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Home My WebLink AboutRESOLUTION NO. 2023-49RESOLUTION NO. 2023-49 RESOLUTION AUTHORIZING A REIMBURSEMENT AGREEMENT BETWEEN THE CITY OF FAIRFAX AND UNION PACIFIC RAILROAD COMPANY WHEREAS, the City of Fairfax, Iowa intends to make roadway improvements on Vanderbilt Street at the Union Pacific Railroad crossing located inside the Union Pacific Railroad Right-of-Way; and WHEREAS, Union Pacific Railroad Company submitted their Reimbursement Agreement form, which establishes the conditions of the reimbursement that the City of Fairfax must make to the Union Pacific Railroad Company for their participation in the project development. WHEREAS, Hall & Hall Engineers recommends the Ciry of Fairfax execute the Reimbursement Agreement with Union Pacific Railroad Company. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Fairfax, Iowa, to enter into this Reimbursement Agreement with Union Pacific Railroad Company. BE IT FURTHER RESOLVED, by the Fairfax City Council of the City of Fairfax, Iowa, that the Mayor Pro Tempore and City Clerk/Treasurer are hereby authorized and directed to execute said resolution. Passed and approved this 25th day of April, 2023. AYES: Nurre, Daly, Pacha, Volk, and Wainwright NAYS: None .�_ � � � .�`°` �� . �� Marianne Wain ht, Mayor Pro Tempore ATTEST: �' i .f � ��A � l� ��, � � ��.+?, 1�i Cynt ia Stimson, City Clerk/Treasurer #_ ,n„ ,� ,..:: x �. . . ,:..,. a .., . . . ,,. �.A �,�.... _ . ?. UPRR REMS Project 508978 REIMBURSEMENT AGREEMENT PRELIMINARY ENGINEERING SERVICES Effective Date: Estimate: $25,000.00 THIS REIMBURSEMENT AGREEMENT (Agreement) is made and entered into as of the EfFective Date, by and between UNION PACIFIC RAILROAD COMPANY, a Delaware corporation (Railroad), and CITY OF FAIRFAX, IOWA (Agency). RECITALS A. Agency desires to initiate the project more particularly described on Exhibit A attached hereto (Project). B. The Project will affect Railroad's track and right of way at or near the Project area more particularly described on Exhibit A. C. Railroad agrees to collaborate with Agency on the conceptualization and development of the Project in accordance with the terms and conditions of this Agreement. AGREEMENT NOW THEREFORE, the parties hereto agree as follows: 1. Railroad, and/or its representatives, at Agency's sole cost and expense, agrees to perform (or shall cause a third-party consultant to perform on Railroad's behalfl the preliminary engineering services work described on Exhibit B attached hereto (PE Work). Agency acknowledges and agrees that: (a) Railroad's review of any Project designs, plans and/or specifications, as part of the PE Work, is limited exclusively to potential impacts on existing and future Railroad facilities and operations; (b) Railroad makes no representations or warranties as to the validity, accuracy, legal compliance, or completeness of the PE Work; and (c) Agency's reliance on the PE Work is at Agency's own risk. 2. Notwithstanding the Estimate (Estimate), Agency agrees to reimburse Railroad and/or Railroad's third-party consultant, as applicable, for one hundred percent (100%) of all actual costs and expenses incurred for the PE Work. During the performance of the PE Work, Railroad will provide (and/or will cause its third-party consultant to provide) progressive billing to Agency based on actual costs in connection with the PE Work. Within sixty (60) days after completion of the PE Work, Railroad will submit (and/or will cause its third-party consultant to submit) a final billing to Agency for any balance owed for the PE Work. Agency shall pay Railroad (and/or its third-party consultant, as applicable) within thirty (30) days after Agency's receipt of any progressive and final bills submitted for the PE Work. Bills will be submitted to the Agency using the contact information provided on Exhibit C. Agency's obligation hereunder to reimburse Railroad (and/or its third-party consultant, as applicable) for the PE Work shall apply regardless whether Agency declines to proceed with the Project or Railroad elects not to approve the Project. DocuSign Envelope ID: 7E2CF867-EOAA-4A6A-BC7F-A3874DEFF067 3, Agency acknowledges and agrees that Railroad may withhold its approval for the Project for any reason in its sole discretion, including without limitation, impacts to Railroad's safety, facilities, or operations. If Railroad approves the Project, Railroad will continue to work with Agency to develop final plans and specifications, and prepare material and force cost estimates for any Project related work performed by Railroad. 4. If the Project is approved by Railroad, Railroad shall prepare and forward to Agency a Construction and Maintenance Agreement (C8M Agreement) which shall provide the terms and conditions for the construction and ongoing maintenance of the Project. Unless otherwise expressly set forth in the C&M Agreement, the construction and maintenance of the Project shall be at no cost to Railroad. No construction work on the Project affecting Railroad's property or operations shall commence until the C&M Agreement is finalized and executed by Agency and Railroad. 5. Neither party shall assign this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned, or delayed. 6. No amendment or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties. 7. This Agreement sets forth the entire agreement between the parties regarding the Project and PE Work. To the extent that any terms or provisions of this Agreement regarding the PE Work are inconsistent with the terms or provisions set forth in any existing agreement related to the Project, such terms and provisions shall be deemed superseded by this Agreement to the extent of such inconsistency. IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the Effective Date. C1TY OF FAIRFAX, �O1�J'A ` UNION PACIFIC RAILROAD COMPANY, �� "�'�.� ,� � / a Delaware Corporation � f� +' DocuSignetl by: �' �� ; �, � r % �' r,�,c.vis � : �t,c�Cusw�, Signafure � �ig�i��9�' )r�?i��u)Ct�;� Chris Keckeisen '----�— Printed Name (�� ;�,�� , ��,?}��,�� Manager I, Engineering — Public Projects Title � � Title 2 3. Agency acknowledges and agrees that Railroad may withhold its approval for the Project for any reason in its sole discretion, including without limitation, impacts to Railroad's safety, facilities, or operations. If Railroad approves the Project, Railroad will continue to work with Agency to develop final plans and specifications, and prepare material and force cost estimates for any Project related work pertormed by Railroad. 4. If the Project is approved by Railroad, Railroad shall prepare and forward to Agency a Construction and Maintenance Agreement (C&M Agreement) which shall provide the terms and conditions for the construction and ongoing maintenance of the Project. Unless otherwise expressly set forth in the C&M Agreement, the construction and maintenance of the Project shall be at no cost to Railroad. No construction work on the Project affecting Railroad's property or operations shall commence until the C&M Agreement is finalized and executed by Agency and Railroad. 5. Neither party shall assign this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned, or delayed. 6. No amendment or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties. 7. This Agreement sets forth the entire agreement between the parties regarding the Project and PE Work. To the extent that any terms or provisions of this Agreement regarding the PE Work are inconsistent with the terms or provisions set forth in any existing agreement related to the Project, such terms and provisions shall be deemed superseded by this Agreement to the extent of such inconsistency. IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the Effective Date. CITY OF FAIRFAX, IOWA<'` UNION PACIFIC RAILROAD COMPANY, �.......� � r,,-� � a Delaware Corporation nature ame � .e..9--�-. i�i�� n � a u�� (� �'�. Title Signature Chris Keckeisen Printed Name Manager I, Engineering — Public Projects Title �� Exhibit A Project Description and Location Project Description City of Fairfax, IA proposes to replace asphalt roadway with concrete and improve the profile at the crossing at the location referred to below. Location Clinton Subdivision Crossing DOT Type Milepost Street Name 190538R Public 89.98 Vanderbilt Street Exhibit B Scope of Project Services Scope of work includes, but is not limited to the following • Field diagnostic(s) and inspections • Plan, specification, and construction review • Project design • Preparation of Project estimate for force account or other work performed by the Railroad • Meetings and travel DocuSign Envelope ID: 7E2CF867-EOAA-4A6A-BC7F-A3874DEFF067 Exhibit C Billing Contact Information Name Cynthia Stimson Title City Clerk/Treasurer Address PO Box 337, Fairfax, IA 52228 Work Phone (319) 846-2204 Cell Phone Email cstimson@cityoffairfax.org Agency VANDERBILT ST Project No. L�ocu�ign. Certificate Of Completion Envelope Id: 7E2CF867EOAA4A6ABC7FA3874DEFF067 Status: Completed Subject: Please Review & Execute: PE > IA > FAIRFAX > VANDERBILT STREET > DOT 190538R Source Envelope: Document Pages: 5 Certificate Pages: 5 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central America Signatures: 1 Initials: 0 Envelope Originator: Alex Campbell 1400 Douglas St MS910 Omaha, NE 68179 acampbe@upcontractor.up.com IP Address: 45.54.164.228 Record Tracking Status: Original Holder: Alex Campbell Location: DocuSign 4/28/2023 8:22:37 AM acampbe@upcontractor.up.com Signer Events Signature 7imestamp DacuSigned bY: . .. . Chris T. Keckeisen �/�'� ' �I Sent: 4/28/2023 8:24:40 AM CTKECKEI@UP.COM �,u,viS �.�,G�cuSUn, Viewed: 5/3/2023 8:37:52 AM Manager Public Projects zac4ozdo�an�aEc... Signed: 5/3/2023 8:38:14 AM UPRR Signature Adoption: Pre-selected Style Security Level: Email, Account Authentication (None) Using IP Address: 45.54.164.196 Electronic Record and Signature Disclosure: Accepted: 10/23/2019 2:06:36 PM I D: 9bcb77d c-a 356-474 b-9155-5c819f942b48 In Person Signer Events' ' Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events ' Status Timestamp Carbon Copy Events Status Timestamp Cynthia Stimson Sent: 5/3/2023 8:38:15 AM cstimson@cityoffairfax.org � � PI E [� Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Ryan Wright � � �4 � � rwright@benesch.com � Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 4/21/2023 5:46�42 AM ID: 08cbf23d-9a08-42d9-b37d-e981 e15b70a2 Sent: 5/3/2023 8:38:16 AM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Status Timestamps Hashed/Encrypted 4/28/2023 8:24:40 AM Security Checked Security Checked Security Checked 5/3/2023 8:37:52 AM 5/3/2023 8:38:14 AM 5/3/2023 8:38:16 AM Payment Events Status Timestamps Electronic'Record and Signature Disclosure