melvin.Thomas@bnsf.com AND BNSF Railway Company c/o CertFocus P.O. Box 140528 Kansas City, MO 64114 Toll Free: 877-576-2378 Fax number: 817-840-7487 Email: BNSF@certfocus.com www.certfocus.com Contractor shall notify Railway in writing at least 30 days prior to any cancellation, non - renewal, substitution, or material alteration. Any insurance policy must be written by a reputable insurance company acceptable to Railway or with a current Best's Guide Rating of A- and Class VII or better, and authorized to do business in the state(s) in which the service is to be provide. If coverage is purchased on a "claims made" basis, Contractor hereby agrees to maintain coverage in force for a minimum of three years after expiration, cancellation or termination of this contract. Annually, Contractor agrees to provide evidence of such coverage as required hereunder. Contractor represents that this Agreement has been thoroughly reviewed by Contractor's insurance agent(s)/broker(s), who have been instructed by Contractor to procure the insurance coverage required by this Agreement. Exhibit C-1 EAST PRADO OVERHEAD — February 26, 2014 Page 5 of 8 Not more frequently than once every five years, Railway may reasonably modify the required insurance coverage to reflect then -current risk management practices in the railroad industry and underwriting practices in the insurance industry. If any portion of the operation is to be subcontracted by Contractor, Contractor shall require that the subcontractor shall provide and maintain the insurance coverage(s) set forth herein, naming Railway as an additional insured, and shall require that the subcontractor shall release, defend, and indemnify Railway to the same extent and under the same terms and conditions as Contractor is required to release, defend, and indemnify Railway herein. Failure to provide evidence as required by this section shall entitle, but not require, Railway to terminate this Agreement immediately. Acceptance of a certificate that does not comply with this section shall not operate as a waiver of Contractor's obligations hereunder. The fact that insurance (including, without limitation, self-insurance) is obtained by Contractor shall not be deemed to release or diminish the liability of Contractor including, without limitation, liability under the indemnity provisions of this Agreement. Damages recoverable by Railway shall not be limited by the amount of the required insurance coverage. In the event of a claim or lawsuit involving Railway arising out of this agreement, Contractor will make available any required policy covering such claim or lawsuit. These insurance provisions are intended to be a separate and distinct obligation on the part of the Contractor. Therefore, these provisions shall be enforceable and Contractor shall be bound thereby regardless of whether or not indemnity provisions are determined to be enforceable in the jurisdiction in which the work covered hereunder is performed. For purposes of this section, Railway means `Burlington Northern Santa Fe LLC", `BNSF RAILWAY COMPANY" and the subsidiaries, successors, assigns and affiliates of each. Section 4. EXHIBIT C CONTRACTOR REQUIREMENTS The Contractor must observe and comply with all provisions, obligations, requirements and limitations contained in the Contract, and the Contractor Requirements set forth on Exhibit C attached to the Contract and this Agreement, , including, but not be limited to, payment of all costs incurred for any damages to Railway roadbed, tracks, and/or appurtenances thereto, resulting from use, occupancy, or presence of its employees, representatives, or agents or subcontractors on or about the construction site. Section 5. TRAIN DELAY Contractor is responsible for and hereby indemnifies and holds harmless Railway (including its affiliated railway companies, and its tenants) for, from and against all damages arising from any unscheduled delay to a freight or passenger train which affects Railway's ability to fully utilize its equipment and to meet customer service and contract obligations. Contractor will be billed, as further provided below, for the economic losses arising from loss of use of equipment, contractual loss of incentive pay and bonuses and contractual penalties resulting from Exhibit C-1 EAST PRADO OVERHEAD — February 26, 2014 Page 6 of 8 train delays, whether caused by Contractor, or subcontractors, or by the Railway performing work under this Agreement. Railway agrees that it will not perform any act to unnecessarily cause train delay. For loss of use of equipment, Contractor will be billed the current freight train hour rate per train as determined from Railway's records. Any disruption to train traffic may cause delays to multiple trains at the same time for the same period. Additionally, the parties acknowledge that passenger, U.S. mail trains and certain other grain, intermodal, coal and freight trains operate under incentive/penalty contracts between Railway and its customer(s). Under these arrangements, if Railway does not meet its contract service commitments, Railway may suffer loss of performance or incentive pay and/or be subject to penalty payments. Contractor is responsible for any train performance and incentive penalties or other contractual economic losses actually incurred by Railway which are attributable to a train delay caused by Contractor or its subcontractors. The contractual relationship between Railway and its customers is proprietary and confidential. In the event of a train delay covered by this Agreement, Railway will share information relevant to any train delay to the extent consistent with Railway confidentiality obligations. Damages for train delay are currently $382.20 per hour per incident. THE RATE THEN IN EFFECT AT THE TIME OF PERFORMANCE BY THE CONTRACTOR HEREUNDER WILL BE USED TO CALCULATE THE ACTUAL COSTS OF TRAIN DELAY PURSUANT TO THIS AGREEMENT. Contractor and its subcontractors must give Railway's representative (BNSF Project Engineer, 909-386-4079) eight (8) weeks advance notice of the times and dates for proposed work windows. Railway and Contractor will establish mutually agreeable work windows for the project. Railway has the right at any time to revise or change the work windows due to train operations or service obligations. Railway will not be responsible for any additional costs or expenses resulting from a change in work windows. Additional costs or expenses resulting from a change in work windows shall be accounted for in Contractor's expenses for the project. Contractor and subcontractors must plan, schedule, coordinate and conduct all Contractor's work so as to not cause any delays to any trains. Exhibit C-1 EAST PRADO OVERHEAD — February 26, 2014 Page 7 of 8 Kindly acknowledge receipt of this letter by signing and returning to the Railway two original copies of this letter, which, upon execution by Railway, will constitute an Agreement between us. Contractor BNSF Railway Company By: By: Printed Name: Title: Contact Person: Address: City: State: Zip: Fax: Phone: E-mail: Name: Manager Public Projects Accepted and effective this day of 20. Exhibit C-1 EAST PRADO OVERHEAD — February 26, 2014 Page 8 of 8 EXHIBIT D The estimated cost of all railroad work for modification of the East Prado Overhead providing for its partial demolition, widening, construction of express lanes, as well as the construction of the Catcher Bents to accommodate the SR-91 Corridor Improvement Project shall be included on Exhibit D attached to the West Porphyry Construction and Maintenance Agreement, WPCMA. Exhibit E AMA RA/L WA Y Date: Michael Blomquist Toll Program Director RIVERSIDE COUNTY TRANSPORTATION COMMISSION 480 Lemon Street, 3rd. Floor Riverside, CA. 92502-2208 Melvin Thomas Manager Public Projects BNSF Railway Company 740 East Carnegie Drive San Bernardino, CA 92408 (909) 386-4472 (office) (909) 831-8199 (cell) (909) 386-4479 (fax) Melvin.Thomas{�bnsf.com Re: Final Approval of Plans and Specifications dated by (consultant) (hereinafter called, the "Plans and Specifications") Dear Mr. Blomquist: This letter serves as BNSF RAILWAY COMPANY'S (`BNSF") final written approval of that portion of the Plans and Specifications covering the Project's concept for construction involving the modification of the East Prado Overhead (DOT No. 026532D), providing for its partial demolition, widening, construction of express lanes, as well as the construction of the Catcher Bents that will be constructed on or adjacent to BNSF's Rail Corridor. This final written approval is given to RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("RCTC") pursuant to Article III, Section 1 of that certain Construction and Maintenance Agreement between BNSF, STATE OF CALIFORNIA, and RCTC, which this Exhibit E is attached to and made a part thereof. If the Plans and Specifications are revised by RCTC subsequent to the date set forth above, this letter shall no longer serve as final written approval of the Plans and Specifications and RCTC must resubmit said Plans and Specifications to BNSF for final written approval. It is understood that the approvals contained in this letter do not cover, the approvals of plans and specifications for any falsework, shoring, and demolition that may be subsequently submitted to BNSF by RCTC or its contractor for approval. BNSF has not reviewed the design details or calculations for structural integrity or engineering accuracy. BNSF accepts no responsibility for errors or omissions in the design of the project. Respectfully, Melvin Thomas Manager Public Projects BNSF Railway Exhibit F BNSF Bridge Requirements BRIDGE DESIGN, PLANS & SPECIFICATIONS: Except for the design of temporary falsework and shoring, BNSF review of the Structure plans will be limited to the vertical and horizontal clearances, sight distance for existing train signals, foundation dimensions and drainage characteristics as they relate to existing and future tracks. BNSF will not review structural design calculations for the permanent Structure unless a member or members are influenced by railroad live loads. Temporary falsework and shoring plans and calculations must be reviewed and approved by BNSF prior to beginning construction. RCTC shall perform an independent review of the design calculations for temporary falsework and shoring prior to submitting them to BNSF for approval. Temporary construction clearances must be no less than 15 feet measured horizontally from the centerline of the nearest track and 21 feet-6inches measured vertically from the top of rail of the most elevated track to the bottom of lowest temporary falsework member. State regulatory agencies may have more restrictive requirements for temporary railroad clearances. For the permanent Structure, RCTC will submit plans showing the least horizontal distance from the centerline of existing and future tracks to the face of the nearest member of the proposed Structure. The location of the least horizontal distance must be accurately described such that BNSF can determine where it will occur in both the horizontal and vertical plane. . For the permanent Structure, RCTC will submit plans showing the least vertical clearance from top of paving to bottom the deck of the proposed Structure. Prior to beginning construction of the permanent Structure, the top of rail elevations should be checked and verified that they have not changed from the assumed elevations utilized for the design of the bridge. The general policy of the Burlington Northern and Santa Fe (BNSF) with regard to bridge and related crash wall construction is to follow the current recommendations of the American Railway Engineering and Maintenance -of -Way Association (AREMA) Current AREMA recommended practice in Manual for Railway Engineering Chapter 8 (Art. 2.1.5.1). RCTC shall require its Contractor to submit specifications for the Structure to BNSF for review and approval. Prior to issuing any invitation to bid on construction of the Structure, RCTC should conduct a pre -bid meeting where prospective Contractors have the opportunity to communicate with BNSF personnel regarding site specific train speeds, train density, and general safety requirements for men and equipment working near live tracks. BRIDGE CONSTRUCTION: Prior to the Contractor entering BNSF's railroad corridor or property, to begin construction of the Project RCTC shall conduct a pre -construction meeting with BNSF personnel in attendance to reiterate the safety requirements of construction activity adjacent to live tracks. During construction, BNSF may require an independent engineering inspector to be present during certain critical activities of the Project, including but not limited to: driving foundation piles, erecting falsework, construction of shoring and retaining walls, placing concrete, placing soil backfill and compaction processes. RCTC shall reimburse BNSF for all costs of supplemental inspection services. Within 90 days of the conclusion of the Project and final acceptance by BNSF and, RCTC will provide BNSF with a complete electronic set of the bridge plans. BNSF will also accept a marked up paper copy of the bridge plans labeled "As Built". The marked up paper copy of the plans will reflect any and all deviations from the original plans that occurred during construction. The electronic set of the bridge plans will be submitted in Micro Station *.dgn Form 0105 Rev. 4/07/08 Page 1 of 2 East Prado Overhead, Corona, CA. electronic format (preferred) or AutoCAD *.dwg format. Electronic plans are to be submitted in the original format used for CAD plan preparation and not converted to another format prior to submission. The "As Built" plans shall show actual measured "as constructed" clearances shall be shown as well as depth, size and location of all foundation components. The plans shall show dimensioned locations of existing and relocated utilities. It is understood that BNSF prefers to receive the "As Built" plans in an electronic format. BRIDGE MAINTENANCE: CITY will be responsible for maintenance and repair of the Structure including the earth retention components, embankment slopes, erosion control, surface drainage, fencing, deck drains, landscaping, paint, walkways, handrails, lighting, and other improvements associated with the Project. Fencing and other pedestrian access controls within BNSF's rail corridor and incorporated into the Project shall be designed and maintained by RCTC through construction. Trespasser control shall be the responsibility of RCTC through construction. Graffiti removal will be the responsibility of CITY. BRIDGE INSPECTION: CITY will conduct annual routine structural inspections. In the event of an earthquake, fire, flood, damage from vehicular impacts or other emergent situations, CITY will provide an immediate inspection by qualified personnel and notify BNSF of damage that may affect safe passage of trains. If necessary CITY will embargo weights or provide lane closures or other such measures to protect the structural integrity of the Structure such that there can be continuous safe passage of trains until repairs are made. BRIDGE ALTERATIONS: Except as provided otherwise by this Agreement, there will be no alterations made to the Structure that will alter the railroad vertical or horizontal clearances provided by the original design. It is expressly understood by RCTC and CITY that the right to install utilities is restricted to the placement of underground utilities beneath BNSF's tracks located a minimum of fifty (50) feet from abutments, piers, piles, or footings with the exception that upon BNSF's prior approval BNSF will permit selected utilities to be installed closer to the abutments, piers, piles, footings and/or run through the deck of the Structure. Under no circumstances will utilities be allowed to hang from the Structure. All utility crossings within the limits of BNSF's Rail Corridor will be covered by separate agreements between BNSF and each of the owners of the utilities. Page 2 of 2 East Prado Overhead, Corona, CA. Form 0105 Rev. 4/14/05 EXHIBIT G INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS FOR STRUCTURES OVER THE BURLINGTON NORTHERN SANTA FE RAILROAD SECTION I. GENERAL A. The Conctractor will abide by and adhere to the requirements of the Exhibit C. Should there be a discrepancy between the requirements contained in the Exhibit C and this Exhibit G, the Exhibit C will govern. B. The Contractor's work shall in no way impede train operations. 1. The term "Overhead" refers to the structure to be demolished. 2. The words "demolition" and "removal" will be used interchangeably in this Exhibit G. 3. The term "Railroad" refers to the Railroad's Engineer or designated representative. C. Safety takes precedence over productivity. The Contractor shall be responsible for planning and executing all procedures necessary to remove the Overhead in a safe, predictable manner. All employees of the Contractor and Subcontractors must be Safety Trained. Refer to http:// www.BNSFContractor.com. D. The Contractor shall develop a Demolition Plan ONLY AFTER CONSULTING WITH THE RAILROAD TO GET AN ESTIMATE OF THE RANGE OF WORK WINDOWS THAT MIGHT NORMALLY BE AVAILABLE FOR THE JOB SITE. 1. A Work Window is the elapsed time between approaching trains. 2. An estimate of the availability of Work Windows can be used by the Contractor to design a Demolition Plan. The estimated Work Window is a guideline and not to be considered as a guarantee for available working time. 3. Work Windows will vary significantly, depending on the location. Low speed - low train density tracks have predictable Work Windows. The opposite is true for high density- high speed main tracks. The Railroad shall, at its sole discretion, furnish a range of Work Windows that might be expected at a specific location under normal train traffic conditions. 4. The Contractor shall plan the demolition procedures based upon the smallest ESTIMATED Work Window. Do not assume the longest Work Window will be available on any given day. Do not assume the same Work Windows will be available from one day to the next. 5. The Contractor will give BNSF's Project Engineer at telephone number 909-386-4079, eight (8) weeks advance notice of the proposed times and dates for Work Windows. BNSF and the contractor will establish mutually agreeable Work Windows for the Project. Any request for Work Windows with less than eight (8) weeks advance notice will have a reduced probability of approval. BNSF has the right at any time to revise or change the Work Windows, due to train operations or service obligations. BNSF will not be responsible for any additional costs and expenses resulting from a change in Work Windows. Additional costs and expenses resulting from a change in Work Windows shall be accounted for in the contractor's expenses for the Project. E. The Railroad's tracks and property shall be protected at all times. 1. Removal procedures shall take into account SEVERE WEATHER CONDITIONS, including high winds, heavy rains and snowfall accumulation. Page 1 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 2. The contractor shall ensure that all areas adjacent to active tracks shall remain free from hazards. a) Trainmen must have an unobstructed walkway available parallel to all active tracks pursuant to the California Public Utilities Commission General Order 118. b) All open excavations shall be protected with fencing. c) Do not store materials or equipment within 25 feet of the centerline of an active track. 3. Protect the project area from vandalism. a) Do not leave debris where vandals could place it on the tracks or drop it onto the tracks from the Overhead. b) Secure all heavy equipment from potential movement by vandals. c) Do not store flammable materials on railroad right of way. Remove combustible waste materials daily. Do not store fuel or other flammable liquids on railroad right of way. F. All demolition materials and scrap shall be disposed of outside the Railroad right-of-way at no expense to the Railroad. At the conclusion of the project, the area must be left in a clean and graded condition to the exclusive satisfaction of the Railroad. G. No work is allowed within 25 feet of the nearest track unless protected by a Railroad Flagger. Refer to Exhibit C Section 1.05, Protection of Railway Facilities and Railway Flagger Services for additional flagging requirements. H. The staged demolition of any portion of the Overhead over or adjacent to operational tracks will not jeopardize the stability of other parts of the Overhead awaiting demolition. 1. Where multiple tracks are involved, the Demolition Plan should be engineered as much as practical such that no more than one track is rendered impassable at any given moment. I. No blasting will be permitted on Railroad's right-of-way. SECTION II. DEMOLITION PLAN A. The Contractor shall submit a detailed Demolition Plan to the Railroad. The Demolition Plan shall encompass the following: 1. Provide a scale drawing showing the plan view, elevation and location of the Overhead and locations of any access roads needed on railroad right of way to access the job site. The as -built drawings may be used for the submittal provided the removal steps are clearly marked and legible. 2. Indicate the position of all railroad tracks below the bridge. Identify each track as mainline, siding, spur, etc. Identify locations where temporary crossings will be installed to cross equipment over each track. 3. List in sequential order, all procedures necessary to remove the bridge in a safe and controlled manner. Include step by step details of each sequence and the elapsed time required to execute the sequence. The Demolition Plan must specify which, if any, sequences will render a track impassable to trains during execution of the sequence. If more than one track is adjacent to the work area, specify which tracks will be impassable during execution of each sequence. 4. Include text, drawings or photos to communicate the types of equipment that will be utilized. Include diagrams showing the position of the equipment in relation to the tracks. Where cranes are to be used, furnish the lifting capacities of the crane at the anticipated radius and the weights of components to be removed. Page 2 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 5. For every sequence, specify the minimum horizontal clearance from centerline of track and the minimum vertical clearance above top of rail for equipment, falsework, rubble shields and temporary supports. If a crane is to be utilized, include clearances for the backswing radius of the crane counterweight and the position of the outriggers. Refer to the Frame Protection Details drawings, three sheets, attached hereto and made a part hereof, for the minimum allowable vertical and horizontal clearances. 6. If the Demolition Plan includes concrete demolition, include the details of rubble control such as maximum anticipated size of rubble, drop distance, shield size and shield position. 7. The Demolition Plan will indicate locations and types of temporary supports, shoring, cables or bracing required. a) Excavations and shoring design shall be according to the attached "GENERAL SHORING REQUIREMENTS" drawings, two pages, attached hereto and made a part hereof. b) Fassework shall be designed according to the State of California, Department of Transportation FALSEWORK MANUAL available at this Web Site: http://www.dot.ca.gov/hWesc/construction/manuals/OSCComoleteManuals/FalseworkManual(Rev32).odf. c) Plans shall conform to the appropriate Federal, State and local regulations and building codes. 8. If any temporary supports interfere with the natural drainage along the Railroad right-of-way, a temporary drainage diversion plan shall be included in the Demolition Plan. The drainage plan shall route all surface water away from the railroad tracks. a) Do not block drainage in side ditches with debris. b) Do not place footing blocks in drainage ditches. c) Surface runoff must be diverted away from the footing block excavations to avoid saturation of the underlying supporting soils. 9. The Demolition Plan shall include details, limits, and locations of protective shields or other measures designed to protect the rails, ties and ballast from falling debris. Include details of catchment apparatus necessary to protect the tracks from rolling debris that may fall onto side slopes. Include the design load for the shields for both the maximum static load and the maximum anticipated impact loads from falling debris. Specify the type of equipment that will be utilized to remove the debris and shields from operational tracks. 10. Protection of the track ballast section must be provided to avoid contamination of the rock with fine dust and mud produced during demolition activities. Filter fabric or some other effective means to prevent ballast contamination should be incorporated into the Demolition Plan. 11. All overhead and underground utilities in the area affected by removal of the bridge shall be located on the drawings, including any fiber optic, railroad signal, and communication lines. 12. Indicate the limits of demolition of substructures, including depths and dimensions of excavations that might be necessary to demolish buried footings. 13. The Demolition Plan should include details of planned on -site fire suppression. B. The Contractor shall submit to the Railroad: three (3) complete sets of the Demolition Plan to BNSF's Director Bridge Engineering for review and comments. The Demolition Plan should be sent in PDF format for files up to (2) megabytes by email attachment to: Ron.Berrytc7i bnsf.com. Should the Demolition Plan exceed a two (2) megabyte PDF file, a CD of the plans and specifications should be sent via overnight mail service to mailing address, 4515 Kansas Avenue, Kansas City, KS 66106. Page 3 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 1. The Plan shall be sealed by a Civil or Structural Engineer registered in the state where the proposed demolition will take place. 2. A minimum of four (4) weeks shall be expected for the Railroad's review after the complete submittal is received. 3. No removal operations will be permitted over the Railroad right of way until the submitted material has been reviewed and approved. C. Approval and/or comments furnished by the Railroad in the course of review of the Contractor's Demolition Plan will not relieve the Contractor of the ultimate responsibility for the safe and secure demolition of the Overhead. SECTION III. PROCEDURE A. The Demolition Plan must be executed such that stability is continuously maintained for the standing portions of the Overhead over all tracks. 1. All members of the Overhead being demolished must be continuously supported to resist high winds, including wind buffets and suction forces generated by high speed trains. B. Prior to proceeding with bridge removal, the sealing Civil or Structural Engineer, or his authorized representative, shall inspect all components of the temporary support shoring, including temporary bracing and protective coverings, insuring conformity with the working drawings. 1. The sealing Engineer shall certify in writing to the Railroad that the work is in conformance with the drawings and that the materials and workmanship are satisfactory. 2. A copy of this certification shall be available at the job site at all times. C. All substructures shall be removed to at least six (6) feet below the final finished grade or at least six (6) feet below base of rail whichever is lower, unless otherwise specified by the Railroad. D. All debris and refuse shall be removed from the railroad right of way by the Contractor. The premises shall be left in a neat and presentable condition to the exclusive satisfaction of the Railroad. Soils contaminated by fuel spills, hydraulic oil leaks, etc. will be removed from railroad right of way and replaced to the exclusive satisfaction of the Railroad. E. If any hazardous materials are discovered, provide material protection as specified in local hazardous material codes and immediately contact the Railroad 1. If Contractor discovers any hazardous waste, hazardous substance, petroleum or other deleterious material, including but not limited to any non -containerized commodity or material, on or adjacent to Railway's Property, in or near any surface water, swamp, wetlands or waterways, while performing any work under this Agreement, Contractor must immediately: (a) notify the Railway's Resource Operations Center at 1(800) 832-5452, of such discovery: (b) take safeguards necessary to protect its employees, subcontractors, agents and/or third parties: and (c) exercise due care with respect to the release, including the taking of any appropriate measure to minimize the impact of such release. 2. If pipelines are attached to the Overhead, pipes must be purged of flammable or hazardous materials prior to beginning demolition. 3. Fuel spills, hydraulic fluid releases, equipment oil leaks or any other release of contaminants must be Page 4 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 reported to the Railroad. Contaminated soils must be removed and replaced to the satisfaction of the Railroad and local regulatory agencies. F. The work progress shall be reviewed and logged by the Contractor's Engineer. Should an unplanned event occur, the Contractor shall inform the Railroad and submit a procedure to correct or remedy the occurrence. G. Beam removal and all other demolition procedures shall take place as much as practicable with equipment positioned adjacent to and clear of all live tracks or positioned on the Overhead structure above the track. In the rare case that beams require removal with equipment positioned fouling a live track or from below the Overhead, the following steps shall be taken before beams are allowed to straddle the tracks: 1. Certain territories with high density train traffic, especially where multiple main tracks are affected, may not grant Work Windows on all tracks simultaneously. Beam removal from the underside of Overheads may not be possible unless the procedure can be accomplished in very short Work Windows or be engineered such that only one track is affected. 2. The work shall be scheduled well in advance but no later than the requirements in Section 1, paragraph 5 of this Exhibit G. The Work windows are subject to the Railroad's operational requirements for continuous train operations. The beam removal plan must be engineered to minimize the Work Window time. 3. The rails, ties and ballast shall be protected. No equipment will be crossed over or placed on the tracks unless pre -approved by the Railroad. 4. The beams shall be blocked to prevent the beams from coming into contact with the rails. Blocking shall not be placed on the rails or ties. 5. Upon approach of a train, the beams and all personnel and equipment will be moved a position to provide a minimum of 15 feet horizontal clearance and 21 ft. 6 in. vertical clearance from the nearest rail. Care must be exercised to insure that crane booms are rotated to a position parallel with the track. SECTION IV. TRACK PROTECTION A. The track protective cover shall be constructed before beginning bridge removal work and will be supported by falsework or members of the existing Overhead. The following are examples of protective covers that may be acceptable: 1. A decking supported by the bridge or a suspended cover from the bridge above the track clearance envelope. 2. A track shield cover over the tracks per the attached detail. 3. A framed cover outside the track clearance envelope. 4. A catcher box or loader bucket under decking and parapets overhanging the exterior girders. 5. Protection of the track ballast section must be provided to avoid contamination of the rock with fine dust and mud produced during demolition activities. Filter fabric or some other effective means to prevent ballast contamination should be incorporated into the Demolition Plan. B. Construction equipment shall not be crossed over or placed on the tracks unless the rails, ties and ballast are protected against damage. 1. Track protection is required for all equipment including rubber tired equipment. Page 5 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 2. A list of equipment to be crossed over or positioned on the tracks along with the intended method of protection shall be submitted to the railroad for approval prior to use at the job site. C. Temporary haul road crossings shall be either timbers or precast concrete panels. The type of crossing shall be determined by the Railroad. 1. Solid timbers or ballast with timber headers shall be used between multiple tracks. 2. If the job site is accessible to the public, all temporary haul road crossings shall be protected with barricades or locked gates when the Contractor is not actively working at the site. 3. Installation and removal of temporary track crossings for equipment shall be scheduled well in advance with the Railroad but no later than the requirements in Section 1, paragraph 5 of this Exhibit G. SECTION V. CRANES A. When cranes are operated over or adjacent to the tracks the following is required: 1. The Contractor shall verify that the foundations, soil conditions, and buried utility lines under the crane and crane outriggers can support the loads induced by the crane under an assumed maximum capacity lift. The size and material type of crane mats shall be rigid and of sufficient capacity to safely distribute the crane loads. 2. Front end loaders and backhoes cannot be used in place of a crane to lift materials over the tracks. These types of equipment do not have the necessary safety features built into the machines to circumvent overloading and tipping. Only cranes with the rated capacity to handle the loads may be used. 3. Additional track protection may be required for a crane when crossing over the track. The protection methods shall be submitted to the Railroad for review and comment well in advance of intended use. 4. Cranes and other equipment utilizing outriggers shall not place outriggers on the tracks or ballast. 5. Cranes or crane booms shall not be positioned within the track clearance envelope without Railroad Flagman protection. Cranes operating from a position farther than 25 ft. from the nearest track will need a Railroad Flagman present if the boom length is such that it could fall onto a track. 6. Upon approach of a train, the crane body shall be rotated to position the boom in a line parallel with the track. Any suspended load shall be made stationary by lowering it until contact is made with the ground. During passage of the train, the Crane Operator must stop all movements. Crane Operators shall remain in the cab with motor at idle with the load lines, boom, rotation and travel controls locked and stationary until the full length of the train has passed the job site. 7. Cranes will not be utilized during high winds. Page 6 of 12 Exhibit G Demolition Guidelines Nov.22, 2007 SECTION VI. CUTTING TORCHES A. When a cutting torch or welding equipment is used in the demolition process, the following steps shall be taken: 1. Fire suppression equipment is required on -site. 2. Do not use a torch over, between, or adjacent to the tracks unless a steel plate protective cover is used to shield against sparks and slag coming into contact with timber ties. Care shall be taken to make certain the use of a steel plate does not come in contact with the rails. See "Track Shield Details" for other requirements. Details of the shield shall be submitted to the Railroad for approval. 3. Wet the ties below the steel plate and wet other timbers and flammable demolition debris located near cutting areas. 4. Monitor the work site for at least three hours after cutting has ceased to detect a smoldering fire. B. Extensive overhead cutting may require more robust fire suppression equipment and precautions than what would normally be required for routine cuts. 1. On days when extensive torch cutting is planned, the Contractor shall have a larger water supply on hand or take other measures as needed to effectively suppress fires. 2. Overhead torch cutting and welding must cease upon approach and passage of a train. 3. Extensive torch cutting shall not take place during high winds. 4. Contractor will clear vegetation and other combustible debris from the surrounding work areas prior to engaging in extensive torch cutting. SECTION VII. UTILITIES A. The demolition operations shall be planned such that overhead and underground utility lines are operating safely at all times. The utility lines shall be protected if affected by demolition operations. Underground utility lines shall be protected from concentrated soil loads under crane outriggers and heavy rubber tired front loaders or similar equipment. All the work associated with utility lines should be coordinated by the contractor with the respective utility companies. 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V !0 35n 3H1 %IMO S31411 11V IV 0381n038 SI NVM 91,11 V 'l (319V IIVAV SI M00NIM 3141I1 NOV81 N3HM) 1VA01138 N330 300[89 1,1083 ONI11VJ SI8930 a03 1 I V130 013 I HS NOVHl IS310N 33S1 1SV11V9 (S31014 33S) ('d11) MINI! 180ddnS IVNIOn11ONO1 X3V81 IS310N 33S) 0131HS 'M -1- )I3V81 I'NINI „0-,S N3V81 d0 I'NINI :S310N (1tln03 03A08ddV 80) N3V81 10 301S H3V3 3188V3 9N1833NION3 Olt 0N08146 V81A381 PS OMAS EXHIBIT H LEGAL DESCRIPTION Caltrans Parcel No. 22101-3 Temporary Construction License APN 101-170-041, 101-170-033, & 102-020-006 In the City of Corona, County of Riverside, State of California, being a portion of the Rancho La Sierra Yorba allotted to Concepcion Serrano de Yorba and Maria Jesus Shorb by Final Decree of Partition entered January 16, 1878, in the District Court of the 17tn Judicial District of said State, in and for the County of Los Angeles, Case No. 31110, a certified copy of said Final Decree being recorded July 16, 1878, in Book "U" of Deeds, Page 239, Records of San Bernardino County, described as follows: Beginning at the "TRUE POINT OF BEGINNING" of Parcel No. 1 (State Parcel No. 2158-3) as described in the Deed recorded March 4, 1981 as Instrument No. 38035 of said Official Records; thence along the southeasterly line of said Parcel No. 1 and its easterly prolongation thereof, North 79°21'32" East 55.89 feet; thence leaving said prolongation, North 10°38'28" West 25.00 feet; thence North 79°21'32" East 111.72 feet; thence North 67°06'21" West 233.96 feet; thence North 79°13'42" East 3,174.25 feet; thence North 57°47'49" West 29.34 feet; thence South 79° 13'42" West 2,793.79 feet; thence North 67°06'21" West 51.95 feet; thence South 79°12'09" West 386.90 feet; thence North 66°36'22" West 89.06 feet; thence South 80°28'11" West 37.54 feet to a point on the easterly prolongation of the northerly line of said Parcel No. 1, said point being further described as the beginning of a non -tangent curve concave northerly having a radius of 5,604.65 feet, a radial line to said point bears South 08°56'28" East; thence westerly along said prolongation, said northerly line, and said curve 634.14 feet through a central angle of 06°28'58; thence continuing along said northerly line and the westerly prolongation thereof, South 88°07'27" West 169.63 feet; thence leaving said westerly prolongation South 89°14'30" West 237.31 feet; thence South 71°48'14" East 204.01 feet; thence North 82°20'47" West 130.44 feet; thence South 89°06'56" West 764.09 feet; P:\2PTG010501 \SUR V EY\LEGALS\22101_APN_ 101-170-041 \Legals\22101-3 RE V. doc 1 /6/2014 Page 1 of 2 1 6 8 9 10 I 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 PS OMAS thence North 88°48'53" West 462.29 feet; thence North 00°45'51" West 33.12 feet; thence South 89°14'09" West 20.00 feet; thence South 00°45'51" East 52.45 feet; thence South 88°48'53" East 481.99 feet; thence North 89°06'56" East 762.96 feet; thence South 82°20'47" East 233.65 feet to the beginning of a non -tangent curve concave southwesterly having a radius of 4,869.54 feet, a radial line to said point bears North 19°10'19" East; thence southeasterly along said curve 128,95 feet through a central angle of 01°31'02"; thence South 10'56'14" West 102.20 feet; thence North 88°05'30" East 20.83 feet to a point on the westerly projection of said southeasterly line of said Parcel No. 1, said point being further described as the beginning of a non -tangent curve concave northerly having a radius of 5,854.65 feet, a radial line to said point bears South 02°27'30" East; thence easterly along said prolongation, said southeasterly line, and said curve 662.43 feet through a central angle of 06°28'58"; thence continuing along said southerly line North 80°30'04" East 170.37 feet to an angle point therein; thence North 79°21'32" East 47.07 feet continuing along last said line to the Point of Beginning. Containing 350,537 square feet See Exhibit H1 attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of -66 - l4 Brian E. Bullock, PLS 5260 Date P:\2PTG010501 \SURVEY\LEGALS\22101_APN_101-170-0411egals\22101-3REV.doc 1/6/2014 Page 2 of 2 EXHIBIT H1 INDEX 22101-3 SEE SHEET 3 22101-3 SEE SHEET 2 PARCEL MAP NO, 3091i Pal 207 / 12- 17 LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( ) Title to State 1 1 1 1 ( Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22101-3 TEMPORARY CONSTRUCTION LICENSE FEET 0 600 1200 2400 3600 PREPARED BY: PS O M A S DATE: 11-26-12 REV. 2: 01-06-14 EA: FA#: DISTRICT COUNTY ROUTE SHEET RM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santo Ana, California 92707 (714)751-7373/(714)545-8893 (Fax) 8 RIV 91 2.9 1 3 EXHIBIT 111 PARCEL# TITLE AREA APN 22101 -3 TCL 350,537 SOFT. 1 01 -1 70-N1 , 033; 1 02-020-006 CURVE DATA N57°47'49"W DELTA RADIUS LENGTH N67°06'21"W29.34' vp C1 01°31'02" 4869.54' 128.95' 51.95' A. o �`` 3, RADIAL TABLE �� ,:�oNA' BEARINGS 4' �"\ R1 N1 9° 1 0'1 9"E Ap0 R2 N20° 41 '21 "E N66° 36'22"W "3/ R3 S08° 56'28"E 89.06' N \-9 c-' L 8 S80°28'11"W ' L7 37.54' L6 S08°56'28"E(R) L5� POB �2 21 01 - 3 A 7-- 3 ---� 2 �5° N80° 30'04"E ��* °ti`b (0a 9 R3 1 70.37' (o �o0 // 4%4O) 11 SIDE ING � \, 6 91 R1 s PION 4y , L A _ � R00� WP`( Ci3 ,,�—�� (0h LINE TABLE , FREE 2 S02°21-'30"E(R) °`vP*PJ BEARINGS DISTANCES 1 px1 � ,,�' ,p<ocbCo L1 582°20'47"E 233.65' �Ao '(C -) ��' ��� 2 0<5o L2 N82° 20'47"W 1 30.44' 9 RO(L �� L3 L3 S10°56'14"W 102.20' RS 4) \ L4 N88°05'30"E 20.83' _/S• °27'30"E(R) 0 L5 N79°21'32"E 47.07' �rL \' '32"E -L ' L6 N79° 21 55.89' �2 � L7 N10°38'28"W 25.00' � L8 N79°21'32"E 111.72' SEE SHEET 3 L9 N67°06'21"W 233.96' LEGEND \ L10 S79° 1 3'42"W 2793.79' 169.63' POB Indicates Point Of Beginning L11 S88°07'27"W TPOB Indicates True Point Of Beginning L1 2 S89° 1 4'30"W 237.31 ' (R) Indicates Radial Bearing \ L13 S71°48'14"E 204.01' ( )Title to State . " . " Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to 2 2 1 0 1- 3 TEMPORARY CONSTRUCTION LICENSE obtain ground distances. All distances are in feet unless otherwise noted. FEET 0 100 200 400 600 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 Santo (714)751Ana, 73734714)545-8883 (Fax) DATE: 11-26-12 REV. 2: 01-06-14 EA OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 2 . 9 2 3 EXHIBIT H1 PARCEL# TITLE AREA APN 221 01 -3 TCL 350,537 SQ.FT. 1 01 -1 70-041 , 033; 102-020-006 SEE SHEET 2 / ,',.') RADIAL TABLE :-- BEARINGS ,�; 2 , ,f--7 R1 N1 9° 1 0'1 9"E , �`�l ,- ' R2 N20° 41 '21 "E <( �A ' � N �P N.' �i 9 2 �2 �A e Sp 0 Ilk SZ� N \-3 N00''' b l, 1 1 ,` �3 i �1 '�� A F��P 'Sod '� E�S�p� ' oo; ° 9. 2 � �0 " ,/• 1(0.• �o coti 1 c11 ' '� '' 9 ,," �oL. n4' 4) G s. � \� � \ \ • Pulp �o �0- 5� L2 21 01 - 3 ••'� cod �, I � r \ p) ,"' (_�O� o��J �� o • o s i\�� -J \�°5 Q-°�co 9 ��+1 1 " \ (� (� ,i C_ 1/ (� N. .\ �s %� 4 QV. S.' otr0 �,: �} raj q 01 <) 9 \ 9, ''� 2 r 00 43 , 0) KO-. 0 Qe/\�- LINE TABLE `t/ s' ' 9; o, --a )I� BEARINGS DISTANCES p°o (r) / $ IX(C) q; • 44- 0 �'• VA', L1 S82°20'47"E 233.65' °\a �''� 9) F,A O o,. L2 N82°20'47"W 130.44' ,°' �'r N 4 ' L3 S10°56'1 4' W 102.20' �,ti �\ G' L4 N88°05'30"E 20.83' ° ' L1 1 S88°07'27"W 1 69.63' C., �� ah L1 2 S89° 1 4'30"W 237.31 ' ID L13 S71°48'14"E 204.01' \ LEGEND CURVE DATA DELTA RADIUS LENGTH POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning C1 01 °31 '02" 4869.54' 1 28.95' (R) Indicates Radial Bearing \ C2 06°28'58" 5604.65' 634.1 4' ( )Title to State o A NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing ore grid distances. Divide to 2 2 1 0 1- 3 TEMPORARY CONSTRUCTION LICENSE by 0.99997476 obtain ground distances. All distances are in feet unless otherwise noted. I FEET 0 100 200 400 600 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200Santa (714)751n7373/(714)545-8883 (Fax) DATE: 11-26-12 REV. 2: 01-06-14 EA: OF540 FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 2. 9 3 3 ATTACHMENT 5 WEST PORPHYRY OVERHEAD CONSTRUCTION and MAINTENANCE AGREEMENT BNSF Agreement No. BF-1000X00C STATE Contract No. 08R191 RCTC Agreement No. 14-31-114-00 W. Porphyry (Temescal Bridge and Overhead) STATE Br. No. 56-446 DOT No. 026522X San Bernardino Subdivision LS 7602 MP 23.43 This Agreement ("Agreement"), is executed to be effective as of this day of 201_ ("Effective Date"), by and between BNSF RAILWAY COMPANY, a Delaware corporation (BNSF"), the STATE OF CALIFORNIA, acting through the Department of Transportation, hereinafter referred to as ("STATE"), and the RIVERSIDE COUNTY TRANSPORTATION COMMISSION hereinafter referred to as ("RCTC"), a public entity of the State of California, hereinafter referred to as ("Parties"). RECITALS: WHEREAS, BNSF owns and operates a line of railroad in and through the City of Corona, County of Riverside, State of California, hereinafter referred to as ("Rail Corridor"); WHEREAS, under STATE Records, the West Porphyry Overhead is also called the Temescal Bridge and Overhead. For the purpose of this Agreement, these two names are interchangeable and may be referred to hereinafter as West Porphyry Overhead or Temescal Overhead; WHEREAS, BNSF's predecessor in interest, The Atchison, Topeka and Santa Fe Railway Company and STATE entered into an Agreement dated June 15, 1959, carried in BNSF's records as BNSF Secretary's Contract No. CL-63822, ("Original Agreement") which provided for STATE's construction of the West Porphyry Overhead (Temescal Bridge and Overhead) STATE Br. No. 56-446, DOT No. 026522X, ("OVERHEAD") over the Rail Corridor; WHEREAS, the RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT ("DISTRICT") was added as a party to the Original Agreement by supplement dated July 23, 1985, providing for STATE's widening of the OVERHEAD over the Rail Corridor, the construction of the Temescal Flood Control Channel ("CHANNEL") across the Rail Corridor, and the replacement of BNSF's Br. 23.5, ("STRUCTURE") over the CHANNEL; WHEREAS, RCTC has adopted a project to extend the existing tolled express lanes on STATE Route 91 between the Riverside/Orange County line and Interstate Highway 1-15 ("SR-91 Corridor Improvement Project"); WHEREAS, the SR-91 Corridor Improvement Project will involve the modification of four existing overpasses that cross BNSF's Rail Corridor, including the East Porphyry Overhead (1-15) DOT No. 026595H, as well as the OVERHEAD; WHEREAS, this Agreement shall provide for the invoicing of the costs of the railroad work to be performed by BNSF and the reimbursement to BNSF of such costs in connection with the modification of all four of the overpasses which are part of the SR-91 Corridor Improvement Project; WHEREAS, BNSF and DISTRICT will enter into a separate Ownership and Maintenance Agreement covering the ownership and maintenance responsibilities for the CHANNEL and STRUCTURE; Page 1 of 17 West Porphyry (Temescal) OH — April 17, 2014 WHEREAS, BNSF, STATE and DISTRICT will enter into a separate Termination Agreement providing for the cancellation and termination of the Original Agreement, as supplemented, effective upon completion of the construction of the SR-91 Corridor Improvement Project's modification of the OVERHEAD; WHEREAS, RCTC and STATE desire to proceed with construction involving the modification of the OVERHEAD providing for its partial demolition, widening, construction of express lanes, and new ramp connections to Interstate Highway I-15 to accommodate the SR-91 Corridor Improvement Project; WHEREAS, a portion of the construction for modification of the OVERHEAD will encroach into and on BNSF's existing northerly Maintenance Road ("Maintenance Road") requiring the construction of a ("Cantilever Bridge") over the adjacent Arlington Channel to accommodate realignment of a portion of the Maintenance Road; WHEREAS, RCTC will fund the cost to design and construct the SR-91 Corridor Improvement Project using a design build contractor ("Contractor"); WHEREAS, STATE is the owner of STATE Route 91, Interstate Highway 1-15 and the STATE Highway System; WHEREAS, RCTC and STATE have entered into Cooperative Agreement No. 08-1468 dated July 25, 2012, permitting RCTC to acquire property on behalf of STATE and to design and construct the SR-91 Corridor Improvement Project; WHEREAS, upon completion and acceptance of the SR-91 Corridor Improvement Project by STATE, STATE will thereafter own and maintain all highway improvements made by RCTC under this Agreement; WHEREAS, pursuant to this Agreement, RCTC will acquire from BNSF a Temporary Construction License; and WHEREAS, pursuant to this Agreement, RCTC will acquire a permanent easement ("Easement"), on behalf of the STATE, as required for the SR-91 Corridor Improvement Project. NOW, THEREFORE, in consideration of the mutual covenants and agreements of the Parties contained herein, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: ARTICLE I — SCOPE OF WORK 1. The term "Project" as used herein includes any and all work related to the modification of the OVERHEAD, more particularly described on Exhibit A, which is attached hereto and incorporated herein, including but not limited to, any and all changes to telephone, telegraph, signal and electrical lines, other utilities and appurtenances, alterations to or new construction of drainage facilities, preliminary and construction engineering, right of way acquisition, construction management, and contract preparation, preliminary and construction engineering, right of way acquisition, construction management, and contract preparation. ARTICLE II — BNSF OBLIGATIONS In consideration of the covenants of RCTC and STATE set forth herein and the faithful performance thereof, BNSF agrees as follows: 1. Upon RCTC's payment to BNSF of an administrative fee in the sum of Two Thousand and No/100 Dollars ($2,000.00) and the payment of XXXX and No/100 Dollars ($00,000.00) as compensation for a temporary construction license fee, BNSF hereby grants to RCTC, its successors and assigns, upon and subject to the terms and conditions set forth in this Agreement, a temporary non-exclusive license Page 2 of 17 West Porphyry (Temescal) OH — April 17, 2014 (hereinafter called ("Temporary Construction License") to construct the Project, as well as the East Porphyry Overhead (1-15) project, across or upon that portion of BNSF's Rail Corridor shown on Exhibit A-1, as described further in the Legal Description, Exhibit H and shown on Parcel Map Exhibit H1,attached to this Agreement, excepting and reserving BNSF's rights, and the rights of any others who have obtained, or may obtain, permission or authority from BNSF, to do the following: (a) Operate, maintain, renew and/or relocate any and all existing railroad track or tracks, wires, pipelines and other facilities of like character upon, over or under the surface of said Rail Corridor; (b) Construct, operate, maintain, renew and/or relocate upon said Rail Corridor, without limitation, such facilities as BNSF may from time to time deem appropriate, provided such facilities do not materially interfere with RCTC's construction of the Project; (c) Otherwise use or operate the Rail Corridor as BNSF may from time to time deem appropriate, provided such use or operations does not materially interfere with STATE's use of the of the OVERHEAD; (d) Require RCTC or its Contractor to execute a Temporary Construction Crossing Agreement, for any temporary crossing requested to aid in the construction of the Project. The term of the Temporary Construction License shall begin on the Notice to Commence Construction date as set forth hereinafter in Article III, Section 15 and ends on the earlier of (i) substantial completion of the Project, or (ii) Thirty Six (36) months following the Notice to Commence Construction. The Temporary Construction License and related rights to be given by BNSF to RCTC shall be without warranty of title of any kind, express or implied, and no covenant of warranty of title will be implied from the use of any word or words therein contained. The Temporary Construction License shall be for the construction of the Project, as well as the East Porphyry Overhead (1-15) DOT No. 026595H project, and for no other purpose. In the event STATE or RCTC is evicted by anyone owning, or claiming title to or any interest in said Rail Corridor, BNSF will not be liable to STATE or RCTC for any damages, losses or any expenses of any nature whatsoever. BNSF shall not grant similar rights to others, subsequent to the date of this Agreement, that impair or interfere with the rights granted to RCTC pursuant to the Temporary Construction License. 2. RCTC shall pay to BNSF the additional sum of XXXX and No/100 Dollars ($00,000.00) as compensation for the Easement, such payment to be made upon execution of this Agreement. Within thirty (30) days of BNSF's final inspection of the modification to the OVERHEAD, BNSF shall deliver to STATE the executed Easement in the form attached hereto as Exhibit B and incorporated herein by reference, providing STATE, its successors and assigns, a perpetual easement to enter upon and use that portion of the Rail Corridor described therein as is necessary to use and maintain the OVERHEAD. 3. BNSF will furnish all labor, materials, tools, and equipment for railroad work required for the construction of the Project. The Parties agree that the estimated cost of all railroad work required for the modification of the East Prado Overhead, the West Prado Overhead, the East Porphyry Overhead, as well as the OVERHEAD in connection with the SR-91 Corridor Improvement Project is as shown on Exhibit D attached hereto and made a part hereof. In the event construction on the Project has not commenced within six (6) months following the Effective Date, BNSF may, in its sole and absolute discretion, revise the cost estimates set forth in said Exhibit D. In such event, the revised cost estimates will become a part of this Agreement as though originally set forth herein. Any item of work incidental to the items listed on Exhibit D not specifically mentioned therein may be included as a part of this Agreement upon written approval of RCTC, which approval will not be unreasonably withheld. Construction of the Project will include the following principal elements of railroad work by BNSF: (a) Procurement of materials, equipment and supplies necessary for the railroad work; (b) Preliminary engineering, design, and contract preparation; Page 3 of 17 West Porphyry (Temescal) OH — April 17, 2014 (c) Furnishing of flagging services necessary for the safety of BNSF's property and the operation of its trains during construction of the Project as set forth in further detail on Exhibit C, attached to this Agreement and made a part hereof; (d) Furnishing of engineering and inspection as required in connection with the construction of the Project; and (e) Providing a contract project coordinator, at RCTC's expense, to serve as a project manager for the Project. 4. BNSF will construct all railroad work set forth in Article II, Section 3 above on an actual cost basis, when BNSF, in its sole discretion, determines it is required by its labor agreements to perform such work with its own employees working under applicable collective bargaining agreements or by contractor(s) if necessary. In conducting the work hereunder, for any work that BNSF subcontracts, BNSF shall comply with all applicable State prevailing wage requirements. BNSF subcontracts for work under this Agreement shall be with the lowest qualified bidder, selected by BNSF pursuant to its normal and customary bidding processes. BNSF shall require any contractors completing work under this Agreement to obtain insurance sufficient to cover the risks associated with such work, as determined by BNSF. 5. RCTC agrees to reimburse BNSF for work of an emergency nature caused by RCTC or RCTC's Contractor in connection with the Project which is reasonably necessary for the immediate restoration of railroad operations, or for the protection of persons or BNSF property. Such work may be performed by BNSF with notification provided to RCTC as soon as practicable and RCTC agrees to fully reimburse BNSF for all such emergency work. 6. BNSF may charge RCTC for insurance expenses, including self-insurance expenses, when such expenses cover the cost of Employer's Liability (including, without limitation, liability under the Federal Employer's Liability Act) in connection with the construction of the Project. Such charges will be considered part of the actual cost of the Project, regardless of the nature or amount of ultimate liability for injury, loss or death to BNSF's employees, if any. 7. During the construction of the four overhead projects referred to in Article II, Section 3 above, BNSF will send RCTC progressive invoices detailing the costs of the railroad work performed by BNSF for all four overhead projects. RCTC must reimburse BNSF for completed force -account work within forty- five (45) calendar days from the date of RCTC's receipt of the invoice for such work. Upon completion of all four of the overhead projects, BNSF will send RCTC a detailed invoice of final costs, segregated as to labor and materials for each item in the recapitulation shown on Exhibit D. Pursuant to this Section, RCTC will verify such final costs. All undisputed costs set forth in the final invoice shall be paid within ninety (90) calendar days from the date of the final invoice. BNSF and RCTC agree to take reasonable efforts to resolve any disputed cost in a timely manner. BNSF will assess a finance charge of 0.033% per day (12% per annum) on any unpaid sums or other charges due under this Agreement which are past its credit terms. The finance charge continues to accrue daily until the date the payment is received by BNSF, not the date that payment is made or the date postmarked on the payment. Finance charges will be assessed on delinquent sums and other charges as of the end of the month and will be reduced by amounts in dispute and any un-posted payments received by the month's end. Finance charges will be noted on invoices sent to RCTC under this Section 7. For purposes of computing the time limits prescribed by Section 911.2 of the CALIFORNIA GOVERNMENT CODE for the presentment of a claim against the RCTC, the cause of action for failure to reimburse BNSF for the cost of the railroad work performed by it pursuant to this Agreement shall be deemed to have accrued one hundred eighty (180) days from the date of the final invoice. 8. BNSF agrees to comply and to require its contractors to comply with the ("Buy America") requirements set forth in the Intermodal Surface Transportation Efficiency Act of 1991 (ISTEA) Sections 1041(a) and 1048(a), 23 U.S.C. 313 and 23 C.F.R. Part 635.410, which are incorporated into this Agreement by reference, and which require that all steel, iron, and manufactured products used in FHWA-funded projects are produced in the United States, unless a waiver has been granted by FHWA or Page 4 of 17 West Porphyry (Temescal) OH — April 17, 2014 the product is subject to a general waiver. In conformance with the foregoing specified laws and regulations, all manufacturing processes for steel and iron materials furnished for incorporation into the work shall occur in the United States; with the exception that pig iron and processed, pelletized and reduced iron ore manufactured outside of the United States may be used in the domestic manufacturing process for such steel and iron materials. The application of coatings, such as epoxy coating, galvanizing, painting, and other coating that protects or enhances the value of steel or iron materials shall be considered a manufacturing process subject to the Buy America requirements. The Buy America requirements do not prevent a minimal use of foreign steel and iron materials if the total combined cost of the materials used does not exceed one -tenth of one percent (0.1 %) of the total contract cost or $2,500, whichever is greater. BNSF shall maintain documentation of the quantity and value of the foreign steel and iron prior to incorporating the materials into the work, if any. 9. BNSF shall invoice RCTC for the railroad work as set forth in Exhibit D in the amount of Three Million Six Hundred Sixteen Thousand Four Hundred Ninety Nine and No/100 Dollars ($3,616,499.00) to be paid in advance of BNSF's commencement of services, as provided herein below in Article III, Section 14. ARTICLE III — RCTC OBLIGATIONS In consideration of the covenants of STATE and BNSF set forth herein and the faithful performance thereof, RCTC agrees as follows: 1. RCTC shall furnish to BNSF and STATE plans and specifications for the Project together with calculations with the railroad clearances expressed in English Units. One complete reduced size 11" x 17" paper copy shall be submitted to BNSF's Director Bridge Engineering. A PDF copy of the plans and specifications should be sent to both BNSF's Manager Public Projects and BNSF's Director Bridge Engineering. The PDF copy with a file size of two (2) megabytes or less should be sent via an email attachment. Should the PDF copy of the plans and specifications exceed two (2) megabytes, a CD (Compact Disk) of the plans and specifications should be sent via overnight mail service to both BNSF offices. The email and mailing addresses are included in Article V, Section 21. Sets of said plans shall be submitted to BNSF and STATE for approval prior to commencement of any construction. BNSF will give RCTC final written approval of the plans and specifications substantially in the form of Exhibit E, attached to this Agreement and made a part hereof. Upon BNSF's final written approval of the plans and specifications, said plans and specifications will become part of this Agreement and are hereby incorporated herein. Any approval of the plans and specifications by BNSF shall in no way obligate BNSF in any manner with respect to the finished product design and/or construction. Any approval by BNSF shall mean only that the plans and specifications meet BNSF standard specifications, and such approval by BNSF shall not be deemed to mean that the plans and specifications or construction is structurally sound and appropriate or that such plans and specifications meet applicable regulations, laws, statutes or local ordinances and/or building codes. 2. RCTC must make application to the California Public Utility Commission ("Commission") for an order authorizing construction of the Project and will furnish the Commission plans of the proposed construction, approved by BNSF, together with a copy of this Agreement. 3. RCTC must obtain all other required permits and approvals for the construction of the Project. 4. RCTC must provide for and maintain minimum vertical and horizontal clearances, as required and approved by BNSF as part of the plans and specifications for the Project. 5. RCTC must make any and all arrangements, in compliance with BNSF's Utility Accommodation Manual (http://www.bnsf.com/communities/faqs/pdf/utility.pdf), for the installation or relocation of wire lines, pipe lines and other facilities owned by private persons, companies, corporations, political subdivisions or public utilities other than BNSF which may be necessary for the construction of the Project. Page 5 of 17 West Porphyry (Temescal) OH —April 17, 2014 6. RCTC must construct the Project as shown on the attached Exhibit A and do all work provided for in the plans and specifications for the Project, except railroad work that will be performed by BNSF herein. RCTC must furnish all labor, materials, tools and equipment for the performance of RCTC's work. The principal elements of RCTC's work are as follows: (a) Preliminary and final Engineering; (b) Demolition and removal of a portion of the existing OVERHEAD; (c) Design and the construction of the OVERHEAD; (d) Construction of required retaining walls; (e) Construction of a Cantilever Bridge for the realignment of the Maintenance Road over the Arlington Channel; (f) Providing of suitable drainage both temporary and permanent; (9) All other necessary grading and paving, including backfill of excavations and restoration of disturbed vegetation on BNSF's Rail Corridor; (h) Application of the DOT No. 026522X and the CPUC No. 002B-23.50-A in conspicuous locations on the OVERHEAD; (i) Removal of the sleeves for the CID Piles to a depth of five feet below ground surface; and (j) Job site cleanup within Project area including removal of all construction materials, all temporary track embankment not being reused by BNSF, all ballast not reclaimed by BNSF, concrete debris, surplus soil, refuse, disturbed contaminated soils, asphalt debris, litter and other waste materials to the satisfaction of BNSF. 7. RCTC will acquire all properties and/or easement rights or construction licenses required to construct and/or maintain the Project. 8. RCTC's work must be performed by RCTC or RCTC's Contractor in a manner that will not endanger or interfere with the safe and timely operations of BNSF and its facilities. 9. RCTC must require its Contractor(s) to notify BNSF's Roadmaster at least thirty (30) calendar days prior to requesting a BNSF flagman in accordance with the requirements of Exhibit C attached hereto. Additionally, RCTC must require its Contractor(s) to notify BNSF's Manager Public Projects thirty (30) calendar days prior to commencing work on BNSF property or near BNSF tracks. 10. RCTC or its Contractor(s) shall submit one reduced size 11" x 17" paper copy, including calculations, expressed in English Units of the plans and specifications for proposed shoring, or cribbing to be used over, under, or adjacent to BNSF's tracks to BNSF's Director Bridge Engineering. RCTC or its Contractor(s) shall submit a PDF copy of the plans and specifications for the proposed shoring, or cribbing to both BNSF's Manager Public Projects and BNSF's Director Bridge Engineering. The PDF copy with a file size of two (2) megabytes or less should be sent via an email attachment. Should the PDF copy of the plans and specifications exceed two (2) megabytes, a CD (Compact Disk) of the plans and specifications should be sent via overnight mail service to both BNSF offices for approval. The email and mailing addresses are included in Article V, Section 21. The shoring or cribbing used by RCTC's Contractor(s) shall comply with the BNSF Bridge Requirements set forth on Exhibit F, and BNSF's INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS as set forth in Exhibit G with both Exhibits attached to this Agreement and incorporated herein, and all applicable requirements promulgated by state and federal agencies, departments, commissions and other legislative bodies. Page 6 of 17 West Porphyry (Temescal) OH — April 17, 2014 Falsework shall be designed according to the State of California, Department of Transportation FALSEWORK MANUAL available at this Web Site: http://www.dot.ca.gov/hq/esc/construction/manuals/OSCCompleteManuals/FalseworkManual.pdf 11. RCTC must include the following provisions in any contract with its Contractor(s) performing work on the Project: (a) The Contractor is placed on notice that fiber optic, communication and other cable lines and systems (collectively, the "Lines") owned by various telecommunications companies may be buried on BNSF's property or Rail Corridor. The locations of these Lines have been included on the plans based on information from the telecommunications companies. The Contractor will be responsible for contacting BNSF's OneCall (telephone number (800) 533-2891) and the telecommunications companies and notifying them of any work that may damage these Lines or facilities and/or interfere with their service. The Contractor must also mark all Lines shown on the plans or marked in the field in order to verify their locations. The Contractor must also use all reasonable methods when working in the BNSF Rail Corridor or on BNSF property to determine if any other Lines (fiber optic, cable, communication or otherwise) may exist. (b) Failure to mark or identify these Lines will be sufficient cause for any BNSF Representative to stop construction at no cost to RCTC or BNSF until these items are completed. (c) In addition to the liability terms contained elsewhere in this Agreement, the Contractor hereby indemnifies, defends and holds harmless BNSF for, from and against all cost, liability, and expense whatsoever (including, without limitation, attorney's fees and court costs and expenses) arising out of or in any way contributed to by any act or omission of Contractor, its subcontractors, agents and/or employees that cause or in any way or degree contribute to (1) any damage to or destruction of any Lines by Contractor, and/or its subcontractors, agents and/or employees, on BNSF's property or within BNSF's Rail Corridor, (2) any injury to or death of any person employed by or on behalf of any telecommunications company, and/or its contractor, agents and/or employees, on BNSF's property or within BNSF's Rail Corridor, and/or (3) any claim or cause of action for alleged loss of profits or revenue by, or loss of service by a customer or user of such telecommunication company(ies). THE LIABILITY ASSUMED BY CONTRACTOR WILL NOT BE AFFECTED BY THE FACT, IF IT IS A FACT, THAT THE DAMAGE, DESTRUCTION, INJURY, DEATH, CAUSE OF ACTION OR CLAIM WAS OCCASIONED BY OR CONTRIBUTED TO BY THE NEGLIGENCE OF BNSF, ITS AGENTS, SERVANTS, EMPLOYEES OR OTHERWISE, UNLESS SUCH CLAIMS ARE WHOLLY CAUSED BY THE WILLFUL MISCONDUCT OR SOLE NEGLIGENCE OF BNSF. (d) The Contractor will be responsible for the rearrangement of any facilities or Lines determined to interfere with the construction. The Contractor must cooperate fully with any telecommunications company(ies) in performing such rearrangements. 12. RCTC must incorporate in each prime contract for construction of the Project, or the specifications therefor (i) the provisions set forth in Articles III and IV, and (ii) the provisions set forth in Exhibit C, Exhibit C-1, Exhibit F, and Exhibit G, attached hereto and by reference made a part hereof. 13. Except as otherwise provided below in this Section 13, all construction work performed hereunder by RCTC for the Project will be pursuant to a contract or contracts to be let by RCTC, and all such contracts must include the following: Page 7 of 17 West Porphyry (Temescal) OH — April 17, 2014 (a) All work performed under such contract or contracts within the limits of BNSF's Rail Corridor must be performed in a good and workmanlike manner in accordance with plans and specifications approved by BNSF; (b) Changes or modifications during construction that affect safety or BNSF operations must be subject to BNSF's approval; (c) No work will be commenced within BNSF's Rail Corridor until each of the prime Contractors employed in connection with said work must have (i) executed and delivered to BNSF an agreement in the form of Exhibit C-1, and (ii) delivered to and secured BNSF's approval of the required insurance; (d) If it is in RCTC's best interest, RCTC may direct that the construction of the Project be done by day labor under the direction and control of RCTC, or if at any time, in the opinion of RCTC, the Contractor has failed to prosecute with diligence the work specified in and by the terms of said contract, RCTC may terminate its contract with the Contractor and take control over the work and proceed to complete the same by day labor or by employing another contractor(s) provided however, that any contractor(s) replacing the original Contractor(s) must comply with the obligations in favor of BNSF set forth above and, provided further that if such construction is performed by day labor, RCTC will, at its expense, procure and maintain on behalf of BNSF the insurance required by Exhibit C-1; (e) To facilitate scheduling for the Project, RCTC shall have its Contractor give BNSF's Project Engineer at telephone number 909 386 4079 eight (8) weeks advance notice of the proposed times and dates for work windows. BNSF and RCTC's Contractor will establish mutually agreeable work windows for the Project. RCTC shall inform its Contractor that any request for work windows with less than eight (8) weeks advance notice will have a reduced probability of approval. BNSF has the right at any time to revise or change the work windows, due to train operations or service obligations. BNSF will not be responsible for any additional costs and expenses resulting from a change in work windows. Additional costs and expenses resulting from a change in work windows shall be accounted for in the Contractor's expenses for the Project; and If applicable, the plans and specifications for the OVERHEAD must be in compliance with the Bridge Requirements set forth in said Exhibit F and the INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS set forth in Exhibit G, with both Exhibits attached to this Agreement and incorporated herein. 14. RCTC must give BNSF's Manager Public Projects written notice to proceed ("Notice to Proceed") with the railroad work and advance the funds for the estimated cost of the railroad portion of the Project to BNSF as set forth in said Exhibit D. BNSF will not begin the railroad work (including, without limitation, procurement of supplies, equipment or materials) until written Notice to Proceed and funds for construction of the railroad portion of the Project are received from RCTC. The Notice to Proceed must reference BNSF's Agreement No. BF-1000XXXX. 15. Subject to the restrictions imposed by Article V, Section 11 below, the construction of the Project will not commence until RCTC gives BNSF's Manager Public Projects thirty (30) days written notice to commence construction ("Notice to Commence Construction") when the Contractor has satisfied the requirements set forth hereinabove in Article III, Section 13 (c) and will enter BNSF Rail Corridor to begin construction. The Notice to Commence Construction must reference BNSF's Agreement No. BF-1000)000( and must state the time that construction activities will begin. 16. RCTC must advise the BNSF Manager Public Projects, in writing, of the completion date of the Project within thirty (30) days after such completion date. Additionally, RCTC must notify BNSF's Manager Public Projects, in writing, of the date on which RCTC, and/or STATE, and/or RCTC's Contractor will meet with BNSF for the purpose of making final inspection of the Project. (f) Page 8 of 17 West Porphyry (Temescal) OH — April 17, 2014 17. RCTC HEREBY RELEASES, INDEMNIFIES, DEFENDS AND HOLDS HARMLESS BNSF, ITS AFFILIATED COMPANIES, PARTNERS, SUCCESSORS, ASSIGNS, LEGAL REPRESENTATIVES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES AND AGENTS FOR, FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, FINES, PENALTIES, COSTS, DAMAGES, LOSSES, LIENS, CAUSES OF ACTION, SUITS, DEMANDS, JUDGMENTS AND EXPENSES (INCLUDING, WITHOUT LIMITATION, COURT COSTS AND ATTORNEYS' FEES) OF ANY NATURE, KIND OR DESCRIPTION OF ANY PERSON (INCLUDING, WITHOUT LIMITATION, THE EMPLOYEES OF THE PARTIES HERETO) OR ENTITY DIRECTLY OR INDIRECTLY ARISING OUT OF, RESULTING FROM OR RELATED TO (IN WHOLE OR IN PART) (I) THE USE, OCCUPANCY OR PRESENCE OF RCTC, ITS CONTRACTORS, SUBCONTRACTORS, EMPLOYEES OR AGENTS IN, ON, OR ABOUT THE CONSTRUCTION SITE, (II) THE PERFORMANCE, OR FAILURE TO PERFORM BY RCTC, ITS CONTRACTORS, SUBCONTRACTORS, EMPLOYEES, OR AGENTS, ITS WORK OR ANY OBLIGATION UNDER THIS AGREEMENT, (III) THE SOLE OR CONTRIBUTING ACTS OR OMISSIONS OF RCTC, ITS CONTRACTORS, SUBCONTRACTORS, EMPLOYEES, OR AGENTS IN, ON, OR ABOUT THE CONSTRUCTION SITE, (IV) RCTC'S BREACH OF THE TEMPORARY CONSTRUCTION LICENSE GRANTED TO RCTC PURSUANT TO ARTICLE II OF THIS AGREEMENT, (V) ANY RIGHTS OR INTERESTS GRANTED TO RCTC PURSUANT TO THE TEMPORARY CONSTRUCTION LICENSE DISCUSSED IN ARTICLE II OF THIS AGREEMENT, (VI) RCTC'S OCCUPATION AND USE OF BNSF'S PROPERTY OR RAIL CORRIDOR AS CONTEMPLATED IN THIS AGREEMENT, OR (VII) AN ACT OR OMISSION OF RCTC OR ITS OFFICERS, AGENTS, INVITEES, EMPLOYEES OR CONTRACTORS OR ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY ANY OF THEM, OR ANYONE THEY CONTROL OR EXERCISE CONTROL OVER AS RELATES TO THIS AGREEMENT. THE LIABILITY ASSUMED BY RCTC WILL NOT BE AFFECTED BY THE FACT, IF IT IS A FACT, THAT THE DAMAGE, DESTRUCTION, INJURY OR DEATH WAS OCCASIONED BY OR CONTRIBUTED TO BY THE NEGLIGENCE OF BNSF, ITS AGENTS, SERVANTS, EMPLOYEES OR OTHERWISE, UNLESS SUCH CLAIMS ARE WHOLLY CAUSED BY THE WILLFUL MISCONDUCT OR SOLE NEGLIGENCE OF BNSF. ARTICLE IV - STATE OBLIGATIONS In consideration of the covenants of BNSF and RCTC herein contained and the faithful performance thereof, STATE agrees: 1. To permit RCTC to act as the responsible lead agency to design and construct the Project. 2. In addition to the terms and conditions set forth elsewhere in this Agreement, including, but not limited to, the terms and conditions stated in Exhibit F, BNSF and STATE agree to the following terms upon completion of construction of the Project: (a) BNSF will own and maintain, at its sole cost and expense, its roadbed, track, railroad drainage, and all other railroad facilities, however, nothing herein contained shall relieve STATE of any liability it would otherwise have with respect to damage caused to said OVERHEAD by negligent act or omission of STATE or its employees; (b) STATE will own and maintain, at its sole cost and expense, the OVERHEAD, the Maintenance Road's Cantilever Bridge over the Arlington Channel, the highway approaches, and appurtenances thereto, lighting, drainage and any access roadway to BNSF gates installed pursuant to this Agreement. BNSF may perform maintenance on the OVERHEAD and/or the Cantilever Bridge in order to avoid conflicts with train operation. BNSF will notify STATE for concurrence prior to performing any such maintenance on the OVERHEAD or Cantilever Bridge. In the event such maintenance involves emergency repairs due to an earthquake, fire, flood, damage from vehicular impacts or other emergent situations, BNSF will immediately notify STATE of items in need of repair that are under STATE's responsibility. If the STATE does not complete the repairs that have been mutually agreed to within a reasonable time period, BNSF personnel and/or providers may perform the repairs and invoice the STATE for the entire Page 9 of 17 West Porphyry (Temescal) OH —April 17, 2014 cost of such repairs. Notwithstanding the foregoing, BNSF may remove any materials that infringe upon or violate the minimum clearances described in Exhibit (C) by methods that would not cause damage to the structural integrity of the bridge without prior notice to, or concurrence by, STATE. STATE agrees to reimburse BNSF for the costs it incurs pursuant to this subsection (b); (c) STATE must, at STATE's sole cost and expense, keep the OVERHEAD painted and free from graffiti; (d) STATE must maintain the DOT No. 026522X and CPUC No. 002B-23.50-A in legible condition in the conspicuous locations on the OVERHEAD; (e) It is understood by STATE that the right to install utilities is restricted to the placement of underground utilities beneath BNSF's tracks located a minimum of fifty (50) feet from abutments, piers, piles, or footings with the exception that upon BNSF's prior approval BNSF will permit selected utilities to be installed closer to the abutments, piers, piles, footings and/or run through the deck of the OVERHEAD. Under no circumstances will utilities be allowed to hang from the OVERHEAD. All utility crossings within the limits of BNSF's Rail Corridor will be covered by separate agreements between BNSF and each of the owners of the utilities; (f) (g) STATE must keep the OVERHEAD and surrounding areas clean and free from birds, pigeons, scavengers, vermin, creatures and other animals; and In conformance with and limited to the applicable effect of California Laws insofar as the indemnity and insurance provisions set forth in any of the preceding sections or any rider, amendment or addendum hereto, STATE is self -insured. If STATE performs (i) alterations or modifications to the OVERHEAD the Cantilever Bridge, or (ii) any maintenance or other work on the OVERHEAD and/or the Cantilever Bridge with heavy tools, equipment or machinery at ground surface level, horizontally within 25'-0" of the centerline of the nearest track, or (iii) any maintenance or other work outside the limits of the deck of the OVERHEAD vertically above the top of the rail, then STATE shall provide BNSF defense and indemnification at least equal to the defense, indemnification and insurance provisions contained in the current Exhibit C-1 at the time alterations or modifications to the OVERHEAD and/or the Cantilever Bridge are undertaken, in accordance with California Government Code section 14662.5. Nothing herein shall be deemed to insure BNSF against its sole negligence or willful misconduct. Notwithstanding the foregoing, STATE agrees not to commence such alterations, modifications, maintenance, or other work to the OVERHEAD and/or the Cantilever Bridge with day labor, until such time as (i) BNSF has procured, at STATE's sole cost and expense, a Railroad Protective Liability insurance policy naming BNSF as the insured, as required by the current Exhibit C-1, and (ii) STATE has reimbursed BNSF for the costs to obtain the Railroad Protective Liability insurance policy. 3. Subject to the restrictions imposed by Article V, Section 11 below, STATE must notify and obtain prior authorization from BNSF's Manager Public Projects to perform (i) inspection, (ii) alterations or modifications to the OVERHEAD, or (iii) any maintenance or other work on, over or under the OVERHEAD before entering BNSF's Rail Corridor or for work located a minimum distance of 25'-0" measured horizontally from the centerline of the nearest track or a greater distance specified by BNSF's Manager Public Projects and must procure and maintain the insurance coverage required by Exhibit C-1 and comply with the obligations set forth in Exhibit C and Exhibit F, as the same may be revised from time to time. In the event any of the work to be done on behalf of STATE upon BNSF's Rail Corridor is to be done by a contractor, STATE will be responsible for its contractor(s) compliance with such obligations. Page 10 of 17 West Porphyry (Temescal) OH — April 17, 2014 4. PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 14662.5, STATE HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS BNSF FROM, AND TO REPAIR OR PAY FOR ANY DAMAGE PROXIMATELY CAUSED BY REASON OF THE USES AUTHORIZED BY THIS AGREEMENT AND THE EASEMENT. ARTICLE V — JOINT OBLIGATIONS IN CONSIDERATION of the premises, the Parties hereto mutually agree to the following: 1. All work contemplated in this Agreement must be performed in a good and workmanlike manner and each portion must be promptly commenced by the party obligated hereunder to perform the same and thereafter diligently prosecuted to conclusion in its logical order and sequence. Furthermore, any changes or modifications during construction which affect BNSF will be subject to BNSF's approval prior to the commencement of any such changes or modifications. BNSF will notify RCTC of potential impacts to Project at the time said impacts are known, subject to the provisions of Article II, Section 5. 2. The work hereunder must be performed in accordance with the Bridge Requirements set forth in Exhibit F, the INSTRUCTIONS FOR PREPARATION OF DEMOLITION PLANS as set forth in Exhibit G, and the detailed plans and specifications approved by BNSF. 3. RCTC must require its Contractor(s) to reasonably adhere to the Project's construction schedule for all Project work. At BNSF's discretion, any work that would affect train operations shall be scheduled at night. The Parties hereto mutually agree that BNSF's failure to complete the railroad work in accordance with the construction schedule due to inclement weather or unforeseen railroad emergencies will not constitute a breach of this Agreement by BNSF and will not subject BNSF to any liability. Regardless of the requirements of the construction schedule, BNSF reserves the right to reallocate the labor forces assigned to complete the railroad work in the event of an emergency to provide for the immediate restoration of railroad operations of either BNSF or its related railroads, or to protect persons or property on or near any BNSF owned property. BNSF will not be liable for any additional costs or expenses resulting from any such reallocation of its labor forces. The Parties mutually agree that any reallocation of labor forces by BNSF pursuant to this provision and any direct or indirect consequences or costs resulting from any such reallocation will not constitute a breach of this Agreement by BNSF. 4. BNSF shall have the right to request any RCTC employee, or STATE employee, who enters BNSF's Rail Corridor and because of their incompetence, neglect of duty and/or unsafe conduct, misconduct, or they adversely affect BNSF's operations or facilities, be removed from the Rail Corridor. In the event RCTC or STATE elects not to honor such request, BNSF may stop work within its Rail Corridor until the matter has been fully resolved to BNSF's satisfaction. The party whose employee has been asked to leave the Rail Corridor will indemnify BNSF and the other Parties against any claims arising from such removal. 5. BNSF will have the right to stop construction work on the Project if any of the following events take place ("Event of Default"): (i) Contractor (or any of its subcontractors) performs the Project work in a manner contrary to the plans and specifications approved by BNSF; (ii) Contractor (or any of its subcontractors), in BNSF's opinion, prosecutes the Project work in a manner that is hazardous to BNSF property, facilities or the safe and expeditious movement of railroad traffic; (iii) any RCTC employee or STATE Employee because of their incompetence, neglect of duty and/or unsafe conduct or misconduct they adversely affect BNSF's operations or facilities as described in Article V, Section 4 above, or (iv) the insurance described in the attached Exhibit C-1 is canceled during the course of the Project; or (v) RCTC or STATE breach any other provision of this Agreement. For an Event of Default as described in subsections (i), (ii), (iii), or (iv) above, BNSF may commence the work stoppage immediately, and shall provide notice to RCTC of such stoppage at the earliest time feasible. Prior to commencing any work stoppage for the Event of Default described in subsection (v) above, BNSF will first provide to RCTC thirty (30) days written notice of such Event of Default, and opportunity to cure. If RCTC fails to cure such Event of Default within the thirty (30) day period, the work stoppage may commence. Any work stoppage will continue until the breach is cured or until all necessary actions are taken by RCTC, its Contractor or Page 11 of 17 West Porphyry (Temescal) OH — April 17, 2014 subcontractors, to rectify the situation to the satisfaction of BNSF's Division Engineer or until proof of additional insurance has been delivered to and accepted by BNSF. Any work stoppage under this provision will not give rise to any liability on the part of BNSF. BNSF's right to stop the work is in addition to any other rights BNSF may have including, but not limited to, actions or suits for damages or lost profits. In the event that BNSF desires to stop construction work on the Project, BNSF agrees to immediately notify the following individual in writing: Michael Blomquist Toll Program Director RIVERSIDE COUNTY TRANSPORTATION COMMISSION 480 Lemon Street, 3rd Floor Riverside, CA 92502-2208 Office: (951) 778-1098 Fax (951) 787-7920 mblomquist@rctc.orq 6. RCTC's or STATE's employees, agents, contractors, representatives and invitees shall wear Personal Protective Equipment ("PPE") when on the BNSF's Rail Corridor during construction of the Project or performing subsequent maintenance after completion of construction. The PPE shall meet applicable OSHA and ANSI specifications. Current BNSF PPE requirements are listed on the web site, www.BNSFContractor.com. A partial list of BNSF's PPE requirements include: a) safety glasses: permanently affixed side shields; no yellow lenses, b) hard hats with high visibility orange cover, c) safety shoes: hardened toe, above -the -ankle lace -up with a defined heel and d), high visibility retro-reflective orange vests are required as specified by BNSF's representative in charge of the Project. PPE requirements as defined on the web site, will be amended from time to time, and shall take precedence over the partial list of requirements outlined in this Section 6 of Article V. Hearing protection, fall protection and respirators will be worn as required by state and federal regulations. 7. RCTC must supervise and inspect the operations of all RCTC Contractors to ensure compliance with the plans and specifications approved by BNSF, the terms of this Agreement and all safety requirements of BNSF. If BNSF determines that proper supervision and inspection are not being performed by RCTC personnel and construction management consultants at any time during construction of the Project, BNSF has the right to stop construction (within or adjacent to its operating Rail Corridor). Construction of the Project will not proceed until RCTC corrects the situation to BNSF's reasonable satisfaction. If BNSF feels the situation is not being corrected in an expeditious manner, BNSF will immediately notify RCTC's Toll Program Director for appropriate corrective action. 8. Pursuant to this Section and Article II, Section 7 herein, RCTC must reimburse BNSF in full for the actual costs of all work performed by BNSF under this Agreement (including taxes, such as applicable sales and use taxes, business and occupation taxes, and similar taxes). 9. In any action brought under this Agreement, the prevailing Party shall be entitled to recover its actual costs and attorney's fees pursuant to California Civil Code Section 1717, as well as other litigation costs, including expert witness fees. The prevailing Party shall also be entitled to recover all actual attorney's fees and litigation costs incurred in connection with the enforcement of a judgment arising from such action or proceeding. 10. All expenses detailed in statements sent to RCTC pursuant to Article II, Section 7 herein will comply with the terms and provisions of the Title 23 U.S. Code, Title 23 Code of Federal Regulations, and the Federal -Aid Policy Guide, U.S. Department of Transportation, as amended from time to time, which manual is hereby incorporated into and made a part of this Agreement by reference. RCTC agrees that BNSF's preliminary engineering, design, and contract preparation costs described in Article II, Section 3 herein are part of the costs of the Project even though such work may have preceded the date of this Agreement and the issuance of the Notice to Proceed as more particularly described in Article III, Section 14. Page 12 of 17 West Porphyry (Temescal) OH — April 17, 2014 11. The Parties mutually agree that no construction activities for the Project, nor future maintenance of the OVERHEAD once completed that would interfere with operations of the Rail Corridor will be permitted during the fourth quarter of each calendar year. Emergency work will be permitted only upon prior notification to BNSF's Network Operations Center (telephone number: 800 832-5452). The Parties hereto mutually understand and agree that trains cannot be subjected to delay during this time period. 12. Within 90 days of the conclusion of the Project and final acceptance by BNSF and STATE, RCTC must provide BNSF with a complete electronic set of the bridge plans with the railroad clearances (prepared in English Units). BNSF will also accept a marked up paper copy of the bridge plans labeled "As Built". The marked up copy of those plans will reflect any and all deviations from the original plans that occurred during construction. The electronic set of bridge plans will be submitted in Micro Station *.dgn electronic format (preferred) or AutoCAD *.dwg format. Electronic plans are to be submitted in the original format used for CAD plan preparation and not converted to another format prior to submission. The As Built plans shall show actual measured "as constructed" clearances as well as depth, size and location of all foundation components. The plans shall show dimensioned locations of existing and relocated utilities. The As Built plans must comply with the Bridge Requirements set forth on Exhibit F and depict all information in BNSF engineering stationing and mile post pluses. The As Built plans must also include plan and profile, structural bridge drawings and specifications, and drainage plans. All improvements and facilities must be shown. It is understood that BNSF prefers to receive the As Built plans in an electronic format. 13. BNSF may, at its expense, make future changes or additions to its facilities if necessary or desirable, in BNSF's sole discretion, including, without limitation the following: (i) the right to raise or lower the grade or change the alignment of its tracks, (ii) the right to lay additional track or tracks, or (iii) the right to build other facilities in connection with the operation of its railroad. Such changes or additions must not change or alter the highway components of the OVERHEAD. If it becomes necessary or desirable in the future to change, alter, widen or reconstruct the highway components of the OVERHEAD to accommodate railroad projects, the cost of such work, including any cost incidental to alteration of railroad or highway facilities made necessary by any such changes to the OVERHEAD, will be divided between BNSF and STATE in such shares as may be mutually agreed to by them. Any alteration or reconstruction of the highway components of the OVERHEAD will be covered by a Commission order. 14. STATE may, at STATE's sole expense, alter or reconstruct the OVERHEAD if necessary or desirable, due to traffic conditions or pedestrian or other recreational traffic, provided, however, that any such alteration or reconstruction, must receive BNSF's prior written approval as evidenced by either a supplement to this Agreement, or execution of a new agreement that provides for the termination of this Agreement. Furthermore, any alteration or reconstruction of the highway components of the OVERHEAD will be covered by a Commission order. 15. Any books, papers, records and accounts of the Parties hereto relating to the work hereunder or the costs or expenses for labor and material connected with the construction will at all reasonable times be open to inspection and audit by the agents and authorized representatives of the Parties hereto and the Federal Highway Administration, for a period of three (3) years from the date of the final BNSF invoice under this Agreement. 16. The covenants and provisions of this Agreement are binding upon and inure to the benefit of the successors and assigns of the Parties hereto. Notwithstanding the preceding sentence, no party hereto may assign any of its rights or obligations hereunder without the prior written consent of the other party. 17. In the event construction of the Project does not commence within three (3) years of the Effective Date, this Agreement will become null and void. 18. Neither termination nor expiration of this Agreement will release any party from any liability or obligation under this Agreement, whether of indemnity or otherwise, resulting from any acts, omissions or events happening prior to the date of termination or expiration. 19. To the maximum extent possible, each provision of this Agreement will be interpreted in such a manner as to be effective and valid under applicable law. If any provision of this Agreement is prohibited Page 13 of 17 West Porphyry (Temescal) OH — April 17, 2014 by, or held to be invalid under, applicable law, such provision will be ineffective solely to the extent of such prohibition or invalidity and the remainder of the provision will be enforceable. 20. This Agreement (including exhibits and other documents, manuals, etc. incorporated herein), together with previously acquired and recorded property rights if any, is the full and complete agreement between BNSF, RCTC and STATE with respect to the subject matter herein and supersedes any and all other prior agreements between the Parties hereto. 21. Any notice provided for herein or concerning this Agreement must be in writing and will be deemed sufficiently given when sent by certified mail, return receipt requested, to the Parties at the following addresses: BNSF: RCTC: STATE: Manager Public Projects Melvin Thomas 740 E. Carnegie Drive San Bernardino, CA 92408 Email: Melvin.Thomas4bnsf.com Director Bridge Engineering Ron Berry 4515 Kansas Avenue Kansas City, KS 66106 Email: Ronald.Berrv(abnsf.com Project Engineer Greg Rousseau 740 E. Carnegie Drive San Bernardino, CA 92408 Email: Greq.Rousseau@bnsf.com Division Engineer Adam Richardson 740 E. Carnegie Drive San Bernardino, CA 92408 Email: Adam.Richardson(a�bnsf.com Michael Blomquist Toll Program Director Riverside County Transportation Commission 480 Lemon Street, 3rd Floor Riverside, CA 92502-2208 Office: (951) 778-1098 Fax (951) 787-7920 Email: mblomquistArctc.orq Department of Transportation Ben Martin Office Chief for Railroads and Utilities Relocation Division of Right of Way & Land Surveys 1120 N. Street, MS 37 Sacramento, CA 95814-5690 Office: (916) 654-5413 Email: ben.martinAdot.ca.gov IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed and attested by its duly qualified and authorized officials as of the day and year first above written. (Signature pages to follow) Page 14 of 17 West Porphyry (Temescal) OH — April 17, 2014 BNSF RAILWAY COMPANY By: Printed Name: Sanford C. Sexhus Title: Vice President of Engineering Page 15 of 17 West Porphyry (Temescal) OH — April 17, 2014 RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Name and Title REVIEWED AND RECOMMENDED FOR APPROVAL: By: Name and Title REVIEWED FOR FISCAL IMPACT: By: Chief Financial Officer APPROVED AS TO FORM: By: Best Best & Krieger LLP Counsel to the Riverside County Transportation Commission Page 16 of 17 West Porphyry (Temescal) OH — April 17, 2014 STATE OF CALIFORNIA DEPARTMENT OF TRANSPORTATION By: Name: Ben Martin Title: Office Chief for Railroads and Utilities Relocation Division of Right of Way & Land Surveys APPROVED AS TO FORMS AND PROCEDURES: By: ROGER FORMANEK, Attorney Department of Transportation APPROVAL RECOMMENDED: By: Denny Fong, P.E. 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SEXHUS FEBRUARY 2014 BETWEEN VICE PRESIDENT CALIFORNIA DIVISION BNSF RAILWAY COMPANY SAN BERNARDINO SUBDIVISION AND LINE SEGMENT 7602 STATE OF CALIFORNIA AND RIVERSIDE COUNTY TRANSPORTATION COMMISSION Min Const Clr ENVELOPE BRIDGE SOFFIT Approx OG ST1 MT2 MT1 BENT 4 "'""%i44IKg; i+ig Air i4rm!ii�i�i�i+i�i!►+i�i�►�i�i� � i44400A!O444i•i•i•4t44414 4+1►2440M.A2.4144,41 10.-1" MIN. IN. TOP OF ASE RAIL RAIL 14.-3"d: Max 13'-11"t 17'-10" Mox I� Min 20.-5" OF 7'-0" 0 COLUMN, Typ G=OG —6" FACE OF SHORING TO Min FACE OF CHANNEL WALL Exist ARLINGTON STORM CHANNEL SHORING FOR CIDH PILE Const 108" 0 CIDH PILE, Typ FACE OF SHORING FACE OF COLUMN Min SECTION AT BNSF TRACKS NO SCALE NOTE: All dimensions are measured perpendicular to FL tracks AT WEST PORPHYRY CORONA, CA KEY NOTES: 12 Concrete Barrier (Type 732 Mod) 21 Chain Link Railing (Type 7 Mod) (Over RR R/W Only) 30 Architectural Treatment 36 Isolation Casing 47 Column Mounted Lighting, see "Lighting Plans" WEST PORPHYRY RAILROAD NOTES: SUBDIVISION:SAN BERNARDINO LS-7602 LATITUDE: 33°52.47"N LONGITUDE: 117 °33'09"W BNSF ENGR STA 1237+10 BNSF MP 23.43 DOT# 026522X W91 TEMESCAL WASH Br &off CPUC# 002B - 23.50-A (WIDEN) (BRIDGE No. 56-0446L) Exist TEMESCAL WASH Br & OH (BRIDGE No. 56-0446) (TO BE REMOVED), SEE NOTE A "NW" LINE \ ,_,C[)W" LINE CIP/PS Cone BOX GIRDER Approx OG / SHORING FOR CIDH PILE Cons (MIDDLE AND RIGHT COLUMN ONLY) TYPICAL SECTION - BENT 4 1... 30' NOTE: For information not shown, see "TYPICAL SECTION — BENT 3". 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A. Grantor owns or controls certain real property situated at or near the vicinity of Porphyry, County of Riverside, State of California, at Mile Post 23.43, [Project # j, as described on Exhibit A2 and depicted on Exhibit A3 for the Aerial Parcel and as described on Exhibit B1 and depicted on Exhibit B2 for the Footing Parcel attached hereto and made a part hereof (the "Premises"). B. Grantor and Grantee have entered into that certain Construction and Maintenance Agreement dated as of concerning improvements on or near the Premises (the "C&M Agreement"). C. GRANTOR agrees to grant to GRANTEE, its successors and assigns an Easement over the Premises for purpose of operating a highway overpass over and above Grantor's property, subject to the reservations, covenants, terms and conditions set forth herein and more fully detailed in the previously referenced C&M Agreement. Grantee requires Easement for State highway purposes, a public use for which Grantee has the authority to exercise the power of eminent domain. Grantor is compelled to sell, and Grantee is compelled to acquire the Easement. In consideration of the foregoing recitals which are incorporated herein, the mutual promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Grantor does hereby grant to Grantee an easement for the construction, reconstruction, replacement, removal, inspection, maintenance, repair, and operating an overhead bridge and highway only for use as a public crossing at the location identified herein along with all necessary supporting columns, footings and appurtenances thereon (hereinafter collectively "Structure"). Structure shall be constructed, located, configured and maintained by Grantee, its successors and assigns in strict accordance with the terms of this Easement and the C&M Agreement. Structure and its use as a public crossing in accordance with this Easement and the C&M Agreement are compatible with railroad operations, within the meaning of California Code of Civil Procedure section 1240.510 so long as they do not impede railroad operations, create an undue safety risk, or interfere with Grantor's common carrier obligations as regulated by the Surface Transportation Board or by any successor agency. 2. Grantor further grants to Grantee the non-exclusive right of ingress to and egress from the Premises over and across Grantor's other property subject to advance notification and coordination with Grantor to ensure safety and the compatibility of Grantor's other property for such ingress and egress (which coordination by Grantor shall not be unreasonably withheld) and provided further that such right of ingress and egress shall be in accordance with the terms and provisions of the parties' separate C&M Agreement and any amendments thereto. 3. Reservations by Grantor. Grantor reserves, for itself, or to assign to third parties, the right, provided Grantor uses all commercially reasonable efforts to avoid material interference with the use of the Premises by Grantee for the Easement, including but not limited to the following: Page 1 of 5 (a) to install, construct, reconstruct, upgrade, maintain, renew, alter, repair, inspect, replace, use, operate, change, modify and relocate any existing pipe, power, communication, cable, or utility lines and appurtenances and other facilities or structures of like character (collectively, "Lines") upon, over, under or across the Premises; (b) to install, construct, maintain, renew, repair, replace, use, operate, change, modify and relocate any tracks or additional facilities or structures upon, over, under or across the Premises; and (c) to use the Premises in any manner as the Grantor in its sole discretion deems appropriate. 4. No Warranty of Any Conditions of the Premises. Grantee acknowledges that Grantor has made no representation whatsoever to Grantee concerning the state or condition of the Premises, or any personal property located thereon, or the nature or extent of Grantor's ownership interest in the Premises. Grantee has not relied on any statement or declaration of Grantor, oral or in writing, as an inducement to entering into this Easement, other than as set forth herein. GRANTOR HEREBY DISCLAIMS ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS OR IMPLIED, AS TO THE DESIGN OR CONDITION OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE PREMISES, ITS MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, THE QUALITY OF THE MATERIAL OR WORKMANSHIP OF ANY SUCH PROPERTY, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS INTENDED USES. GRANTOR SHALL NOT BE RESPONSIBLE TO GRANTEE OR ANY OF GRANTEE'S CONTRACTORS FOR ANY DAMAGES RELATING TO THE DESIGN, CONDITION, QUALITY, SAFETY, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE PREMISES, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS INTENDED USES. GRANTEE ACCEPTS ALL RIGHTS GRANTED UNDER THIS EASEMENT AGREEMENT IN THE PREMISES IN AN "AS IS, WHERE IS" AND "WITH ALL FAULTS" CONDITION, AND SUBJECT TO ALL LIMITATIONS ON GRANTOR'S RIGHTS, INTERESTS AND TITLE TO THE PREMISES. Grantee has inspected or will inspect the Premises, and enters upon Grantor's rail corridor and property with knowledge of its physical condition and the danger inherent in Grantor's rail operations on or near the Premises. Grantee acknowledges that this Easement does not contain any implied warranties that Grantee or Grantee's Contractors (as hereinafter defined) can successfully construct or operate the Improvements. 5. Nature of Grantor's Interest in the Premises. GRANTOR DOES NOT WARRANT ITS TITLE TO THE PREMISES NOR UNDERTAKE TO DEFEND GRANTEE IN THE PEACEABLE POSSESSION OR USE THEREOF. NO COVENANT OF QUIET ENJOYMENT IS MADE. In case of the eviction of Grantee by anyone owning or claiming title to or any interest in the Premises, or by the abandonment by Grantor of the affected rail corridor, Grantor shall not be liable to refund Grantee any compensation paid hereunder. 6. Improvements. Grantee shall take, in a timely manner, all actions necessary and proper to the lawful establishment, construction, operation, and maintenance of the Improvements, including such actions as may be necessary to obtain any required permits, approvals or authorizations from applicable governmental authorities. Any and all cuts and fills, excavations or embankments necessary in the construction, maintenance, or future alteration of the Improvements shall be made and maintained in such manner, form and extent as will provide adequate drainage of and from the adjoining lands and premises of the Grantor; and wherever any such fill or embankment shall or may obstruct the natural and pre-existing drainage from such lands and premises of the Grantor, the Grantee shall construct and maintain such culverts or drains as may be requisite to preserve such natural and pre-existing drainage, and shall also wherever necessary, construct extensions of Page 2 of 5 existing drains, culverts or ditches through or along the premises of the Grantor, such extensions to be of adequate sectional dimensions to preserve the present flowage of drainage or other waters, and of materials and workmanship equally as good as those now existing. In the event any construction, repair, maintenance, work or other use of the Premises by Grantee will affect any Lines, fences, buildings, improvements or other facilities (collectively, "Other Improvements"), Grantee will be responsible at Grantee's sole risk to locate and make any adjustments necessary to such Other Improvements. Grantee or Grantee's contractors or consultants must contact the owner(s) of the Other Improvements notifying them of any work that may damage these Other Improvements and/or interfere with their service and obtain the owner's written approval prior to so affecting the Other Improvements. Grantee or Grantee's contractors or consultants must mark all Other Improvements on the Plans and Specifications and mark such Other Improvements in the field in order to verify their locations. Grantee must also use all reasonable methods when working on or near Grantor property to determine if any Other Improvements (fiber optic, cable, communication or otherwise) may exist. The Grantee agrees to keep the above -described premises free and clear from combustible materials and to cut and remove or cause to be cut and removed at its sole expense all weeds and vegetation on said premises during the construction of the Structure. Said work of cutting and removal to be done at such times and with such frequency as to comply with Grantee and local laws and regulations and abate any and all hazard of fire. 7. Taxes and Recording Fees. Grantee shall pay all applicable escrow and recording fees incurred in this transaction, and if title insurance is desired by Grantee, the premium charged therefor. Any taxes applicable to this transaction shall be cleared and paid in the manner required by Section 5086 of the Revenue and Taxation Code, if unpaid at the close of escrow. 8. Compliance with Environmental Laws. Except where it is exempted, Grantee shall strictly comply with all federal and state environmental Laws in its use of the Premises, including, but not limited to, the Resource Conservation and Recovery Act, as amended (RCRA), the Clean Water Act, the Oil Pollution Act, the Hazardous Materials Transportation Act, the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) and the Toxic Substances Control Act (collectively referred to as the "Environmental Laws"). Grantee shall not maintain a "treatment," "storage," "transfer" or "disposal" facility, or "underground storage tank," as those terms are defined by Environmental Laws, on the Premises. Grantee shall not handle, transport, release or suffer the release of "hazardous waste" or "hazardous substances", as "hazardous waste" and "hazardous substances" may now or in the future be defined by any Environmental Laws. 9. Notice of Release. Grantee shall give Grantor immediate notice to Grantor's Resource Operations Center at (800) 832-5452 of any release of hazardous substances on or from the Premises, violation of Environmental Laws, or inspection or inquiry by governmental authorities charged with enforcing Environmental Laws with respect to Grantee's use of the Premises. Grantee shall use its best efforts to promptly respond to any release on or from the Premises. Grantee also shall give Grantor immediate notice of all measures undertaken on behalf of Grantee to investigate, remediate, respond to or otherwise cure such release or violation. 10. Remediation of Release or Violation caused by use of Easement. In the event that Grantor has notice from Grantee or otherwise of a release or violation of Environmental Laws which occurred or may occur during the term of this Easement, and which was caused by, contributed to, or Grantee or Grantee's contractor, Grantor may require Grantee, at Grantee's sole risk and expense, to take timely measures to investigate, remediate, respond to or otherwise cure such release or violation affecting the Premises. If during the construction or subsequent maintenance of the Structure, soils or other materials considered to be environmentally contaminated are exposed, Grantee will remove and safely dispose of said contaminated soils. Determination of soils contamination and applicable disposal procedures thereof, will be made only by an agency having the capacity and authority to make such a determination. Page 3 of 5 11. Preventative Measures. Grantee shall promptly report to Grantor in writing any conditions or activities upon the Premises known to Grantee which create a risk of harm to persons, property or the environment and shall take whatever action is necessary to prevent injury to persons or property arising out of such conditions or activities; provided, however, that Grantee's reporting to Grantor shall not relieve Grantee of any obligation whatsoever imposed on it by this Easement. Grantee shall promptly respond to Grantor's request for information regarding said conditions or activities. 12. Vacation. If the Easement or any portion thereof, shall cease to be needed for public crossing purpose, then the Grantee shall vacate such portion(s) of the Easement in accordance with any and all applicable State and Federal Laws. In addition, Grantee at Grantee's sole expense, shall demolish and remove the Structure in accordance with the then current standards of Grantor, including but not limited to engineering, land use and railroad operating standards, and with the terms and provisions of the C&M Agreement. 13 Tax Exchange. Grantee may assign its rights but not its obligations under this Easement to effect an exchange under applicable section(s) of the Internal Revenue Code. In such event, Grantor shall provide Grantee with a Notice of Assignment and Grantee shall execute an acknowledgement of receipt of such notice. 14. Notices. Any notice required or permitted to be given hereunder by one party to the other shall be delivered in the manner set forth in the C&M Agreement. Notices to Grantor under this Easement shall be delivered to the following address: BNSF Railway Company, Real Estate Department, 2500 Lou Menk Drive, Ft. Worth, TX 76131, Attn: Permits, or such other address as Grantor may from time to time direct by notice to Grantee. 15. Recordation. It is understood and agreed that this Easement shall be in recordable form and shall be placed on public record subject to changes required, if any, to conform such form to local recording requirements. 16. Miscellaneous. 16.1 All questions concerning the interpretation or application of provisions of this Easement Agreement shall be decided according to the substantive Laws of the State of California without regard to conflicts of law provisions. 16.2 If any action at law or in equity is necessary to enforce or interpret the terms of this Easement, the prevailing party or parties shall be entitled to reasonable attorneys' fees, costs and necessary disbursements in addition to any other relief to which such party or parties may be entitled. 16.3 If any provision of this Easement is held to be illegal, invalid or unenforceable under present or future Laws, such provision will be fully severable and this Easement will be construed and enforced as if such illegal, invalid or unenforceable provision is not a part hereof, and the remaining provisions hereof will remain in full force and effect. In lieu of any illegal, invalid or unenforceable provision herein, there will be added automatically as a part of this Easement a provision as similar in its terms to such illegal, invalid or unenforceable provision as may be possible and be legal, valid and enforceable. 16.4 This Easement is the full and complete agreement between Grantor and Grantee except that in matters of coordination between Grantor and Grantee for construction and maintenance, the previously referenced C&M Agreement shall control in any area of conflict between the two. However, nothing herein is intended to terminate any surviving obligation of Page 4 of 5 Grantee or Grantee's obligation to defend and hold Grantor harmless in any prior written agreement between the parties. 17. Administrative Fees. Grantee acknowledges that a material consideration for this agreement, without which it would not be made, is the agreement between Grantee and Grantor, that the Grantee shall pay upon return of this Agreement signed by Grantee to Grantor's Broker a processing fee in the amount of $2,000.00 over and above the agreed upon Acquisition Price. Said fee shall be made payable to BNSF Railway Company by a separate check. Witness the execution of this Easement as of the date first set forth above. GRANTOR: BNSF RAILWAY COMPANY, a Delaware corporation By: Name: Title: THIS IS TO CERTIFY, that the State of California, acting by and through the Department of Transportation (pursuant to Government Code Section 27281), hereby accepts for public purposes the real property described in the within deed and consents to the recordation thereof. IN WITNESS WHEREOF, I have hereunto set my hand this day of , 20 DIRECTOR OF TRANSPORTATION By Attorney in Fact Page 5 of 5 PS OMAS EXHIBIT A2 LEGAL DESCRIPTION Caltrans Parcel No. 22305-1 Permanent Aerial Easements APN's 115-050-014, 115-060-004, & 115-070-001 In the City of Corona, County of Riverside, State of California, being a portion of Section 30, Township 3 South, Range 6 West, San Bernardino Meridian, as said Section 30 is shown on map of Rancho El Sobrante De San Jacinto, recorded in Book 7, Page 10 of Maps, Records of San Bernardino County, being two (2) parcels described as follows: Parcel No. 1 Beginning at the most southerly comer of the land described as Parcel No. 2 (4741-2) in the Deed recorded December 08, 1987 to the State of California as Instrument No. 347946 of Official Records of said County, said corner being a point on the southerly line of that certain 16.86 acre parcel of land as described in the Deed dated September 1, 1897, to the Southern California Railway Company (predecessor in interest to the Atchison, Topeka and Santa Fe Railway Company), recorded October 2, 1897 in Book 62, Page 46 of Deeds, Records of said County; thence along said southerly line North 77°34' 12" West 599.75 feet to a point thereon, said point being the beginning of a non - tangent curve concave northerly having a radius of 2,837.00 feet, to which point a radial line bears South 15°40'16" East; thence easterly along said curve 199.35 feet through a central angle of 04°01'34" to a point on the northerly line of the lands described in said deed to the Southern California Railway Company; thence South 77°34'12" East 839.06 feet to a point thereon; thence South 72°03'03" West 39.38 feet to the beginning of a curve concave southerly having a radius of 2,483.58 feet; thence westerly along said curve 124.08 feet through a central angle of 02°51'45"; thence South 69°11'18" West 145.37 feet to a point on the southerly line of the land described in the Deed dated November 9, 1966, to the Atchison, Topeka and Santa Fe Railway Company, recorded MA2PTG010501\SURVEY\LEGALS\22305_APN_115-050-014 AT&SF\Lega1s\22305-1.doc 1/28/2014 Page 1 of 3 PS OMAS December 7, 1966, as Instrument No. 117348 of said Official Records; thence North 77°34'12" West 273.54 feet along last said southerly line to the most southerly corner of the land described as Parcel No. 1 (4741-1) in said Instrument No. 347946; thence along the southerly line of said Parcel No.1 the following two (2) courses: 1) North 74°11'31" East 68.32 feet to the beginning of a curve concave southerly having a radius of 2,985.00 feet; thence 2) Easterly along said curve 70.62 feet through a central angle of 1°21'20" to the Point of Beginning. Containing 101,061 square feet. Parcel No. 2 Beginning at the northeasterly corner of that certain 10 foot wide strip of land described in the Deed dated November 20, 1984, to the Atchison, Topeka and Santa Fe Railway Company, recorded January 2, 1985, as Instrument No. 681 of Official Records of said County; thence North 77°34'12" West 218.90 feet along the northerly line of said strip of land to a point thereon, said point being the True Point of Beginning; thence. North 77°34'12" West 101.24 feet continuing along said northerly line to a point thereon, said point being the beginning of a non -tangent curve concave westerly having a radius of 1,060.58 feet, to which point a radial line bears North 79°06'50" East; thence northerly along said curve 187.80 feet through a central angle of 10°08'44" to a point on the northerly line of the land described as Parcel No. 4 (4601-1) in the Deed to the State of California recorded December 08, 1987 as Instrument No. 347946 of Official Records of said County, thence South 77°34'12" East 110.55 feet along last said northerly line to a point thereon, said point being the beginning of a non -tangent curve concave westerly having a radius of 1,154.42 feet, to which point a radial line bears North 71°59'42" East; thence southerly along said curve 172.07 feet through a central angle of 08°32'25"; thence South 08°20'16" East 11.45 feet to the True Point of Beginning. Containing 17,412 square feet. MA2PTG010501 \SURVEY\LEGALS\22305_APN_115-050-014_AT&SF\Legals\22305-1.doc 1/28/2014 Page 2 of 3 PSOMAS See Exhibit A3 attached hereto and made a part hereof. The distances described herein are grid distances and are based on California Coordinate System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of l zg-/¢ Brian E. Bullock, PLS 5260 Date Ma2PTG010501 \SURVEY\LEGALS\22305_APN_115-050-014_AT&SF\Legals\22305 -1.doc 1/28/2014 Page 3 of 3 EXHIBIT A3 INDEX r 22305-1 PARCEL 2 SEE SHEET 4 QUARRY STREET in r LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( ) Title to State II III Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22305-1 PERMANENT AERIAL EASEMENTS FEET 0 400 BOO 1600 2400 PREPARED BY: PS O M A S DATE: 11-26-12 REV. 3: 01-28-2014 EA: FAQ: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)751-7373/(714)545-8883 (Fax) 8 RIV 91 7.2 1 4 EXHIBIT A3 PARCEL# TITLE AREA APN 22305-1 PCL 1 ESMT 101,061 SOFT. 115-050-014 & 115-060-004 22305-1 PCL 2 ESMT 17,412 SQ.FT. 115-050-014 & 115-070-001 CURVE DATA DELTA RADIUS LENGTH C1 01°21'20" 2985.00' 70.62' v1 "51O 0 030 `9° 6, 15,050� i" o, � � i , i �5, , — - - 3 , gg• 00 BK. 62, R,2gop13A ice, S77°34'�2„ E D,p AT & SF V%°' 3 N�� --- 839•06, ?C3� �01° i � -' - . PARCEL 1 y / <— (22305-1) .- ''— PG. — 447 3 �5 / ' � N7 ° 2 0ds• N7 O PL,1. ,yo 34'1 „w Sg 99 2� 09,,E 7946 i '5 g• 75 R i EwAY _ RIVERSiD 5T r' TONING 2 N7 i .. . 32 1 f C 1 �— ` 1 L 68..32, ROTE 9 c� SWAY 01111w- P 0. FRE ,4 N77° P�� SIDE 3,° IvER51 �‘' , 2�3 54' ' 9 91 R 26 <, / Za ROUTE 115-060,0 • ��t 115,060"0 \/, i i �/ SEC -NON 30 -- M �1- w _ 0 .....w w ,;� 1 LEGENDL+�1 POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing RANCHO EL SJJRAN Jr r Ur SAN JACINTO ( ) Title to State I I I I 1 Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground 2 2 3 0 5- 1 PERMANENT AERIAL EASEMENTS distances. All distances are in feet unless otherwise noted. I FEET 0 50 100 200 300 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200Santa (714)751Ana, 737347114)54598883 (Fax) DATE: 11-26-12 REV. 3: 01-28-2014 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO.TOTAL SHEETS 8 R IV 91 7.2 2 4 EXHIBIT A3 PARCEL# TITLE AREA APN 22305-1 PCL 1 ESMT 101,061 SQ.FT. 115-050-014 & 115-060-004 22305-1 PCL 2 ESMT 17,412 SQ.FT. 115-050-014 & 115-070-001 CURVE DATA DELTA RADIUS LENGTH C 1 01 ° 21 '20" 2985.00' 70.62' REEW PY pE FREEWAY , DE RIVERS` 380 SIROOT RIVER S�A�IONING 9 O��E 9 cis R a _` 1 6 S77°34 w�2PARO L t15 � 12„F w 31 i _ , 839° _ 0 w x ��! j\jo 7 -_-_ -- _ _ ,— j �!�,0, N7703 „ P -_ __ 311E w' �_ `\N14°27'09"W(R) B° 469 DaS° S72°03, G1 . -- . „ ° 1 \ / i N77°34,12"W` 1 '�,,`I 05•��S-w __ ,mod 02°5>,58, �\ ��\.'' 1--INS 34 ST. N0, `--- ., MOST SLY COR. 8, 0:R0_ _ PARCEL NO. 2 ....... INST. N0. 347946, O.R. 060,OZA � 115 -'" SrC-r)O�� 30 / / RANCHO EL SOSRAN-f LEGEND Dr SAN JACINTO POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( )Title to State J 1 1 1 1 Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide 2 2 3 0 5- 1 PERMANENT AERIAL EASEMENTS by 0.99997476 to obtain ground I distances. All distances are in feet unless otherwise noted. FEET 0 50 100 200 300 PREPARED BY: DATE: 11-26-12 REV. 3: 01-28-2014 EA: FA#: PSOMAS DISTRICT COUNTY ROUTE SHEET PM SHEET NO.TOTAL SHEETS 3 Hutton Centre Drive, Ste. ZOO (714)751n 7373/(71141545 0883 (Fax) 8 R I V 91 7. 2 3 4 EXHIBIT A3 PARCEL# TITLE AREA APN 22305-1 PCL 1 ESMT 101,061 SQ.FT. 115-050-014 & 115-060-004 22305-1 PCL 2 ESMT 17,412 SQ.FT. 115-050-014 & 115-070-001 AT _ -� R� SF \ , 06'`.l 0 5\a N6$ \ \ \ ��! ,--, �— z m 73 o D co --‘ N m Ul „ 0 S 1T0552"E N1\05gg2 / 1 _ zw V PARCEL 2 0 0 _ _ - - — l\J I � \\ r � r o (2 2 3 0 5 —1) " " �0 ``' \ _ \ K.� 6 — — r J - o �, �, 0 4 ��� j '\ I-JJ J o � co DN N -s \ 7. f,) r6 \ ts0s> .A0N n \ - y � J,, R 09 �: N -s, � \ 2 _ 9 Pia' — 469—Dds. - - -_ NE'LY COR. \ _ \ I A51� 1o2� \ INST. NO. 681, O.R. P.O.B. _ ��—T.P\.O,B° EIR� - —1 PARCEL 2 0 50 __ �c,0� N-Ig 06 PARCEL 2 - N770 r- _ _ 34'/2"w N77 3q �2 - _____ - W J1yvr SECT 1 ON 30 08 J .1,l1JJ0 RANCHO r L SOEIRA \1Tr J, Dr SAN J.AC 1 NT0 Lc) - 218.9�, -- - - - - -- —__ _ --___ — f�� LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( ) Title to State I I I I I Access Prohibited — NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground 2 2 3 0 5- 1 PERMANENT AERIAL EASEMENTS distances. All distances are in feet unless otherwise noted. i FEET 0 40 80 160 240 PREPARED BY: PSOMAS Hutton SantaA Ana, Californiae S200 2707 (714)751-7373/(714)545-8883 (Fax) DATE: 11-26-12 REV. 3: 01-28-2014 EA: FM*: DISTRICT _ COUNTY ROUTE SHEET PM SHEET NO.TOTAL SHEETS 8 R I V 91 7. 2 4 4 PSOMAS EXHIBIT `Bl' LEGAL DESCRIPTION Caltrans Parcel No. 22305-2 Permanent Footing Easements APN 115-060-004, 115-050-014 In the City of Corona, County of Riverside, State of California, being a portion of Section 30, Township 3 South, Range 6 West, San Bernardino Meridian, as said Section 30 is shown on map of Rancho El Sobrante De San Jacinto, recorded in Book 7, Page 10 of Maps, Records of San Bernardino County, being ten (10) parcels described as follows: Parcel 1 Beginning at the most northerly corner of the land described as Parcel No. 3 (4741-3) in the Deed to the State of California recorded December 08, 1987 as Instrument No. 347946 of Official Records of said County, said corner being on the northerly line of that certain 16.86 acre parcel of land described in the Deed dated September 1, 1897, to the Southern California Railway Company (predecessor in interest to the Atchison, Topeka and Santa Fe Railway Company), recorded October 2, 1897 in Book 62, Page 46 of Deeds, Records of said County; thence South 77°34'12" East 37.42 feet along the northerly line of said Parcel No. 3 and said lands of Southern California Railway Company to a point thereon, said point being the True Point of Beginning; thence South 54°09'57" East 17.77 feet to a point hereinafter referenced as Point "A"; thence South 35°50'03" West 19.00 feet; thence North 54°09'57" West 61.66 feet to a point on the northerly line of said lands of Southern California Railway Company, said point being North 77°34'12" West 10.41 feet of said most northerly corner; thence South 77°34'12" East 47.83 feet along said northerly line to the True Point of Beginning. Containing 755 square feet. MA2PTG010501\SURVEY\LEGALS\22305_APN_115-050-014_AT&SF\Lega1s\22305-2.doc 1/28/2014 Page 1 of 6 PS OMAS Parcel 2 Beginning at said Point "A" of Parcel 1 as said parcel is described herein; thence South 27°28'52" East 6.16 feet to the True Point of Beginning; thence South 77°34'02" East 49.25 feet; thence South 12°25'58" West 17.50 feet; thence North 77°34'02" West 49.25 feet; thence North 12°25'58" East 17.50 feet to the True Point of Beginning. Containing 862 square feet. Parcel 3 Beginning at the most easterly corner of the land described as Parcel No. 2 (4741-2) in the Deed to the State of California recorded December 08, 1987 as Instrument No. 347946 of Official Records said County, said corner being on the northerly line of that certain 16.86 acre parcel of land described in the Deed dated September 1, 1897, to the Southern California Railway Company (predecessor in interest to the Atchison, Topeka and Santa Fe Railway Company), recorded October 2, 1897 in Book 62, Page 46 of Deeds, Records of said Riverside County; thence North 77°34'12" West 278.97 feet along said northerly line to a point thereon, said point being the True Point of Beginning; thence South 71°37'15" West 58.80 feet; thence North 77°38'41" West 22.00 feet; thence North 12°21'19" East 22.00 feet; thence North 71°37'15" East 15.90 feet to a point on said northerly line; thence South 77°34'12" East 58.87 feet along said northerly line to the True Point of Beginning. Containing 1,368 square feet. Parcel 4 Beginning at the most easterly corner of the land described as Parcel No. 2 (4741-2) in the Deed to the State of California recorded December 08, 1987 as Instrument No. 347946 of Official Records said County, said corner being on the northerly line of that MA2PTG010501\SURVEY \LEGALS\22305 APN_115-050-014 AT&SRLegals\22305-2.doc 1/28/2014 Page 2 of 6 PS OMAS certain 16.86 acre parcel of land described in the Deed dated September 1, 1897, to the Southern California Railway Company (predecessor in interest to the Atchison, Topeka and Santa Fe Railway Company), recorded October 2, 1897 in Book 62, Page 46 of Deeds, Records of said Riverside County; thence South 77°34'12" East 114.49 feet along said northerly line to a point thereon; thence South 72°03'03" West 23.84 feet to the True Point of Beginning; thence South 72°03'03" West 15.54 feet to the beginning of a curve concave southerly having a radius of 2,483.58 feet; thence southwesterly along said curve 21.42 feet through a central angle of 00°29'39"; thence North 77°09'13" West 128.23 feet; thence North 79°06'52" West 25.45 feet; thence North 77°34'21" West 144.46 feet; thence North 12°25'39" East 19.00 feet; thence South 77°34'21" East 144.46 feet; thence South 79°06'48" East 25.46 feet; thence South 77°09'13" East 160.06 feet to the True Point of Beginning. Containing 5,966 square feet. Parcel 5 Beginning at the most westerly corner of the land described as Parcel No. 3 (4741-3) in the Deed to the State of California recorded December 08, 1987 as Instrument No. 347946 of Official Records said County, said corner being on the southerly line of that certain 16.86 acre parcel of land described in the Deed dated September 1, 1897, to the Southern California Railway Company (predecessor in interest to the Atchison, Topeka and Santa Fe Railway Company), recorded October 2, 1897 in Book 62, Page 46 of Deeds, Records of said Riverside County; thence South 77°34'12" East 63.23 feet along said southerly line to a point thereon, said point being the True Point of Beginning; thence North 12°26'04" East 14.20 feet; thence South 77°33'56" East 54.83 feet; thence South 12°26'04" West 14.19 feet to a point on said southerly line; thence North 77°34'12" West 54.83 feet along said southerly line to the True Point of Beginning. Containing 778 square feet. MA2PTG010501\SURVEY\LEGALS\22305 APN_115-050-014 AT&SF\Legals\22305-2.doc 1/28/2014 Page 3 of 6 PS OMAS Parcel 6 Beginning at the most westerly comer of the land described as Parcel No. 3 (4741-3) in the Deed to the State of California recorded December 08, 1987 as Instrument No. 347946 of Official Records said County, said corner being on the southerly line of that certain 16.86 acre parcel of land described in the Deed dated September 1, 1897, to the Southern California Railway Company (predecessor in interest to the Atchison, Topeka and Santa Fe Railway Company), recorded October 2, 1897 in Book 62, Page 46 of Deeds, Records of said Riverside County; thence South 77°34' 12" East 263.65 feet along said southerly line to a point thereon, said point being the True Point of Beginning; thence North 71°37'15" East 57.77 feet; thence South 18°22'45" East 34.45 feet to a point on said southerly line; thence North 77°34'12 West 67.26 feet along said southerly line to the True Point of Beginning. Containing 995 square feet. Parcel 7 Beginning at the most southerly comer of the land described as Parcel No. 2 (4741-2) in the Deed to the State of California recorded December 08, 1987 as Instrument No. 347946 of Official Records said County; thence North 77°34'12" West 40.48 feet along the southerly line of said Parcel No. 2 to a point thereon; thence North 30°13'51" East 16.23 feet; thence South 59°46'09" East 92.00 feet to a point hereinafter referenced as Point `B"; thence South 30°13'51" West 19.00 feet; thence North 59°46'09" West 68.66 feet to a point on the general southeasterly line of Parcel No. 1 (4747-1) as said parcel is described in said deed; said point also being the beginning of a non -tangent curve concave southerly having a radius of 2,985.00 feet, to which point a radial line bears North 14°51'51" West; thence easterly along said general southeasterly line and said curve 21.45 feet through a central angle of 00°24'42" to the Point of Beginning. Containing 1,518 square feet. MA2PTG010501\SURVEY \LEGALS\22305 APN_115-050-014_AT&SF\Legals\22305-2.doc 1/28/2014 Page 4 of 6 PS OMAS Parcel No 8 Beginning at said Point `B" of Parcel 7 as said parcel is described herein; thence South 24°34'57" East 21.96 feet to the True Point of Beginning; thence South 70°48'42" East 71.08 feet; thence South 19°11'18" West 20.00 feet; thence North 70°48'42" West 71.08 feet; thence North 19° 11' 18" East 20.00 feet to the True Point of Beginning. Containing 1,422 square feet. Parcel 9 Beginning at the most northerly corner of the land described as Parcel No. 4 (4601-1) in the Deed to the State of California recorded December 08, 1987 as Instrument No. 347946 of Official Records of said County, thence South 77°34'12" East 292.01 feet along the northerly line of said Parcel No. 4 to a point thereon, said point being the True Point of Beginning; thence South 77°34'12" East 43.00 feet continuing along said northerly line to a point thereon; thence South 12°25'39" West 27.12 feet; thence North 77°34'21" West 43.00 feet; thence North 12°25'39" East 27.13 to the True Point of Beginning. Containing 1,166 square feet. Parcel 10 Beginning at the northeasterly corner of that certain 10 foot wide strip of land described in the Deed dated November 20, 1984, to the Atchison, Topeka and Santa Fe Railway Company, recorded January 2, 1985, as Instrument No. 681 of Official Records of said County; thence North 77°34'12" West 247.25 feet along the northerly line of said strip of land to a point thereon, said point being the True Point of Beginning; thence North 77°34' 12" West 23.09 feet continuing along said northerly line to a point thereon; thence MA2PTG010501\SURVEYALEGALS\22305 APN_115-050-014_AT&SF\Legals\22305-2.doe 1/28/2014 Page 5 of 6 1 2 3 4 7 PS OMAS North 80°31'27" East 21.43 feet; thence South 09°28'33" East 8.62 feet to the True Point of Beginning. Containing 92 square feet. See Exhibit 132' attached hereto and made a park hereof. 8The distances described herein are grid distances and are based on California Coordinate 9 10 11 12 1 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing grid distances by the mean combination factor of the courses being described. The mean combination factor for this conversion is 0.99997476. Prepared under the direction of �r ‘e Brian E. Bullock, PLS 5260 Date f - 28-4 NL\2PTG010501\SURV EYCLEGALS\22305_APN_115-050-014_AT&SF U.egals\22305-2.doc 1/28/2014 Page 6 of 6 EXHIBIT B2 INDEX h W 22305-2 0 PARCELS 1, 2, 5 & 6 SEE SHEETS 2 & 4 RIvERSIpE E. 3RD S TREE T 2- F REEw“ v m 22305-2 PARCEL 9 SEE SHEET 7 :ARRY STREET mN 22305-2 PARCELS 7 & 133 � SEE SHEETS 3 & 6 -23 a z -4 m 0 D O LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( ) Title to State 1 1 1 1 L Access Prohibited 22305-2 PARCEL 10 SEE SHEET 7 NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22305-2 PERMANENT FOOTING EASEMENTS I FEET 0 400 800 1600 2400 PREPARED BY: PS O M A S DATE: 11-26-12 REV. 3: 01-28-2014 EA: FA*: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ano, California 92707 (714)751-7373/(714)545-8883 (Fax) 8 RIV 91 7.2 1 7 EXHIBIT B2 PARCEL# TITLE AREA APN 22305-2 PCL 1 ESMT 755 50.FT. 115-060-004 22305-2 PCL 2 ESMT 862 SOFT. 115-060-004 22305-2 PCL 5 ESMT 778 SQ.FT. 115-060-004 22305-2 PCL 6 ESMT 995 SOST. 115-060-004 MO-S4 N'L4'-,QOR. OF PARCEL A0. 3`0741-3) INST. NO. 3-4.7946,TQ.R. MOST W'LY COR. OF \- PARCEL N0. 3 (4741-3) / INST. NO. 347946, O.R. / SEE SHEET 4 T.P.O.B. PARCEL 1 FOR DETAIL "A" PARCEL 1 22305-2 T.P.O.B. PARCEL 2 ,- ,- —�-- �- PARCEL 2 i BK• 62, -'� _ 22305-2 -' '' A/& Sp�- ' ( 01\...l-b P 6 —G• 469 ' M -I._ \\�� �__ ��? 34,,- -- w T.P.O.B. 22305-2 _ PARCEL 5 PARCEL 5 /... N 2 T.P.O.B. PARCEL 6 ` UJ \ w '1/4AY \ � iv)F REEW \,� 310 ERSIDE 9 9� RIv// N 22305-2 U r E R� ' • .. sECTION 30 PARCEL 6 \f. . // �/ \// \. / LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing RANCHO EL sOaRANTr Dr SAN JACINTO ( )Title to State 1 1 1 1 1 Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground 2 2 3 0 5- 2 PERMANENT FOOTING EASEMENTS distances. All distances are in feet unless otherwise noted. 1 FEET 0 50 100 200 300 PREPARED BY: DATE: 11-26-12 REV. 3: 01-28-2014 EA: FA#: PSOMAS DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 (714)751n 7373/(7114)545-8883 (Fax) 8 R I V 91 7. 2 2 7 EXHIBIT B2 PARCEL# TITLE AREA APN 22305-2 PCL 3 ESMT 1368 SQ.FT. 115-050-014 22305-2 PCL 4 ESMT 5966 SQ.FT. 115-050-014 22305-2 PCL 7 ESMT 1518 SQ.FT. 115-050-014 22305-2 PCL 8 ESMT 1422 SQ.FT. 115-060-004 ,.' F EW AY RE IOE PARCEL 3 v f RS G (22305-2 9� RI -yap R0�TE 9 T.P.O.B. PARCEL 4 PARCEL 3 a 22305-2� E'LY COR. 1 MOST SEE SHEET 5 PARCEL NO. 2 INST. NO. 347946, O.R. N 6 _ f- _ FOR DETAIL „B., & „C., T.P.O.B. w 315 \ -._ PARCEL 4 _ -.,� —� cn —4-' `, gK• 62 � � .• -- � � w' 9 �x�C/ iy _� —, cavil =`` 3`� /fig ��" ■\�' o ' \ �' P.O.B. � P i PARCEL 7 T.P.O.B. G• 46, — % , ' --4111111111111111r OST S'LY COR. PARCEL 8 ' GdS, � '— — 1 i' -- �' i ��� �i Alliklip \ -' AT 'SF . ,,,, ��'' ,' -- PAARCEL NO. 2 �� / ' INST �I�OI.i347946, O.R.11111111°P-\�' � ' .�, 22305-2 .,�� --__ i/ -- PARCEL 7 ' - - `'/. /' 22305-2 �' �„ PARCEL 8 SEE SHEET 6 .. SECTION 3� ,,-' . � FOR DETAIL D' .. RANCHO EL SO8RANTE LEGEND\ OE SAN JACINTO POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( ) Title to State 11 1 I I Access Prohibited NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing ore grid distances. Divide to 2 2 3 0 5- 2 PERMANENT FOOTING EASEMENTS by 0.99997476 obtain ground distances. All distances are in feet unless otherwise noted. FEET 0 50 100 200 300 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 (714)751-7373/(7114)5459 8883 (Fax) DATE: 11-26-12 REV. 3: 01-28-2014 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 R I V 91 7. 2 3 7 EXHIBIT B2 DETAIL P.O.B. PCL 1 MOST N'LY COR. OF PCL NO. 3 (4741-3) INST. NO. 347946, O.R. L1 PARCEL 1 22305-2 L3 L 2 T.P.O.B. PCL 1 L4 �6 L5 MOST W'LY COR. OF PCL �Ir�, 3 PCL NO. 3 (4741-3) 32119-4 L10 INST. NO. PARCEL 5 347946, O.R., 22305-2) LINE DATA BEARING DISTANCE L1 S77°34112"E 10.41' L2 S77°34'12"E 37.42' L3 S77° 34'1 2"E 47.83' L4 S54°09'57"E 17.77' L5 S35°50'03"W 19.00' L6 N54°09'57"W 61.66' L7 S77° 34'02"E 49.25' LEGEND POB Indicates Point Of. Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ) Title to State II II l Access Prohibited L14 POINT "A" S27°28'52"E 6.16'T.P.O.B.� PCL 2i L9 AT & SF BK. 62, PG. 46, Dds. T.P.O.B. PCL 6 L16 DETAIL "A" NOT TO SCALE LINE DATA BEARING DISTANCE L8 S12°25'58"W 17.50' L9 N77°34'02"W 49.25' L10 N12°25'58"E 17.50' L11 S77°34112"E 63.23' L12 N12°26'04"E 14.20' L13 S77°33'56"E 54.83' L14 S12°26'04"W 14.19' L15 N77°34'12"W 54.83' L1 6 S77° 34'1 2"E 263.65' L1 7 N71 ° 37'1 5"E 57.77' L18 S18°22'45"E 34.45' L19 N77°34'12"W 67.26' PARCEL 2 22305-2 i L8 PARCEL 6 (22305-2 \-‘ L19 NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22305-2 PERMANENT FOOTING EASEMENTS PREPARED BY: PSOMAS DATE: 11-26-12 REV. 3: 01-28-2014 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)751-7373/(714)545-8883 (Fax) 8 RIV 91 7.2 4 7 EXHIBIT B2 DETAIL LINE TABLE BEARING DISTANCE L20 S71 °37'1 5"W 58.80' L21 N77°38'41"W 22.00' L22 N12°21'19"E 22.00' L23 N71 °37'1 5"E 1 5.90' L24 S77°34'12"E 58.87' L23 L22 BK. 62, PG. 4N 91 L21 46, Dds. L24 i 0 22305-2) PARCEL 3 DETAIL "B" SCALE: 1" = 50' MOST E'LY COR. PARCEL NO. 2 INST. NO. 347946, O.R. T.P.O.B. PCL 3 P.O.B. PCL'S 3 & 4 N77°34'12"W 278.97' / / Q03.4I CURVE DATA DELTA RADIUS LENGTH C1 00°29'39" 2483.58' 21.42' S79°06'48"E 25.46' PARCEL 4 22305-2) MOST E'LY COR. PARCEL NO. 2 INST. NO. 347946, O.R. P.O.B. PCL'S 3 & 4 S77°34'12"E 1 1 4.49' S f 7° 34'21 "E 1 44.46' ---S77°09'13"E 160.06' 5 2° 7:l C1 144.46' o N77° 34'21 "W rn PCL NO, 2 f----- 341946 --- ��- 1 2 8.2 3' N77°09113"W 25.45' N79° 06'52"W BK. 62, PG. 46, Dds. DETAIL "C" SCALE: 1" = 50' LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( ) Title to State 1 1 1 1 1 Access Prohibited RADIAL TABLE BEARING R1 N18° 26'36"W R1 T.P.O.B PCL 4 LINE TABLE BEARING DISTANCE L25 L26 L27 S72°03'03"W S72°03'03"W S72°03'03"E 23.84' 15.54' 39.38' NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22305-2 PERMANENT FOOTING EASEMENTS FEET 0 25 50 100 150 PREPARED BY: P SOMA S DATE:11-26-12 REV. 3: 01-28-2014 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ana California 92707 (714)751-73734 714)545-8883 (Fax) 8 RIV 91 7.2 5 7 C ) EXHIBIT B2 DETAIL RIVERSIDE ROUTE 91 3z5 1 6 r' eK: SFR� 3.-47,2462, P0.46 /W � l7:°2 Ods, --PARCEL 7 ' L30 r- P.O.B. PCL 7 --L29 4 MOST S'LY COR. PARCEL NO. 2 --INST. NO. 347946, O.R 1 sEOT10N 30 N / RANCHO EL SOSRANTE \ DE' SAN .JACINTO /1 CURVE DATA DELTA RADIUS LENGTH C2 00°24'42" 2985.00' 21.45' LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing Title to State 1 1 1 1 I Access Prohibited POINT "B" L34 PARCEL 8 DETAIL "D" SCALE: 1" = 50' T.P.O.B. PCL 8 L 36 �i LINE TABLE BEARING DISTANCE L29 N77°34'12"W 40.48' L30 N30° 1 3'51 "E 16.23' L31 S59°46'09"E 92.00' L32 530° 1 3'51 "W 19.00' L33 N59°46'09"W 68.66' L34 524°34'57"E 21.96' L35 S70°48'42"E 71.08" L36 S19° 1 1 '1 8"W 20.00' L37 N70°48'42"W 71.08' L38 N19°11'18"E 20.00' NOTES Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. All distances are in feet unless otherwise noted. 22305-2 PERMANENT FOOTING EASEMENTS FEET 0 25 50 100 150 PREPARED BY: PSOMAS DATE: 11-26-12 REV. 3: 01-28-2014 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 3 Hutton Centre Drive, Ste. 200 Santa Ana, California 92707 (714)751-7373/(714)545-8883 (Fax) 8 RIV 91 7.2 6 7 EXHIBIT B2 PARCEL# TITLE AREA APN 22305-2 PCL 9 ESMT 1166 SQ.FT. 115-040-001 22305-2 PCL 10 ESMT 92 SQ.FT. 115-040-001 1---, z —1 LINE TABLE MOST N'LY COR. 1r1 BEARING DISTANCE PARCEL NO. 4 73 INST. NO. 347946, O.R. C.n L38 L39 N77°34'21"W N12°25'39"E 43.00' 27.13' --1 o D PARCEL 9 T.P.O.B. N m PARCEL 9 _ 57703412' A - - _ 292. Cs ---_ \ AT & SF \ PARCEL 9 L39 43,00, E \ \ .ter \\ 22305-2 �� \ S1 ° 2 ,l I�JJ 1 L3g 25'3 „ \ 9 �1 Il�jv-r l \ 1 1 2�,12, W -- S f" , -IJ � \ \ 1 g K t _ \ lc'i \ 1 1 62, PG.\ _ r?� \ \ 1 \46, Dag. _ _ 1 1 5p 028 331E _ _ _ _ NE'LY CDR. \ N800i� 2? E t g,62 1 _ 21 43I -_ , _ 1 t T.P.O.B. 1 _ _ INST. NO. 681, O.R. -- _ - - t P 10\ P.O.B. _ NCEo W �►j _ N77 23 09? ~ _ 1 - - _ 3q '12„w 24 V PARCEL 10 -e�5, _ _ _ C2305-2 lNsr ' - - _ _ SEC r 1 ON 30 PARCEL 10 6s l .1:.. J iN,1 RANCHO EL SO8RAN 1 r Or 'AN JAC 1 N TO LEGEND POB Indicates Point Of Beginning TPOB Indicates True Point Of Beginning (R) Indicates Radial Bearing ( ) Title to State I I I I ( Access Prohibited NOTES ((�� 1 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground 2 2 3 V 5- 1 PERMANENT AERIAL EASEMENTS distances. All distances are in feet unless otherwise noted. I FEET 0 40 80 160 240 PREPARED BY: PSOMAS 3 Hutton Centre Drive, Ste. 200 (714)75i-7373/(7114)545 8883 (Fax) DATE: 11-26-12 REV. 3: 01-28-2014 EA: FA#: DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 RIV 91 7.2 7 7 EXHIBIT C To West Porphyry Overhead Construction and Maintenance Agreement CONTRACTOR REQUIREMENTS WEST PORPHYRY OVERHEAD CONSTRUCTION AND MAINTENANCE AGREEMENT 1.01 General: • 1.01.01 The Contractor must cooperate with BNSF RAILWAY COMPANY, hereinafter referred to as "Railway" where work is over or under on or adjacent to Railway property and/or right-of-way, hereafter referred to as "Railway Property", during RIVERSIDE COUNTY TRANSPORTATION COMMISSION, a public corporation of the State of California, hereinafter referred to as ("RCTC") construction involving the modification of the West Porphyry Overhead providing for its partial demolition, widening, construction of express lanes, and new ramp connections to Interstate Highway I-15 and a railroad maintenance road to accommodate the SR-91 Corridor Improvement Project, BNSF's Milepost 23.43, and Line Segment 7602 on BNSF's San Bernardino Subdivision. • 1.01.02 The Contractor must execute and deliver to the Railway duplicate copies of the Exhibit C-1 Agreement, in the form attached hereto, obligating the Contractor to provide and maintain in full force and effect the insurance called for under Section 3 of said Exhibit C-1. Questions regarding procurement of the Railroad Protective Liability Insurance should be directed to Rosa Martinez at Marsh, USA, 214-303-8519. • 1.01.03 The Contractor must plan, schedule and conduct all work activities so as not to interfere with the movement of any trains on Railway Property. • 1.01.04 The Contractor's right to enter Railway's Property is subject to the absolute right of Railway to cause the Contractor's work on Railway's Property to cease if, in the opinion of Railway, Contractor's activities create a hazard to Railway's Property, employees, and/or operations. Railway will have the right to stop construction work on the Project if any of the following events take place: (i) Contractor (or any of its subcontractors) performs the Project work in a manner contrary to the plans and specifications approved by Railway; (ii) Contractor (or any of its subcontractors), in Railway's opinion, prosecutes the Project work in a manner which is hazardous to Railway property, facilities or the safe and expeditious movement of railroad traffic; (iii) the insurance described in the attached Exhibit C-1 is canceled during the course of the Project; or (iv) RCTC fails to pay Railway for the Temporary Construction License or the Easement. The work stoppage will continue until all necessary actions are taken by Contractor or its subcontractor to rectify the situation to the satisfaction of Railway's Division Engineer or until additional insurance has been delivered to and accepted by Railway. In the event of a breach of (i) the Construction and Maintenance Agreement, (ii) the Temporary Construction License, or (iii) the Easement, Railway may immediately terminate the Temporary Construction License or the Easement. Any such work stoppage under this provision will not give rise to any liability on the part of Railway. Railway's right to stop the work is in addition to any other rights Railway may have including, but not limited to, actions or suits for damages or lost profits. In the event that Railway desires to stop construction work on the Project, Railway agrees to immediately notify the following individual in writing: Exhibit C West Porphyry Overhead Constriction and Maintenance Agreement Page 1 of 13 Michael Blomquist Toll Program Director RIVERSIDE COUNTY TRANSPORTATION COMMISSION 480 Lemon Street, 3rd Floor Riverside, CA 92502-2208 Office: (951) 778-1098 Fax (951) 787-7920 mblomquist@rctc.org • 1.01.05 The Contractor is responsible for determining and complying with all Federal, State and Local Governmental laws and regulations, including, but not limited to environmental laws and regulations (including but not limited to the Resource Conservation and Recovery Act, as amended; the Clean Water Act, the Oil Pollution Act, the Hazardous Materials Transportation Act, CERCLA), and health and safety laws and regulations. The Contractor hereby indemnifies, defends and holds harmless Railway for, from and against all fines or penalties imposed or assessed by Federal, State and Local Governmental Agencies against the Railway which arise out of Contractor's work under this Agreement. • 1.01.06 The Contractor must notify RCTC'S Toll Program Director (951-778-1098) and Railway's Manager Public Projects, telephone number 909-386-4472 at least thirty (30) calendar days before commencing any work on Railway Property. Contractor's notification to Railway must refer to Railway's file • 1.01.07 For any bridge demolition and/or falsework above any tracks or any excavations located with any part of the excavations located within, whichever is greater, twenty-five (25) feet of the nearest track or intersecting a slope from the plane of the top of rail on a 2 horizontal to 1 vertical slope beginning at eleven (11) feet from centerline of the nearest track, both measured perpendicular to center line of track, the Contractor must furnish the Railway five sets of working drawings showing details of construction affecting Railway Property and tracks. The working drawing must include the proposed method of installation and removal of falsework, shoring or cribbing, not included in the contract plans and two sets of structural calculations of any falsework, shoring or cribbing. For all excavation and shoring submittal plans, the current `BNSF-UPRR Guidelines for Temporary Shoring" must be used for determining the design loading conditions to be used in shoring design, and all calculations and submittals must be in accordance with the current "BNSF- UPRR Guidelines for Temporary Shoring". All submittal drawings and calculations must be stamped by a registered professional engineer licensed to practice in the state the project is located. All calculations must take into consideration railway surcharge loading and must be designed to meet American Railway Engineering and Maintenance -of -Way Association (previously known as American Railway Engineering Association) Coopers E-80 live loading standard. All drawings and calculations must be stamped by a registered professional engineer licensed to practice in the state the project is located. The Contractor must not begin work until notified by the Railway that plans have been approved. The Contractor will be required to use lifting devices such as, cranes and/or winches to place or to remove any falsework over Railway's tracks. In no case will the Contractor be relieved of responsibility for results obtained by the implementation of said approved plans. • 1.01.08 Subject to the movement of Railway's trains, Railway will cooperate with the Contractor such that the work may be handled and performed in an efficient manner. The Contractor will have no claim whatsoever for any type of damages or for extra or additional compensation in the event his work is delayed by the Railway. Exhibit C West Porphyry Overhead Construction and Maintenance Agreement Page 2 of 13 1.02 Contractor Safety Orientation • 1.02.01 No employee of the Contractor, its subcontractors, agents or invitees may enter Railway Property without first having completed Railway's Engineering Contractor Safety Orientation, found on the web site www.bnsfcontractor.com. The Contractor must ensure that each of its employees, subcontractors, agents or invitees completes Railway's Engineering Contractor Safety Orientation through internet sessions before any work is performed on the Project. Additionally, the Contractor must ensure that each and every one of its employees, subcontractors, agents or invitees possesses a card certifying completion of the Railway Contractor Safety Orientation before entering Railway Property. The Contractor is responsible for the cost of the Railway Contractor Safety Orientation. The Contractor must renew the Railway Contractor Safety Orientation annually. Further clarification can be found on the web site or from the Railway's Representative. 1.03 Railway Requirements • 1.03.01 The Contractor must take protective measures as are necessary to keep railway facilities, including track ballast, free of sand, debris, and other foreign objects and materials resulting from his operations. Any damage to railway facilities resulting from Contractor's operations will be repaired or replaced by Railway and the cost of such repairs or replacement must be paid for by RCTC. • 1.03.02 The Contractor must notify the Railway's Division Engineer at 909-386-4504 and provide blasting plans to the Railway for review seven (7) calendar days prior to conducting any blasting operations adjacent to or on Railway's Property. • 1.03.03 The Contractor must abide by the following temporary clearances during construction: ■ 15'-0" Horizontally from centerline of nearest track ■ 21'-6" Vertically above top of rail ■ 27'-0" Vertically above top of rail for electric wires carrying less than 750 volts ■ 28'-0" Vertically above top of rail for electric wires carrying 750 volts to 15,000 volts ■ 30'-0" Vertically above top of rail for electric wires carrying 15,000 volts to 20,000 volts ■ 34'-0" Vertically above top of rail for electric wires carrying more than 20,000 volts • 1.03.04 Upon completion of construction, the following clearances shall be maintained: ■ 9-0" Minimum measured Horizontally from centerline of nearest track ■ 25'-4" Minimum measured Vertically above top of rail • 1.03.05 Any infringement within State statutory clearances due to the Contractor's operations must be submitted to the Railway and to RCTC and must not be undertaken until approved in writing by the Railway, and until RCTC has obtained any necessary authorization from the State Regulatory Authority for the infringement. No extra compensation will be allowed in the event the Contractor's work is delayed pending Railway approval, and/or the State Regulatory Authority's approval. • 1.03.06 In the case of impaired vertical clearance above top of rail, Railway will have the option of installing tell -tales or other protective devices Railway deems necessary for protection of Railway operations. The cost of tell -tales or protective devices will be borne by RCTC. Exhibit C West Porphyry Overhead Construction and Maintenance Agreement Page 3 of 13 • 1.03.07 The details of construction affecting the Railway's Property and tracks not included in the contract plans must be submitted to the Railway by RCTC for approval before work is undertaken and this work must not be undertaken until approved by the Railway. • 1.03.08 At other than public road crossings, the Contractor must not move any equipment or materials across Railway's tracks until permission has been obtained from the Railway. The Contractor must obtain a "Temporary Construction Crossing Agreement" from the Railway prior to moving his equipment or materials across the Railways tracks. The temporary crossing must be gated and locked at all times when not required for use by the Contractor. The temporary crossing for use of the Contractor will be constructed and, at the completion of the project, removed at the expense of the Contractor. • 1.03.09 Discharge, release or spill on the Railway Property of any hazardous substances, oil, petroleum, constituents, pollutants, contaminants, or any hazardous waste is prohibited and Contractor must immediately notify the Railway's Resource Operations Center at 1(800) 832-5452, of any discharge, release or spills in excess of a reportable quantity. Contractor must not allow Railway Property to become a treatment, storage or transfer facility as those terms are defined in the Resource Conservation and Recovery Act or any state analogue. • 1.03.10 The Contractor upon completion of the work covered by this contract, must promptly remove from the Railway's Property all of Contractor's tools, equipment, implements and other materials, whether brought upon said property by said Contractor or any subcontractor, employee or agent of Contractor or of any Subcontractor, and must cause Railway's Property to be left in a condition acceptable to the Railway's representative. 1.04 Contractor Roadway Worker on Track Safety Program and Safety Action Plan: • 1.04.01 Each Contractor that will perform work within 25 feet of the centerline of a track must develop and implement a Roadway Worker Protection/On Track Safety Program and work with Railway Project Representative to develop an on track safety strategy as described in the guidelines listed in the on track safety portion of the Safety Orientation. This Program must provide Roadway Worker protection/on track training for all employees of the Contractor, its subcontractors, agents or invitees. This training is reinforced at the job site through job safety briefings. Additionally, each Contractor must develop and implement the Safety Action Plan, as provided for on the web site www.bnsfcontractor.com, which will be made available to Railway prior to commencement of any work on Railway Property. During the performance of work, the Contractor must audit its work activities. The Contractor must designate an on -site Project Supervisor who will serve as the contact person for the Railway and who will maintain a copy of the Safety Action Plan, safety audits, and Material Safety Datasheets (MSDS), at the job site. • 1.04.02 Contractor shall have a background investigation performed on all of its employees, subcontractors and agents who will be performing any services for Railway under this Agreement which are determined by Railway in its sole discretion a) to be on Railway's property, or b) that require access to Railway Critical Infrastructure, Railway Critical Information Systems, Railway's Employees, Hazardous Materials on Railway's property or is being transported by or otherwise in the custody of Railway, or Freight in Transit involving Railway. Exhibit C West Porphyry Overhead Construction and Maintenance Agreement Page 4 of 13 The required background screening shall at a minimum meet the rail industry background screening criteria defined by the e-RAILSAFE Program as outlined at http://www.e-railsafe.com, in addition to any other applicable regulatory requirements. Contractor shall obtain written consent from all its employees, subcontractors or agents screened in compliance with the e-RAILSAFE Program to participate in the Program on their behalf and to release completed background information to Railway's designee. Contractor shall be subject to periodic audit to ensure compliance. Contractor subject to the e-RAILSAFE Program hereunder shall not permit any of its employees, subcontractors or agents to perform services hereunder who are not first approved under e- RAILSAFE Program standards. Railway shall have the right to deny entry onto its premises or access as described in this section above to any of Contractor's employees, subcontractors or agents who do not display the authorized identification badge issued by a background screening service meeting the standards set forth in the e-RAILSAFE Program, or who in Railway's opinion, which may not be unreasonable, may pose a threat to the safety or security of Railway's operations, assets or personnel. Contractors shall be responsible for ensuring that its employees, subcontractors and agents are United States citizens or legally working in the United States under a lawful and appropriate work VISA or other work authorization. 1.05 Railway Flagger Services: • 1.05.01 The Contractor must give Railway's Roadmaster (telephone 909-386-4061) a minimum of thirty (30) calendar days advance notice when flagging services will be required so that the Roadmaster can make appropriate arrangements (i.e., bulletin the flagger's position). If flagging services are scheduled in advance by the Contractor and it is subsequently determined by the parties hereto that such services are no longer necessary, the Contractor must give the Roadmaster five (5) working days advance notice so that appropriate arrangements can be made to abolish the position pursuant to union requirements. • 1.05.02 Unless determined otherwise by Railway's Project Representative, Railway flagger will be required and furnished when Contractor's work activities are located over, under and/or within twenty-five (25) feet measured horizontally from centerline of the nearest track and when cranes or similar equipment positioned beyond 25 feet from the track centerline could foul the track in the event of tip over or other catastrophic occurrence, but not limited thereto for the following conditions: • 1.05.02a When, upon inspection by Railway's Representative, other conditions warrant. • 1.05.02b When any excavation is performed below the bottom of tie elevation, if, in the opinion of Railway's representative, track or other Railway facilities may be subject to movement or settlement. • 1.05.02c When work in any way interferes with the safe operation of trains at timetable speeds. • 1.05.02d When any hazard is presented to Railway track, communications, signal, electrical, or other facilities either due to persons, material, equipment or blasting in the vicinity. Exhibit C West Porphyry Overhead Construction and Maintenance Agreement Page 5 of 13 • 1.05.02e Special permission must be obtained from the Railway before moving heavy or cumbersome objects or equipment which might result in making the track impassable. • 1.05.03 Flagging services will be performed by qualified Railway flaggers. • 1.05.03a Flagging crew generally consists of one employee. However, additional personnel may be required to protect Railway Property and operations, if deemed necessary by the Railways Representative. • 1.05.03b Each time a flagger is called, the minimum period for billing will be the eight (8) hour basic day. • 1.05.03c The cost of flagger services provided by the Railway will be borne by RCTC. The estimated cost for one (1) flagger is approximately between $800.00-$1,600.00 for an eight (8) hour basic day with time and one-half or double time for overtime, rest days and holidays. The estimated cost for each flagger includes vacation allowance, paid holidays, Railway and unemployment insurance, public liability and property damage insurance, health and welfare benefits, vehicle, transportation, meals, lodging, radio, equipment, supervision and other costs incidental to performing flagging services. Negotiations for Railway labor or collective bargaining agreements and rate changes authorized by appropriate Federal authorities may increase actual or estimated flagging rates. THE FLAGGING RATE IN EFFECT AT THE TIME OF PERFORMANCE BY THE CONTRACTOR HEREUNDER WILL BE USED TO CALCULATE THE ACTUAL COSTS OF FLAGGING PURSUANT TO THIS PARAGRAPH. • 1.05.03d The average train traffic on this route is 78 freight trains and 27 passenger trains up to a maximum total of 105 trains per 24-hour period. Train timetable speeds are: Westward: 60 MPH Passenger, 50 MPH Freight Eastward: 60 MPH Passenger, 50 MPH Freight 1.06 Contractor General Safety Requirements • 1.06.01 Work in the proximity of railway track(s) is potentially hazardous where movement of trains and equipment can occur at any time and in any direction. All work performed by contractors within 25 feet of any track must be in compliance with FRA Roadway Worker Protection Regulations. • 1.06.02 Before beginning any task on Railway Property, a thorough job safety briefing must be conducted with all personnel involved with the task and repeated when the personnel or task changes. If the task is within 25 feet of any track, the job briefing must include the Railway's flagger, as applicable, and include the procedures the Contractor will use to protect its employees, subcontractors, agents or invitees from moving any equipment adjacent to or across any Railway track(s). • 1.06.03 Workers must not work within 25 feet of the centerline of any track without an on track safety strategy approved by the Railway's Project Representative. When authority is provided, every contractor employee must know: (1) who the Railway flagger is, and how to contact the flagger, (2) limits of the authority, (3) the method of communication to stop and resume work, and Exhibit C West Porphyry Overhead Construction and Maintenance Agreement Page 6 of 13 (4) location of the designated places of safety. Persons or equipment entering flag/work limits that were not previously job briefed, must notify the flagger immediately, and be given a job briefing when working within 25 feet of the center line of track. • 1.06.04 When Contractor employees are required to work on the Railway Property after normal working hours or on weekends, the Railway's representative in charge of the project must be notified. A minimum of two employees must be present at all times. • 1.06.05 Any employees, agents or invitees of Contractor or its subcontractors under suspicion of being under the influence of drugs or alcohol, or in the possession of same, will be removed from the Railway's Property and subsequently released to the custody of a representative of Contractor management. Future access to the Railway's Property by that employee will be denied. • 1.06.06 Any damage to Railway Property, or any hazard noticed on passing trains must be reported immediately to the Railway's representative in charge of the project. Any vehicle or machine which may come in contact with track, signal equipment, or structure (bridge) and could result in a train derailment must be reported immediately to the Railway representative in charge of the project and to the Railway's Resource Operations Center at 1(800) 832-5452. Local emergency numbers are to be obtained from the Railway representative in charge of the project prior to the start of any work and must be posted at the job site. • 1.06.07 For safety reasons, all persons are prohibited from having pocket knives, firearms or other deadly weapons in their possession while working on Railway's Property. • 1.06.08 All personnel protective equipment (PPE) used on Railway Property must meet applicable OSHA and ANSI specifications. Current Railway personnel protective equipment requirements are listed on the web site, www.bnsfcontractor.com, however, a partial list of the requirements include: a) safety glasses with permanently affixed side shields (no yellow lenses); b) hard hats c) safety shoe with: hardened toes, above -the -ankle lace -up and a defined heel; and d) high visibility retro-reflective work wear. The Railway's representative in charge of the project is to be contacted regarding local specifications for meeting requirements relating to hi -visibility work wear. Hearing protection, fall protection, gloves, and respirators must be worn as required by State and Federal regulations. (NOTE — Should there be a discrepancy between the information contained on the web site and the information in this paragraph, the web site will govern.) • 1.06.09 THE CONTRACTOR MUST NOT PILE OR STORE ANY MATERIALS, MACHINERY OR EQUIPMENT CLOSER THAN 25'-0" TO THE CENTER LINE OF THE NEAREST RAILWAY TRACK. MATERIALS, MACHINERY OR EQUIPMENT MUST NOT BE STORED OR LEFT WITHIN 250 FEET OF ANY HIGHWAY/RAIL AT -GRADE CROSSINGS OR TEMPORARY CONSTRUCTION CROSSING, WHERE STORAGE OF THE SAME WILL OBSTRUCT THE VIEW OF A TRAIN APPROACHING THE CROSSING. PRIOR TO BEGINNING WORK, THE CONTRACTOR MUST ESTABLISH A STORAGE AREA WITH CONCURRENCE OF THE RAILWAY'S REPRESENTATIVE. • 1.06.10 Machines or vehicles must not be left unattended with the engine running. Parked machines or equipment must be in gear with brakes set and if equipped with blade, pan or bucket, they must be lowered to the ground. All machinery and equipment left unattended on Railway's Property must be left inoperable and secured against movement. (See internet Engineering Contractor Safety Orientation program for more detailed specifications). Exhibit C West Porphyry Overhead Construction and Maintenance Agreement Page 7 of 13 • 1.06.11 Workers must not create and leave any conditions at the work site that would interfere with water drainage. Any work performed over water must meet all federal, state and local regulations. • 1.06.12 All power line wires must be considered dangerous and of high voltage unless informed to the contrary by proper authority. For all power lines the minimum clearance between the lines and any part of the equipment or load must be; 200 KV or below - 15 feet; 200 to 350 KV - 20 feet; 350 to 500 KV - 25 feet; 500 to 750 KV - 35 feet; and 750 to 1000 KV - 45 feet. If capacity of the line is not known, a minimum clearance of 45 feet must be maintained. A person must be designated to observe clearance of the equipment and give a timely warning for all operations where it is difficult for an operator to maintain the desired clearance by visual means. 1.07 Excavation: • 1.07.01 Before excavating, the Contractor must determine whether any underground pipe lines, electric wires, or cables, including fiber optic cable systems are present and located within the Project work area. The Contractor must determine whether excavation on Railway's Property could cause damage to buried cables resulting in delay to Railway traffic and disruption of service to users. Delays and disruptions to service may cause business interruptions involving loss of revenue and profits. Before commencing excavation, the Contractor must contact BNSF's Field Engineering Representative (909-386-4079). All underground and overhead wires will be considered HIGH VOLTAGE and dangerous until verified with the company having ownership of the line. It is the Contractor's responsibility to notify any other companies that have underground utilities in the area and arrange for the location of all underground utilities before excavating. • 1.07.02 The Contractor must cease all work and notify the Railway immediately before continuing excavation in the area if obstructions are encountered which do not appear on drawings. If the obstruction is a utility and the owner of the utility can be identified, then the Contractor must also notify the owner immediately. If there is any doubt about the location of underground cables or lines of any kind, no work must be performed until the exact location has been determined. There will be no exceptions to these instructions. • 1.07.03 All excavations must be conducted in compliance with applicable OSHA regulations and, regardless of depth, must be shored where there is any danger to tracks, structures or personnel. • 1.07.04 Any excavations, holes or trenches on the Railway's Property must be covered, guarded and/or protected when not being worked on. When leaving work site areas at night and over weekends, the areas must be secured and left in a condition that will ensure that Railway employees and other personnel who may be working or passing through the area are protected from all hazards. All excavations must be back filled as soon as possible. 1.08 Hazardous Waste, Substances and Material Reporting: • 1.08.01 If Contractor discovers any hazardous waste, hazardous substance, petroleum or other deleterious material, including but not limited to any non -containerized commodity or material, on or adjacent to Railway's Property, in or near any surface water, swamp, wetlands or waterways, while performing any work under this Agreement, Contractor must immediately; (a) notify the Exhibit C West Porphyry Overhead Construction and Maintenance Agreement Page 8 of 13 Railway's Resource Operations Center at 1(800) 832-5452, of such discovery: (b) take safeguards necessary to protect its employees, subcontractors, agents and/or third parties; and (c) exercise due care with respect to the release, including the taking of any appropriate measure to minimize the impact of such release. 1.09 Personal Injury Reporting • 1.09.01 The Railway is required to report certain injuries as a part of compliance with Federal Railroad Administration (FRA) reporting requirements. Any personal injury sustained by an employee of the Contractor, subcontractor or Contractor's invitees while on the Railway's Property must be reported immediately (by phone mail if unable to contact in person) to the Railway's representative in charge of the project. The Non -Employee Personal Injury Data Collection Form contained herein is to be completed and sent by Fax to the Railway at 1(817) 352-7595 and to the Railway's Project Representative no later than the close of shift on the date of the injury. Exhibit C West Porphyry Overhead Constriction and Maintenance Agreement Page 9 of 13 B/idr.:F RA/LrvAY NON -EMPLOYEE PERSONAL INJURY DATA COLLECTION (If injuries are in connection with rail equipment accident/incident, highway rail grade crossing accident or automobile accident, ensure that appropriate information is obtained, forms completed and that data entry personnel are aware that injuries relate to that specific event.) Injured Person Type: Passenger on train IContractor/safety (c) I Non -employee (N) (i e., emp of another railroad, or, non-B1VSF emp involved in vehicle accident including company vehicles) Contractor/non-safety sensitive (G) Volunteer/safety Volunteer/other non -safety sensitive (I) cPntitivP (H) Non -trespasser (D) - to include highway users involved in highway rail grade crossing accidents who did not go around or through pates Trespasser (E) - to include highway users involved in highway rail grade crossing accidents who went around or through gates Non -trespasser (J) - Off Railway Property If train involved, Train ID: Transmit attached information to Accident/Incident Reporting Center by: Fax 1-817-352-7595 or by Phone 1-800-697-6736 Reporting.Center@BNSF.com Officer Providing Information: or email to: Accident - Exhibit C West Porphyry Overhead Construction and Maintenance Agreement Page 10 of 13 (Name) (Employee No.) (Phone #) REPORT PREPARED TO COMPLY WITH FEDERAL ACCIDENT REPORTING REQUIREMENTS AND PROTECTED FROM DISCLOSURE PURSUANT TO 49 U.S.C. 20903 AND 83 U.S.C. 490 NON -EMPLOYEE PERSONAL INJURY DATA COLLECTION INFORMATION REQUIRED TO BE COLLECTED PURSUANT TO FEDERAL REGULATION. IT SHOULD BE USED FOR COMPLIANCE WITH FEDERAL REGULATIONS ONLY AND IT IS NOT INTENDED TO PRESUME ACCEPTANCE OF RESPONSIBILITY OR LIABIITY 1. Accident City/St: 2: Date: Time:: County: 3. Temperature: 4. Weather: (if non BNSF location) Mile Post / Line Segment 5. Driver's License No. (and state) or other ID: SSN(required): 6. Name (last, first, mi): 7. Address: City: St: Zip: 8 Date of Birth: and/or Age: Gender: Exhibit C West Porphyry Overhead Construction and Maintenance Agreement Page 11 of 13 (If available) Phone Number: Employer: 9. Injury: 10. Body Part: (i.e. laceration, etc.) (i.e. Hand, etc.) 11. Description of Accident (To include location, action, result, etc.) 12. Treatment: First Aid Only Required Medical Treatment Other Medical Treatment 13. Dr. Name: Date: 14: Dr. Address: Street; City: St: Zip: 15: Hospital Name: Exhibit C West Porphyry Overhead Construction and Maintenance Agreement Page 12 of 13 16: Hospital Address: Street; City: St: Zip: 17: Diagnosis: REPORT PREPARED TO COMPLY WITH FEDERAL ACCIDENT REPORTIING REQUIREMENTS AND PROTECTED FROM DISCLOSURE PURSUANT TO 49 U.S.C. 20903 AND 83 U.S.C. 490 Exhibit C West Porphyry Overhead Constriction and Maintenance Agreement Page 13 of 13 EXHIBIT C-1 Agreement Between BNSF RAILWAY COMPANY and the CONTRACTOR BNSF RAILWAY COMPANY Attention: Manager Public Projects Railway File: B Agency Project: WEST PORPHYRY OVERHEAD, DOT No. 026522X Gentlemen: The undersigned (hereinafter called, the "Contractor"), has entered into a contract (the "Contract") dated 201_, with RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("RCTC") for the performance of certain work in connection with the following project: The SR-91 Corridor Improvement Project to extend the tolled express lanes for State Route 91 from its existing easterly end at Riverside County's westerly boundary joint with Orange County's easterly boundary to Interstate Highway I-15 involving the modification of existing West Porphyry Overhead DOT No. 026522X, providing for its partial demolition, widening, construction of express lanes, and new ramp connections to Interstate Highway I-15 and a railroad maintenance road to accommodate the SR-91 Corridor Improvement Project. Performance of such work will necessarily require Contractor to enter BNSF RAILWAY COMPANY ("Railway") right of way and property ("Railway Property"). The Contract provides that no work will be commenced within Railway Property until the Contractor employed in connection with said work for RCTC (i) executes and delivers to Railway an Agreement in the form hereof, and (ii) provides insurance of the coverage and limits specified in such Agreement and Section 3 herein. If this Agreement is executed by a party who is not the Owner, General Partner, President or Vice President of Contractor, Contractor must furnish evidence to Railway certifying that the signatory is empowered to execute this Agreement on behalf of Contractor. Accordingly, in consideration of Railway granting permission to Contractor to enter upon Railway Property and as an inducement for such entry, Contractor, effective on the date of the Contract, has agreed and does hereby agree with Railway as follows: Section 1. RELEASE OF LIABILITY AND INDEMNITY Contractor hereby waives, releases, indemnifies, defends and holds harmless Railway for all judgments, awards, claims, demands, and expenses (including attorneys' fees), for injury or death to all persons, including Railway's and Contractor's officers and employees, and for loss and damage to property belonging to any person, arising in any manner from Contractor's or any of Contractor's subcontractors' acts or omissions or any work performed on or about Railway's Exhibit C-1 WEST PORPHYRY OVERHEAD — February 26, 2014 Page 1 of 8 Property. THE LIABILITY ASSUMED BY CONTRACTOR WILL NOT BE AFFECTED BY THE FACT, IF IT IS A FACT, THAT THE DESTRUCTION, DAMAGE, DEATH, OR INJURY WAS OCCASIONED BY OR CONTRIBUTED TO BY THE NEGLIGENCE OF RAILWAY, ITS AGENTS, SERVANTS, EMPLOYEES OR OTHERWISE, EXCEPT TO THE EXTENT THAT SUCH CLAIMS ARE PROXIMATELY CAUSED BY THE WILLFUL MISCONDUCT OR SOLE NEGLIGENCE OF RAILWAY. THE INDEMNIFICATION OBLIGATION ASSUMED BY CONTRACTOR INCLUDES ANY CLAIMS, SUITS OR JUDGMENTS BROUGHT AGAINST RAILWAY UNDER THE FEDERAL EMPLOYEE'S LIABILITY ACT, INCLUDING CLAIMS FOR STRICT LIABILITY UNDER THE SAFETY APPLIANCE ACT OR THE LOCOMOTIVE INSPECTION ACT, WHENEVER SO CLAIMED. Contractor further agrees, at its expense, in the name and on behalf of Railway, that it will adjust and settle all claims made against Railway, and will, at Railway's discretion, appear and defend any suits or actions of law or in equity brought against Railway on any claim or cause of action arising or growing out of or in any manner connected with any liability assumed by Contractor under this Agreement for which Railway is liable or is alleged to be liable. Railway will give notice to Contractor, in writing, of the receipt or dependency of such claims and thereupon Contractor must proceed to adjust and handle to a conclusion such claims, and in the event of a suit being brought against Railway, Railway may forward summons and complaint or other process in connection therewith to Contractor, and Contractor, at Railway's discretion, must defend, adjust, or settle such suits and protect, indemnify, and save harmless Railway from and against all damages, judgments, decrees, attorney's fees, costs, and expenses growing out of or resulting from or incident to any such claims or suits. In addition to any other provision of this Agreement, in the event that all or any portion of this Article shall be deemed to be inapplicable for any reason, including without limitation as a result of a decision of an applicable court, legislative enactment or regulatory order, the parties agree that this Article shall be interpreted as requiring Contractor to indemnify Railway to the fullest extent permitted by applicable law. THROUGH THIS AGREEMENT THE PARTIES EXPRESSLY INTEND FOR CONTRACTOR TO INDEMNIFY RAILWAY FOR RAILWAY'S ACTS OF NEGLIGENCE. It is mutually understood and agreed that the assumption of liabilities and indemnification provided for in this Agreement survive any termination of this Agreement. Section 2. TERM This Agreement is effective from the date of the Contract until (i) the completion of the project set forth herein, and (ii) full and complete payment to Railway of any and all sums or other amounts owing and due hereunder. Section 3. INSURANCE Contractor shall, at its sole cost and expense, procure and maintain during the life of this Agreement the following insurance coverage: Exhibit C-1 WEST PORPHYRY OVERHEAD — February 26, 2014 Page 2 of 8 A. Commercial General Liability insurance. This insurance shall contain broad form contractual liability with a combined single limit of a minimum of $5,000,000 each occurrence and an aggregate limit of at least $10,000,000 but in no event less than the amount otherwise carried by the Contractor. Coverage must be purchased on a post 2004 ISO occurrence form or equivalent and include coverage for, but not limit to the following: ♦ Bodily Injury and Property Damage ♦ Personal Injury and Advertising Injury ♦ Fire legal liability ♦ Products and completed operations This policy shall also contain the following endorsements, which shall be indicated on the certificate of insurance: ♦ The definition of insured contract shall be amended to remove any exclusion or other limitation for any work being done within 50 feet of railroad property. ♦ Waver of subrogation in favor of and acceptable to Railway. ♦ Additional insured endorsement in favor of and acceptable to Railway. ♦ Separation of insureds. ♦ The policy shall be primary and non-contributing with respect to any insurance carried by Railway. It is agreed that the workers' compensation and employers' liability related exclusions in the Commercial General Liability insurance policy(s) required herein are intended to apply to employees of the policy holder and shall not apply to Railway employees. No other endorsements limiting coverage as respects obligations under this Agreement may be included on the policy with regard to the work being performed under this agreement. B. Business Automobile Insurance. This insurance shall contain a combined single limit of at least $1,000,000 per occurrence, and include coverage for, but not limited to the following: ♦ Bodily injury and property damage ♦ Any and all vehicles owned, used or hired The policy shall also contain the following endorsements or language, which shall be indicated on the certificate of insurance: ♦ Waiver of subrogation in favor of and acceptable to Railway. ♦ Additional insured endorsement in favor of and acceptable to Railway. ♦ Separation of insureds. ♦ The policy shall be primary and non-contributing with respect to any insurance carried by Railway. Exhibit C-1 WEST PORPHYRY OVERHEAD — February 26, 2014 Page 3 of 8 C. Workers Compensation and Employers Liability insurance including coverage for, but not limited to: ♦ Contractor's statutory liability under the worker's compensation laws of the state(s) in which the work is to be performed. If optional under State law, the insurance must cover all employees anyway. ♦ Employers' Liability (Part B) with limits of at least $500,000 each accident, $500,000 by disease policy limit, $500,000 by disease each employee. This policy shall also contain the following endorsements or language, which shall be indicated on the certificate of insurance: ♦ Waiver of subrogation in favor of and acceptable to Railway. D. Railroad Protective Liability insurance naming only the Railway as the Insured with coverage of at least $5,000,000 per occurrence and $10,000,000 in the aggregate. The policy Must be issued on a standard ISO form CG 00 35 12 04 and include the following: ♦ Endorsed to include the Pollution Exclusion Amendment ♦ Endorsed to include the Limited Seepage and Pollution Endorsement. ♦ Endorsed to remove any exclusion for punitive damages. ♦ No other endorsements restricting coverage may be added. ♦ The original policy must be provided to the Railway prior to performing any work or services under this Agreement ♦ Definition of "Physical Damage to Property" shall be endorsed to read: "means direct and accidental loss of or damage to all property owned by any named insured and all property in any named insured' care, custody, and control arising out of the acts or omissions of the contractor named on the Declarations. In lieu of providing a Railroad Protective Liability Policy, Licensee may participate (if available) in Railway's Blanket Railroad Protective Liability Insurance Policy. Other Requirements: Where allowable by law, all policies (applying to coverage listed above) shall contain no exclusion for punitive damages. Contractor agrees to waive its right of recovery against Railway for all claims and suits against Railway. In addition, its insurers, through the t-iins of the policy or policy endorsement, waive their right of subrogation against Railway for all claims and suits. Contractor further waives its right of recovery, and its insurers also waive their right of subrogation against Railway for loss of its owned or leased property or property under Contractor's care, custody, or control. above. Allocated Loss Expense shall be in addition to all policy limits for coverages referenced Exhibit C-I WEST PORPHYRY OVERHEAD — February 26, 2014 Page 4 of 8 Contractor is not allowed to self -insure without the prior written consent of Railway. If granted by Railway, self -insured retention or other financial responsibility for claims shall be covered directly by Contractor in lieu of insurance. Any and all Railway liabilities that would otherwise, in accordance with the provisions of this Agreement, be covered by Contractor's insurance will be covered as if Contractor elected not to include a deductible, self -insured retention or other financial responsibility for claims. Prior to commencing the Work, Contractor shall furnish to Railway an acceptable certificate(s) of insurance from an authorized representative evidencing the required coverage(s), endorsements, and amendments. The certificate should be directed to the following addresses: BNSF Railway Company Manager Public Projects 740 East Carnegie Drive San Bernardino, CA 92408 Phone: 909-386-4472 Fax: 909-386-4479 Melvin.Thomas@bns£com AND BNSF Railway Company c/o CertFocus P.O. Box 140528 Kansas City, MO 64114 Toll Free: 877-576-2378 Fax number: 817-840-7487 Email: BNSF@certfocus.com www.certfocus.com Contractor shall notify Railway in writing at least 30 days prior to any cancellation, non - renewal, substitution, or material alteration. Any insurance policy must be written by a reputable insurance company acceptable to Railway or with a current Best's Guide Rating of A- and Class VII or better, and authorized to do business in the state(s) in which the service is to be provide. If coverage is purchased on a "claims made" basis, Contractor hereby agrees to maintain coverage in force for a minimum of three years after expiration, cancellation or termination of this contract. Annually, Contractor agrees to provide evidence of such coverage as required hereunder. Contractor represents that this Agreement has been thoroughly reviewed by Contractor's insurance agent(s)/broker(s), who have been instructed by Contractor to procure the insurance coverage required by this Agreement. Exhibit C-1 WEST PORPHYRY OVERHEAD - February 26, 2014 Page 5 of 8 Not more frequently than once every five years, Railway may reasonably modify the required insurance coverage to reflect then -current risk management practices in the railroad industry and underwriting practices in the insurance industry. If any portion of the operation is to be subcontracted by Contractor, Contractor shall require that the subcontractor shall provide and maintain the insurance coverage(s) set forth herein, naming Railway as an additional insured, and shall require that the subcontractor shall release, defend, and indemnify Railway to the same extent and under the same terms and conditions as Contractor is required to release, defend, and indemnify Railway herein. Failure to provide evidence as required by this section shall entitle, but not require, Railway to terminate this Agreement immediately. Acceptance of a certificate that does not comply with this section shall not operate as a waiver of Contractor's obligations hereunder. The fact that insurance (including, without limitation, self-insurance) is obtained by Contractor shall not be deemed to release or diminish the liability of Contractor including, without limitation, liability under the indemnity provisions of this Agreement. Damages recoverable by Railway shall not be limited by the amount of the required insurance coverage. In the event of a claim or lawsuit involving Railway arising out of this agreement, Contractor will make available any required policy covering such claim or lawsuit. These insurance provisions are intended to be a separate and distinct obligation on the part of the Contractor. Therefore, these provisions shall be enforceable and Contractor shall be bound thereby regardless of whether or not indemnity provisions are determined to be enforceable in the jurisdiction in which the work covered hereunder is performed. For purposes of this section, Railway means "Burlington Northern Santa Fe LLC", "BNSF RAILWAY COMPANY" and the subsidiaries, successors, assigns and affiliates of each. Section 4. EXHIBIT C CONTRACTOR REQUIREMENTS The Contractor must observe and comply with all provisions, obligations, requirements and limitations contained in the Contract, and the Contractor Requirements set forth on Exhibit C attached to the Contract and this Agreement, , including, but not be limited to, payment of all costs incurred for any damages to Railway roadbed, tracks, and/or appurtenances thereto, resulting from use, occupancy, or presence of its employees, representatives, or agents or subcontractors on or about the construction site. Section 5. TRAIN DELAY Contractor is responsible for and hereby indemnifies and holds harmless Railway (including its affiliated railway companies, and its tenants) for, from and against all damages arising from any unscheduled delay to a freight or passenger train which affects Railway's ability to fully utilize its equipment and to meet customer service and contract obligations. Contractor will be billed, as further provided below, for the economic losses arising from loss of use of equipment, contractual loss of incentive pay and bonuses and contractual penalties resulting from Exhibit C-1 WEST PORPHYRY OVERHEAD — February 26, 2014 Page 6 of 8 train delays, whether caused by Contractor, or subcontractors, or by the Railway performing work under this Agreement. Railway agrees that it will not perform any act to unnecessarily cause train delay. For loss of use of equipment, Contractor will be billed the current freight train hour rate per train as determined from Railway's records. Any disruption to train traffic may cause delays to multiple trains at the same time for the same period. Additionally, the parties acknowledge that passenger, U.S. mail trains and certain other grain, intermodal, coal and freight trains operate under incentive/penalty contracts between Railway and its customer(s). Under these arrangements, if Railway does not meet its contract service commitments, Railway may suffer loss of performance or incentive pay and/or be subject to penalty payments. Contractor is responsible for any train performance and incentive penalties or other contractual economic losses actually incurred by Railway which are attributable to a train delay caused by Contractor or its subcontractors. The contractual relationship between Railway and its customers is proprietary and confidential. In the event of a train delay covered by this Agreement, Railway will share information relevant to any train delay to the extent consistent with Railway confidentiality obligations. Damages for train delay are currently $382.20 per hour per incident. THE RATE THEN IN EFFECT AT THE TIME OF PERFORMANCE BY THE CONTRACTOR HEREUNDER WILL BE USED TO CALCULATE THE ACTUAL COSTS OF TRAIN DELAY PURSUANT TO THIS AGREEMENT. Contractor and its subcontractors must give Railway's representative (BNSF Project Engineer, 909-386-4079) eight (8) weeks advance notice of the times and dates for proposed work windows. Railway and Contractor will establish mutually agreeable work windows for the project. Railway has the right at any time to revise or change the work windows due to train operations or service obligations. Railway will not be responsible for any additional costs or expenses resulting from a change in work windows. Additional costs or expenses resulting from a change in work windows shall be accounted for in Contractor's expenses for the project. Contractor and subcontractors must plan, schedule, coordinate and conduct all Contractor's work so as to not cause any delays to any trains. Exhibit C-1 WEST PORPHYRY OVERHEAD — February 26, 2014 Page 7 of 8 Kindly acknowledge receipt of this letter by signing and returning to the Railway two original copies of this letter, which, upon execution by Railway, will constitute an Agreement between us. Contractor BNSF Railway Company By: By: Printed Name: Title: Contact Person: Address: City: State: Zip: Fax: Phone: E-mail: Name: Manager Public Projects Accepted and effective this day of 20. Exhibit C-1 WEST PORPHYRY OVERHEAD — February 26, 2014 Page 8 of 8 PLAN ITEM 406283004 406283005 406283006 406283007 Total: 406283009 406283008 Total 406283000 406283001 406283002 406283003 Total EXHIBIT D RECAPITULATION BNSF COST ESTIMATE for the "SR-91 Corridor Improvement Project" East Porphyry - DOT No. 026595H West Porphyry - DOT No. 026522X East Prado - DOT No. 026532D West Prado - DOT No. 026533K DESCRIPTION OF WORK Inspector/Coordinator Inspector/Coordinator Inspector/Coordinator Inspector/Coordinator Structual and Other Submittal Reviews Structual and Other Submittal Reviews Flagging Flagging Flagging Flagging BUDGET YEAR 2014 $ 2015 2016 2017 AMOUNT 151,500.00 $ 252,500.00 $ 202,000.00 $ 30,300.00 $ 636,300.00 2014 $ 80,800.00 2015 $ 80,800.00 $ 161,600.00 2014 2015 2016 2017 $ 421,733.00 $ 1,827,523.00 $ 527,171.00 $ 42,172.00 $ 2,818,599.00 Grand Total $ 3,616,499.00 MAINTAIN PROPRIETARY CONFIDENTIALITY BNSF RAILWAY COMPANY FHPM ESTIMATE FOR RIVERSIDE COUNTY LOCATION EAST PORPHYRY TO PRADO DAM DETAILS OF ESTIMATE PLAN ITEM : 406283004 VERSION • 1 PURPOSE, JUSTIFICATION AND DESCRIPTION '*BUY AMERICA PROVISIONS APPLY - INSP SC DI V SAN BERNARDINO SUB LS 7602 MP 22.5 - 30.5 -91 FREEWAY WIDENING - INSPECTOR COORDINATOR 2014-100°/ BILLABLE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION S150,000INSPECTOR i COORDINATOR 91 FREEWAY WIDENING AT 4 LOCATIONS: E PORPHYRY MP 22.9, W PORPHYRY MP 23.4, E PRADO MP 27.9, AND W PRADO MP 29.5 BILLING INFO: MICHAEL BLOMQUIST - TOLL PROGRAM DIRECTOR - RIVERSIDE COUNTY TRANSPORTATION COMMISSION - 480 LEMON STREET 3RD FLOOR - RIVERSIDE, CA 92502-220R REQUESTED BY: GREG ROUSSEAU DESCRIPTION QUANTITY UN COST TOTAL S LABOR TOTAL LABOR COST MATERIAL TOTAL MATERIAL COST OTHER INSPECTOR; COORDINATOR TOTAL OTHER ITEMS COST PROJECT SUBTOTAL CONTINGENCIES BILL PREPARATION FEE GROSS PROJECT COST LESS COST PAID BY BNSF 1.0 LS 150,000 150,000 150,000 150.000 0 1,500 151,500 0 TOTAL BILLABLE COST 151,500 Page 5 of 20 •••"• MAINTAIN PROPRIETARY CONFIDENTIALITY •••i• BNSF RAILWAY COMPANY FHPM ESTIMATE FOR RIVERSIDE COUNTY LOCATION EAST PORPHYRY TO PRADO DAM DETAILS OF ESTIMATE PLAN ITEM : 406283005 VERSION : I PURPOSE, JUSTIFICATION AND DESCRIPTION "BUY AMERICA PROVISIONS APPLY - INSP SC DIV SAN BERNARDINO SUB LS 7602 MP 22.5 - 30.5 -91 FREEWAY WIDENING - INSPECTOR t COORDINATOR 2015 - 100% BILLABLE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION S250,000 INSPECTOR :COORDINATOR 91 FREEWAY WIDENING AT 4 LOCATIONS: E PORPHYRY MP 22.9, W PORPHYRY MP 23.4, E PRADO MP 27.9, AND W PRADO MP 29.5 BILLING INFO: MICHAEL BLOMQUIST - TOLL PROGRAM DIRECTOR - RIVERSIDE COUNTY TRANSPORTATION COMMISSION - 480 LEMON STREET 3R D FLOOR - RIVERSIDE, CA 92502-2208 REQUESTED BY: GREG ROUSSEAU DESCRIPTION QUANTITY WM COST TOTALS ♦....... i. LABOR TOTAL LABOR COST i....i♦ii>>.t MATERIAL TOTAL MATERIAL COST OTHER INSPECTOR COORDINATOR TOTAL OTHER ITEMS COST PROJECT SUBTOTAL CONTINGENCIES BILL PREPARATION FEE GROSS PROJECT COST LESS COST PAID BY BNSF 1.0 LS 250,000 250,000 250,000 250,000 0 2,500 252,500 0 TOTAL BILLABLE COST 252,500 Page 11 of 20 **••• MAINTAIN PROPRIETARY CONFIDENTIALITY BNSF RAILWAY COMPANY FHPM ESTIMATE FOR RIVERSIDE COUNTY LOCATION EAST PORPHYRY TO PRADO DAM DETAILS OF ESTIMATE PLAN ITEM : 406283006 VERSION : 1 PURPOSE, JUSTIFICATION AND DESCRIPTION '•BUY AMERICA PROVISIONS APPLY - INSP SC DIV SAN BERNARDINO SUB LS 7602 MP 22.5 - 30.5 - 91 FREEWAY WIDENING - INSPECTOR r COORDINATOR 2016 - 100 % BILLABLE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION S200,000 INSPECTOR COORDINATOR 91 FREEWAY WIDENING AT 4 LOCATION'S: E PORPHYRY MP 22.9, W PORPHYRY MP 23.4, E PRADO MP 27.9, AND W PR.ADO MP 29.5 BILLING INFO: MICHAEL BLOMQUIST - TOLL PROGRAM DIRECTOR - RIVERSIDE COUNTY TRANSPORTATION COMMISSION - 480 LEMON STREET 3RD FLOOR - RIVERSIDE, CA 92502-2208 REQUESTED BY: GREG ROUSSEAU DESCRIPTION QUANTITY U1M COST TOTAL S LABOR TOTAL LABOR COST 0 0 MATERIAL TOTAL MATERIAL COST 0 0 OTHER INSPECTOR: COORDINATOR IA LS 200,000 TOTAL OTHER ITEMS COST 200,000 200,000 PROJECT SUBTOTAL 200,000 CONTINGENCIES 0 BILL PREPARATION FEE 2,000 GROSS PROJECT COST 202,000 LESS COST PAID BY BNSF 0 TOTAL BILLABLE COST 202,000 Page 17 of 20 MAINTAIN PROPRIETARY CONFIDENTIALITY BNSF RAILWAY COMPANY FHPM ESTIMATE• FOR RIVERSIDE COUNTY LOCATION EAST PORPHYRY TO PRADO DAM DETAILS OF ESTIMATE PLAN ITEM : 406283007 VERSION: I PURPOSE, JUSTIFICATION AND DESCRIPTION "'BUY AMERICA PROVISIONS APPLY - INSP SC DIV SAN BERNARDINO SUB LS 7602 MP 22.5 - 30.5 -91 FREEWAY WIDENING - INSPECTOR! COORDINATOR 2017 - 100 o BILLABLE: TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION S30,000 INSPECTOR / COORDINATOR 91 FREEWAY WIDENING AT 4 LOCATIONS: E PORPHYRY MP 22.9, W PORPHYRY MP 23.4, E PRADO MP 27.9. AND W PRADO MP 29.5 BILLING INFO: MICHAEL BLOMQUIST - TOLL PROGRAM DIRECTOR - RIVERSIDE COUNTY TRANSPORTATION COMMISSION - 480 LEMON STREET 3RD FLOOR - RIVERSIDE, CA 92502-2208 REQUESTED BY: GREG ROUSSEAU DESCRIPTION QUANTITY U/M COST TOTAL S LABOR TOTAL LABOR COST . s.srs....r.. MATERIAL TOTAL MATERIAL COST OTHER ssrr.w.www INSPECTOR i COORDINATOR 1.0 LS 30,000 TOTAL OTHER ITEMS COST 30,000 30,000 PROJECT SUBTOTAL 30,000 CONTINGENCIES 0 BILL PREPARATION FEE 300 GROSS PROJECT COST 30,300 LESS COST PAID BY BNSF 0 TOTAL BILLABLE COST 30,300 Page 20 of 20 MAINTAIN PROPRIETARY CONFIDENTIALITY "••"• ANSE RAILWAY COMPANY FHPM ESTIMATE FOR RIVERSIDE COUNTY LOCATION EAST PORPHYRY TO PRADO DAM DETAILS OF ESTIMATE PLAN ITEM : 406283009 VERSION : 1 PURPOSE, JUSTIFICATION AND DESCRIPTION ••BUY AMERICA PROVISIONS APPLY - INSP SC DIV SAN BERNARDINO SUB LS 7602 MP 22.5 - 30.5 - 91 FREEWAY WIDENING - STRUCTURAL AND OTHER SUBMITTAL REVIEWS 2014- 100%BILLABLE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION S80,000 INSPECTOR . COORDINATOR 91 FREEWAY WIDENING AT 4 LOCATIONS: E PORPHYRY MP 22.9, W PORPHYRY MP 23.4, E PRADO MP 27.9, AND \V PRADO MP 29.5 BILLING INFO: MICHAEL BLOMQUIST-TOLL PROGRAM DIRECTOR - RIVERSIDE COUNTY TRANSPORTATION COMMISSION -480 LEMON STREET 3RD FLOOR - RIVERSIDE, CA 92502-2208 REQUESTED BY: GREG ROUSSEAU DESCRIPTION QUANTITY U/M COST TOTAL S LABOR TOTAL LABOR COST MATERIAL TOTAL MATERIAL COST OTHER 0 0 rrr•"".rrr INSPECTOR/COORDINATOR 1.0 LS 80,000 TOTAL OTHER ITEMS COST 80,000 80,000 PROJECT SUBTOTAL 80,000 CONTINGENCIES 0 BILL PREPARATION FEE 800 GROSS PROJECT COST 80,800 LESS COST PAID BY BNSF 0 TOTAL BILLABLE COST 80,800 Page 8 of 20 MAINTAIN PROPRIETARY CONFIDENTIALITY •"** BNSF RAILWAY COMPANY FIIPM ESTIMATE FOR RIVERSIDE COUNTY LOCATION EAST PORPHYRY TO PRADO DAM DETAILS OF ESTIMATE PLAN ITEM: 406283008 VERSION: I PURPOSE, JUSTIFICATION AND DESCRIPTION **BUY AMERICA PROVISIONS APPLY - INSP SC DIV SAN BERNARDINO SUB LS 7602 MP 22.5 - 30.5 - 91 FREEWAY WIDENING - STRUCTURAL AND OTHER SUBMITTAL REVIEWS 2015 - 100% BILLABLE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION S80,000 INSPECTOR? COORDINATOR 91 FREEWAY WIDENING AT 4 LOCATIONS: E PORPHYRY MP 22.9, W PORPHYRY MP 23.4, E PRADO MP 27.9, AND W PRADO MP 29.5 BILLING INFO: MICHAEL BLOMQUIST - TOLL PROGRAM DIRECTOR - RIVERSIDE COUNTY TRANSPORTATION COMMISSION - 480 LEMON STREET 3RD FLOOR - RIVERSIDE, CA 92502-2208 REQUESTED BY:GREG ROUSSEAU DESCRIPTION QUANTITY UM COST TOTALS *rr*s*r*** LABOR TOTAL LABOR COST ********rr•:r MATERIAL TOTAL, MATERIAL COST OTHER INSPECTOR COORDINATOR 1.0 LS 80,000 TOTAL OTHER ITEMS COST 80,000 80,000 PROJECT SUBTOTAI. 80,000 CONTINGENCIES 0 BILL PREPARATION FEE 800 GROSS PROJECT COST 80,800 LESS COST PAID BY BNSF 0 TOTAL BILLABLE COST 80,800 Page 14 of 20 ***** MAINTAIN PROPRIETARY CONFIDENTIALITY BNSF RAILWAY COMPANY FtiPM ESTIMATE FOR RIVERSIDE COUNTY LOCATION EAST PORPHYRY TO PRADO DA141 DE -TAILS OF ESTIMATE PLAN ITEM : 406283000 VERSION : I PURPOSE, JUSTIFICATION AND DESCRIPTION **BUY AMERICA PROVISIONS APPLY - FLG SC DIV SAN BERNARDINO SUB LS 7602 MP 22.5 - 30.5 - 91 FREEWAY WIDENING - FLAGGING 2014 - DOT IPS 02659511, 026522X, 026532D, AND 026533K - I00% BILLABLE 'TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION FLAGGING FOR 91 FREEWAY WIDENING AT 4 LOCATIONS: E PORPHYRY MP 22.9, W PORPHYRY MP 23.4, E PRADO MP 27.9, AND W PRADO MP 29.5 BILLING INFO: MICHAEL BLOMQUIST - TOLL PROGRAM DIRECTOR - RIVERSIDE COUNTY TRANSPORTATION COMMISSION -480 LEMON STREET 3RD FLOOR - RIVERSIDE, CA 92502-2208 REQUESTED BY:GREG ROUSSEAU DESCRIPTION QUANTITY UN COST TOTAL S LABOR ♦ffffif fff FLAGGING - OTHER R.O.W: CAP PAYROLL ASSOCIATED COSTS DA OVERHEADS EQUIPMENT EXPENSES INSURANCE EXPENSES MATERIAL OTHER 5100.0 MH 122,298 80,679 121,882 34,206 20.533 TOTAL. LABOR COST 379,598 379598 TOTAL MATERIAL COST 0 0 TOTAL OTHER ITEMS COST 0 0 PROJECT SUBTOTAL 379,598 CONTINGENCIES 37,959 BILL PREPARATION FEE 4,176 GROSS PROJECT COST 421,733 LESS COST PAID BY BNSF 0 TOTAL BILLABLE COST 421,733 Page 5 of 14 •"" MAINTAIN PROPRIETARY CONFIDENTIALITY " BNSF RAILWAY COMPANY FHPM ESTIMATE FOR RIVERSIDE COUNTY LOCATION EAST PORPHYRY TO PRADO DAM DETAILS OF ESTIMATE PLAN ITEM 406283001 VERSION : 1 PURPOSE, JUSTIFICATION AND DESCRIPTION "BUY AMERICA PROVISIONS APPLY - FLG SC DIV SAN BERNARDINO SUB LS 7602 MP 22.5 - 30.5 - 91 FREEWAY WIDENING - FLAGGING 2015 - DOT I'S 026595H, 026522X, 026532D, AND 026533K - 100%BILLABLE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION FLAGGING FOR 91 FREEWAY WIDENING AT 4 LOCATIONS: E PORPHYRY MP 22.9, W PORPHYRY MP 23.4, E PRADO MP 27.9, AND W PRADO MP 29.5 BILLING INFO: MICHAEL BLOMQUIST - TOLL PROGRAM DIRECTOR - RIVERSIDE COUNTY TRANSPORTATION COMMISSION - 480 LEMON STREET 3RD FLOOR - RIVERSIDE. CA 92502.2208 REQUESTED BY:GREG ROUSSEAU DESCRIPTION QUANTITY U!M COST TOTAL 5 LABOR FLAGGING - OTHER R.O.W.- CAP PAYROLL ASSOCIATED COSTS DA OVERHEADS EQUIPMENT EXPENSES . INSURANCE EXPENSES MATERIAL OTHER 22100.0 MH 529,958 349,613 528,156 148,229 88,979 TOTAL LABOR COST 1,644,935 1,644,935 TOTAL MATERIAL COST 0 0 TOTAL OTHER ITEMS COST 0 0 PROJECT SUBTOTAL 1,644,935 CONTINGENCIES 164,493 BILL PREPARATION FEE 18,095 GROSS PROJECT COST LESS COST PAID BY BNSF 1,827,523 0 TOTAL BILLABLE COST 1,8227,523 Page 8 of 14 . MAINTAIN PROPRIETARY CONFIDENTIALITY •"" BNSF RAILWAY COMPANY FIIPM ESTIMATE FOR RIVERSIDE COUNTY LOCATION EAST PORPHYRY TO PRADO DAM DETAILS OF ESTIMATE PLAN ITEM : 4062830(13 VERSION : 1 PURPOSE, JUSTIFICATION AND DESCRIPTION '"BUY AMERICA PROVISIONS APPLY - FLG SC DIV SAN BERNARDINO SUB 1 S 7602 MP 22.5 - 30.5 -91 FREEWAY WIDENING - FLAGGING 2017 - DOT WS 0265951-1, 026522X, 026532D, AND 026533K - 100% BILLABLE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION FLAGGING FOR 91 FREEWAY WIDENING AT 4 LOCATIONS: E PORPHYRY MP 22.9, W PORPHYRY MP 23.4, E PRADO MP 27.9, AND W PRADO MP 29.5 BILLING INFO: MICHAEL BLOMQUIST -TOLL PROGRAM DIRECTOR - RIVERSIDE COUNTY TRANSPOR'FAT1ON COMMISSION - 480 LEMON STREET 3RD FLOOR - RIVERSIDE. CA 92502-2208 REQUESTED BY:GREG ROUSSEAU DESCRIPTION QUANTITY UJM COST TOTAL S LABOR FLAGGING - OTHER R.O.W. CAP PAYROLL ASSOCIATED COSTS DA OVERHEADS EQUIPMENT EXPENSES INSURANCE EXPENSES MATERIAL .......«.s«.. OTHER 510.0 MH 12,230 8,068 12,188 3,420 2,053 TOTAL LABOR COST 37,959 37,959 TOTAL MATERIAL COST 0 0 TOTAL, OTHER ITEMS COST 0 0 PROJECT SUBTOTAL 37,959 CONTINGENCIES 3,795 BILL PREPARATION FEE 418 GROSS PROJECT COST 42,172 LESS COST PAID BY BNSF 0 TOTAL BILLABLE COST 42.172 Page 14 of 14 MAINTAIN PROPRIETARY CONFIDENTIALITY *"*"* 13NSF RAILWAY COMPANY FHPM ESTIMATE FOR RIVERSIDE COUNTY LOCH PION EAST PORPHYRY TO PRADO DAM DETAILS OF ESTIMATE. PLAN ITEM _ 406283002 VERSION: I PURPOSE, JUSTIFICATION AND DESCRIPTION '*BUY AMERICA PROVISIONS APPLY - FUG SC DIV SAN BERNARDINO SUB LS 7602 VIP 22.5- 30,5-91 FREEWAY WIDENING- FLAGGING 2016 - our "'B 02659511, 026522X, 0265321), AND 026533K - 100% BILLABLE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION FLAGGING FOR 91 FREEWAY WIDENING AT LOCATIONS: E PORPHYRY MP 22,9, W PORPHYRY MP 23.4. E PRADO MP 27. 9, AND \V PRADO MP 29.5 BILLING INFO: MICIIAEL BLOMQUIST - TOLL PROGRAM DIRECTOR - RIVERSIDE COUNTY TRANSPORTATION COMMISSION • 480 LEMON STREET 3RD FLOOR - RIVERSIDE, CA 92502-2208 REQUESTED BY: GREG ROUSSEAU DESCRIPTION QUANTIFY UM COST TOTAL S LABOR FLAGGING - OTHER RUM.- CAP PAYROLL. ASSOCIATED COSTS DA OVERHEADS EQUIPMENT EXPENSES INSURANCE. EXPENSES M.ATERI.AL. Olt OTHER 6375.0 MII 152,873 100,850 152.353 42,758 25,667 MIA1, LABOR COST 474,501 474,501 TOTAL MA TERI At, COST 0 C TOTAL OTHER ITEMS COST 0 0 PROJECT SUBTOTAL 474,501 CONTINGENCIES 47.450 BILL PREPARATION FEE 5,220 GROSS PROJECT COST LESS COST PAID BY 13NSF 527,171 0 TOTAL BILLABLE COST 527,171 Page 11 of 14 Exhibit E RA/LWAY Date: Michael Blomquist Toll Program Director RIVERSIDE COUNTY TRANSPORTATION COMMISSION 480 Lemon Street, 3rd. Floor Riverside, CA. 92502-2208 Melvin Thomas Manager Public Projects BNSF Railway Company 740 East Carnegie Drive San Bernardino, CA 92408 (909) 386-4472 (office) (909) 831-8199 (cell) (909) 386-4479 (fax) Melvin.ThomasCa�bnsf.com Re: Final Approval of Plans and Specifications dated by (consultant) (hereinafter called, the "Plans and Specifications") Dear Mr. Blomquist: This letter serves as BNSF RAILWAY COMPANY'S ("BNSF") final written approval of that portion of the Plans and Specifications covering the Project's concept for the modification of the West Porphyry Overhead (DOT No. 026522X) providing for its partial demolition, widening, construction of express lanes, and new ramp connections to Interstate Highway 1-15 to accommodate the SR-91 Corridor Improvement Project that will be constructed on or adjacent to BNSF's Rail Corridor. This final written approval is given to RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("RCTC") pursuant to Article III, Section 1 of that certain Construction and Maintenance Agreement between BNSF, STATE OF CALIFORNIA, and RCTC, which this Exhibit E is attached to and made a part thereof. If the Plans and Specifications are revised by RCTC subsequent to the date set forth above, this letter shall no longer serve as final written approval of the Plans and Specifications and RCTC must resubmit said Plans and Specifications to BNSF for final written approval. It is understood that the approvals contained in this letter do not cover, the approvals of plans and specifications for any falsework, shoring, and demolition that may be subsequently submitted to BNSF by RCTC or its contractor for approval. BNSF has not reviewed the design details or calculations for structural integrity or engineering accuracy. BNSF accepts no responsibility for errors or omissions in the design of the project. Respectfully, Melvin Thomas Manager Public Projects BNSF Railway Exhibit F BNSF Bridge Requirements BRIDGE DESIGN, PLANS & SPECIFICATIONS: Except for the design of temporary falsework and shoring, BNSF review of the Structure plans will be limited to the vertical and horizontal clearances, sight distance for existing train signals, foundation dimensions and drainage characteristics as they relate to existing and future tracks. BNSF will not review structural design calculations for the permanent Structure unless a member or members are influenced by railroad live loads. Temporary falsework and shoring plans and calculations must be reviewed and approved by BNSF prior to beginning construction. RCTC shall perform an independent review of the design calculations for temporary falsework and shoring prior to submitting them to BNSF for approval. Temporary construction clearances must be no less than 15 feet measured horizontally from the centerline of the nearest track and 21 feet-6inches measured vertically from the top of rail of the most elevated track to the bottom of lowest temporary falsework member. State regulatory agencies may have more restrictive requirements for temporary railroad clearances. For the permanent Structure, RCTC will submit plans showing the least horizontal distance from the centerline of existing and future tracks to the face of the nearest member of the proposed Structure. The location of the least horizontal distance must be accurately described such that BNSF can determine where it will occur in both the horizontal and vertical plane. . For the permanent Structure, RCTC will submit plans showing the least vertical clearance from top of paving to bottom the deck of the proposed Structure. Prior to beginning construction of the permanent Structure, the top of rail elevations should be checked and verified that they have not changed from the assumed elevations utilized for the design of the bridge. The general policy of the Burlington Northern and Santa Fe (BNSF) with regard to bridge and related crash wall construction is to follow the current recommendations of the American Railway Engineering and Maintenance -of -Way Association (AREMA) Current AREMA recommended practice in Manual for Railway Engineering Chapter 8 (Art. 2.1.5.1). RCTC shall require its Contractor to submit specifications for the Structure to BNSF for review and approval. Prior to issuing any invitation to bid on construction of the Structure, RCTC should conduct a pre -bid meeting where prospective Contractors have the opportunity to communicate with BNSF personnel regarding site specific train speeds, train density, and general safety requirements for men and equipment working near live tracks. BRIDGE CONSTRUCTION: Prior to the Contractor entering BNSF's railroad corridor or property, to begin construction of the Project RCTC shall conduct a pre -construction meeting with BNSF personnel in attendance to reiterate the safety requirements of construction activity adjacent to live tracks. During construction, BNSF may require an independent engineering inspector to be present during certain critical activities of the Project, including but not limited to: driving foundation piles, erecting falsework, construction of shoring and retaining walls, placing concrete, placing soil backfill and compaction processes. RCTC shall reimburse BNSF for all costs of supplemental inspection services. Within 90 days of the conclusion of the Project and final acceptance by BNSF and, RCTC will provide BNSF with a complete electronic set of the bridge plans. BNSF will also accept a marked up paper copy of the bridge plans labeled "As Built". The marked up paper copy of the plans will reflect any and all deviations from the original plans that occurred during construction. The electronic set of the bridge plans will be submitted in Micro Station *.dgn Form 0105 Rev. 4/07/08 Page 1 of 2 West Porphyry Overhead, Corona, CA. electronic format (preferred) or AutoCAD *.dwg format. Electronic plans are to be submitted in the original format used for CAD plan preparation and not converted to another format prior to submission. The "As Built" plans shall show actual measured "as constructed" clearances shall be shown as well as depth, size and location of all foundation components. The plans shall show dimensioned locations of existing and relocated utilities. It is understood that BNSF prefers to receive the "As Built" plans in an electronic format. BRIDGE MAINTENANCE: CITY will be responsible for maintenance and repair of the Structure including the earth retention components, embankment slopes, erosion control, surface drainage, fencing, deck drains, landscaping, paint, walkways, handrails, lighting, and other improvements associated with the Project. Fencing and other pedestrian access controls within BNSF's rail corridor and incorporated into the Project shall be designed and maintained by RCTC through construction. Trespasser control shall be the responsibility of RCTC through construction. Graffiti removal will be the responsibility of CITY. BRIDGE INSPECTION: CITY will conduct annual routine structural inspections. In the event of an earthquake, fire, flood, damage from vehicular impacts or other emergent situations, CITY will provide an immediate inspection by qualified personnel and notify BNSF of damage that may affect safe passage of trains. If necessary CITY will embargo weights or provide lane closures or other such measures to protect the structural integrity of the Structure such that there can be continuous safe passage of trains until repairs are made. BRIDGE ALTERATIONS: Except as provided otherwise by this Agreement, there will be no alterations made to the Structure that will alter the railroad vertical or horizontal clearances p