3c attach 2
Exhibit C
Page 2
WHEREAS, the Port supported the City's application for a Fostering Advancements In Shipping
And Transportation For The Long-Term Achievement Of National Efciencies (FASTLANE) grant and for
which a $45,000,000 award is currently proposed, $8,000,000 Freight Mobility Strategic Investment Board
(FMSIB) grant, and various grants from the Puget Sound Regional Council;
NOW, THEREFORE, the Parties agree as follows:
1. SCOPE OF WORK
1.1. Project Title: The S Lander St Grade Separation Project (CIP Project TC366150).
1.2. Description: The Project will construct a bridge on S Lander St between 1St Ave S and 4th Ave S
spanning the BNSF mainline railroad tracks, including a separated multi-use path (or equivalent
separated facility), and four, 11-feet travel lanes for vehicles. Intersections at 1St and 4th Avenues
provide for separated left-turning movements with sufcient capacity for trucks to clear the
intersection. The grade will not exceed 7.5% and signalization will be implemented such that trucks
are not predicted to need to stop on the uphill grade based on the 2016 Transportation Discipline
Report (DRAFT dated June 30, 2016). The construction phase cost of the Project is currently
estimated to be One Hundred and Twenty-Five Million Dollars ($125,000,000) by the City.
1.3. Schedule: The Project is anticipated to begin construction in 2018 and open to trafc in late
2019, with Final Acceptance expected in 2020.
2. TERMS AND CONDITIONS
2.1. Implementing Agency: As the implementing agency the City shall ensure Project compliance
with the State Environmental Policy Act (SEPA) and the National Environmental Policy Act
(NEPA), and shall be responsible for obtaining all necessary permits and/or agreements. The
City shall be responsible for accomplishing all aspects of the Project scope.
2.2. Contact Persons: The Parties to this Agreement shall designate person(s) to act as liaison for
the Project. The contact persons shall meet on a mutually agreed upon, scheduled basis at a
frequency appropriate to the phase and status of the Project.
2.3. Scope: The Project's dened scope as it relates to freight benets shall be based on input from
the funding partners. Any changes during design or construction to the functionality of the
Project and benets to the Port, as described in Section 1.2, and further illustrated by the
description of Project benets, and the Project plan as provided in Exhibits B and C, shall require
the Port's review to maintain the Port's funding obligation. (See Exhibit B and Exhibit C) The
Port's funding is contingent upon the commitments outlined in Section 1.2.
2.4. System Mobility: The City recognizes that other east-west corridors in the Duwamish provide
signicant utility to the Port. The City shall not reduce capacity on other east-west corridors in
the Duwamish when the Project is completed without providing notice to and
opportunity for
input from the Port. Specically, S Holgate St provides connections from 1St Ave S to 6 Ave S
over the mainline railroad crossing with 4 lanes of capacity, as well as connections from there to
Airport Way and on an elevated bridge to Beacon Hill. The improvements at S Lander St should
add to the mobility in the neighborhood, and are not intended to be offset by other lane
reductions. The City will work with the Port and others to maintain efcient freight mobility
throughout the Duwamish Manufacturing/Industrial Center (MIC). Should there be a specic
proposal to close S Holgate St, or if safety issues arise on S Holgate St or other critical freight
routes, or should the City be required by outside entities to perform mandated actions that
require changes, the City will include the Port in discussions regarding the resolution of the
issue, and specifically discuss how mobility is maintained.
Page 3
2.5. Industrial Lands Protection: The City will support efforts to protect, preserve, and enhance
issues.
industrial lands and highlight the critical connection to freight mobility and other maritime
2.6. that includes a copy of the
Progress Report: The City shall provide the Port with a report
WSDOT/FHWA approved Project schedule (or analogous format), and nal engineer's estimate
with contract bid items or summary of values. At the time of making application for each
Port a progress report. The progress
payment under Section 3, the City shall provide to the
since the last report, an updated
report will include a narrative describing the Project progress
and percent completion of the major
Project construction schedule showing the current progress
that percent
work elements, and a tabulation of the construction progress payments made such
completion can be determined.
issuance of Notices of
2.7. Inspections: The City shall provide opportunities for Project inspection by
Final Inspection and/or Interim Final Inspections by Project Phase to the Port and other funding
within the specied timeframe to
partners. The Port shall participate in inspections of the Project
inform punch-list requirements for Project Completion and to conrm its satisfaction that Project
Prior to
improvements, as dened in Section 1.2 and 2.3, are in place and fully operational.
the Port the
issuance of Notice of Physical Completion (to the Contractor), the City will provide
Opportunity for verication of Final Inspection work. Project conditions existing at the time of the
for nal payment is
Project's Final Inspection, but not identied by the Port until the request
made under 3.6, shall not be grounds for payment to be withheld.
and/or
2.8. Public Involvement: The City shall be responsible for the continued public involvement
Public Involvement Plan
community outreach process for the Project. The City shall develop a
it desire
for the Project with input from the Port and shall be specic with requests should
engagement from the Port.
3. COST REIMBURSEMENT AND FUNDING
contribute an amount of
The Port Commission authorizes the execution of the Agreement and agrees to
Five-Million Dollars ($5,000,000) for the Project subject to the following conditions:
and
3.1. All environmental review and permitting will be completed in accordance with Federal, State,
local requirements;
and
3.2. The Port and City continue to work together to ensure that the Project development
both Parties
implementation during design and construction meet the needs of ;
Section 2.3;
3.3. The Project is constructed as described in Section 1.2 or modied consistent with
a cash
3.4. The Port's total contribution shall not exceed Five Million Dollars ($5,000,000) as
3.7.
payment, but pay be reduced as provided in Sections 3.5 and
Dollars
3.5. Total construction cost is currently estimated to be One-Hundred Twenty-Five Million
($125,000,000). (See Exhibit D, Summary Estimates of Cost and Funding Shares, attached.)
The Port shall make three payments as follows:
a. The rst payment of Two Million ($2,000,000) shall occur after the City has made
least 50% of the construction Contract
progress payments to the Contractor totaling at
value. (This is expected in 2018).
b. The second payment of Two Million Dollars ($2,000,000) shall occur upon Substantial
as issued by the City
Completion (as defined in the construction contract) of the Project,
to the Contractor.
c. The nal payment of One Million Dollars ($1,000,000) shall occur upon Final Acceptance
of Section 2.7 and
(as dened in the construction contract), subject to the requirements
Section 3.6, and the Port's receipt of a progress report and a letter from the City Project
Manager attaching the Certicate of Final Acceptance. This is expected in 2020. The
nal payment may be subject to a reduction based on Section 3.7 of this Agreement.
Page 4
3.6. Prior to application for the nal payment, the City shall provide opportunity for the Port to inspect and
verify that the requirements of Physical Completion have been met in accordance with Section 2.7.
The City shall issue a letter to the Port requesting final payment upon Final Acceptance.
3.7. in the event the total construction contract value at the time of the Project's Final Acceptance
("Final Cost") is less than the Project estimate at the time of bid ("Bid Estimate"), the Port's total
funding contribution shall be adjusted by a percentage that represents the proportional share of
$5,000,000 to the Bid Estimate.
4. AMENDMENT
Either Party may request changes to the provisions contained in this Agreement. Any change to this
Agreement must be mutually agreed to by both Parties, in writing and executed with the same formalities
as the original Agreement.
5. NOTIFICATION
Any notice required or permitted to be given pursuant to this Agreement shall be in writing, and shall be
sent postage prepaid by US. Mail, return receipt requested, to the following addresses unless othenivise
indicated by the Parties to this Agreement:
To the City: Jessica Murphy, Project Manager
700 Fifth Ave, Suite 3700
PO Box 4996
Seattle, WA 98124-4996
To the Port: Geraldine Poor, Regional Transportation Manager
Port of Seattle
2711 Alaskan Way
Seattle, WA 98121
6. RECORDS RETENTION AND AUDIT
During the progress of the work on the Project and for a period not less than three (3) years from the date
of nal payment by the Port to the City, the records and accounts pertaining to the Project and accounting
thereof are to be kept available for inspection and audit by the Port and the City shall provide the Port
with copies of all records, accounts, documents, or other data pertaining to the Project
upon the Port's
request. If any litigation, claim, or audit is commenced, the records and accounts along with supporting
documentation shall be retained until all litigation, claims, or audit ndings have been resolved,
even
though such litigation, claim, or audit continues past the typical three year retention period. This provision
is not intended to alter or amend records retention requirements established by applicable state and
federal laws.
7. DISPUTES
The designated representatives under section 5.0, NOTIFICATION, shall use their best efforts to resolve
disputes between the Parties. If the designated representatives are unable to resolve a dispute, then the
responsible Project directors for each Party shall review the matter and attempt to resolve it. If the Project
directors are unable to resolve the dispute, the matter shall be reviewed by the department director
or
chief executive ofcer of each Party or his or her designee. The Parties agree to exhaust each of these
procedural steps before seeking to resolve disputes in a court of law or any other forum.
Page 5
8. EFFECTIVENESS AND DURATION
will remain in effect until
This Agreement is effective upon the last date of execution by both Parties and
amended or terminated.
Project completion, unless othenNise stated herein or unless
9. TERMINATION
notice to the other
Either Party may terminate this Agreement at any time upon thirty (30) days written
sooner than sixty (60) days from the execution
Party, but said written notice of termination shall not occur
of this Agreement. If either Party decides to terminate this Agreement, the Port shall reimburse the City
of notice of termination,
its proportionate share of all costs payable under this Agreement at the time
to the notice of termination, but
. including those obligations that the City has contractually undertaken prior
of the Port's Five
in no case shall the Port be obligated to reimburse the City any amounts in excess
Million Dollars ($5,000,000) contribution set forth in Section 3 of this Agreement.
10. INDEMNIFICATION AND HOLD HARMLESS
and hold
10.1 To the maximum extent permitted by law, each party shall protect, defend, indemnify,
harmless the other party, its ofcers, employees, and agents from any and all costs, claims,
from the negligent
judgments, and/or awards of damages, arising out of or in any way resulting
Each party
acts or omissions of said indemnifying party, its ofcers, employees, and/or agents.
extend to any claim, demand, and/or cause of
agrees that its obligations under this subsection
mutual
action brought by or on behalf of any of its employees or agents. Each party, by
that would otherwise
negotiation, hereby waives, as respects the other party only, any immunity
be available to it against such claims under the Industrial Insurance provisions of Title 51 RCW.
In the event the indemnied party incurs any judgment, award, and/or cost arising therefrom,
awards and costs shall
including attorney's fees to enforce this provision, all such judgments,
be recoverable from the indemnifying party.
10.1 of this
10.2 The indemnication, hold harmless, and/or waiver obligation described in Section
Agreement shall survive the termination of this Agreement.
11. VENUE
and the legal
This Agreement shall be deemed to be made in the County of King, State of Washington,
in ascordance with the laws of the State of
rights and obligations of the City and Port shall be determined
of King,
Washington. All legal actions in connection with this Agreement shall be brought in the County
State of Washington.
12. OTHER PROVISIONS
of
12.1 Severability. A determination by a court of competent jurisdiction that any provision
or invalidate the remainder
this Agreement or any part thereof is illegal or unenforceable shall not cancel
of such provision of this Agreement, which shall remain in full force and effect.
are not a
12.2 Interpretation. The captions of the Sections or Paragraphs of this Agreement
the context of this Agreement,
part of the terms or provisions of this Agreement. Whenever required by
feminine and
the singular shall include the plural and the plural shall include the singular. The masculine,
neuter genders shall each include the other.
12.3 Construction Contract Terms. The terms Final Inspection, Interim Final Inspections,
Final Acceptance shall
Project Phase, Project Completion, Physical Completion, Substantial Completion,
Page 6
have the meaning set forth in the City's standard specications found at
httg://www.seattle.gov/utillEngineerinngtandardSpecsPlans/indexhtm
12.3 Waivers. All waivers shall be in writing and signed by the waiving Party. Either Party's
failure to enforce any provision of this Agreement shall not be a waiver and shall not prevent either Party
from enforcing that provision or any other provision of this Agreement in the future.
12.4 Force Majeure. If either Party cannot perform any of its obligations due to events
beyond its reasonable control (other than the payment of money), the time provided for performing such
obligations shall be extended by a period of time equal to the duration of such events. Events beyond a
Party's reasonable control include, but are not limited to, acts of God, war, civil commotion, labor
disputes, strikes, re, ood or other casualty, shortages of labor or materials, government regulations or
restrictions and weather conditions.
12.5 Joint Drafting Effort. This Contract shall be considered for all purposes as prepared by
the joint efforts of the Parties and shall not be construed against one Party or the other as a result of the
preparation, substitution, submission or other event of negotiation, drafting or execution hereof.
12.6 Third Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be
construed to give any rights or benets in the Agreement to anyone other than the Port and the City, and
all duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive
benet of the Port and the City and not for the benet of any other party.
12.7 Authority. Each individual executing this Agreement on behalf of the Port or the City
represents and warrants that he or she is duly authorized to execute and deliver the Agreement on behalf
of the Port or the City.
12.8 Exhibits. This Agreement includes the following exhibits: Exhibit A: Lander Vicinity Map;
Exhibit B: Project Benefits; Exhibit C: Project Plan & Prole and Cross Sections; and Exhibit D: Summary
Estimate of Cost and Funding Shares which shall be deemed incorporated into this Agreement by this
reference.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement which shall be effective upon
the last date set forth below.
PORT OF SEATTLE CITY OF SEATTLE
Theodore J. Fick,
Date: I 20'
Item No.: 6a_attach 1
Meeting Date: August 9, 2016
Exhibit A - Vicinity Map (Local)
Project Area
Page 2 of 2
=
Freight Rail
Passenger Rail
Light Rail
:7
Yesler Way 18>
Bus Routes
S Main
Bike Routes
S Jackson
Transportation Hub
9
Starbucks HQ S Dearborn St
o T
Seattle Public Terminal _ '
Schools HQ ?.....
9
Sports and -~'
Event Venues
,"
o r
S
Ave
1st
I
Maintenance
Facility
Way S
~ I S
j Way
MOVING PEOPLE
_ Ave
0 Two major employers, more
I
than 600 businesses, and Marginal . 4th Airport
350 property owners are E
adjacent to the project in
the SODO District
0 Two stadiums and one event
center attract millions of
visitors to the area each year
0 Over 10000 cars use
the S Lander St crossing daily
0 1.000 hours of vehicle delay
each day at the S Lander St
crossing
Ter t" J
\SWSppkane
.
/F.. 115'(0'2.5::m \~___A
t
S LANDER ST GRADE SEPARATION
AND RAILROAD SAFETY PROJECT
FACT SHEET Spring 2016
A grade separated crossing on S Lander St will improve
mobility, safety and access for people and freight
S Lander St is a vital route for freight and
King St
Project Area Station 5 general travel in the largest manufacturing
Port of Seattle Terminal S. Dearborn St industrial center in the Pacific Northwest. It
Terminal & Rail 46 99 90
Yard Gates provides direct connections to Port of Seattle
90
Transit and 519 facilities and freight operational support
Passenger centers, which contribute to 75,000 existing jobs
Rail Hub
Amtrak and an additional 25,000 jobs that are forecasted
Rail Maintenance
Facility by 2040.
Terminal S. Ho S. Ho lga lga te St te St
30 S evA ts1 S evA ts1 S evA ht4 The Problem: Every day, roughly 100 train
crossings occur on S Lander St and surrounding
BNSF
Yard streets. As a result, the street is closed for an
average of 4.5 hours per day, impacting the
Terminal 18Terminal 18
S Lander St S Lander St S evA ht6 mobility of tens of thousands of people and
severely affecting freight access to port and
manufacturing facilities critical to the local and
Terminal
HARBOR S.
25 S. Hanford St Hanford St national economy. As the region continues its
Terminal ISLAND S. Hor S. Hor ton St ton St
5 rapid growth and rail operations in the area
expand in the coming years, the S Lander St
SW Spokane St lanigraM E S yaW tropriA "bottleneck" will further put at risk the Pacific
lanigraM W Northwest's economic vitality.
The Solution: The S Lander St project will
yaW construct a grade separated crossing over
5
yaW (UP) ARGO BNSF's tracks on S Lander St between 1st and
99 Intermodal 4th avenues. This crossing will provide a
Yard
roadway unimpeded by rail operations.
PROJECT BENEFITS
Reliable Movement of Goods and
Improved Safety and Access for All Users
Services Critical to Region's Economy
Creates dependable access to Increases safety by separating trains from people
one of the largest port operations driving, walking and riding bikes. Today nearly 500
in the United States track violations occur each day
Improves freight train Ensures reliable access for public safety and
movements for more than 3,000 emergency responders
rail cars each day Improves reliability for travel to Interstates 5 and 90
Reduces truck delays, congestion, and other key national freight corridors
and emissions for more than Provides access between regional transit hubs and
13,000 vehicles each day employment centers
Exhibit C - Plan and Profile
Page 1 of 3
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OHP OHP
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OHP OHP OH
OHP OHP OHP OHP
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LOOKING NORTH
* - *
Exhibit C - Plan and Profile
Page 2 of 3
OHP
OHP OHP OHP OHP OHP OHP OHP
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OHP OHP OHP OHP
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OHP OHP
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OHP OHP OHP OHP
OHP OHP OHP OHP OHP OHP OHP
OHP OHP OHP OHP
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OHP OHP OHP OHP OHP
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OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP OHP
OHP
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OHP OHP OHP OHP OHP
O OHP
OHP
OHP OHP OHP
HP OHP OHP OHP
OHP
OHP
OHP
OHP OHP
OHP
OHP OHP OHP
OHP
OHP OHP OHP OHP OHP OHP
OHP
OHP OHP
OHP OHP OHP OHP
OHP OHP OHP
OHP
OHP
OHP OHP OHP OHP OHP
1st Ave S OHP OHP
OHP
OHP
OHP OHP
Occidental Ave S OHP OHP
3rd Ave S 4th Ave S
LOOKING NORTH
LEGEND:
GRADING LIMITS IF NO FUTURE TRACK WEST SIDE
GRADING LIMITS IF FUTURE TRACK REQUIRED @ 22.5' CLEARANCE
GRADING LIMITS IF FUTURE TRACK REQUIRED @ 23.5' CLEARANCE
Exhibit C - Cross Section
Page 3 of 3
S Lander St Cross Section Looking West
- -_-
:1
EB LANE EB LANE WB LANE WB LANE LANE MULTl-USE
SEPARATOR FACILITY
EXHIBIT D Summary Estimates of COST and FUNDING SHARES
ESTIMATE OF CONSTRUCTION COST: $125 million
SUMMARY ESTIMATE OF CONSTRUCTION FUNDING SHARES:
Federal USDOT (FASTLANE) 45,000,000
State - Freight Mobility Strategic Investment Board (FMSIB) 8,000,000
State Connecting Washington 1,500,000
Local Levy to Move Seattle 20,000,000
Local - Port of Seattle 5,000,000
Local BNSF (pursuant to 23 CRF 666.210) 5,000,000
Local Other Funding Sources (TBD) 40,500,000
Total: $125,000,000
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