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HomeMy WebLinkAboutContracts & Agreements_3-2021SBCTA Contract No 21-1002489 Epic File No RRND007806 Subdivision Redlands Milepost(s) 5 20 SBCTA Contract No. 21-1002489 LICENSE AGREEMENT BETWEEN SAN BERNARDINO COUNTY TRANSPORTATION AUTHORITY AND CITY OF REDLANDS LICENSE AGREEMENT This LICENSE AGREEMENT ("License") is made and entered into as of the date executed by SBCTA, by and between SAN BERNARDINO COUNTY TRANSPORTATION AUTHORITY ("SBCTA"), and, CITY OF REDLANDS ("LICENSEE"), upon and in consideration of the agreements, covenants, terms and conditions below PART I — BASIC LICENSE PROVISIONS The Basic License Provisions provided in this Part I and the Standard License Provisions set forth in Part II of this License, together with all Exhibits and Attachments referenced in either, are incorporated into and made part of this License In the event of conflict between Part I and Part II or of any Exhibits and Attachments, Part I shall control Basic License Provisions 1 Parties. SBCTA's Address Attn Transit and Rail Programs 1170 West 3rd Street, 2nd Floor San Bernardino, California 92410-1715 909-884-8276 LICENSEE' s Address City of Redlands 125 W Vine St Redlands, California 92373 Part H Section Cross Reference City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 i Basic License Provisions 2 Description of the Premises City/County Redlands/San Bernardino Subdivision Redlands Address or Milepost Location Mountain View Avenue at MP 5 20 Approximate area 2603 6 square feet, 0 06 acres See map/diagram in Exhibit "A" Description and Dimensions of Premises Area See map/diagram in Exhibit "A" 3 Allowable Improvements, Facilities and Uses LICENSEE shall construct only the following improvements and/or facilities and conduct or permit only the following uses on the Premises Description of Improvements and/or Facilities ("Improvements") One (1) 12 inch water line with steel casing offset 20 feet east of and parallel to the centerline of Mountain View Avenue One (1) 12 inch non -potable water line offset 30 feet east of and parallel to the centerline of Mountain View Avenue Use of the Premises Locate, operate and maintain Improvements 4 Term Commencement Date February 1 ,2021 Term (check one) ® A Month -to -month ❑ B Until End Date (subject to termination pursuant to the terms of this License — see especially Standard License Provisions §2 2) Part H Section Cross Reference §11 §13 §21 City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 u Basic License Provisions Part H Section Cross Reference 5 Fees § 3 A Administration Fee $ Zero_ per year or portion thereof, § 3 1 1 payable annually in advance B Base Use Fee (check one) § 3 1 2 ❑ 1 $ per month, payable monthly in advance ® 11 $ Zero per year, payable annually in advance C Additional Use Fee (check one) ❑ i One-time fee $ ® 11 Other fee $ None §3 1 3 D Base Use Fee Adjustment Dates (check if applicable) § 3 2 ❑ 1 CPI Adjustment Annually, effective on the § 3 2 1 first day of the anniversary month of the Commencement Date, based on the published Consumer Price Index (or its successor) ("CPI") as defined in Section 3 2 1 of the Standard License Provisions ❑ ii Fair Market Rate Adjustment At intervals § 3 2 2 of not less than three (3) years, based on the then current fair market rental value of the Premises as set forth in Section 3 2 2 of the Standard License Provisions ® in Other None § 3 2 3 6 Security Deposit (if any) $ None § 4 7 Insurance Amount. See Exhibit `B" §§ 10, 13 8 Previous License: This license supersedes that certain Pipe Line License between the Atchison, Topeka and Santa Fe Railway Company (ATSF) and the City of Redlands, dated January 13, 1970, known as Secy' No 133759, and also known as File No RRND007367 to SBCTA, the successor in interest to ATSF City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 ui IN WITNESS WHEREOF, this License was duly executed by the Parties identified in Item 1 of this Part I on the dates below, and is effective as the date executed by SBCTA LICENSEE CITY OF REDLANDS, By Name Title dk4uk:6fJ Paul W Foster Mayor Date 1/20/21 Attest nne Donaldson, City Clerk SBCTA SAN BERNARDINO COUNTY TRANSPORTATION AUTHORITY ,�q�y k 2 By Ray olfe (Jul 1 202115:51 PDT) Name Raymond W Wolfe Title Executive Director Date Jul 12, 2021 City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 iv PART II — STANDARD LICENSE PROVISIONS TABLE OF CONTENTS Section Page 1 GRANT AND SCOPE OF LICENSE 1 2 TERM, TERMINATION AND SURRENDER 2 3 PAYMENTS 4 4 SECURITY DEPOSIT 6 5 TAXES 6 6 LIENS 6 7 ASSUMPTION OF RISK AND WAIVER 7 8 DEFAULT, BREACH AND REMEDIES 8 9 INDEMNIFICATION 9 10 INSURANCE 10 11 MAINTENANCE AND REPAIR 11 12 ALTERATIONS AND CONSTRUCTION 11 13 CONTRACTORS, APPROVAL AND INSURANCE 12 14 REIMBURSEMENT 12 15 LANDSCAPING 12 16 MARKERS 13 17 COMPLIANCE WITH LAWS 13 18 SBCTA'S RIGHT OF ACCESS 13 19 ENVIRONMENTAL ASSESSMENT 14 20 HAZARDOUS/TOXIC MATERIAL USE AND INDEMNITY 14 21 UNDERGROUND STORAGE TANKS 15 22 CONDEMNATION 15 23 BROKER'S FEES 16 24 SUBORDINATE RIGHTS 16 25 ABANDONMENT 16 26 GENERAL PROVISIONS 16 Exhibits "A" Premises "B" Insurance Requirements "C" Permitted Hazardous Material "D" Additional Provisions City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 v PART II - STANDARD LICENSE PROVISIONS 1 GRANT AND SCOPE OF LICENSE 1 1 Grant of License SBCTA hereby grants a non-exclusive, revocable license to LICENSEE in, on, over, under, across and along the real property of SBCTA in the location shown in the diagram attached hereto as Exhibit "A" and described in Item 2 of the Basic License Provisions (the "Premises"), for construction, installation, operation, alteration, maintenance, reconstruction and/or removal of the Improvements described in Item 3 of the Basic License Provisions, and any usual and necessary related appurtenances thereto (the "Improvements"), for the purposes described in Item 3 of the Basic License Provisions, together with rights for access and entry onto the Premises as necessary or convenient for the use of the Improvements and for no other purpose In connection with this grant of license, LICENSEE, its employees, agents, customers, visitors, invitees, licensees, consultants and contractors (collectively, "LICENSEE's Parties") subject to the provisions hereof, may have reasonable rights of entry and access onto adjoining real property of SBCTA if necessary for the use of the Improvements or the Premises, with the time and manner of such entry and access to be subject to SBCTA's prior written approval The Premises, adjoining real property of SBCTA and personal property of SBCTA located thereon shall hereinafter collectively be referred to as "SBCTA Property " 1 2 Condition of Premises LICENSEE acknowledges that it has inspected the Premises in its present condition, including without limitation, all existing environmental conditions LICENSEE accepts the Premises "as is" as suitable for the purpose for which the Premises are licensed and assumes all risk with respect to all present conditions of the Premises, whether patent or latent, including, without limitation, all existing environmental conditions Taking of possession by LICENSEE shall be conclusive to establish that the Premises are in good and satisfactory condition when possession is taken 1 3 Use The Premises and the Improvements shall be used only for the purposes specified in Item 3 of the Basic License Provisions and for such lawful purposes as may be directly incidental thereto, and no other purpose No change shall be made by LICENSEE in the use of the Premises, the Improvements or the commodity or product being conveyed through the Improvements (if any) without SBCTA's prior written approval 1 4 Non-exclusive and Revocable Nature of License The License granted herein is not exclusive and SBCTA specifically reserves the right to grant other licenses within the Premises LICENSEE agrees that notwithstanding the Improvements made by LICENSEE to the Premises or other sums expended by LICENSEE in furtherance of this License, the license granted herein is fully revocable by SBCTA in accordance with the terms of this License City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 1 City of Redlands License Agreement 1 5 Easements SBCTA reserves to itself the right, from time to time, to grant such easements, rights and dedications that SBCTA deems necessary or desirable, and to cause the recordation of parcel maps, easement agreements and covenants, conditions and restrictions, so long as such easements, rights, dedications, maps and covenants, conditions and restrictions do not unreasonably interfere with the permitted use of the Premises by LICENSEE LICENSEE shall sign any of the aforementioned documents upon request of SBCTA and failure to do so shall constitute a material breach of this License 2 TERM, TERMINATION AND SURRENDER 2 1 Term of License The term of this License shall commence on the "Commencement Date" specified in Item 4 of the Basic License Provisions If Item 4.A of the Basic License Provisions is checked, this License shall continue in full force and effect on a month -to -month basis If Item 4 B of the Basic License Provisions is checked, then this License shall be a license for the term specified in said Item 4 B The term of this License as provided above is referred to as the "Term " 2 2 Termination 2 2 1 Convenience If Item 4 A is checked, this License shall continue in full force and effect on a month -to -month basis until terminated by either Party on thirty (30) days' prior written notice If Item 4 B is checked, this License shall continue in full force and effect until the End Date, unless SBCTA, acting by its Executive Director or his or her designee, for any reason and in its sole and absolute discretion, determines that this License is no longer in SBCTA's best interests In which case, SBCTA may terminate this License on thirty (30) days' prior written notice, but SBCTA shall also return to LICENSEE, within thirty (30) days after the termination, the pro-rata portion of any annual Use Fee paid by the LICENSEE for the portion of the agreed term that will not be used by LICENSEE 2 2 2 Cause SBCTA may terminate this License for cause in accordance with the provisions hereof, including, without limitation, Sections 25 (Abandonment), 8 (Default, Breach and Remedies) and 26 11 (Assignment) In addition, SBCTA shall have the right to immediately, without notice and at LICENSEE's expense, terminate this License upon discovery of any default set forth in Section 8 1(d) and abate any such public nuisance and/or dangerous condition 2 2 3 Public Use In addition to any and all other termination rights of SBCTA described herein, LICENSEE hereby expressly recognizes and agrees that the Premises are located on SBCTA property that may be developed for public projects and programs which may be implemented by SBCTA or other public agencies, such as, but not limited to rail and bus transitways, bikeways, walkways, beautification projects, roadways, parking facilities, flood control and drainage facilities, and/or any other public or other governmental uses (collectively and individually "Public Use"), and that LICENSEE's use of the SBCTA Contract 21 1002489 File RRND007806 2 Premises under this License is a temporary, interim use as to which LICENSEE has no right to nor expectation of use for any particular length of time that may be terminated by SBCTA by thirty (30) days written notice to LICENSEE as set forth in Section 2.2 1 above Accordingly, as a condition to entering into this License, LICENSEE expressly acknowledges and agrees that (a) SBCTA may terminate this License as set forth above for any Public Use, to be determined in the sole and absolute discretion of SBCTA's Executive Director, or designee, (b) LICENSEE shall NOT object to, oppose, or protest at any approval proceeding, nor file suit to prevent or delay, any Public Use when planned, proposed or implemented on or adjacent to the Premises, (c) If SBCTA's Executive Director, or designee, at any time, or from time to time, determines in his or her sole and absolute discretion, that there is a need for the Premises or any adjoining property for a Public Use and such Public Use requires relocation or removal of the Improvements, LICENSEE shall reconstruct, alter, modify, relocate or remove its Improvements, as directed by SBCTA or any parties having operating rights over the Premises, at LICENSEE's sole cost and expense, within thirty (30) days after written notice from SBCTA, and (d) LICENSEE expressly assumes all risk of any future Public Use as determined by SBCTA and in the event SBCTA terminates this License and requires LICENSEE to vacate the Premises for any Public Use, LICENSEE shall not, as a result of such termination and vacation of the Premises, be entitled to receive any (i) relocation assistance, moving expenses, goodwill or other payments under the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended, 42 U S C 04601 et seq and/or the California Relocation Assistance Law, as amended, California Government Code §7260 et seq, and (ii) compensation under any eminent domain or inverse condemnation law 2 2 4 Penalty If LICENSEE fails to terminate use of the Premises and/or restore the Premises as required in Item 2 3 below, on or before the End Date specified in Item 4 B of the Basic License Provisions or the termination date established as otherwise provided in this License ("Termination Date"), then, in addition to any and all other remedies available to SBCTA under the terms of this License or at law or equity, LICENSEE shall pay a Penalty equal to twice the Base Use Fee in effect on the day prior to the Termination Date, plus twice any Additional Use Fee, calculated and payable on a monthly basis, for the number of months (partial months counting as whole months) from the Termination Date to the date that LICENSEE has terminated use and restored the Premises to the required condition In the event that any Additional Use Fee is set as a percentage of revenues, or on some other variable basis, it shall be calculated based on the average for the prior twelve month period or if in effect less than City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 3 one year, the monthly average from the effective date to the day prior to the Termination Date LICENSEE shall indemnify SBCTA against all liabilities, costs and damages sustained by SBCTA by reason of such failure to terminate and restore 2 3 Termination of Use and Restoration of Premises Upon the Termination Date, unless otherwise requested in writing by SBCTA prior to the Termination Date, LICENSEE, at its own cost and expense, shall immediately remove all alterations additions and Improvements made by LICENSEE to the Premises and restore the SBCTA Property as nearly as possible to the same state and condition as existed prior to the construction, reconstruction or installation of said Improvements Should LICENSEE fail to comply with the requirements of the preceding sentence, SBCTA may at its option (i) perform the same at LICENSEE's expense (including costs, interest, and fees), which LICENSEE agrees to pay to SBCTA on demand, or (ii) assume title and ownership of said Improvements No termination hereof shall release LICENSEE from any liability or obligation hereunder, whether of indemnity or otherwise, resulting from any acts, omissions or events happening prior to the date the Improvements are removed and the SBCTA Property is restored 3 PAYMENTS 3 1 Fees As consideration for the rights herein granted, LICENSEE agrees to pay to SBCTA the Administration and Use Fees specified in Item 5 of the Basic License Provisions, adjusted as set forth in Section 3 2 3 1 1 Administration Fee The Administration Fee set forth in Item 5 A of the Basic License Provisions shall be due and payable annually in advance prior to each anniversary of the execution date of this license 3 1 2 Base Use Fee If Item 5 B i of the Basic License Provisions is checked, the first month's Base Use Fee noted therein shall be due and payable upon LICENSEE's execution of this License Thereafter, the Base Use Fee, as such fee may be adjusted pursuant to the provisions of Section 3 2, shall be due and payable, without demand, on or before the first day of each calendar month succeeding the Commencement Date during the Term The Base Use Fee for any fractional calendar month at the commencement or end of the Term shall be prorated on a daily basis If Item 5 B ii of the Basic License Provisions is checked, the annual Use Fee amount, as such fee may be adjusted pursuant to the provisions of Section 3 2, shall be due and payable, without demand, annually in advance on or before the anniversary month of the Commencement Date for the convenience of both Parties, without affecting the Term of this License as specified in Section 2 1 of the Basic License Provisions 3 1 3 Additional Use Fee If Item 5 C i of the Basic License Provisions is checked, the one-time fee noted therein shall be due and payable upon execution of this License by LICENSEE If Item 5 C ii of the Basic License Provisions is City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 4 checked, the fee noted therein shall be due and payable as indicated in Item 5.C.ii 3 2 Use Fee Adjustment 3 2 1 Annual CPI Adjustment If Item 5 D i of the Basic License Provisions is checked, then the Base Use Fee shall be increased, but not decreased, as provided below on the first day of each month during which an annual anniversary of the Commencement Date occurs unless another date is provided in Item 5 of the Basic License Provisions (the "Adjustment Date") If no adjustment is made at the annual anniversary date, an adjustment may nevertheless be made at a subsequent date and thereafter at not less than annual intervals The adjusted Base Use Fee as of each Adjustment Date shall be the greater of the Base Use Fee on the day preceding that Adjustment Date or that amount multiplied by a fraction, the numerator of which is the CPI figure for the month that is three (3) months prior to the month during which the particular Adjustment Date occurs and the denominator of which is the CPI figure for the month that is three (3) months prior to the month containing the prior Adjustment Date or, if there has been no prior Adjustment, three (3) months prior to the first day of the anniversary month of the Commencement Date As used in this section, the "CPI" means the Consumer Price Index for Urban Wage Earners and Clerical Workers, Los Angeles/Riverside/Orange County, all items (1982-84 = 100), published by the U S Department of Labor, Bureau of Labor Statistics (Bureau), or if such index is no longer published, the U S Department of Labor's most comprehensive official index then in use that most nearly corresponds to the index named above If it is calculated from a base different from the base period 1982-84 = 100, figures used for calculating the adjustment shall first be converted to the base period used under a formula supplied by the Bureau If a comparable index shall no longer be published by the U S Department of Labor, another index generally recognized as authoritative shall be substituted by SBCTA 3 2 2 Fair Market Adjustment If Item 5 D it of the Basic License Provisions is checked, then, at intervals of not less than three (3) years, the Base Use Fee (as such fee may be adjusted by Section 3 2 1, above) payable under this Section 3 shall be increased, but not decreased, in order to adjust the fee to the then fair market rental value of the Premises as determined by SBCTA in good faith Such increases shall be effective as of thirty (30) days after written notice from SBCTA to LICENSEE of such adjustment, or the date specified in such written notice, whichever is later If no adjustment is made at any three (3) year interval, an adjustment may nevertheless be made on any subsequent date and thereafter at intervals of not less than three (3) years apart 3 2 3 Other Adjustment If Item 5 D tii of the Basic License Provisions is checked, then, in addition to any adjustments required under Items 5 D t and 5 D ii, the adjustment set forth in 5 D iit shall be applied in accordance with its terms City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 5 3 3 Late Charge LICENSEE acknowledges that late payment by LICENSEE of any payment owed to SBCTA under this License will cause SBCTA to incur costs not contemplated by this License, the exact amount of such costs being extremely difficult and impracticable to determine Therefore, if any payment due from LICENSEE is not received by SBCTA within five (5) days of when due, LICENSEE shall pay to SBCTA an additional sum of ten percent (10%) of the overdue payment as a late charge, up to a maximum amount of $500 for each late payment The Parties agree that this late charge represents a fair and reasonable estimate of the administrative costs that SBCTA will incur by reason of a late payment by LICENSEE Acceptance of any late payment charge shall not constitute a waiver of LICENSEE's default with respect to the overdue payment, nor prevent SBCTA from exercising any of the other rights and remedies available to SBCTA under this License, at law or in equity In addition, any payment not made within 15 days of when due shall bear interest at the rate of eighteen percent (18%) per annum, or the highest legally allowable rate, whichever is lower, until paid in full 4 SECURITY DEPOSIT Upon execution of this License and in addition to the payment described in Section 3 of the Basic License Provisions, SBCTA may require LICENSEE to pay SBCTA a security deposit in the amount set forth in Item 6 of the Basic License Provisions ("Security Deposit"), which sum shall be held by SBCTA in its general fund, without obligation for interest, as security for the faithful performance by LICENSEE of all of the terms, covenants, conditions and obligations of this License If at any time LICENSEE fails to keep and perform any of the terms, covenants, and conditions of this License, including making any payment required hereunder, SBCTA may, at its sole option, apply all or any portion of the Security Deposit to any overdue payment and/or any loss or damage incurred by SBCTA by reason of LICENSEE's default or breach Within a reasonable time after termination of this License and after LICENSEE has vacated the Premises, SBCTA shall return, without interest, said deposit or portion remaining, if any, after deductions for any unpaid payments and any losses or damages sustained by SBCTA due to any breach or default by LICENSEE or any damage to the Premises or any failure to restore the Premises to the required condition 5. TAXES LICENSEE shall be liable for and agrees to pay promptly and prior to delinquency, any tax or assessment, including but not limited to any possessory interest tax as described in California Revenue and Taxation Code Section 107, levied by any governmental authority (a) against the Improvements, the Premises and/or any personal property, fixtures or equipment located on or placed on the Premises, whether owned by LICENSEE or any person or entity acting for or at the request of LICENSEE, or (b) as a result of the LICENSEE's or the Improvements' operations 6 LIENS LICENSEE will fully and promptly pay for all materials joined or affixed to the Improvements or Premises, and fully and promptly pay all persons who perform labor upon said Improvements or Premises LICENSEE shall not suffer or permit to be filed or enforced against the Premises or the City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 6 Improvements, or any part thereof, any mechanics', materialmen's, contractors', or subcontractors' liens or stop notices arising from, or any claim for damage growing out of, any testing, investigation, maintenance, Work, activities, or operations of LICENSEE, or out of any other claim or demand of any kind The term "Work" under this License means any construction, reconstruction, installation, restoration, alteration, repair, replacement, or removal, other than normal maintenance LICENSEE shall provide SBCTA with immediate written notice of any such hens, claims, demands, or stop notices that are placed against the Premises or the Improvements LICENSEE shall pay or cause to be paid all such hens, claims or demands, including sums due with respect to stop notices, together with attorney's fees incurred by SBCTA with respect thereto, within ten (10) business days after notice thereof and shall indemnify, hold harmless and defend SBCTA from any and all such obligations and claims, including attorney's fees LICENSEE shall furnish evidence of payment upon request of SBCTA LICENSEE may contest any lien, claim or demand by furnishing a statutory lien bond or equivalent with respect to stop notices to SBCTA in compliance with applicable California law If LICENSEE does not discharge any mechanic's hen or stop notice for works performed for LICENSEE, SBCTA shall have the right to discharge same (including by paying the claimant) and LICENSEE shall reimburse SBCTA for the cost of such discharge, as well as any associated costs and fees, within ten (10) business days after billing In such circumstances, LICENSEE shall pay an additional fee to SBCTA of twenty five percent (25%) of the costs of the discharge of the lien or stop notice in order to cover SBCTA's administrative costs SBCTA reserves the right at any time to post and maintain on the Premises such notices as may be necessary to protect SBCTA against liability for all such liens and claims The provisions of this section shall survive the termination of this License 7 ASSUMPTION OF RISK AND WAIVER To the maximum extent allowed by law, LICENSEE assumes any and all risk of loss, damage or injury of any kind to any person or property, including without limitation, the Improvements, the SBCTA Property and any other property of, or under the control or custody of, LICENSEE, which is on or near the Premises LICENSEE's assumption of risk shall include, without limitation, loss or damage caused by defects in any structure or improvement on the SBCTA Property, accident or fire or other casualty on the SBCTA Property, and electrical discharge, noise or vibration resulting from SBCTA's transit operations on or near the SBCTA Property The term "SBCTA" as used in this section shall include (i) any transit or rail -related company validly operating upon or over SBCTA's tracks or other property, and (u) any other persons or companies employed, retained or engaged by SBCTA LICENSEE, on behalf of itself and its officers, directors, affiliates, employees, agents, independent contractors and subcontractors anyone directly or indirectly employed by or for whose acts LICENSEE is liable (collectively, "Personnel"), as a material part of the consideration for this License, hereby waives all claims and demands against SBCTA for any such loss, damage or injury of LICENSEE and/or its Personnel In that connection, LICENSEE expressly waives the benefit of California Civil Code Section 1542, which provides as follows A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 7 executing the release, which if known by him must have materially affected his settlement with the debtor The provisions of this section shall survive the termination of this License 8. DEFAULT, BREACH AND REMEDIES 8 1 Licensee Default LICENSEE shall be deemed to have breached and be in default under this License when any of the following occurs (a) LICENSEE shall fail to make any payment or any reimbursement to SBCTA required herein when due, (b) LICENSEE shall vacate all or a substantial portion of the Premises, whether or not LICENSEE is in default of the payment or other charges due under this License, (c) LICENSEE shall fail to comply with any other term, provision or covenant of this License, and shall not cure such failure within three (3) days after written notice thereof to LICENSEE, or (d) LICENSEE shall create or maintain, or allow any other person or entity to create or maintain, any public nuisance or any condition that fails to comply with any federal, state, SBCTA or rail operator specifications or safety regulations or that presents a danger to public safety or a safety hazard to any operations, personnel, passengers or property of SBCTA or any rail carrier operating upon the affected rail line(s) on the Premises or SBCTA's adjacent right of way 8 2 SBCTA's Remedies 8 2 1 Termination Upon the occurrence of LICENSEE's default and breach, SBCTA shall have the right, at any time, with or without notice or demand, to terminate this License, and at any time thereafter to recover possession of the Premises or any part thereof and expel and remove therefrom LICENSEE and any other person occupying the same, by any lawful means, and again repossess and enjoy the Premises without prejudice to any of the remedies that SBCTA may have under this License, at law or equity by reason of LICENSEE's default or of such termination 8 2 2 Corrective Measures Should LICENSEE default on, breach, or fail to keep, observe or perform any agreement, covenant, term or condition on its part herein contained, then, in addition to any other available rights and remedies, SBCTA at its option may perform any corrective measures deemed by SBCTA in its sole and absolute discretion to be necessary or appropriate to protect public health or safety, or SBCTA's legitimate governmental or proprietary interests or the interests of its railroad operators, at LICENSEE's expense City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 8 (including fees, costs and interest) which LICENSEE agrees to pay to SBCTA upon demand 8 2 3 Costs If SBCTA incurs any cost or expense occasioned by the default of LICENSEE (including but not limited to attorneys' fees and costs), then SBCTA shall be entitled to receive such costs together with interest on all funds SBCTA expends at the lesser of eighteen percent (18%) per annum or the maximum rate allowed by law, whichever is lower, including without limitation, brokers' fees incurred by SBCTA in connection with relicensing the whole or any part of the Premises, the costs of removing and storing LICENSEE's or other occupant's property, the costs of repairing, altering, and/or otherwise restoring the Premises to a safe and suitable condition, useable and acceptable to SBCTA, rail operators and future licensees, and all reasonable expenses incurred by SBCTA in enforcing or defending SBCTA's rights and remedies, including reasonable attorneys' fees whether or not suit is actually filed 8 2 4 Remedies Cumulative All rights, privileges and remedies of the parties are cumulative and not alternative or exclusive to the extent permitted by law except as otherwise provided herein 8 3 SBCTA Default and Licensee's Remedies SBCTA shall not be in default under this License unless SBCTA fails to perform obligations required of SBCTA within sixty (60) days after written notice is delivered by LICENSEE to SBCTA specifying the obligation which SBCTA has failed to perform, provided, however, that if the nature of SBCTA's obligation is such that more than sixty (60) days are required for performance, then SBCTA shall not be in default if SBCTA commences performance within such sixty (60) day period and thereafter diligently prosecutes the same to completion LICENSEE's exclusive remedies shall be an action for specific performance 9 INDEMNIFICATION 9 1 LICENSEE, on behalf of itself and its successors and assigns, agrees to indemnify, defend (by counsel satisfactory to SBCTA), and hold harmless SBCTA in all its capacities, and its members, commissioners, officers, directors, employees, agents, consultants, contractors, partners, affiliated entities, subsidiaries, permittees, licensees, successors and assigns (individually and collectively, "Indemnitees"), to the maximum extent allowed by law, from and against all loss, liability, claims, demands, suits, hens, claims of hen, damages (including consequential damages), costs and expenses (including, without limitation, any fines, penalties, judgments, litigation expenses, and experts' and attorneys' fees), that are incurred by or asserted against Indemnitees arising out of or connected in any manner with (i) the acts or omissions to act of the LICENSEE or its Personnel (as defined in Section 7, Assumption of Risk and Waiver) or invitees of LICENSEE in connection with the SBCTA Property or the presence upon or performance of activities by LICENSEE or its Personnel with respect to the SBCTA Property, (11) bodily injury to or death of any person (including employees of City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 9 Indemnitees) or damage to or loss of use of property resulting from such acts or omissions of LICENSEE or its Personnel, or (iii) non-performance or breach by LICENSEE or its Personnel of any term or condition of this License, in each case whether occurring during the Term of this License or thereafter 9 2 The LICENSEE acknowledges that any construction allowed on the Premises pursuant to this License is not being performed for SBCTA's benefit or on SBCTA's account and that this is an agreement allowing LICENSEE and/or its contractor(s) to enter upon SBCTA's Property as an accommodation within the meaning of California Civil Code Section 2782 1 Therefore, the foregoing indemnity shall be effective regardless of any negligence (whether active, passive, gross, derivative, sole, Joint, concurring or comparative) on the part of Indemnrtees, unless caused solely by the gross negligence or willful misconduct of Indemmtees, and is in addition to any other rights or remedies which Indemnrtees may have under the law or under this License Upon request of SBCTA, LICENSEE shall provide insurance coverage for possible claims or losses covered by the indemnification and defense provisions of this License 9 3 Claims against the Indemnrtees by LICENSEE or its Personnel shall not limit the LICENSEE's indemnification obligations hereunder in any way, whether or not such claims against Indemmtees may result in any limitation on the amount or type of damages, compensation, or benefits payable by or for LICENSEE or its Personnel under workers' compensation, disability benefits or other employee benefits laws or insurance 9 4 The indemnification and defense obligations of LICENSEE set forth in this section shall survive the termination and End Date of this License 10 INSURANCE 10 1 SBCTA's Insurance SBCTA may maintain insurance covering the Premises and SBCTA's ownership and operation thereof in such types and amounts as it deems necessary in its sole discretion Such insurance shall be for the sole benefit of SBCTA and under its sole control LICENSEE's insurance policies shall provide primary coverage to SBCTA, when any such policy issued to SBCTA provides duplicate coverage or is similar in coverage, SBCTA's policy will be excess over LICENSEE's policies 10 1 1 Licensee's Insurance LICENSEE, at its sole cost and expense, shall obtain and maintain in full force and effect during the Term of this License insurance as required by SBCTA in the amounts and coverages specified and issued by insurance companies as described in, and meeting all other requirements set forth in, Exhibit "B" SBCTA reserves the right, throughout the Term of this License, to review and change the amount and type of insurance coverage it requires in connection with this License or any Work to be performed on the Premises Prior to (i) entering the Premises or (ii) performing any Work or maintenance on the Premises, LICENSEE shall furnish SBCTA with insurance endorsements and/or certificates evidencing the existence, amounts and City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 10 coverages of the insurance required to be maintained hereunder SBCTA shall not be liable for the payment of any premiums or assessments for insurance required to be maintained by LICENSEE under this License Self-insurance is not permitted However, SBCTA may, in its sole and absolute discretion, permit self-insurance on a case by case, coverage by coverage basis where the LICENSEE has documented, to SBCTA's sole satisfaction, sufficient available assets and/or available funds and sufficient legal security in those assets to assure SBCTA that its risk is not greater than it would have been with acceptable insurance coverage, and otherwise meeting SBCTA's self-insurance requirements The privilege to self -insure with respect to any coverage required to be maintained hereunder may be granted or revoked by SBCTA at its sole and absolute discretion at any time Upon revocation of self-insurance privilege, LICENSEE shall immediately provide all required insurances 10 2 Increases to Insurance If any increase in the fire and extended coverage insurance premiums paid by SBCTA is caused by LICENSEE's use and occupancy of the Premises, or if LICENSEE vacates the Premises and causes any increase in such premiums, then LICENSEE shall pay as an additional fee the amount of such increase to SBCTA, and, upon demand by SBCTA, the amount required to correct at LICENSEE's expense the cause of such disallowance, penalty or surcharge to the satisfaction of the particular insurance authority 11. MAINTENANCE AND REPAIR LICENSEE, at LICENSEE's sole expense, shall during the Term of this License maintain the Improvements in a first-class condition, shall maintain the Premises in a good condition, free from weeds, litter, debris, refuse or other nuisance, and shall perform all maintenance and clean-up of the Premises and the Improvements as necessary to keep the Premises and the Improvements in good order and condition to SBCTA's sole satisfaction If any portion of the SBCTA Property, including improvements or fixtures, suffers damage by reason of the access to or use of the Premises by LICENSEE or LICENSEE's employees, agents, customers, invitees, licensees, consultants, and contractors (collectively, "LICENSEE's Parties"), including but not limited to damage arising from any tests or investigations conducted upon the Premises, LICENSEE shall, at its own cost and expense, immediately repair all such damage and restore the SBCTA Property to as good a condition as before such cause of damage occurred Repair of damage shall include, without limitation, re -grading and resurfacing of any holes, ditches, indentations, mounds or other inclines created by any excavation by LICENSEE or LICENSEE's Parties LICENSEE shall not perform any maintenance on railroad tracks and facilities without express prior written approval of and direction from SBCTA or the railroads with valid operating authority over SBCTA's lines and compliance with all applicable standards, specifications and safety requirements 12. ALTERATIONS AND CONSTRUCTION Except as otherwise provided herein, LICENSEE shall make no alterations, additions or Improvements to the Premises without obtaining the prior written consent of SBCTA in each instance Any work performed or caused to be performed by LICENSEE on the Improvements or the Premises shall be performed (a) at LICENSEE's sole cost and expense, (b) in accordance with City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 11 any and all applicable permit requirements, laws, rules, regulations and safety requirements (including SBCTA's rules and regulations), and (c) in a manner which is (i) equal to or greater than the then applicable standards of the industry for such work, and (ii) satisfactory to SBCTA LICENSEE shall submit written notice and work plans to SBCTA for review and approval at least thirty (30) days prior to commencement of any work on the Premises Any such work must be carried out pursuant to the work plans approved in writing by SBCTA and in compliance with any and all SBCTA rules, regulations and other requirements SBCTA shall have the right at any time and from time to time to post and maintain notices of non -responsibility Unless otherwise requested by SBCTA, upon completion of any work, LICENSEE shall restore the SBCTA Property to its condition immediately preceding the commencement of such work 13. CONTRACTORS, APPROVAL AND INSURANCE Any contractors of LICENSEE performing Work on the Improvements or the Premises shall first be approved in writing by SBCTA and acquire all required right of entry permits and authorizations from SBCTA and any rail operator utilizing affected or adjacent railroad tracks With respect to such Work, LICENSEE shall, at its sole cost and expense, obtain and maintain in full force and effect throughout the term of such Work, insurance, as required by SBCTA, in the amounts and coverage specified on and issued by insurance companies as described in Exhibit "B" Additionally, LICENSEE shall cause any and all of its contractors and subcontractors which may (i) be involved with such Work, or (ii) may, for any reason, need to enter onto the Premises, to obtain and maintain in full force and effect during the Term of this License, or throughout the term of such Work (as applicable), insurance, as required by SBCTA, in the amounts and coverage specified on, and issued by insurance companies as described in Exhibit "B" SBCTA reserves the right, throughout the Term of this License, to review and change the amount and type of insurance coverage it requires in connection with this License or the Work to be performed on the Premises 14. REIMBURSEMENT LICENSEE agrees to reimburse SBCTA for all reasonable costs and expenses that SBCTA incurs in connection with Work on or maintenance of the Premises or the Improvements, including, but not limited to, costs incurred by SBCTA in furnishing any materials or performing any labor, reviewing LICENSEE's Work plans and inspecting any Work, installing or removing protection beneath or along SBCTA's tracks, furnishing of watchmen, flagmen and inspectors as SBCTA deems necessary and such other items or acts as SBCTA in its sole discretion deems necessary to monitor or aid in compliance with this License, protect the safety of, and railway operations upon, its tracks and right-of-way, and to otherwise protect its interests The costs and expenses addressed in this Section 14 shall include all costs that SBCTA incurs in complying with the Work or maintenance requirements of the railroads with valid operating authority over SBCTA's lines 15. LANDSCAPING If required by SBCTA, then LICENSEE, at its sole cost and expense, shall install barrier landscaping to shield the Improvements from public view SBCTA shall have the right to review and approve landscaping plans prior to installation All landscaping activities shall be done in accordance with the provisions of Section 12 above (Alterations and Construction) City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 12 16 MARKERS Except as modified by any additional provisions attached at Exhibit "D", project markers in form and size satisfactory to SBCTA, identifying the Improvements and their owner(s), shall be installed and constantly maintained by and at the expense of LICENSEE at such locations as SBCTA shall designate Such markers shall be relocated or removed upon request of SBCTA without expense to SBCTA Absence of markers in or about SBCTA Property does not constitute a warranty by SBCTA of the absence of subsurface installations 17 COMPLIANCE WITH LAWS LICENSEE shall comply with all applicable federal, state and local laws, regulations, rules and orders in its Work on, or maintenance, inspection, testing or use of, the SBCTA Property, and shall furnish satisfactory evidence of such compliance promptly upon request of SBCTA LICENSEE shall obtain all required permits or leases required by any governmental authority for its use of the Premises, at its sole cost and expense LICENSEE shall comply with all SBCTA policies, rules and regulations applicable to its properties Subject to SBCTA's approval, LICENSEE shall at its own cost and expense install and construct all physical improvements to or needed to serve the Premises that are required by any federal, state or local building code or other law or regulation applicable to the Premises, or that are made necessary by the nature of LICENSEE's use of the Premises LICENSEE shall promptly comply with all governmental orders and directives for the correction, prevention and abatement of nuisances in or upon, or connected with, the Premises, all at LICENSEE's sole expense 18 SBCTA'S RIGHT OF ACCESS 18 1 Inspections SBCTA shall have the right at any time (upon provision of reasonable notice of inspection to LICENSEE) or in case of emergency (without notice), to inspect the Premises in order to protect SBCTA's interests therein and to monitor compliance with this License, including compliance with applicable federal, state and local laws, regulations, rules and orders Failure to submit to or cooperate with any inspection may result in termination of the License 18 2 Tests If, in SBCTA's sole judgment, any installation on, or use or condition of the Premises may have an adverse effect on the Premises or SBCTA Property, adjacent property or SBCTA's operations, SBCTA shall be permitted to conduct any tests or assessments, including but not limited to environmental assessments, of, on or about the Premises, as it determines to be necessary or useful to evaluate the condition of the Premises. LICENSEE shall cooperate with SBCTA in any tests or inspections deemed necessary by SBCTA 18 3 Costs LICENSEE shall pay or reimburse SBCTA, as appropriate, for all reasonable costs and expenses incurred due to tests, inspections or any necessary corrective Work, maintenance and inspections thereafter SBCTA may establish an inspection fee, which may be changed from time to time, as part of an inspection program The user shall pay City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 13 such fee for each such inspection Failure to pay the fee may result in termination of the License 18 4 Sale or Lease of Premises SBCTA may at any time place on or about the Premises (including the Improvements) any ordinary "for sale" and "for lease" signs LICENSEE shall also permit SBCTA and its agents, upon request, to enter the Premises or any part thereof, at reasonable times during normal business hours, to show the Premises to prospective tenants, purchasers or mortgagees 19 ENVIRONMENTAL ASSESSMENT Upon execution of this License, SBCTA may, in its sole discretion and if applicable, require LICENSEE to retain a duly licensed environmental consultant acceptable to SBCTA who shall perform an environmental assessment of the Premises and LICENSEE's and LICENSEE's Parties' business activities and prepare a report on LICENSEE's and/or LICENSEE's Parties' compliance with the provisions of this section SBCTA may require LICENSEE to cause a similar environmental assessment to be conducted on an annual basis, and/or upon or within one (1) year after the expiration or earlier termination of this License, the cost of which shall be the sole responsibility of LICENSEE LICENSEE shall provide a copy of the report or reports from the consultant(s) promptly to SBCTA upon receipt, and upon request shall promptly provide to SBCTA a copy of all data, documents and other information prepared or gathered in connection therewith 20 HAZARDOUS/TOXIC MATERIAL USE AND INDEMNITY 201 LICENSEE shall operate and maintain the Premises in compliance with all Environmental Laws, and shall not cause or permit the Premises to be in violation of any Environmental Law which is now or may hereafter become applicable to LICENSEE or the Premises As used herein, `Environmental Law(s)" means any federal, state or local environmental, health and/or safety -related law, regulation, standard, decision of a court, permit or permit conditions, currently existing or as amended or adopted in the future Except for any Hazardous Material expressly approved by SBCTA in writing as shown on Exhibit "C", LICENSEE shall not cause or permit, or allow any of LICENSEE's Parties to cause or permit, any Hazardous Material to be brought upon, stored, used, generated, treated or disposed of on or about the SBCTA Property Any Hazardous Material on the site shall be stored, used, generated and disposed of in accordance with all applicable Environmental Laws As used herein, "Hazardous Material" means any chemical, substance or material, including any mixture or solution, which by virtue of its properties or effects is potentially harmful to health, safety or property, or which is now or becomes in the future listed, defined or regulated in any manner under any Environmental Law as a hazardous or dangerous material or substance 20 2 LICENSEE shall indemnify, defend (by counsel acceptable to SBCTA) and hold harmless the Indemnitees (as defined in Section 9, Indemnification) from and against all loss, Liability, claim, damage, cost or expense (including without limitation, any fines, penalties, judgments, litigation expenses, attorneys' fees, and consulting, City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 14 engineering, and construction fees and expenses) incurred by Indemnitees as a result of (a) LICENSEE's breach of any prohibition or provision of this section, or (b) any release of Hazardous Material upon or from the Improvements or the Premises or contamination of the SBCTA Property which (i) occurs due to the use and occupancy of the Improvements or the Premises by LICENSEE or LICENSEE's Parties, or (ii) is made worse due to the act or failure to act of LICENSEE or LICENSEE's Parties 20 3 The foregoing indemnity shall be effective regardless of any negligence (whether active, passive, derivative, joint, concurring or comparative) on the part of Indemnitees, unless caused solely by the gross negligence or willful misconduct of Indemnitees, shall survive expiration or termination of this License, and is in addition to any other rights or remedies which Indemnitees may have under the law or under this License 20 4 In addition, in the event of any release on or contamination of the Premises, LICENSEE, at its sole expense, shall promptly take all actions necessary to clean up the affected property (including the SBCTA Property and all affected adjacent property — whether or not owned by SBCTA) and to return the affected property to the condition existing prior to such release or contamination, to the satisfaction of SBCTA and any governmental authorities having jurisdiction 21. UNDERGROUND STORAGE TANKS 21 1 NEITHER LICENSEE NOR LICENSEE'S PARTIES SHALL INSTALL OR USE ANY UNDERGROUND STORAGE TANKS ON THE PREMISES UNLESS SPECIFICALLY APPROVED IN ADVANCE IN WRITING BY SBCTA, WHICH APPROVAL MAY BE WITHHELD IN SBCTA'S SOLE DISCRETION 21 2 At SBCTA's option, upon the termination of this License at any time and for any reason, LICENSEE shall, prior to the effective date of such termination, remove and close all underground storage tanks and related equipment and clean up and remove all Hazardous Material in, on, under and about the Premises, in accordance with the requirements of all Environmental Laws and to the satisfaction of SBCTA and any governmental authorities having jurisdiction thereover, and deliver to SBCTA a copy of a certificate of closure issued for such tanks by the appropriate governmental authority 22. CONDEMNATION In the event all or any portion of the Premises shall be taken or condemned for public use by a governmental agency or any other party having the power of eminent domain (including conveyance by deed in lieu of or in settlement of condemnation proceedings), LICENSEE shall receive compensation (if any) only for the taking and damage to the Improvements Any other compensation or damages arising out of such taking or condemnation awarded to LICENSEE are hereby assigned by LICENSEE to SBCTA City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 15 23. BROKER'S FEES LICENSEE represents and warrants that it has dealt with no broker, agent or other third party in connection with this transaction and LICENSEE agrees to indemnify and hold SBCTA harmless from and against any claims by any broker, agent or other party claiming a commission or other form of compensation by virtue of having dealt with LICENSEE with regard to obtaining this License 24 SUBORDINATE RIGHTS This License is subject and subordinate to the prior and continuing rights and obligation of SBCTA, its successors and assigns, to use the SBCTA Property in the exercise of its powers and in the performance of its duties, including those as a public transportation body, and to all Bonds, and their respective indentures, issued by SBCTA in any of its capacities and/or by any of its affiliated entities now in place or hereafter issued Accordingly, there is reserved and retained unto SBCTA, its successors, assigns and permittees, the right to construct, reconstruct, operate, maintain, use and/or relocate existing and future rail tracks, facilities and appurtenances and existing and future transportation, communication, pipeline and other facilities and appurtenances in, upon, over, under, across and along the SBCTA Property or any portion thereof, and in connection therewith the right to grant and convey to others, rights and interests to the SBCTA Property or the Premises and in the vicinity of the Improvements, regardless of any effect or impact on the Improvements. LICENSEE shall bear all costs and losses it incurs associated with any modifications to the Improvements necessary to accommodate SBCTA's exercise of any right hereunder This License is subject to all licenses, leases, easements, restrictions, conditions, covenants, encumbrances, hens, claims and other matters of title ("title exceptions") which may affect the SBCTA Property now or hereafter This License is executed and delivered by SBCTA without any warranty of title, express or implied, and the words "grant" or "convey" as used herein shall not be construed as a warranty of title or a covenant against the existence of any such title exceptions 25 ABANDONMENT Should LICENSEE at any time abandon the use of the Improvements or the Premises, or any part thereof, or fail at any time for a continuous period of ninety (90) days to use the same for the purposes contemplated herein, then this License shall terminate to the extent of the portion so abandoned or discontinued, and in addition to any other rights or remedies, SBCTA shall immediately be entitled to exclusive possession and ownership of the portion so abandoned or discontinued, without the encumbrance of this License 26 GENERAL PROVISIONS 26 1 Notices All notices and demands which either of the Parties is required to or desires to give to the other shall be made in writing by personal delivery, by express courier service or by certified mail postage prepaid, and addressed to the other Party at its address set forth in the Basic License Provisions Either of the Parties may change its address for the receipt of notice by giving written notice thereof to the other Party in City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 16 the manner herein provided Notices shall be effective only upon receipt by the Party to whom notice or demand is given 26 2 Governing Law This License shall be governed by the laws of the State of California 26 3 Binding Effect The terms, provisions and covenants and conditions contained in this License shall apply to, inure to the benefit of, and be binding upon, the parties hereto and upon their respective heirs, legal representatives, successors and permitted assigns, except as otherwise herein expressly provided If more than one person executes this License as LICENSEE, then each shall be jointly and severally liable for all obligations of LICENSEE hereunder 26 4 No Third Party Beneficiaries This License is not intended by either party to confer any benefit on any third party other than the constituent members of SBCTA, including without limitations any broker, finder, or brokerage firm 26 5 Severability If any term, covenant, condition or provision of this License, or the application thereof to any person or circumstance, shall to any extent be held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, covenants, conditions, or provisions of this License, or the application thereof to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby 26 6 Interest on Past -due Obligations Except as expressly herein provided, any amount due to SBCTA that is not paid when due shall bear interest, from the date due, at the maximum rate then allowable by law Such interest will be due SBCTA as it accrues Payment of such interest shall not excuse or cure any default by LICENSEE under this License, provided, however, that interest shall not be payable on late charges incurred by LICENSEE 26 7 Captions The captions included in this License are for convenience only and in no way define, limit, or otherwise describe the scope or intent of this License or any provision hereof, or in any way affect the interpretation of this License 26 8 Survival of Obligations All obligations of LICENSEE hereunder not fully performed as of the expiration or earlier termination of the Term of this License shall survive the expiration or earlier termination of this License, including without limitation all indemnity and defense obligations, all payment obligations with respect to Fees and all obligations concerning the condition of the SBCTA Property and the Improvements 26 9 Waiver of Covenants or Conditions The waiver by either Party of any term, covenant, agreement or condition under this License shall not invalidate this License, nor shall it be considered a waiver by it of any other covenant or condition or of the same covenant or condition in another instance To the extent patterns of practice between the Parties are inconsistent with the terms of this License, such patterns of practice shall not waive in part or in full SBCTA's right to insist upon strict accordance with any of the provisions of this License The subsequent acceptance of payments hereunder by City of Redlands License Agreement 17 SBCTA Contract 21-1002489 File RRND007806 SBCTA shall not be deemed to be a waiver of any preceding breach by LICENSEE of any provisions, covenant, agreement or condition of this License, other than the failure of LICENSEE to pay the particular payment so accepted, regardless of SBCTA's knowledge of such proceeding breach at the time of acceptance of such payment 26 10 Effective Date/Nonbinding Offer Submission of this License for examination or signature by LICENSEE does not constitute an offer of or option for a license, and it is not effective as a license or otherwise until executed and delivered by both SBCTA and LICENSEE Each individual executing this License on behalf of SBCTA or LICENSEE represents and warrants to the other Party that he or she is authorized to do SO 26 11 Assignment This License and the license granted herein are personal to the LICENSEE LICENSEE shall not assign or transfer (whether voluntary or involuntary) this License in whole or in part, or permit any other person or entity to use the rights or privileges hereby conveyed, without the prior written consent of SBCTA, which may be withheld in SBCTA's sole and absolute discretion, and any attempted act in violation of the foregoing shall be void and without effect and be a material breach of this License, which gives SBCTA the right to immediately terminate this License and seek all other available remedies for breach 26 12 Entire Agreement, Amendments This License, including all attached Exhibits, constitutes the entire agreement between the Parties and supersedes all prior verbal or written agreements and understandings between the Parties with respect to the items set forth in this License The Parties each acknowledge that no representations, inducements, promises or agreements, oral or written, have been made by either SBCTA or LICENSEE, or anyone acting on behalf of SBCTA or LICENSEE, other than those contained in this License No amendments, changes, revisions, or discharges, at any time in whole or in part, of this License shall be binding upon the Parties unless they are in writing and executed by the Parties 26 13 Attorneys' Fees If either SBCTA or LICENSEE commences or engages in, or threatens to commence or engage in, an action by or against the other party arising out of or in connection with this License or the Premises, the prevailing party shall be entitled to have and recover from the losing party reasonable attorneys' fees and other costs incurred in connection with the action, preparation for such action, any appeals relating thereto and enforcing any judgments rendered in connection therewith If SBCTA becomes involved in any action, threatened or actual, by or against anyone not a party to this License, but arising by reason of or related to any act or omission of LICENSEE or LICENSEE's Parties, LICENSEE agrees to pay SBCTA's reasonable attorneys' fees and other costs incurred in connection with the action, preparation for such action, any appeals relating thereto and enforcing any judgments rendered in connection therewith 26 14 Nondiscrimination LICENSEE certifies and agrees that all persons employed by LICENSEE and LICENSEE's affiliates, subsidiaries, or holding companies, and any contractors retained by LICENSEE with respect to the Premises, are and shall be City of Redlands SBCTA Contract 21-1002489 License Agreement File RRND007806 18 treated equally without regard to or because of race, religion, ancestry, national origin, or sex, and in compliance with all federal and state laws prohibiting discrimination in employment, including but not limited to the Civil Rights Act of 1964, the Unruh Civil Rights Act, the Cartwright Act, and the California Fair Employment Practices Act 26 15 Further Acts LICENSEE agrees to perform any further acts and to execute and deliver in recordable form any documents which may be reasonably necessary to carry out the provisions of this License, including, at SBCTA's sole discretion, the relocation of the Improvements and the license granted hereby 26 16 Time of Essence Time is of the essence for this License 26 17 Certificates LICENSEE agrees from time to time within ten (10) days after request of SBCTA, to deliver to SBCTA, or SBCTA's designee, all financial statements for the previous three (3) fiscal years of LICENSEE, and an estoppel certificate stating that this License is in full force and effect, the date to which all applicable payments have been paid, the unexpired Term of this License and such other matters pertaining to this License as may be requested by SBCTA 26 18 Security Measures LICENSEE hereby acknowledges that the payments payable to SBCTA hereunder do not include the cost of guard service or other security measures, and that SBCTA shall have no obligation whatsoever to provide same LICENSEE assumes all responsibility for the protection of LICENSEE, LICENSEE's Parties and their property from acts of third parties 26 19 Performance Under Protest If at any time a dispute shall arise as to any amount or sum of money to be paid by one Party to the other under the provisions hereof, the Party against whom the obligation to pay the money is asserted shall have the right to make payment "under protest" and such payment shall not be regarded as a voluntary payment, and there shall survive the right on the part of said party to institute suit for recovery of such sum If it shall be adjudged that there was no legal obligation on the part of said Party to pay such sum or any part thereof, said Party shall be entitled to recover such sum or so much thereof as it was not legally required to pay under the provisions of this License 26 20 No Recording LICENSEE shall not record or permit to be recorded in the official records of the county where the Premises are located, this License, any memorandum of this License or any other document giving notice of the existence of this License or the license granted hereby 26 21 Flagmen Where applicable, as a part of or in addition to all other safety obligations, LICENSEE shall maintain, at LICENSEE's expense, competent flagmen to protect and control movement of vehicles and equipment of LICENSEE or any other user of the Premises while upon the Premises, consistent with any applicable laws and regulations regarding work protection, including the rules and policies of SBCTA and/or any railroad operator having rights to utilize any affected or adjacent railroad tracks City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 19 26 22 Additional Provisions Those additional provisions set forth in Exhibit "D", if any, are hereby incorporated by this reference as if fully set forth herein To the extent that any additional provisions in Exhibit "D" conflict with the provisions contained in this Part II, Standard License Provisions, the provisions in Exhibit "D" shall control 26 23 Counterparts This License may be executed in counterparts, which constitute one document The parties shall execute this License in duplicate and intend each countersigned original to have identical legal effect City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 20 1110 EXI OVE STIN R WA SUR TER FACE LINE O CO M CD z 0— 100 O X On 0 W n Z _I O O 03 Pr) EXIST 12 1100 1090 D 71% N zN w NIO 0 Q 00 J CD+ + L_ + II 0 in rro LJi M m r�r) CJ PE 109.25' TOP OF BR % IDGE D BbTTOM 0 BR EC PROPOS ABU PER SEP R SEPARATE PLAN ED BR TMENT ARATE w N Z z w 0 z I O O X W �w0CD m O J O O + w + + CO In(41M m rrf) ECK IDGE IDGE S PLAN PER 1082.0 BF' SEPARATE PLAN 0z II 0 LJi 130 08' z 0 0 w 0 1- 0 w 0 0 0 J a of FINISHED SURFACE OVER WATERLINE 90 58 LF 18" STL CASING • 312 LF 12" CML&C WATERLINE PROTECT EX TELE IN PLACE ADJUST TO BE — ABOVE CASING 133 58 LF L- N m IJ J W UNK i W J 0 O M PLEASE NOTE. POTHOLE THESE TELE CROSSINGS PRIOR TO TH START OF CONSTRUCTIO W 0 L.- L.- 0 10 M M rn N DD duo Doom + 11 0 I`, J 0 u- O 5 77% CO ND r7 O Ln O II N 0 + Il cal J J J u .- 0J rr) L- 0 GATE VALVE 1080 110 11 0 1090 1080 *CONTRACTOR TO POTHOLE (Sc VERIFY UTILITIES LOCATION BEFORE BEGINNING WORK PROFILE SCALES HORIZ 1 "= 20' VERT 1 "= 4' CONSTRUCTION NOTES O1 CONSTRUCT 12" C200 CML&C WELDED STEEL PIPE WATERLINE ® CONSTRUCT 12" C200 CML&C WELDED STEEL PIPE ELBOW, ANGLE AS INDICATED 0 CONSTRUCT 12" GATE VALVE, FLANGED ® CONSTRUCT 12" CML&C WELDED STEEL PIPE IN 18" STEEL CASING 5/6" THICK PER CITY STD DWG A-20522, CASING DETAIL 2 ON SHEET 6 0 CONSTRUCT 2" AIR/VACUUM VALVE PER CITY OF LOMA LINDA STD DWG NO W-6 1, DETAIL 1 SHEET 7 © REMOVE INTERFERING PORTION OF EXISTING 20" WATERLINE AFTER PLACING PROPOSED 20" INTO SERVICE 0 WELD A FLANGE ON EXISTING CML&C WATERLINE AND CONNECT TO NEW WATERLINE ® CONNECT NEW WATERLINE TO EXISTING PVC PIPE USING SERIES 2100 MEGAFLANGE FLANGE ADAPTER AS MANUFACTURED BY EBAA IRON, OR APPROVED EQUAL Og CONSTRUCT 4" BLOW —OFF FOR THE CITY OF REDLANDS PER DETAIL 5 ON SHEET 6 10 CONSTRUCT 2" AIR RELEASE/VACUUM VALVE PER CITY OF REDLANDS STANDARD DRAWING NO A-20515, DETAIL 3 SHEET 6 11 ABANDON IN PLACE EXISTING WATERLINE REMOVE INTERFERING SECTIONS FILL LAST 5' OF ALL OPEN ENDS WITH CONCRETE 12 REMOVE AIR —VAC A 13 SALVAGE BLOW OFF OR FIRE HYDRANT AND DELIVER TO OWNER'S YARD 14 CONSTRUCT 20' CML&C WELDED STEEL PIPE WATERLINE 15 CONSTRUCT 20 CML&C WELDED STEEL PIPE ELBOW ANGLE AS INDICATED 16 CONSTRUCT 20" CML&C WELDED STEEL PIPE IN 30" STEEL CASING, " THICK, PER DETAIL 2 ON SHEET 6 1® CONSTRUCT 20" BUTTERFLY VALVE, FLANGED 18 CONSTRUCT 8" BLOW —OFF FOR THE CITY OF LOMA LINDA PER DETAIL 4 ON SHEET 7 19 CONSTRUCT IN LINE THRUST BLOCK PER DETAIL 4 ON SHEET 6 ▪ CONSTRUCT CONCRETE THRUST BLOCK PER DETAIL 6 ON SHEET 6 21 CONSTRUCT BLIND FLANGE WITH WELDED FLANGE ON END OF PIPE, SIZE PER PLAN • WELD STEEL CAPS TO ENDS OF CASINGS © INSTALL PCC VAULT PER DETAIL 2 OR 3 ON SHEET 7, WHERE CONDITIONS APPLY ® REMOVE INTERFERING PORTION OF EXISTING PVC WATERLINE AFTER PLACING TEMPORARY WATERLINE INTO SERVICE INSTALL EBAA FLEX —TEND COUPLER PER MANUFACTURER'S INSTRUCTION, OR APPROVED EQUAL 34+50 F❑ u \�\ I \ M VIEV EX 12 CML&C PI CONTRACTOR CONFIR LOCA ION A 1D T PE r SEE D THIS PROP R/W 35+00 - - z4t- r- -s];- -146P Ar (, v 10 su Eh im I,!., C 5�� . 35+50 36+00 rff 12" WATER NOT INCLUDED IN THESE PLANS PROPOSED BRIDGE co co ao 25 EX PL / A © SUPPORT PIPE UNDER BRIDGE 8' 0 C AND 2' BRACKETS ® CONSTRUCT 12" AWWA C200 CML&C WELDED PURPLE STEEL NON —POTABLE WATERLINE IN PER SECTION PER DETAIL 6 ON SHEET 8 STEEL CASING, 5%6" THICK, PER CITY STD DWG A-20522, CASING DETAIL 2 ON SHEET 5 © CONSTRUCT 12"x12"X12" CML&C STEEL TEE ® CONSTRUCT 12" AWWA C200 CML&C WELDED PURPLE STEEL ELBOW (ANGLE PER PLAN) ® CONSTRUCT 12" CML&C WELDED STEEL WELL LINE ▪ CONNECT TO EXISTING 12 CML&C WELDED STEEL WELL LINE O CONSTRUCT 12' x8' PIPE REDUCER 31 CONSTRUCT 12" AWWA C200 CML&C WELDED PURPLE STEEL NON —POTABLE WATERLINE ® CONSTRUCT 4 NON —POTABLE BLOW —OFF PER CITY OF REDLANDS STD A-20518 99 PROTECT IN PLACE 36+50 EX PL ROPOSED PROPOSED RAILROAD 37+00 BNSF RAI ' OAD PROPO ED LOMA LINbA 20" ATER. SEE EETS 4&5 E—WA T€R 7AV1,:,:f r Otkh / / IV U/ wir Alir 4 i rn J c° i i� / / �, ' / Z EASEMENT ... +Li- rc + 2_ ��� Mw m aD cN\, j O / / 22 nth fit �/,, i 7 Underground Service Alert CaII TOLL FREE 811 TWO WORKING DAYS BEFORE YOU DIG //� 4 / // / $ CLOSE VALVE PRIOR TO // BRIDGE DEMOLITION REMOVE // VALVE AND CAN AFTER // � PLACING NEW REDLANDS < WATER LINE INTO SERVICE / // NN 37+50 1 38+00 PROP PL PLEASE NOTE. LF� TO.cM ASURE THE DEPTH OF E TELE CONDUITS EXISTING TO THE SOUTH REDL EXISTING 12" WATER WSP USA Inc 862 E HOSPITALITY LANE SUITE 350 SAN BERNARDINO CA 92408 TEL + 1 909 888 1 1 06 FAX +1 909 889 1 884 SEE THIS co M F❑ 38+50 w p❑ CITY_, I I_IAAIT ANDS CITY LIMIT SS — SS — — PVC AVENUE MAIN DETAIL A SHEET — w SD SD —I m ry OJ t— _I. UD z Q Cal 0 D x z wm = 0 Z 0 I— OZ m SCALE 1"=20' 10' 20' 40' GRAPHIC SCALE NOTE VERTICAL DATUM AND BENCHMARK CORRELATION TO REDLANDS PASSENGER RAIL PLANS THIS PROJECT IS BASED ON THE NGVD-29 DATUM PER CITY OF SAN BERNARDINO PUBLISHED CONTROL AS A SHOWN, THE REDLANDS PASSENGER RAIL PROJECT (RPRP) IS BASED ON THE NAVD-88 DATUM TO COMPARE TO ELEVATIONS SHOWN ON RPRP PLANS, ADD 2 425 FEET TO ELEVATIONS SHOWN HEREON EXISTING 12" PVC 90 BEND gt* © 0 DETAIL A NTS EXISTING r12" CML&C i m m DETAIL B NTS NOTE. ALL WATER LINE STATIONS ARE BASED ON STREET STATIONING LEGEND PORTION OF EXISTING WATERLINE TO BE REMOVED ABANDON EXISTING WATERLINE AFTER PLACING PROPOSED WATERLINE INTO SERVICE FILL LAST 5' OF ALL ENDS OF REMAINING WATERLINES WITH CONCRETE CITY OF REDLANDS Municipal Utilities and Engineering Department WATER IMPROVEMENT PLANS MOUNT. VIEW AVE & MISSION CHANNEL CITY OF REDLANDS 12" WATER LINE PLAN AND PROFILE CITY OF LOMA LINDA Public Works Department A EX 20" WATERLINE CONFLICT RESOLUTION 0/23/2 CST A FLEX TEND COUPLER RELOCATION 10/9/20 CST Approved By T Jorb Thoupejr Public Works Director Dote A IVDA-RPRP COORDINATION - MTN VIEW UTILITY 6/3/20 AA A COORDINATION WITH BRIDGE PLANS 4/3/20 CST Letter Description Dote Initial Initial Revisions Checked by Dote Checked by Dote Checked by Dote Checked by: Dote Reviewed By Dote Mork Rynkiewicz, Civil Engineer RCE 56078 Accepted By Dote Donald P Young, One Stop Permit Center Mgr RCE 49918 Sheet 2 of 11 Sheets N 0 16pm meloc T\12755A—MtViewWideningPhasell\CADD\sheets\Water\SHT 2_WTR a) L 109 06' 129 71' 1110 110 1090 EXISTING SURFACE OVER WATERLINE O O N. 00 N) N O N. 0 z z W OZ if' CD OW 00 J cn + II o I�) L- + m M 1 TCP OF BRIDGE DECK 0 5% Bc TT M F BRIDGE D CK PROPOSES ABUTM PER SEPAR 0 z LL z z O J O L ▪ L` 1+,) N) GJN) 0 z W W 0 m 33 N O ZO II 0 J L0 NMI c3 z N W 0 O J 0 O J L- PROTFI'.L E_X TELE IN PLACE ADJUST TO BE ABOVE CASING 0.5% BRIDGE ENTS ATE PLAN LO N O OL O D II 0 J L[) Li_ v PER SEPARATE P 1080 AN PE R SEPARATE PLAN 235 30 LF 12" CML&C WATERLINE z 0 90 50 LF 18' STL CASING EXISTING 8" r PVC NON-POTAB E U) z m w J IJ • 0 LL O In b O O D I + II 0 0 I J in 11 *DEPTH UNKNOWN �I FASF NOIL POTHOLE THESE TELE CROSSINGS PRIOR TO THE START OF CONSTRUCTION FINISHED SURFACE OVER WATERLINE 0. 5% 110 1 0 1090 1080 *CONTRACTOR TO POTHOLE & VERIFY UTILITIES LOCATION BEFORE BEGINNING WORK PROFILE SCALES HORIZ 1 "= 20' VERT 1 "= 4' CONSTRUCTION NOTES. CONSTRUCT CONSTRUCT CONSTRUCT 12" C200 CML&C WELDED STEEL PIPE WATERLINE 12" C200 CML&C WELDED STEEL PIPE ELBOW, ANGLE AS INDICATED 12" GATE VALVE, FLANGED ® CONSTRUCT 12" CML&C WELDED STEEL PIPE IN 18" STEEL CASING 5/6" THICK PER CITY STD DWG A-20522, CASING DETAIL 2 ON SHEET 6 0 CONSTRUCT 2" AIR/VACUUM VALVE PER CITY OF LOMA LINDA STD DWG NO W-6 1, DETAIL 1 SHEET 7 • REMOVE INTERFERING PORTION OF EXISTING 20" WATERLINE AFTER PLACING PROPOSED 20" INTO SERVICE ® WELD A FLANGE ON EXISTING CML&C WATERLINE AND CONNECT TO NEW WATERLINE • CONNECT NEW WATERLINE TO EXISTING PVC PIPE USING SERIES 2100 MEGAFLANGE FLANGE ADAPTER AS MANUFACTURED BY EBAA IRON, OR APPROVED EQUAL • CONSTRUCT 4" BLOW -OFF FOR THE CITY OF REDLANDS PER DETAIL 5 ON SHEET 6 10 CONSTRUCT 2" AIR RELEASE/VACUUM VALVE PER CITY OF REDLANDS STANDARD DRAWING NO A-20515, DETAIL 3 SHEET 6 11 12 13 14 15 16 0 18 19 21 0 0 31 ABANDON IN PLACE EXISTING WATERLINE REMOVE INTERFERING SECTIONS FILL LAST 5' OF ALL OPEN ENDS WITH CONCRETE REMOVE AIR -VAC 8 SALVAGE BLOW OFF OR FIRE HYDRANT AND DELIVER TO OWNER'S YARD CONSTRUCT 20' CML&C WELDED STEEL PIPE WATERLINE CONSTRUCT 20 CML&C WELDED STEEL PIPE ELBOW ANGLE AS INDICATED CONSTRUCT 20" CML&C WELDED STEEL PIPE IN 30" STEEL CASING, " THICK, PER DETAIL 2 ON SHEET 6 CONSTRUCT 20" BUTTERFLY VALVE, FLANGED CONSTRUCT 8" BLOW -OFF FOR THE CITY OF LOMA LINDA PER DETAIL 4 ON SHEET 7 CONSTRUCT IN LINE THRUST BLOCK PER DETAIL 4 ON SHEET 6 CONSTRUCT CONCRETE THRUST BLOCK PER DETAIL 6 ON SHEET 6 CONSTRUCT BLIND FLANGE WITH WELDED FLANGE ON END OF PIPE, SIZE PER PLAN WELD STEEL CAPS TO ENDS OF CASINGS INSTALL PCC VAULT PER DETAIL 2 OR 3 ON SHEET 7, WHERE CONDITIONS APPLY REMOVE INTERFERING PORTION OF EXISTING PVC WATERLINE AFTER PLACING TEMPORARY WATERLINE INTO SERVICE INSTALL EBAA FLEX -TEND COUPLER PER MANUFACTURER'S INSTRUCTION, OR APPROVED EQUAL SUPPORT PIPE UNDER BRIDGE 8' 0 C AND 2' BRACKETS PER SECTION PER DETAIL 6 ON SHEET 8 CONSTRUCT 12"x12"X12" CML&C STEEL TEE CONSTRUCT 12" CML&C WELDED STEEL WELL LINE CONNECT TO EXISTING 12 CML&C WELDED STEEL WELL LINE CONSTRUCT 12' x8' PIPE REDUCER CONSTRUCT 12" AWWA C200 CML&C WELDED PURPLE STEEL NON -POTABLE WATERLINE 34+50 35+00 1116 SD arami SD SD — A 35+50 36+00 36+50 EX PL IA ' --$111111111illiiiiiiiiiiiiiiiiiiirAMIEr_ timr"mrAliiiiimilliklIMMIA1P-Mlow' - / /Ill AMAMI aftt ...m„,- _fort .1"k, _diem, • m m m 1 1 i Pr r# r A ECM .70% Ailliiiir Air FDA's's' .4crii (ZZAMIIIIIII, _ tal Cal Ar 1efri2. / z 06 AEI cn in CO WATER LINE 35+10; q FLEX EX PL (3-4 CONSTRUCT 12" AWWA C200 CML&C WELDED PURPLE STEEL NON -POTABLE WATERLINE IN 18" STEEL CASING, 6" THICK, PER CITY STD DWG A-20522, CASING DETAIL 2 ON SHEET 5 • CONSTRUCT 12" AWWA C200 CML&C WELDED PURPLE STEEL ELBOW (ANGLE PER PLAN) • CONSTRUCT 4 NON -POTABLE BLOW -OFF PER CITY OF REDLANDS STD A-20518 0 PROTECT IN PLACE NI I- / 0 Ln ,-"INIcco) A0041cirFO ROPOSED RAILROAD RUN 37+00 _40e TRACKS vo AimmAarlidiV AV Ai 20 WATER SEE SHEETS A &5 (ID BO • /--- N :EE DE T:AZ :_____,AD i 70,_Itgyi 1 m.,(11wrA"'"- 4 - - ' ' - - - IVW /I/ / 0, 5., irriv ix )12" PVC N/NN A / 14M-' <z—I o 41$$Of x7/,// Underground Service Alert Call TOLL FREE 8 1 1 TWO WORKING DAYS BEFORE YOU DIG SMH 37+50 • A/111/1/11;110ePLEASE NOTE. TOM-ASURE THE DEPTH OF 38+00 PR._5L/5 E TELE CONDUITS EXISTING CI TO THE SOUTH FO air tier THIS SHEET o • NN SMH ROPOSED REDLANDS 12" WATER SEE SHEET 2 1 —SD — —SD — A EX R/W EX R/W 38+50 LANDS CITY LIMIT SD 11) SCALE 1"=20' 0 10 20 40 GRAPHIC SCALE NOTE VERTICAL DATUM AND BENCHMARK CORRELATION TO REDLANDS PASSENGER RAIL PLANS THIS PROJECT IS BASED ON THE NGVD-29 DATUM PER CITY OF SAN BERNARDINO PUBLISHED CONTROL AS A SHOWN, THE REDLANDS PASSENGER RAIL PROJECT '11(RPRP) IS BASED ON THE NAVD-88 DATUM TO COMPARE TO ELEVATIONS SHOWN ON RPRP PLANS, ADD 2 425 FEET TO ELEVATIONS SHOWN HEREON EXISTING 8'' N/P WATER LINE 010110 AVENUE e _tat EXISTING 8" PVC NON —POTABLE WATE13 MAIN WSP USA Inc 862 E HOSPITALITY LANE SUITE 350 SAN BERNARDINO CA 92408 FAX +1 909 889 1884 0 NTS NOTE EXISTING 12- N/P WATER LINE DETAIL B NTS ALL WATER LINE STATIONS ARE BASED ON STREET STATIONING LEGEND PORTION OF EXISTING WATERLINE TO BE REMOVED ABANDON EXISTING WATERLINE AFTER PLACING PROPOSED WATERLINE INTO SERVICE FILL LAST 5' OF ALL ENDS OF REMAINING WATERLINES WITH CONCRETE CITY OF RE:DLANDS Municipal Utilities and Engineering Department WATER IMPROVEMENT PLANS MOUNT. VIEW AVE 8c MISSION CHANNEL CITY OF REDLANDS 12" NON —POTABLE WATER LINE PLAN AND PROFILE CITY OF LOMA LINDA Pubhc Works Deportment EX 20" WATERLINE CONFLICT RESOLUTION 0/23/2 CST FLEX TEND COUPLER RELOCATION 10/9/20 CST Approved By Dote IVDA-RPRP COORDINATION - MTN VIEW UTILITY 6/3/20 AA COORDINATION WITH BRIDGE PLANS 4/3/20 CST Letter Description Dote MMol Revisions Checked by Dote Checked by Dote Checked by Dote Checked by: Dote Reviewed By Dote Mork Rynkiewicz, Civil Engineer RCE 56078 Accepted By Dote Donald P Young, One Stop Permit Center Mgr RCE 49918 Sheet 3 of 11 Sheets 0 0 0 CL 19pm meloc 0 0 T\12755A—MtViewWideningPhasell\CADD\sheets\Water\SHT 3_WTR 2 dwg Exhibit `B" INSURANCE REQUIREMENTS 1 AGREEMENT shall mean the permit, license, lease, or location specific exhibit to which this Exhibit is attached WORK shall mean any activity or use permitted under the AGREEMENT The holder of the AGREEMENT is hereinafter referred to as PERMITTEE PERMITTEE shall at all times during the term of the AGREEMENT or for such other periods as required herein, procure and maintain broad form insurance against claims for injures to persons or damages to property that may anse from, or in connection with, the use of SBCTA property hereunder by the PERMITTEE, its agents, representatives, employees, or subcontractors, with coverage at least as broad as the following minimum requirements specified below Selected subparagraphs to this Paragraph 1 shall apply 1 1 ® Worker's Compensation/Employer's Liability The policies must include the following • Coverage A Statutory Benefits • Coverage B Employer's Liability • Bodily Injury by accident - $1,000,000 per accident • Bodily Injury by disease - $1,000,000 pohcy hmit/$1,000,000 each employee Such policies shall contain a waiver of subrogation m favor of the parties named as Indemmtees below Such msurance shall be m stnct accordance with the applicable workers' compensation laws in effect during performance of the WORK by PERMITTEE, any subcontractor of any tier All subcontractors of any tier performing any portion of the WORK for PERMITTEE shall also obtam and mamtam the same msurance coverage as specified in this subparagraph, with a waiver of subrogation m favor of PERMITTEE and all parties named as Indemmtees by the AGREEMENT Where coverage is provided through the California State Compensation Insurance Fund, the requirement for a minimum A M Best rating does not apply 1 2 ® Commercial General Liability The pohcy must include the following • PERMITTEE shall maintain commercial general habihty (CGL) insurance (Insurance Services Office (ISO) Form CG 00 01), and if necessary excess/umbrella commercial habihty msurance, with a combined limit of liability of not less than $7,000,000 each occurrence If the AGREEMENT value is equal to or in excess of $25,000,000, then the combined hmit of habihty shall be no less than $25,000,000 each occurrence • The policy shall, at a minimum, include coverage for any and all of the following bodily injury, property damage, personal injury, broad form contractual habihty (including coverage to the maximum extent possible for the indemnifications in the AGREEMENT), premises -operations (including explosion, collapse and underground coverage), duty to defend in addition to (without reducmg) the limits of the pohcy(ies), and products and completed operations o $2,000,000 per occurrence limit for property damage or bodily injury o $1,000,000 per occurrence limit for personal injury and advertising injury o $2,000,000 per occurrence limits for products/completed operations coverage (ISO Form 20 37 10 01) if SBCTA's Risk Manager determines it is SBCTA's best interests to require such coverage, o If a general aggregate applies, it shall apply separately to this project/location The project name must be indicated under "Description of Operations/Locations" (ISO Form CG 25 03 or CG 2504) • Coverage is to be on an "occurrence" form "Claims made" and "modified occurrence" forms are not acceptable Insurance Requirements Exhibit SBCTA Contract No 21 2489 1 File No RRND007806 • A copy of the declaration page or endorsement page listing all policy endorsements for the CGL policy must be included All subcontractors of any tier performing any portion of the WORK for PERMITTEE shall also obtain and maintain the CGL insurance coverage with limits not less than • Each occurrence limit $1,000,000 • General aggregate limit $2,000,000 • Personal injury and advertising limit $1,000,000 • Products -completed operations aggregate limit $2,000,000 All subcontractors' deductibles or self -insured retentions must be acceptable to SBCTA's Risk Manager 1 3 ® Umbrella/Excess CGL. The policy must include the following • If the PERMITTEE elects to include an umbrella or excess policy to cover any of the total limits required beyond the pnmary commercial general liability policy limits and/or the pnmary commercial automobile liability policy limits, then the policy must include the following o The umbrella or excess policy shall follow form over the PERMITTEE's pnmary general liability coverage and shall provide a separate aggregate limit for products and completed operations coverage o The umbrella or excess policy shall not contain any restrictions or exclusions beyond what is contained in the pnmary policy o The umbrella or excess policy shall contain a clause stating that it takes effect (drops down) in the event the pnmary limits are impaired or exhausted o The umbrella or excess policy must also extend coverage over the automobile policy if it is to be used in combination with the pnmary automobile policy to meet the total insurance requirement limits There shall be no statement limiting the coverage provided to the parties listed as additionally insureds or as indemnitees in the AGREEMENT 1 4 ® Commercial Auto The policy must include the following • A total limit of liability of not less than $5,000,000 each accident This total limit of liability may be met by combining the limits of the pnmary auto policy with an umbrella or excess policy in accordance with Section 1 3 (Umbrella/Excess CGL), above • Such insurance shall cover liability ansing out of any vehicle, including owned, hired, leased, borrowed and non -owned vehicles assigned to or used m performance of the WORK • Combined Bodily Injury and Property Damage Liability insurance The commercial automobile liability insurance shall be wntten on the most recent edition of ISO Form CA 00 01 or equivalent acceptable to SBCTA 1 5 ❑ Pollution Liability The policy must include the following • $2,000,000 per claim or occurrence limits/$4,000,000 in the aggregate • If the WORK involves mold identification / remediation, the policy shall not contain a mold exclusion and the definition of "Pollution" shall include microbial matter including mold • If the WORK involves lead -based paint or asbestos identification/remediation, the policy shall Insurance Requirements Exhibit SBCTA Contract No 21 2489 2 File No RRND007806 not contam lead -based paint or asbestos exclusions 1 6 ❑ Railroad Protective Liability Insurance Insurance Services Office Form Railroad Protective Liability, AAR-AASHTO (ISO/RIMA), in the name of SCRRA with respect to the operations they or any of their subcontractors perform on the Property Minimum Limits $2 million per occurrence, combined single limit, for coverage and for losses ansing out of injury to or death of all persons and for physical loss or damage to or destruction of Property, including the loss of use thereof A $6 million annual aggregate shall apply If providing coverage on the London claims - made form, the following provisions shall apply • The limits of liability shall be not less than $3 million per occurrence, combined single limit A $9 million aggregate may apply • Declarations item 6, extended claims made date, shall allow an extended claims made penod no shorter than the length of the ongmal policy penod plus one year • If equivalent or better, wording is not contained in the policy form, the following endorsement must be included o It is agreed that "physical damage to Property" means direct and accidental loss of or damage to rolling stock and their contents, mechanical construction equipment or motive power equipment, railroad tracks, roadbed, catenanes, signals, badges or buildings In cases of low hazard activity and insignificant nsk to rail facilities, and if the exposure to the track is physically separated by a building, floor or a continuous fence (no thoroughfares) and the employees of the Contractor are explicitly notified, trained, and supervised such that they are not permitted to have any contact with the track or its related improvements, the Railroad Protective Liability Insurance requirement may be waived by SBCTA, or its designated representative, in SBCTA's sole and absolute discretion, where SBCTA's agreements and obligations with rail operators allow it 2 General Provisions 2 1 Qualifications of Insurance Camers. All policies shall be written by insurance carriers shall be authonzed and admitted to do business in the state of California with a current A.M Best rating of A-VIII or better Contractor's Pollution Liability policies may be from non -admitted carvers provided they are authonzed and licensed in the state of California and meet the current A M Best rating of A VIII or better 2 2 Additional Insurance Coverage All policies, except those for Workers' Compensation insurance, shall be endorsed by ISO Form CG 20 10 11 85, or if not available, then ISO Form CG 20 38, to name San Bernardino County Transportation Authonty and its officers, directors, members, employees, agents and volunteers, as additional insureds ("Additional Insureds") With respect to general liability ansmg out of or connected with work or operations performed by or on behalf of the PERMITTEE permitted under this AGREEMENT, coverage for such Additional Insureds shall not extend to liability to the extent prohibited by section 11580 04 of the Insurance Code The additional insured endorsements shall not limit the scope of coverage for SBCTA to vicarious liability but shall allow coverage for SBCTA to the full extent provided by the policy 2 3 Proof of Coverage. Evidence of insurance m a form acceptable to SBCTA's Risk Manager, including declarations pages of each policy, certificates of insurance and the required additional insured endorsements, shall be provided to SBCTA's Procurement Analyst pnor to issuance of the NTP or pnor to commencing any WORK, as SBCTA specifies Certificate(s) of insurance, as evidence of the required insurance shall be executed by a duly authonzed representative of each insurer, show compliance with the msurance requirements set forth in the AGREEMENT together with Exhibit B, set forth deductible amounts applicable to each policy, list all exclusions which are added by endorsement to each policy, and also include the Contract Number and the SBCTA Project Manager's name on the face of the certificate If requested in writing by SBCTA, Insurance Requirements Exhibit SBCTA Contract No 21 2489 3 File No RRND007806 PERMITTEE shall submit complete copies of all required msurance policies within ten (10) business days of a written request by SBCTA 2 4 Deductibles Regardless of the allowance of exclusions or deductibles by SBCTA, PERMITTEE shall be responsible for any deductible amount and shall warrant that the coverage provided to SBCTA is consistent with the requirements of the AGREEMENT together with Exhibit B PERMITTEE will pay, and shall require its sub -consultants to pay, all deductibles, co -pay obligations, premiums and any other sums due under the insurance required in Exhibit B All deductibles will be in amounts acceptable to SBCTA's Risk Manager PERMITTEE will advise SBCTA in writing as to the amounts of any deductible, or as to any increase in any insurance deductible under any msurance required above There will be no deductibles in excess of $250,000 per occurrence, loss or claim under the insurance There shall be no self -insured retention SBCTA will have the nght, but not the obligation, to pay any deductible due under any insurance policy If SBCTA pays any sums due under any insurance required above, SBCTA may withhold said sums from any amounts due PERMITTEE The policies shall not provide that any deductible, or other payment required under the policy can be paid only by the named insured, and not by an additional insured 2 5 PERMITTEE's and Subcontractors' Insurance will be Pnmary All policies required to be maintained by the PERMITTEE or any subcontractor with the exception of Professional Liability and Worker's Compensation shall be endorsed, with a form at least as broad as ISO Form CG 20 01 04 13), to be pnmary coverage, and any coverage carried by any of the Additional Insureds shall be excess and non-contributory Further, none of PERMITTEE's nor subcontractors' pollution, automobile, general liability or other liability policies (pnmary or excess) will contain any cross -liability exclusion barring coverage for claims by an additional insured against a named insured 2 6 Waiver of Subrogation Rights To the fullest extent permitted by law, PERMITTEE hereby waives all nghts of recovery under subrogation against the Additional Insureds named herein, and any other consultant, subconsultant or sub-subconsultant performing work or rendering services on behalf of SBCTA, in connection with the planning, development and construction of the Project To the fullest extent permitted by law, PERMI FI'EE shall require similar wntten express waivers and insurance clauses from each of its subcontractors of every tier PERMITTEE shall require all of the policies and coverages required in Exhibit B to waive all nghts of subrogation agamst the Additional Insureds (ISO Form CG 24 04 05 09) Such insurance and coverages provided shall not prohibit PERMITTEE from waiving the nght of subrogation pnor to a loss or claim 2 7 Cancellation. If any msurance company elects to cancel or non -renew coverage for any reason, PERMITTEE will provide SBCTA thirty (30) days pnor written notice of such cancellation or nonrenewal If the policy is cancelled for nonpayment of premium, PERMITTEE will provide SBCTA ten (10) days pnor wntten notice In any event, PERMITTEE will provide SBCTA with a copy of any notice of termination or notice of any other change to any insurance coverage required herein which PERMITTEE receives within one business day after PERMITTEE receives it by submitting it to SBCTA at procurement@gosbcta com to the attention of SBCTA's Procurement Analyst, and by depositing a copy of the notice in the U S Mail in accordance with the notice provisions of the AGREEMENT 2 8 Enforcement. SBCTA may take any steps as are necessary to assure PERMITTEE's compliance with its insurance obligations as identified within the AGREEMENT and / or Exhibit B Failure to continuously maintain insurance coverage as provided herein is a material breach of contract In the event the PERMITTEE fails to obtain or maintain any insurance coverage required, SBCTA may, but is not required to, maintain this coverage and charge the expense to the PERMITTEE or withhold such expense from amounts owed PERMITTEE, or terminate the AGREEMENT The insurance required or provided shall in no way limit or relieve PERMITTEE of its duties and responsibility under the Contract, including but not hinted to obligation to indemnify, defend and hold harmless the Indemmtees named below Insurance coverage in the minimum amounts set forth Insurance Requirements Exhibit SBCTA Contract No 21 2489 4 File No RRND007806 herein shall not be construed to relieve PERMITTEE for liability in excess of such coverage, nor shall it preclude SBCTA from taking other actions as available to it under any other provision of the Contract or law Nothing contained herein shall relieve PERMITTEE, or any subcontractor of any tier, of their obligations to exercise due care in the performance of their duties in connection with the WORK, and to complete the WORK in strict compliance with the AGREEMENT 2 9 No Waiver Failure of SBCTA to enforce in a timely manner any of the provisions of Exhibit B shall not act as a waiver to enforcement of any of these provisions at a later date 2 10 Contractors and Subcontractors Insurance Insurance required of the PERMITTEE shall be also provided by subcontractors, or by PERMITTEE on behalf of all subcontractors, to cover WORK, performed by said subcontractors, permitted under the AGREEMENT PERMITTEE may reduce types and the amounts of insurance limits provided by subcontractors to be proportionate to the amount of the subcontractor's contract and the level of liability exposure for the specific type of work performed by the subcontractor PERMITTEE shall be held responsible for all modifications, deviations, or omissions in these insurance requirements as they apply to subcontractor 2 11 Higher limits If PERMITTEE maintains higher limits than the minimums shown above, SBCTA shall be entitled to coverage for the higher limits maintained by PERMITTEE Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to SBCTA 2 12 Special Risks or Circumstances SBCTA reserves the right to modify any or all of the above insurance requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances Insurance Requirements Exhibit SBCTA Contract No 21 2489 5 File No RRND007806 Exhibit "C" Permitted Hazardous Material No hazardous material is permitted to be used or stored on Premises City of Redlands SBCTA Contract 21 1002489 License Agreement File RRND007806 26 Exhibit "D" ADDITIONAL REQUIREMENTS The following Additional Requirements are imposed on the Tenant/Licensee/Peii nttee and all of its contractors, subcontractors, employees, laborers or other persons perfoinnng any work upon SBCTA property on behalf of Tenant/Licensee/Permittee, and are made part of the terms of the Lease/License/Permit to which this Exhibit D is attached ("Agreement") As used hereinafter, the term "Contractor" shall mclude the Tenant/Licensee/Permittee and each and every one of its contractors, subcontractors, employees, laborers, agents or other persons performing any work upon SBCTA property on behalf of Tenant/Licensee/Pernuttee, and the term "railroad operator" or "operating railroad" shall mean Southern California Regional Rail Authority (SCRRA), Burlington Northern Santa Fe Railroad Railway Company (BNSF) and/or any other railroad company or rail carrier having operating rights over rail Imes owned or controlled by SBCTA Contractor shall fully comply with each and every one of the Additional Requirements below which is in any way applicable to the type of use, construction, installation or facility allowed under the Contractor's Agreement and approved by SBCTA as required thereunder ("Permitted Use") The inclusion of an Additional Requirement below that is not in any way applicable to the Contractor's Permitted Use shall not imply any right, permission or consent to expand the Permitted Use in any way 1 Contractor agrees to execute and deliver to each railroad operator prior to commencing any work within the rail right-of-way, a railroad Right of Entry Agreement which will include agreement to abide by each railroad operator's rules and requirements for construction on railway property Contractor shall secure approval from SBCTA and each railroad operator of the design of any structures and facilities prior to commencing work on their construction or installation 2 Contractor will acquire and comply with any and all additional permits required by the railroad operator(s), affected public utilities and/or by any government agency having jurisdiction Any permit fees, inspection fees, flagging fees, or costs associated with the use or maintenance of the Premise by any governmental agency, department, or organization, and any labor expenses for the installation or maintenance of any permitted improvements are the Contractor's sole responsibility Fully conformed copies of all permits are to be provided to SBCTA Additional permits required of the Contractor may include but are not limited to encroachment permits, Storm Water Pollution Prevention Plans, environmental permits, temporary use permits, regulatory permits and third party utility permits Contractors shall have all original executed agreements and permits on hand while on site and will present them on demand of representative of SBCTA and/or the railroad operator(s) Prior to the commencement of work, the contractor shall submit to SBCTA for review and approval, a description of the work process including a detailed schedule of all work activities to be carved out on SBCTA property SCRRA's Right of Way Engineers Office - (909) 394 - 3418, BNSF's Roadmaster Office - (909) 386 - 4061 Exhibit "D' Additional Requirements SBCTA Contract No 21 1002489 1 File No RRND007806 Exhibit "D" 3 Contractor at its sole cost and expense shall obtain and maintain, in full force and effect, insurance, as required by SBCTA and the railroad operator(s) during the entire construction penod The Contractor shall furnish copies of the insurance certificates to SBCTA and all affected railroad operators 4 Contractor agrees to comply with mstructions of SBCTA and each railroad operator's Employee -In -Charge (EIC) and other representatives m relation to the proper manner of protection of the tracks and the traffic moving thereon, pole lines, signals and other property of SBCTA or its member agencies, tenants or licensees at or m the vicmity of the work, and shall perform the work at such times as not to endanger or mterfere with safe and timely operations of railroad operators or of SBCTA's track and other facilities 5 Contractor will call the appropnate operating railroad to arrange for flaggmg services a minimum of fifteen (15) working days pnor to beginning work Although every effort is made to accommodate schedules, pnor notification does not guarantee the availability of protective/flagging services for the proposed date of work The SCRRA/BNSF flagman/EIC has sole authonty to protect safe railroad operations and infrastructure, therefore, only they and their representatives are permitted to perform flaggmg operations within the railroad nght-of-way At all times the contractor shall follow the flagman/EIC's direction Contractor's work may not proceed in the absence of a flagman in accordance with applicable rules At no time shall any contractor be permitted to cross any track or place or maintain any personnel or equipment within the railroad nght-of- way without the permission of the railroad flagman SCRRA's Flagging Office (213) 305-8424 BNSF's Flagging Office (909) 386-4061 6 Pnor to the start of construction and at the contractor's expense, all personnel mcludmg subcontractors and third parties shall complete SCRRA's/BNSF's Third Party Safety Trammg course, which is required for all work near or within the railroad nght-of-way Evidence of trarnmg must be supplied upon request of SBCTA and its representatives No work may commence on the railroad nght-of-way until this training has been completed The contractor shall make the necessary arrangements for each equipment operator to have constant and direct radio contact with their foreman The foreman will in turn have constant and direct contact with the SCRRA/BNSF flagman/EIC 7 Contractor shall be responsible for the location and protection of any and all surface, sub- surface, and overhead lines, structures and improvements Contractor shall not damage, destroy or interfere with any existing encumbrances, licenses and nghts (whether public or pnvate), granted upon or relating to the railroad nght-of-way It shall be the Contractor's responsibility to contact Underground Alert and locate all underground facilities pnor to the commencement of construction At the same time, the contractor shall notify the operating railroad for signal and communications cables and conduits mark -outs Contractor shall obtain permission from the owners of any fiber optic, gas, electrical, water, oil or other Imes which may be impacted by work on or any use of the Premises by Contractor SCRRA Signal Department (909) 592-1346 BNSF Signal Department (909) 386-4051 Exhibit "D" Additional Requirements SBCTA Contract No 21 1002489 2 File No RRND007806 Exhibit "D" 8 In case of signal emergencies or grade crossing problems, the contractor shall call the following emergency numbers SCRRA Signal Emergency Department (888) 446-9721 BNSF Signal Emergency Department (909) 386-4051 9 Contractor shall prepare and submit traffic control plan for SBCTA/SCRRA approval for projects that will affect vehicular traffic at an existing highway -rail grade crossing 10 If SBCTA or any of its associated rail entities or railroad operators deem it necessary m the future, to modify, or to build additional, track or tracks or other facilities m connection with the operation of its railroad, at the request of SBCTA, contractor shall modify, at its own expense, any or all of its permitted facilities to conform to the rail facilities 11 Both Contractor and SBCTA acknowledge that the Premises is Licensed m "AS IS" condition and any track removal, gradmg, pavmg and fencmg as may be necessary or required to meet Contractor's needs will be the sole responsibility and at the sole cost of the Contractor and subject to SBCTA's and any affected operating railroad's prior review and approval, which may be withheld in SBCTA's or the affected operatmg railroad's sole and absolute discretion SBCTA or the affected operating railroad may require that any track removal and/or other work within the nght-of-way be done by SBCTA or the railroad operator, respectively, but all such work shall remam at the sole cost of the Contractor, who may be required to deposit the estimated cost plus 25% in advance of the work, subject to refund or additional charge at the conclusion of the work No permanent structures may be constructed on the premises without SBCTA's prior written approval Contractor will be responsible for the removal of any or all permitted improvements upon termination of Agreement as directed by SBCTA 12 Contractor shall pay for any and all utilities for its benefit, security and use 13 SBCTA makes no warranties as to the suitability of the location for Contractor's mtended use, and Contractor assumes all nsks as to environmental compliance, zoning, visibility, or any other factors which may affect Contractor's intended use of the premises 14 Bormg of carrier or direct bunal utilities by directional bormg methods is prohibited 15 Signs are not permitted on or along the perimeter of the Premises unless such signs were requested and approved under Contractor's original proposal and covered by the required insurance The contractor shall install permanent signs identifying the location of pipes at the edge of the railroad right-of-way unless within a public grade crossmg 16 Contractor shall not brmg upon or use any import soil on the Premises m conjunction with any purposes allowed under this Agreement, until said import soil has been laboratory tested by a certified hazardous waste testing laboratory and the test results have been approved by SBCTA Additionally, any soil currently existing on the Premises may not be spread on the Premises unless and until it is charactenzed as clean soil to the reasonable satisfaction of SBCTA All soil piles are to be placed on a barrier to prevent intermingling with surface soils Exhibit "D" Additional Requirements SBCTA Contract No 21 1002489 3 File No RRND007806 Exhibit "D" 17 Contractor shall keep the Premises free and clear of weeds, trash, vegetation, unauthonzed vehicle parking and graffiti and from occupancy by transients/homeless persons or individuals Contractor shall be fully responsible for all maintenance and maintenance of adjoining SBCTA property that is required or necessary in connection with Contractor's use of Premises 18 Prior to commencement of construction, the contractor shall submit to SBCTA / SCRRA a plan showing the proposed method of casing installation, construction access, stockpile locations, SWPPP control measures, fencing type and location and a milestone schedule 19 For pipelines carrying flammable or hazardous matenals, the contractor shall adhere to special conditions stated in the Right of Entry (ROE) Agreement 20 The Jacking and receiving pits shall be constructed outside of the railroad right of way unless shown on the SBCTA approved plans and shall not be located between any track and the automatic signal gate arms The contractor shall layout the proposed Jack and bore pits pnor to the commencement of work Only after the SBCTA/SCRRA inspector has approved the layout will the Contractor be allowed to begin work 21 Contractor shall construct a temporary fence along the railroad nght—of-way, or along the edge of pits closest to the track, on both sides of the pit, extendmg 50-feet in both directions from the pit, and measuring a minimum of 6-feet high Fences are not required for work at grade crossmgs Contractor shall pave the Premises area with asphalt or concrete, when requested, around the entire perimeter of the property as descnbed in the Agreement in Part I and Exhibit "A" Contractor shall be responsible for total expense of fencing and asphalt 22 All jack and bore operations within the railroad nght-of-way shall be performed continuously on a 24-hour basis until work is completed with a SCRRA/BNSF flagman and SCRRA/BNSF inspector present at all times Should work begm without the flagman and inspector present, the work will be halted and any casmg installed will be abandoned in place, pressure grouted full, and capped to the satisfaction of SBCTA 23 The contractor shall submit to SBCTA/SCRRA for review, drawings and calculations for any shoring that may affect or be influenced by the railroad tracks All shonng designs shall comply with the requirements of, and be approved by, SBCTA and/or the affected operating railroad All drawings and calculations shall be signed and stamped by a Cahforma licensed Civil or Structural Professional Engineer 24 Pnor to commencement of work, the contractor shall submit to SBCTA/SCRRA for review, load calculations for the proposed Jacking casmg with applied load as defined by Cooper E-80 with a 50% added impact load The calculations shall be signed and stamped by a Cahforma licensed Civil or Structural Professional Engineer 25 Should ground water or loose or unstable soils conditions be encountered during construction, the contractor shall immediately stop work, notify the railroad flagman, provide necessary structural support to track and other railroad structures, and notify the affected operating railroads and SBCTA It shall be the responsibility of the contractor to make necessary corrections to the construction process to allow for said conditions 26 All underground utilities under railroad tracks shall be encased in a larger pipe or Exhibit `D' Additional Requirements SBCTA Contract No 21 1002489 4 File No RRND007806 Exhibit "D" conduit called the "casing pipe" Said casing pipe shall be installed across the entire width of the railroad nght-of-way and shall extend beyond the nght of way a minimum of 10-feet The top of the casing shall have a minimum depth of 6-feet below the top of tie and a minimum depth of 5-feet below ground surface including bottom of ditches and other low points within the railroad nght-of-way All ends of the casing pipe shall be sealed unless otherwise authorized by SBCTA Casing and carrier pipes shall be constructed to prevent leakage of any substance When casing pipes are sealed at each end, vent pipes shall be installed All casing pipes shall be installed with a minimum slope of 1 % Installation of casing pipes by open trenching is prohibited 27 Abandoned pipes shall be removed from their casing pipes The empty casing pipe shall be pressure grouted full for the entire length of the pipe Should there be no casing pipe, the abandoned pipe shall be pressure grouted full the entire length of the pipe A SBCTA / SCRRA inspector must be present dunng the grouting process 28 Casing jacking shall adhere to the following requirements a This method shall be in accordance with the American Railway Engineering and Maintenance of Way Association recommended practices, Volume 1, Chapter 1, Part 4, "Earth Boring and Jacking Culvert Pipe Through Fills " This operation shall be conducted without hand -mining ahead of the pipe and without the use of any type of boring, augering, or dnlling equipment b Bracing and backstops and jacks shall be designed and used with sufficient rating so that the jacking can progress without stoppage (except for adding lengths of pipe) until the leading edge of the pipe reaches the receiving pit c During jacking, an earth plug 1 5 tunes the diameter of the casing shall be maintained at all tunes Jacking operations shall be continuous on a non-stop, 24- hour per day basis until the jacking operation is completed 29 Casing boring shall adhere to the following requirements a This method consists of pushing the pipe into the fill with a boring auger rotating within the pipe to remove the spoil When augers or similar devices are used for casing replacement, the front of the pipe shall be provided with mechanical arrangements or devices that will positively prevent the auger from leading the casing so that there will be no unsupported excavation ahead of the casing The auger and cutting head arrangement shall be removable from within the pipe in the event an obstruction is encountered The over -cut by the cutting head shall not exceed the outside diameter of the pipe by more than one-half inch The face of the cutting head shall be arranged to provide reasonable obstruction to the free flow of soft or poor material b The use of water or other liquids to facilitate casing placement and /or spoil removal is prohibited c Plans and descriptions of the auger stop arrangement to be used shall be submitted to SBCTA / SCRRA for approval pnor to commencement of work Exhibit "D" Additional Requirements SBCTA Contract No 21 1002489 5 File No RRND007806 Exhibit "D" d Any method which employs simultaneous boring and jacking or drilling and jackmg for pipes over 8-inches in diameter that does not adhere to the above requirements will not be permitted For casings 8-inches and smaller in diameter, augering or boring without the same requirements may be considered if approved by SBCTA/SCRRA 30 If an obstruction is encountered during installation of the casing pipe that will stop the forward action of the pipe, and it becomes evident that it is impossible to advance the pipe, operations will cease and the pipe shall be abandoned in -place and pressure grouted full before continuing with work Location, length, and depth of abandoned casing pipes and carrier pipes shall be shown on the as -built drawings 31 Bored or jacked installations shall have a bored -hole diameter essentially the same as the outside diameter of the casing plus the thickness of the protective coating If voids should develop or if the bored -hole diameter is greater than the outside diameter of the casing pipe, plus coating, by more than approximately 1-inch, grouting or other methods as approved by SBCTA/SCRRA shall be employed to fill such voids 32 Pressure grouting of the soils before or during jacking or boring may be required to stabilize the soil, control water, prevent loss of material, and prevent settlement or displacement of the ground and/or tracks Grout shall be cement, chemical or other special injection material selected to accomplish the necessary stabilization The grouting contractor shall be a specialist in the field with a minimum of 5-years continuous experience of successfully grouting soil Materials to be used and the method of injection shall be prepared by a California licensed Geotechmcal Engmeer, or by an experienced and qualified company specializing in this work and submitted for approval by SBCTA/SCRRA prior to the commencement of work Proof of experience and competency shall accompany the submission 33 When water is known or expected to be encountered, pumps of sufficient capacity to handle the flow shall be maintained at the site and be constantly attended operationally on a 24-hour per day basis until the SBCTA/SCRRA inspector determines their operation can be safely halted When dewatering, close observation shall be maintained to detect any settlement or displacement of track, ground, or facilities 34 The dewatermg system shall lower and maintain the ground water level a minimum of 2- feet below the invert at all times during construction by utilizing well points, vacuum well points, or deep wells to prevent the mflow of water or water and soil into the heading Ground water observation wells may be required to demonstrate that the dewatering requirements are being complied with 35 The proposed methods of dewatenng shall be submitted to SBCTA/SCRRA prior to the commencement of work The discharge from the dewatenng operations in the vicinity of the railroad shall be carefully monitored Should excessive fine soils particles, pollutants, or hazardous materials or fluids be observed at any time during the dewatenng process, the dewatermg shall be halted immediately and cannot resume until the unsatisfactory condition is remedied to the satisfaction of the SBCTA/SCRRA inspector Exhibit "D" Additional Requirements SBCTA Contract No 21 1002489 6 File No RRND007806 Exhibit "D" 36 All backfillmg shall be at 90% relative dry compaction For areas within or that affect the railroad right-of-way, the contractor shall submit a compaction report prepared by a California licensed Geotechmcal Professional Engineer pnor to release of any deposited fund balance 37 The Contractor shall remove all temporary facilities constructed on the railroad right- of- way, debris, and other items not ongmally at the site pnor to construction and shall notify SBCTA and any affected operating railroad that all construction has been completed After as-builts have been received, SBCTA inspects the construction site and signs -off the work, SBCTA will release any unused deposit funds it holds Contractor shall be responsible to arrange refunds due from any affected operating railroads 38 A minimum of five feet (5') clearance is required above signal and communication lines for overhead crossings 39 Poles for any use within the railroad nght-of-way must be located fifty -feet (50') out from the centerline of the railroad main, branch and runmng tracks, CTC sidings, and heavy tonnage spurs Pole locations adjacent to industry track must provide at least a ten foot (10') clearance from the centerline of track, when measured at nght angles If located adjacent to curved track, then said clearance must be increased at the rate of 1 5 inches per degree of curved track 40 Regardless of the voltage, un-guyed poles shall be located a minimum distance from the centerline of any track, equal to the height of the pole above the ground —line plus ten feet (10') If guying is required, the guys shall be placed in such a manner as to keep the pole from leaning/falling in the direction of the tracks 41 Poles must be located a minimum distance from the railroad signal and communication line equal to the height of the pole above the ground -line or else be guyed at nght angles to the lines High voltage towers (34 5 kV and higher) must be located off railroad nght- of - way 42 Grade crossings or temporary grade crossing must not be installed under or within five - hundred feet (500') of the end of any railroad bndge, or three hundred feet (300') from the centerline of any culvert or switch area 43 For overhead crossings, complete spanning of the property is encouraged with supportive structures and appurtenances located outside of the railroad property For electnc supply and communication lines, normally the crossing span shall not exceed one - hundred fifty- feet (150') with adjacent span not exceeding 1 5 times the crossing span length For heavier type construction, longer spans will be considered 44 To ensure that overhead crossings are clear from contact with any equipment passing under such wires, communication lines shall be constructed with a minimum clearance above top of rail of twenty-eight feet (28') Electric lines must have a fluorescent ball marker on low wire over centerline track 45 The utility owner will label the poles closest to the crossing with the owner's name and telephone number for emergency contact 46 Overhead flammable and hazardous matenal lines are prohibited Exhibit "D" Additional Requirements SBCTA Contract No 21 1002489 7 File No RRND007806 Exhibit "D" 47 Because inductive interference from certain types of lines have the potential to disrupt the railroad signal and communication systems causing failures with the signals, communication, and at -grade crossing warning devices SBCTA may require that an inductive coordination study be performed prior to approval of the permitted use at the expense of the utility owner for proposed electrical lines crossing tracks 48 Joint -use construction is encouraged at locations where more than one utility or type of facility is involved However, electricity and petroleum, natural gas or other flammable materials shall not be combined Initials Exhibit `D" Additional Requirements SBCTA Contract No 21 1002489 8 File No RRND007806