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09 September 24, 2012 Western Riverside County Programs and ProjectsTIME: DATE: RIVERSIDE COUNTY TRANSPORTATION COMMISSION WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE MEETING AGENDA 1:30 p.m. Monday, September 24, 2012 LOCATION: BOARD ROOM County of Riverside Administrative Center 4080 Lemon Street, First Floor, Riverside ~ COMMITTEE MEMBERS ..qj Adam Rush, Chair I Ike Bootsma, City of Eastvale Andrew Kotyuk, Vice Chair I Scott Miller, City of San Jacinto Bob Botts I Don Robinson, City of Banning Karen Spiegel I Eugene Montanez, City of Corona Frank Johnston I Micheal Goodland, City of Jurupa Valley Darcy Kuenzi I Wallace Edgerton, City of Menifee Marcelo Co I Richard Stewart, City of Moreno Valley Berwin Hanna I Kathy Azevedo, City of Norco Daryl Busch I AI Landers, City of Perris Ben Benoit I Timothy Walker, City of Wildomar Bob Buster, County of Riverside, District I Marion Ashley, County of Riverside, District V ~STAFF ..qj Anne Mayer, Executive Director John Standiford, Deputy Executive Director ~ AREAS OF RESPONSIBILITY ..qj Air Quality, Capital Projects, Communications and Outreach Programs, lntermodal Programs, Motorist Services, New Corridors, Regional Agencies/Regional Planning, Regional Transportation Improvement Program (RTIP), Specific Transit Projects, State Transportation Improvement Program (STIP), Transportation Uniform Mitigation Fee (TUMF) Program, and Provide Policy Direction on Transportation Programs and Projects related to Western Riverside County and other areas as may be prescribed by the Commission. Comments are welcomed by the Committee. If you wish to provide comments to the Committee, please complete and submit a Speaker Card to the Clerk of the Board. Riverside (ounly Transportation Commission TO: Riverside County Transportation Commission FROM: Jennifer Harmon, Office and Board Services Manager DATE: September 20, 2012 SUBJECT: Possible Conflicts of Interest Issues -Western Riverside County Programs and Projects Committee Agenda of September 24, 2012 The September 24, 2012 agenda of the Western Riverside County Programs and Projects Committee includes items which may raise possible conflicts of interest. A RCTC member 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. Agenda Item No. 8 -Agreement for Station Janitorial Services Consultant(s): Spotless Complete Services, Inc. 5255 Canyon Crest Drive, 71 Riverside, CA 92507 Manuel Lara, General Manager ~~~~~---~~~~~~~~------- RIVERSIDE COUNTY TRANSPORTATION COMMISSION WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE ROLL CALL SEPTEMBER 24, 2012 County of Riverside, District I County of Riverside, District V City of Banning City of Corona City of Eastvale City of Jurupa Valley - City of Menifee City of Moreno Valley City of Norco City of Perris City of San Jacinto City of Wildomar Present :::: ;;Y ;:: :::: ;::: , D , Absent D t:1 D t:1 D t:1 D t:1 D t:1 ,2f" t:1 RIVERSIDE COUNTY TRANSPORTATION COMMISSION WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS SIGN-IN SHEET SEPTEMBER 24, 2012 / NAME /iJ AGEN,CY _ , E MAIL ADDRESS 1 j Vv""- RIVERSIDE COUNTY TRANSPORTATION COMMISSION WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE www.rctc.org AGENDA* *Actions may be taken on any item listed on the agenda 1:30 p.m. Monday, September 24, 2012 BOARDROOM County Administrative Center 4080 Lemon Street, First Floor Riverside, California 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 you need special assistance to participate in a Committee 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 Committee may, either at the direction of the Chair or by majority vote of the Committee, 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. Also, the Committee may terminate public comments if such comments become repetitious. In addition, the maximum time for public comment for any individual item or topic is thirty (30) minutes. Speakers may not yield their time to others without the consent of the Chair. Any written documents to be distributed or presented to the Committee shall be submitted to the Clerk of the Board. This policy applies to Public Comments and comments on Agenda Items. Western Riverside County Programs and Projects Committee September 24, 2012 Page 2 Under the Brown Act, the Board should not take action on or discuss matters raised during public comment portion of the agenda which are not listed on the agenda. Board members may refer such matters to staff for factual information or to be placed on the subsequent agenda for consideration. 5. APPROVAL OF MINUTES-AUGUST 27, 2012 6. ADDITIONS/REVISIONS (The Committee 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 Committee subsequent to the posting of the agenda. An action adding an item to the agenda requires 2/3 vote of the Committee. If there are less than 2/3 of the Committee 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.) 7. PROPOSITION 18 STATE-LOCAL PARTNERSHIP PROGRAM FORMULA FUNDS- WESTERN COUNTY PROJECT PROGRAMMING STATUS AND NOMINATION REQUEST FOR THE INTERSTATE 15/LOS ALAMOS INTERCHANGE Page 1 Overview This item is for the Committee to: 1) Approve programming up to $3.5 million of Proposition 1 B State-Local Partnership Program (SLPP) formula funds for the Interstate 15/Los Alamos interchange project in the city of Murrieta; and 2) Forward to the Commission for final action. 8. AGREEMENT FOR STATION JANITORIAL SERVICES Page3 Overview This item is for the Committee to: 1) Award Agreement No. 12-24-086-00 to Spotless Complete Services, Inc. (Spotless) for station janitorial services for a three-year term, and two one-year options to extend the agreement, in the amount of 458,283, plus a contingency amount of $45,828, for a total amount not to exceed $504,111; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, including option years, on behalf of the Commission; 3) Authorize the Executive Director, or designee, to execute task orders awarded under the terms of the agreement; and 4) Forward to the Commission for final action. Western Riverside County Programs and Projects Committee September 24, 2012 Page 3 9. IOWA AVENUE AND RIVERSIDE AVENUE GRADE SEPARATION PROJECTS Page 23 Overview This item is for the Committee to: 1) Allocate $2,126,968 in federal Congestion Mitigation Air Quality (CMAQ) funds to the city of Riverside (Riverside) in support of the Iowa Avenue grade separation project; 2) Allocate $3,208,622 in Surface Transportation Program (STP) funds to Riverside in support of the Riverside Avenue grade separation project; and 3) Forward to the Commission for final action. 10. COMMISSIONERS I STAFF REPORT Overview This item provides the opportunity for the Commissioners and staff to report on attended and upcoming meeting/conferences and issues related to Commission activities. 11. ADJOURNMENT AND NEXT MEETING The next Western Riverside County Programs and Projects Committee meeting is scheduled to be held at 1:30 p.m., Monday, October 22, 2012, Board Chambers, First Floor, County Administrative Center, 4080 Lemon Street, Riverside. AGENDA ITEM 5 MINUTES RIVERSIDE COUNTY TRANSPORTATION COMMISSION WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE Monday, August 27, 2012 MINUTES 1 . CALL TO ORDER The meeting of the Western Riverside County Programs and Projects Committee was called to order by Chair Adam Rush at 1 :32 p.m., in the Board Room at the County of Riverside Administrative Center, 4080 Lemon Street, First Floor, Riverside, California, 92501. 2. PLEDGE OF ALLEGIANCE At this time, Commissioner Frank Johnston led the Western Riverside County Programs and Projects Committee in a flag salute. 3. ROLL CALL Members/ Alternates Present Marion Ashley Ben Benoit Bob Botts Daryl Busch Bob Buster* Marcelo Co Berwin Hanna Frank Johnston Darcy Kuenzi Adam Rush Karen Spiegel Members Absent Andrew Kotyuk * Arrived after the meeting was called to order 4. PUBLIC COMMENTS There were no requests to speak from the public. RCTC WRC Programs and Projects Committee Minutes August 27, 2012 Page 2 5. APPROVAL OF MINUTES-JUNE 25, 2012 M/S/C (Kuenzi/Spiegel) to approve the minutes as submitted. 6. ADDITIONS/REVISIONS There were no additions or revisions to the agenda. At this time, Commissioner Bob Buster arrived. 7. CITY OF SAN JACINTO TRANSPORTATION UNIFORM MITIGATION FEE REGIONAL ARTERIAL PROGRAM-PROGRAMMING REQUEST Shirley Medina, Programming and Planning Manager, presented the details of the programming request from the city of San Jacinto. M/S/C (Kuenzi/Botts) to: 1) Approve Agreement No. 13-72-023-00 with the city of San Jacinto to program $4.5 million of 2009 Measure A Western County Measure A Regional Arterial (MARA) funds and $1 million of Transportation Uniform Mitigation Fee (TUMF) funds for the city of San Jacinto Ramona Expressway improvement project, Sanderson Avenue to Eagle Road construction phase; 2) Authorize the Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; 3) Approve budget adjustments to increase TUMF expenditures by $2 million, TUMF transfers in by $1 million, and MARA transfers out by $1 million; and 4) Forward to the Commission for final action. 8. PERRIS VALLEY LINE COMMUTER RAIL EXTENSION PROJECT -APPROVAL OF PRE-QUALIFICATION CRITERIA FOR GENERAL AND SPECIALTY CONTRACTS Edda Rosso, Capital Projects Manager, presented the details of the pre-qualification criteria for general and specialty contracts for the Perris Valley Line (PVL) commuter rail extension project. ------------------------------- RCTC WRC Programs and Projects Committee Minutes August 27, 2012 Page 3 In response to Commissioner Kuenzi's question regarding the time frame for construction, Edda Rosso stated the construction contract will be brought to the Commission for action in December pending FTA approval. Anne Mayer, Executive Director, noted the Commission is proceeding in this process to gain all necessary approvals to move forward while simultaneously managing the lawsuit. The lawsuit is not impacting the schedule of the project at this point. In response to Chair Rush's question, Edda Rosso stated the Commission has not prequalified three subsets of contractors in the recent past for any project. Anne Mayer added this type of pre-qualification is more the norm for a rail project than a highway project. M/S/C (Kuenzi/Spiegel) to: 1) Approve the Perris Valley Line (PVL) commuter rail extension project pre-qualification criteria; 2) Adopt Resolution No. 12-015, "Resolution Of The Riverside County Transportation Commission Approving Pre-Qualification Criteria For The Perris Valley Line Commuter Rail Extension Project"; and 3) Forward to the Commission for final action. 9. AGREEMENT WITH BECHTEL INFRASTRUCTURE CORPORATION FOR PROGRAM MANAGEMENT SERVICES FOR PERRIS VALLEY LINE PROJECT Edda Rosso presented Infrastructure Corporation project. the scope of the agreement with Bechtel for program management services for the PVL M/S/C (Busch/Benoit) to: 1) Award Agreement No. 12-33-103-00 with Bechtel Infrastructure Corporation (Bechtel) for program management services for the Perris Valley Line (PVL) commuter rail extension project in the amount of $2,327,146, plus a contingency of $172,854, for a total amount not to exceed $2.5 million; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; RCTC WRC Programs and Projects Committee Minutes August 27, 2012 Page 4 3) Authorize the Executive Director to approve contingency work as may be required for the project; and 4) Forward to the Commission for final action. 10. AGREEMENT FOR lEGAl SERVICES FOR THE PERRIS VAllEY liNE PROJECT Edda Rosso presented the scope of the agreement with Best Best & Krieger for legal services for the PVl project. M/S/C (Johnston/Hanna) to: 1) Award Agreement No. 12-33-115-00 with Best Best & Krieger llP (BB&K) for legal services on the Perris Valley line (PVl) commuter rail extension project for a five-year term, and two one-year options to extend the agreement, in an amount not to exceed $4 75,000; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, including option years, on behalf of the Commission; and 3) Forward to the Commission for final action. 11 . AGREEMENT WITH PERRIS ElEMENTARY SCHOOl DISTRICT FOR AllOCATION OF FUNDS FOR THE DISTRICT'S DESIGN AND CONSTRUCTION OF A WAll Edda Rosso presented the background and scope of the agreement with Perris Elementary School District for allocation of funds for the district's design and construction of a wall at Nan Sanders Elementary School. Commissioners Bob Botts and Karen Spiegel expressed concern for the Commission funding a wall that is not required. Anne Mayer responded there will be 1 2 additional trains per day once PVl service is initiated. While the wall is not for mitigation of noise or safety, staff believes the wall is a good neighbor measure that is appropriate. The Commission is trying to ensure this project meets the needs of the community. Commissioner Daryl Busch also noted walls will be constructed at the two other elementary schools, Highland and Hyatt, along the PVl in the city of Riverside. RCTC WRC Programs and Projects Committee Minutes August 27, 2012 Page 5 Edda Rosso added the wall at Highland Elementary School is being built for mitigation purposes. Commissioner Marion Ashley expressed support for the Commission to fund the wall at Nan Sanders Elementary School. He stated the wall will provide a deterrent to children from entering the rail right of way compared to a chain link fence, as well as reduce the distraction to children when trains pass through. M/S/C (Kuenzi/Benoit) to: 1) Approve Agreement No. 12-33-066-00 with Perris Elementary School District (PESO) to: a) Reimburse the PESO's design and construction of a wall in the amount of $650,000, plus a contingency amount of $1 00,000, for a total amount not to exceed $750,000; and b) Grant a license to PESO for the licensed property and the PESO's maintenance and use of the property; 2) Authorize the Executive Director to approve use of the contingency amount as may be required for the project; 3) Authorize the Chair or the Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 4) Forward to the Commission for final action. At this time, Commissioners Ashley and Busch recused themselves from Agenda Item 12. 12. STATUS OF THE CONSTRUCTION BID OPENING OF THE INTERSTATE 215 CENTRAL WIDENING FROM SCOTT ROAD TO NUEVO ROAD PROJECT, IN THE CITY OF PERRIS Lisa DaSilva, Capital Projects Manager, updated the Committee on the status of the construction bid opening of the Interstate 21 5 Central widening project from Scott Road to Nuevo Road, in the city of Perris. 13. LIST OF PRE-QUALIFIED FIRMS AND AGREEMENTS FOR ON-CALL STATION REPAIR AND MAINTENANCE SERVICES Patti Castillo, Capital Projects Manager, presented the details of the list of pre-qualified firms and agreements for on-call station repair and maintenance services. RCTC WRC Programs and Projects Committee Minutes August 27, 2012 Page 6 M/S/C (Busch/Johnston) to: 1) Award the following agreements to provide on-call station repair and maintenance services for a three-year term, and two one- year options to extend the agreements, in an amount not to exceed an aggregate value of $1,250,000: a) Agreement No. 12-24-085-00 with ProCell, Inc; and b) Agreement No. 12-24-116-00 with Braughton Construction, Inc; 2) Authorize the Executive Director, or designee, to execute task orders awarded to the contractors under the terms of the agreements; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements, including option years, on behalf of the Commission; and 4) Forward to the Commission for final action. 14. AMENDMENT TO AGREEMENT WITH IVS SYSTEMS, INC. Henry Nickel, Staff Analyst, presented the scope of the amendment to the agreement with IVS Systems, Inc. M/S/C (Hanna/Johnston) to: 1) Approve Agreement No. 10-24-111-01, Amendment No. 1 to Agreement No. 10-24-111-00, with IVS Systems, Inc. (IVS) to provide quarterly professional inspection and maintenance services and on-call repair, consultation, and design services for the closed circuit television (CCTV) commuter rail station security systems required by the Commission: a) for a total contract amount not to exceed $600,000; and b) cancelling the three one-year options to extend the agreement; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Forward to the Commission for final action. RCTC WRC Programs and Projects Committee Minutes August 27, 2012 Page 7 15. COOPERATIVE AGREEMENT WITH THE STATE OF CALIFORNIA DEPARTMENT OF TRANSPORTATION FOR THE REIMBURSEMENT OF CONSTRUCTION FREEWAY SERVICE PATROL COSTS Jillian Edmiston, Staff Analyst, presented the scope of the cooperative agreement with the State of California Department of Transportation for the reimbursement of construction freeway service patrol costs. Chair Rush asked how Caltrans established the $2.5 million figure if the projects were undetermined. Jillian Edmiston responded this is the amount previously used on blanket agreements with Caltrans. Anne Mayer added this provides more flexibility from the project specific FSP service agreements for unanticipated FSP service needs. M/S/C (Johnston/Ashley) to: 1) Approve Agreement No. 12-45-074-01, Amendment No. 1 to Agreement 12-45-074-00, with the State of California Department of Transportation (Caltrans) for Freeway Service Patrol (FSP) in various construction areas in Riverside County for a revised amount of $2.5 million; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Forward to the Commission for final action. 16. CITY OF JURUPA VALLEY /COUNTY OF RIVERSIDE -CLAY STREET GRADE CROSSING Tanya Love, Goods Movement Manager, presented an overview of the city of Jurupa Valley/County of Riverside -Clay Street grade crossing. M/S/C (Botts/Johnston) to: 1) Reallocate $1,171 ,490 in Local Transportation Fund (L TF) funding from the Jurupa Road railroad grade separation project (Jurupa Road Project) to the Clay Street railroad grade separation project (Clay Street Project); RCTC WRC Programs and Projects Committee Minutes August 27, 2012 Page 8 2) Allocate $5,328,510 in Congestion Mitigation Air Quality funds (CMAQ) to the city of Jurupa Valley (Jurupa Valley) for the Clay Street Project; 3) Approve Agreement No. 08-33-013-02, Amendment No. 2 to Agreement No. 08-33-013-00, with the county of Riverside (County) for the deletion of the Jurupa Road Project from the jump start project list and the replacement of it with the Clay Street Project; 4) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; 5) Approve a budget adjustment to increase general fund expenditures and transfers in and L TF transfers out each in the amount of $4 71 ,490; and 6) Forward to the Commission for final action. 17. COMMISSIONERS I STAFF REPORT 17 A. Anne Mayer announced U.S. Secretary Ray LaHood will reallocate unspent earmarked 2003-2006 appropriations transportation funds. The funds must be obligated by December 31, 2012, or will be forfeited to state highway projects. The Commission has five projects on this list. 18. ADJOURNMENT AND NEXT MEETING There being no further business for consideration by the Western Riverside County Programs and Projects Committee, the meeting was adjourned at 2:23 p.m. The next meeting of the Western Riverside County Programs and Projects Committee is scheduled for September 24, 2012, at 1 :30 p.m. Respectfully submitted, Jennifer Harmon Clerk of the Board AGENDA ITEM 7 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: September 24, 2012 TO: Western Riverside County Programs and Projects Committee FROM: Shirley Medina, Programming and Planning Manager THROUGH: Cathy Bechtel, Project Development Director Proposition 1 B State-Local Partnership Program Formula Funds - SUBJECT: Western County Project Programming Status and Nomination Request for the Interstate 15/Los Alamos Interchange STAFF RECOMMENDATION: This item is for the Committee to: 1) Approve programming up to $3.5 million of Proposition 1 B State-Local Partnership Program (SLPP) formula funds for the Interstate 1 5/Los Alamos interchange project in the city of Murrieta; and 2) Forward to the Commission for final action. BACKGROUND INFORMA TJON: At its March 2012 meeting, the Commission approved the following Western County projects as candidates for SLPP formula funds: • Foothill Parkway Extension -City of Corona • State Route 91 Corridor Improvement Project (SR-91 CIP) -RCTC • Perris Valley Line (PVL) -RCTC • Interstate 21 5 Central widening from Scott Road to Nuevo Road -RCTC Subsequently, the 1-21 5 Central widening project received Proposition 1 B Corridor Mobility Improvement Account (CMIA) funds and was fully funded with CMIA and State Transportation Improvement Program (STIP) funding. Additionally, staff determined the PVL project would not require SLPP formula funds. The Foothill Parkway extension project was submitted to the California Transportation Commission (CTC) and approved for $7 million of SLPP formula funds programming at the August CTC meeting. The SR-91 CIP will be submitted for programming approximately $37 million of SLPP formula funds at the December 2012 CTC meeting. Agenda Item 7 1 At the July 2012 Commission meeting, six projects were nominated by the Coachella Valley Association of Governments (CVAG) for a total of $12,258,000 million. A summary of the SLPP project programming includes: Total Available Programming Approved Programming Projects: 6 Coachella Valley projects Foothill Parkway Extension SR-91 CIP Total Approved Programming Balance Available $ 58.931 million 12.258 million 7.000 million 37.000 million 56.258 million $ 2.673 million The city of Murrieta has been working on the 1-1 5/Los Alamos interchange project. The project is nearing construction, and the construction cost is estimated at $9.9 million. The Commission's current commitment of Measure A Western County Highway funding is $2.9 million. The city's committed funding totals $3.5 million. This leaves a funding gap of $3.5 million. The city submitted an application to the CTC for SLPP competitive funding of which a maximum of $1 million can be provided from this funding category. Therefore, staff is recommending approval of up to $3.5 million of SLPP formula funds to complete the 1-1 5/Los Alamos interchange project. If the city is successful in receiving competitive SLPP funding, the formula funds would be reduced to $2.5 million. If the city is not successful, the additional $1 million needed can be met by reducing the SR-91 CIP SLPP formula programming (from $37 million to $36 million). In addition, if there are cost savings at award, the Commission's Measure A funding shall be reduced first. SLPP formula and competitive fund programs will expire on December 31, 2013. The CTC has strict allocation deadlines in order to allocate and award these funds prior to the December 31, 2013 deadline. The CTC will not allocate any SLPP funds after its June 2013 meeting. Therefore, project allocation requests must be submitted to Caltrans and the CTC by April 2013 to allow for the eight weeks processing and review time needed for inclusion in the June 2013 CTC agenda. There is no financial impact to the Commission, as these SLPP funds would not flow directly through the Commission. Agenda Item 7 2 AGENDA ITEM 8 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: September 24, 2012 TO: Western Riverside County Programs and Projects Committee FROM: Patricia Castillo, Capital Projects Manager THROUGH: Marlin Feenstra, Project Delivery Director SUBJECT: Agreement for Station Janitorial Services STAFF RECOMMENDA T/ON: This item is for the Committee to: 1) Award Agreement No. 12-24-086-00 to Spotless Complete Services, Inc. (Spotless) for station janitorial services for a three-year term, and two one-year options to extend the agreement, in the amount of 458,283, plus a contingency amount of $45,828, for a total amount not to exceed $504,111; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, including option years, on behalf of the Commission; 3) Authorize the Executive Director, or designee, to execute task orders awarded under the terms of the agreement; and 4) Forward to the Commission for final action. BACKGROUND INFORMATION: The Commission owns and operates five commuter rail stations -Downtown Riverside, La Sierra, North Main Corona, Pedley, and West Corona-and one transit center located in Perris. Station cleaning and grounds maintenance services are an important component in attracting the Metrolink rider as well as preserving and maintaining the Commission's property investments. In December 2007, the Commission approved the current contract for station janitorial services with Spotless, which expires on December 1, 2012. In anticipation of the expiration of the current janitorial contract, staff conducted a procurement process for a new contract. The following tasks have been completed: Distribution of RFP Pre-proposal Conference Deadline for Proposal Submittal by 2:00 p.m. Interviews of Short-listed Proposers Agenda Item 8 3 May31,2012 June 7, 2012 June 28, 2012 August 30, 2012 Procurement Process Staff received proposals from six firms -Goodwill Southern California, MSG Cleaning Services, NOVA Commercial Co. Inc. (NOVA), Real Estate Consulting & Services, Inc., Spotless, and Ultimate Maintenance Services, Inc. (Ultimate). All six firms submitted responsive and responsible proposals. The weighted factor method of source selection was determined by staff to be the most appropriate for this procurement. This method allows the Commission to identify the most advantageous proposal with price and technical factors considered. Non-price technical factors used to evaluate the proposers under this RFP include elements such as experience, qualifications, personnel, and the firms' ability to respond to the requirements set forth under the terms of the RFP. Utilizing the evaluation criteria set forth in the RFP, the six firms were evaluated and scored by an evaluation committee comprised of Commission and Bechtel staff. Based on the evaluation committee's assessment of the written proposals, the evaluation committee short-listed and invited three firms to the interview phase of the evaluation and selection process. Interviews of the short-listed firms -NOVA, Spotless, and Ultimate -were conducted on August 30. Based on the interviews, Spotless was ranked number one by the evaluation committee and demonstrated a complete understanding of the required services and had a detailed plan of approach. Pursuant to the terms of the RFP, staff recommends an agreement be awarded to Spotless, as that firm earned the highest total evaluation score under the evaluation criteria of the RFP. The recommended firm labor rates were competitively established and considered fair and reasonable based upon adequate price competition and staff's evaluation of historical costs paid by the Commission for the same or similar services. Staff is confident that the recommended firm will provide the Commission with quality service at the best possible price. Agenda Item 8 4 I Financial Information I In Fiscal Year Budget: I Yes I FY 2012/13 Amount: I $ 52,514 N/A Year: FY 2013/14 + $451,597 Source of Funds: I Local Transportation Fund funds Budget Adjustment: I No 244001 73317 00000 0000 103 24 73301 244002 73317 00000 0000 103 24 73301 GL/Project Accounting No.: 244003 73317 00000 0000 103 24 73301 244004 73317 00000 0000 103 24 73301 244006 73317 00000 0000 103 24 73301 244010 73317 00000 0000 103 24 73301 Fiscal Procedures Approved: ~~ I Date: I 09/17/2012 Attachment: Standard Professional Services Agreement Agenda Item 8 5 Agreement No. 12-24-086-00 RIVERSIDE COUNTY TRANSPORTATION COMMISSION AGREEMENT FOR STATION JANITORIAL SERVICES WITH SPOTLESS COMPLETE SERVICES, INC. 1. PARTIES AND DATE. This Agreement is made and entered into this_ day of , 2012, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("the Co- mmission") and SPOTLESS COMPLETE SERVICES, INC ("Consultant"). 2. RECITALS. 2.1 Consultant desires to perform and assume responsibility for the provision of certain professional consulting services required by Commission on the terms and conditions set forth in this Agreement. Consultant represents that it is a professional consultant, experienced in providing janitorial services to public clients, is licensed in the State of California, and is familiar with the plans of Commission. 2.2 Commission desires to engage Consultant to render certain consulting services for the Commuter Rail Station Janitorial Services Project ("Project") as set forth herein. 3. TERMS. 3.1 General Scope of Services. Consultant promises and agrees to furnish to Commission all labor materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately provide professional consulting services and advice on various issues affecting the decisions of Commission regarding the Project and on other programs and matters affecting Commission, hereinafter referred to as "Services". The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state, and federal laws, rules and regulations. 3.2 Term. The term of this Agreement shall be from the date first specified above to December 1, 2015, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. 17336.00000\7415357.1 6 3.3 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, the Commission shall respond to Consultant's submittals in a timely manner. Upon request of the Commission, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.4 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant under its supervision. Consultant will determine the means, method and details of performing tbe Services subject to the requirements of this Agreement Commission retains Consult~nt on an independent contractor basis and Consultant is not an employee of Commi.~sion. Consultant retains,the right to perform similar or different services for others during the term of this Agreement Any additional personnel performing the Services under this Agreement!on behalf of Consultant shall not be employees of Commission andshall at all times be under Consultant's exclusive direction and control. Consultant!shall pay all wages, salaries, and other amounts due such personnel in connection with their perfonnance of Services under this Agreement and as required by law. Consultant shall be' responsible for all reports and obligations respecting such additional personnel, including, but,not limited to: social security taxes, income tax withholding, unemployment insurance, aridworkers' compensation insurance. 3.5 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of Commission. 3.6 Substitution of Key Personnel. Consultant has represented to Commission that certain key personnel will perform and coordinate the Services under this Agreement Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence and experience upon written approval of Commission. In the event that Commission and Consultant cannot agree as to the substitution of key personnel, Commission shall be entitled to terminate this Agreement for cause, pursuant to provisions of Section 3.16 of this Agreement The key personnel for performance ofthis Agreement are as follows: _______________ _ 3.7 Commission's Representative. Commission hereby designates the Executive Director, or his or her designee, to act as its representative for the performance of this Agreement ("Commission's Representative"). Commission's representative shall have the power to act on behalf of Commission for all purposes under this Agreement Consultant shall not accept direction from any person other than Commission's Representative or his or her designee. 3.8 Consultant's Representative. Consultant hereby designates Manuel Joshua Lara, or his or her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full 17336.00000\7415357.1 2 7 authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his or her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.9 Coordination of Services. Consultant agrees to work closely with Commission staff in the performance of Services and shall be available to Commission's staff, consultants and other staff at all reasonable times. 3.10 Standard of Care; Licenses. Consultant shall perform the Services under this Agreement in a skillful and competent manner, consistent with the standard generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from Commission, any Services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein, and shall be fully responsible to the Commission for all damages and other liabilities provided for in the indemnification provisions of this Agreement arising from the Consultant's errors and omissions. 3.11 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cai/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to Commission, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold Commission, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3,12 Insurance. 3.12.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the Commission that it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. 17336.00000\7415357.1 3 8 3.12.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or subcontractors. Consultant shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001 ); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers' Compensation and Employer's Liability: Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $2,000;000 per occurrence for bodily injury, personal injury and property damage: If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage;.and (3) if Consultant has an employees, Workers' Compensation and Employer's Liability: Workers' Compensation limits as required by the Labor Code of the State of California. Employer's Practices Liability limits of $1,000,000 per accident. 3.12.3 [Reserved] 3.12.41nsurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the Commission to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall be endorsed to state that: (1) the Commission, its directors, officials, officers, employees and agents shall be covered as additional insureds with respect to the Services or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work; and (2) the insurance coverage shall be primary insurance as respects the Commission, its directors, officials, officers, employees and agents, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. Any insurance or self-insurance maintained by the Commission, its directors, officials, officers, employees and agents shall be excess of the Consultant's insurance and shall not be called upon to contribute with it in any way. (B) Automobile Liability. The automobile liability policy shall be endorsed to state that: (1) the Commission, its directors, officials, officers, employees and agents shall be covered as additional insureds with respect to the ownership, 17336.00000\7415357.1 4 9 operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects the Commission, its directors, officials, officers, employees and agents, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. Any insurance or self-insurance maintained by the Commission, its directors, officials, officers, employees and agents shall be excess of the Consultant's insurance and shall not be called upon to contribute with it in any way. (C) Workers' Compensation and Employers Liability Coverage. The insurer shall agree to waive all rights of subrogation against the Commission, its directors, officials, officers, employees and agents for losses paid under the terms of the insurance policy which arise from work performed by the Consultant. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the Commission; and, (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the Commission, its directors, officials, officers, employees and agents. 3.12.5 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be,declared tcr,and approved by the Commission. If the Commission does not approve ,the deductibles or self-insured retentions as presented, Consultant shall guarantee thatl at the option of the Commission, either: (1) the insurer shall reduce or eliminate sucH deductibles or self-insured retentions as respects the Commission, its directors, officials, officers, employees and agents; or, (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.12.6 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to the Commission. 3.12. 7 Verification of Coverage. Consultant shall furnish Commission with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the Commission. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. All certificates and endorsements must be received and approved by the Commission before work commences. The Commission reserves the right to require complete, certified copies of all required insurance policies, at any time. 17336.00000\7415357.1 5 10 3.13 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.14 Fees and Payment. 3.14.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto. The total compensation shall not exceed Two Hundred Seventy Thousand Sixty Dollars ($270,060) without written approval of Commission's Executive Director ("Total Gompensation"). Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement ,,@, 14.2 Payment of Compensation., Consultant shall submit to Commission a monthly statement which indicates work completed and hours of Services rendered by Consultant The i statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. Commission shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon .. 3.14.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses .unless authorized in writing by Commission. 3.14.4 Extra Work. At any time during the term of this Agreement, Commission may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by Commission to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from Commission's Executive Director. 3.15 Accounting Records. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred and fees charged under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of Commission during normal business hours to examine, audit, and make 17336.00000\7415357.1 6 11 transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.16 Termination of Agreement. 3.16.1 Grounds for Termination. Commission may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof. Upon termination, Consultant shall be compensated only for those services which have been fully and adequately rendered to Commission through the effective date of the termination, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.16.2 Effect of Termination. If this Agreement is terminated as provided herein, Commission may require Consultant to provide all finished or unfinished Documents and Data, as defined below, and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.16.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, Commission may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.17 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: CONSULTANT: Spotless Complete Services, Inc 5225 Canyon Crest Dr. #71 Riverside, CA 92507 Attn: Manuel Joshua Lara COMMISSION: Riverside County Transportation Commission 4080 Lemon Street, 3rd Floor Riverside, CA 92501 Attn: Executive Director Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.18 Ownership of Materials/Confidentiality. 17336.00000\7415357.1 7 12 3.18.1 Documents & Data. This Agreement creates an exclusive and perpetual license for Commission to copy, use, modify, reuse, or sub-license any and all copyrights and designs embodied in plans, specifications, studies, drawings, estimates, materials, data and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that Commission is granted an exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to grant the exclusive and perpetual license for all such Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or providedtoConsultant by the Commission. ,-;y~ 'u1h~iJ~~ Com mission shall not be limited:in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at Commission's sole risk. 3.18.21ntellectual Prooertv. In addition, Commission shall have and retain all right, title and interest (including copyright, patent, trade secret and other proprietary rights) in all plans, specifications, studies, drawings, estimates, materials, data, computer programs or software and source code, enhancements, documents, and any and all works of authorship fixed in any tangible medium or expression, including but not limited to, physical drawings or other data magnetically or otherwise recorded on computer media ("Intellectual Property") prepared or developed by or on behalf of Consultant under this Agreement as well as any other such Intellectual Property prepared or developed by or on behalf of Consultant under this Agreement. The Commission shall have and retain all right, title and interest in Intellectual Property developed or modified under this Agreement whether or not paid for wholly or in part by Commission, whether or not developed in conjunction with Consultant, and whether or not developed by Consultant. Consultant will execute separate written assignments of any and all rights to the above referenced Intellectual Property upon request of Commission. Consultant shall also be responsible to obtain in writing separate written assignments from any subcontractors or agents of Consultant of any and all right to the above referenced Intellectual Property. Should Consultant, either during or following termination of this Agreement, desire to use any of the above-referenced Intellectual Property, it shall first obtain the written approval of the Commission. 17336.00000\7415357.1 8 13 All materials and documents which were developed or prepared by the Consultant for general use prior to the execution of this Agreement and which are not the copyright of any other party or publicly available and any other computer applications, shall continue to be the property of the Consultant. However, unless otherwise identified and stated prior to execution of this Agreement, Consultant represents and warrants that it has the right to grant the exclusive and perpetual license for all such Intellectual Property as provided herein. Commission further is granted by Consultant a non-exclusive and perpetual license to copy, use, modify or sub-license any and all Intellectual Property otherwise owned by Consultant which is the basis or foundation for any derivative, collective, insurrectional, or supplemental work created under this Agreement. 3.18.3 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of Commission, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclose9 to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use Commission's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of Commission. Should Consultant receive a subpoena or court order related to this Agreement, the Services or the Project, Consultant shall immediately provide written notice of the subpoena or court order to the Commission in order to allow the Commission to pursue legal remedies designed to limit any confidential information required to be disclosed or to assure the confidential treatment of the information following disclosure. Consultant shall not respond to any such subpoena or court order until notice to the Commission is provided as required herein, and shall cooperate with the Commission in responding to the subpoena or court order. 3.19 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.20 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and costs of such actions. 17336.00000\7415357.1 9 14 3.21 Indemnification. Consultant shall indemnify and hold the Commission, its directors, officials, officers, agents, consultants, employees and volunteers free and harmless from any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or in equity, to property or persons, including wrongful death, in any manner arising out of or incident to alleged negligent acts, omissions or willful misconduct of the Consultant, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation, the payment of all consequential damages, attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the Commission, its directors, officials, officers, agents, consultants, employees and volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against the Commission or its directors, officials, officers, agents, consultants, employees and volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse the Commission and its directors, officials, officers, agents, consultants, employees and volunteers, for any and a Illegal expenses and costs, including reasonable attorney's fees, incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnity shall not be restricted to insurance proceeds, if any, received by the Commission or its directors, officials, officers, agents, consultants, employees and volunteers. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. This Section 3.21 shall survive any expiration or termination of this Agreement. 3.22 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.23 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. 3.24 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.25 Commission's Right to Employ Other Consultants. The Commission reserves the right to employ other consultants in connection with this Project. 3.26 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties, and shall not be assigned by Consultant without the prior written consent of Commission. 3.27 Prohibited Interests. 17336.00000\7415357.1 10 15 3.27.1 Solicitation. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, Commission shall have the right to rescind this Agreement without liability. · 3.27.2 Conflict of Interest. For the term of this Agreement, no member, officer or employee of Commission, during the term of his or her service with Commission, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.28 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex or age. Such non-discrimination shall include, but not be Hmited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of Commission's Disadvantaged Business Enterprise program, Affirmative Action Plan or other related Commission programs or guidelines currently in effect or hereinafter enacted. 3.29 Subcontracting. Consultant shall not subcontract any portion of the work or Services required by this Agreement, except as expressly stated herein, without prior written approval of the Commission. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. 3.30 Prevailing Wages. By its execution of this Agreement, Consultant certified that it is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 etseq. ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. The Commission shall provide Consultant with a copy of the prevailing rate of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the Commission, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 17336.00000\7415357.1 11 16 3.31 Employment of Apprentices. This Agreement shall not prevent the employment of properly indentured apprentices in accordance with the California Labor Code, and no employer or labor union shall refuse to accept otherwise qualified employees as indentured apprentices on the work performed hereunder solely on the ground of race, creed, national origin, ancestry, color or sex. Every qualified apprentice shall be paid the standard wage paid to apprentices under the regulations of the craft or trade in which he or she is employed and shall be employed only in the craft or trade to which he or she is registered. If California Labor Code Section 1777.5 applies to the Services, Consultant and any subcontractor hereunder who employs workers in any apprenticeable craft or trade shall apply to the joint apprenticeship council administering applicable standards for a certificate approving Consultant or any sub-consultant for the employment and training of apprentices. Upon issuance of this certificate, Consultant and any sub-consultant shall employ the number of apprentices provided for therein, as well as contribute to the fund to administer the apprenticeship program in each craft or trade in the area of the work hereunder. The parties expressly understand that the responsibility for compliance with provisions of this Section and with Sections 1777.5, 1777.6 and 1777.7 of the California Labor Code in regard to all apprenticeable occupations lies.with Consultant. 3.32 . No Waiver. Failure of Commission to insist on any one occasion upon strict compliance with any of the terms, covenants or conditions hereof shall not be deemed a waiver of such term, covenant or condition, nor shall any waiver or relinquishment of any rights or .powers hereunder at any one time or more times be deemed a waiver>pr relinquishment otsuch otheuight or power at any other time or times. 3.33 Eight-Hour Law. Pursuant to the provisions of the California Labor Code, eight hours of labor shall constitute a legal day's work, and the time of service of any worker employed on the work shall be limited and restricted to eight hours during any one calendar day, and forty hours in any one calendar week, except when payment for overtime is made at not less than one and one-half the basic rate for all hours worked in excess of eight hours per day ("Eight-Hour Law"), unless Consultant or the Services are not subject to the Eight-Hour Law. Consultant shall forfeit to Commission as a penalty, $50.00 for each worker employed in the execution of this Agreement by him, or by any sub- consultant under him, for each calendar day during which such workman is required or permitted to work more than eight hours in any calendar day and forty hours in any one calendar week without such compensation for overtime violation of the provisions of the California Labor Code, unless Consultant or the Services are not subject to the Eight-Hour Law. 3.34 Subpoenas or Court Orders. Should Consultant receive a subpoena or court order related to this Agreement, the Services or the Project, Consultant shall immediately provide written notice of the subpoena or court order to the Commission. Consultant shall not respond to any such subpoena or court order until notice to the 17336.00000\7415357.1 12 17 Commission is provided as required herein, and shall cooperate with the Commission in responding to the subpoena or court order. 3.35 Subpoenas or Court Orders. Should Consultant receive a subpoena or court order related to this Agreement, the Services or the Project, Consultant shall immediately provide written notice of the subpoena or court order to the Commission. Consultant shall not respond to any such subpoena or court order until notice to the Commission is provided as required herein, and shall cooperate with the Commission in responding to the subpoena or court order. 3.36 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification and confidentiality obligations, and the obligations related to receipt of subpoenas or court orders, shall survive any such expiration or termination. 3.37 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.38 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.39 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.40 Incorporation of Recitals. The recitals set forth above are true and correct and are incorporated into this Agreement as though fully set forth herein. [SIGNATURES ON FOLLOWING PAGE] 17336.00000\7415357.1 13 18 SIGNATURE PAGE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION AGREEMENT FOR STATION JANITORIAL SERVICES WITH SPOTLESS COMPLETE SERVICES, INC. IN WITNESS WHEREOF, this Agreement was executed on the date first written above. RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Anne Mayer Executive Director Approved as to Form: By: Best Best & Krieger LLP General Counsel 17336.00000\7415357.1 14 19 SPOTLESS COMPLETE SERVICES, INC. By: Signature Name Title Attest: By: __________________ _ Its: Secretary EXHIBIT "A" SCOPE OF SERVICES L_INSERT_j 17336.00000\7415357.1 A-1 20 EXHIBIT "8" SCHEDULE OF SERVICES L__INSERT_j 17336.00000\7415357.1 B-1 21 17336.00000\7415357.1 EXHIBIT "C" COMPENSATION L__INSERT_j C-1 22 AGENDA ITEM 9 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: September 24, 2012 TO: Western Riverside County Programs and Projects Committee FROM: Tanya Love, Goods Movement Manager THROUGH: John Standiford, Deputy Executive Director SUBJECT: Iowa Avenue and Riverside Avenue Grade Separation Projects STAFF RECOMMENDATION: This item is for the Committee to: 1) Allocate $2,126,968 in federal Congestion Mitigation Air Quality (CMAQ) funds to the city,of Riverside (Riverside) in support of the Iowa Avenue grade separation project; 2) Allocate $3,208,622 in Surface Transportation Program (STP) funds to Riverside in support of the Riverside Avenue grade separation project; and 3) Forward to the Commission for final action. BACKGROUND INFORMATION: In April 2008, the California Transportation Commission (CTC) allocated $13 million and $8.5 million in Proposition 1 B Trade Corridor Improvement Funds (TCIF) to the Iowa Avenue and the Riverside Avenue grade separation projects, respectively. Under the terms of the TCIF program, both projects must start construction no later than December 31, 2013, in order to qualify for the Proposition 1 B funding. The Iowa Avenue project is ready to start construction and the Riverside Avenue project is in final design and right of way acquisition. Both projects have a funding shortfall and require additional funding support to move forward to meet the December 31, 2013 deadline. Iowa Avenue The Iowa Avenue project will grade separate the Burlington Northern Santa Fe Railway at an estimated cost of $32,325,770. A total of $30,198,803 in funding is secured leaving a funding shortfall of $2,126,968. The project is scheduled to start construction by the end of September 2012. Staff is seeking approval to allocate $2,126,968 in CMAQ funds to cover the funding shortfall. Agenda Item 9 23 Riverside Avenue The Riverside Avenue project will grade separate the Union Pacific Railroad at an estimated cost of $35,360,246. A total of $28,398,500 in funding is secured leavin_g a funding shortfall of $6,961 ,746; of that amount, $3,208,622 is needed for right of way and $3,753,124 is needed for construction. Staff is requesting that $3,208,622 in STP funds be allocated to complete the right of way phase. Funding to cover the estimated shortfall in the construction phase is not requested at this time pending discussions with CTC staff and a revised engineer's estimate. Summary In April 2007, the Commission approved an off the top allocation of 25 percent of CMAQ and STP federal funds for grade separation projects. As shown on the following table, staff projects that approximately $13.7 million in CMAQ funding will be available for additional grade separation projects after approval of a $2,126,968 CMAQ allocation for the Iowa Avenue projec"l)\. CMAQ ESTIMATED BEGINNING BALANCE $48,070,041 Grade Date Approved Separation/Goods Amount Movement Allocated by Commission Projects Action Estimated Balance Magnolia Avenue $ 15,000,000 12/2007 $ 33,070,041 Iowa Avenue 3,550,000 6/2011 29,520,041 Clay Street 7,500,000 6/2011 22,020,041 Avenue 66 350,000 9/2011 21,670,041 Iowa Avenue 500,000 6/2012 21,170,041 Clay Street 5,328,510 9/2012 15,841,531 Iowa Avenue 2,126,968 Pending 13,714,563 Agenda Item 9 24 Approximately $635,041 in STP funds will remain for additional grade separation projects after approval of $3,208,622 in STP funds for the Riverside Avenue project: STP ESTIMATED BEGINNING BALANCE $31,333,000 Grade Date Approved Estimated Separation/Goods Amount by Commission Allocated Balance Movement Project Action Iowa Avenue $400,000 12/2007 $30,933,000 Streeter Avenue 7,500,000 12/2007 23,433,000 1-215/Van Buren Blvd. 5,000,000 12/2007 18,433,000 Riverside Avenue 7,000,000 3/2011 11,433,000 1-215/Van Buren Blvd. 7,589,337 6/2011 3,843,663 Riverside Avenue 3,208,622 Pending 635,041 There is no impact to the Commission's budget as CMAQ and STP funding does not flow through the Commission. Agenda Item 9 25