HomeMy WebLinkAboutR33-Economic Development Agency
CITY OF SAN BERNARDINO
ECONOMIC DEVELOPMENT AGENCY
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FROM: Emil A. Marzullo
Inlerim Executive Direclor
SUBJECT:
Master Cooperative Agreement for the sbX
Bus Rapid Transit Project by Omnitrans
DATE: February 10,2009
Svnonsis of Previous Commission/Council/Committee Action(s):
On January 8, 2009, Redevelopmenl Committee Members Johnson, Baxler and Brinker unanimously voted 10 recommend thaI
the Mayor and Common Council and/or the Community Development Commission consider this action for approval.
Recommended Motion(s):
(Mavor and Common Council)
Resolution of the Mayor and Common Council of the City of San Bernardino approving and authorizing the City
Manager 10 execute a Master Cooperative Agreemenl by and belween the Cil)' and Omnitrans (sbX Bus Rapid
Transit Project)
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(Community Develonment Commission)
Resolution of the Community Development Commission of the City of San Bernardino approving and
authorizing the Interim Executive Direclor of the Redevelopment Agency of the City of San Bernardino to
execute a Master Cooperative Agreemenl by and belween the Agency and Omnitrans (sbX Bus Rapid Transit
Project)
Contact Person(s):
Brian Turnbull
Phone:
(909) 663-1044
Project Area(s):
Supporting Dala Attached:
N/A
Ward(s):
1 st, 2nd, 3M, 5th and 7th
o Staff Report 0 Resolution(s) 0 Agreemenl(s)/Contract(s) 0 Map(s) 0 Letter(s)
FUNDING REQUIREMENTS:
Amounl: $
-0-
Source:
N/A
Budget Authority:
N/A
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Signature: C'-...
Emil A. Marzu1lo, Interim Executive Director
Fiscal Review: ,A,..lfl{u" J'7j y ~
Barhara Lindseth, Administralive Servi s Director
Commission/Council Notes:
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P:\Ageodas\CommDev ColMlission\CDC 2009\02.17-09 tbX Bus Rapid T~it Project. MultI'Coop Ap:rnents SRdoc COMMISSION MEETING AGENDA
Meeting Date: 0211712009
Agenda Item Number: f), /1
ECONOMIC DEVELOPMENT AGENCY
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STAFF REPORT
MASTER COOPERATIVE AGREEMENT FOR THE SBX
BUS RAPID TRANSIT PROJECT BY OMNITRANS
BACKGROUND:
The City of San Bemardino ("City") has historically been known for its low-density, suburban growth
pattems. However, as with many other Southern California communities, it is reexamining this growth
model in the face of concerns about air quality and climate change and the growing demand for walkable,
transit-accessible neighborhoods. San Bernardino is at the forefront of this trend, taking advantage of the
growing interest in downtown living to draw new public and private investment into its historic core.
Downtown San Bernardino is poised to experience a renaissance in the coming decades, as a number of
catalytic redevelopment projects and transit improvements are completed. The City is focusing on
increasing homeownership opportunities, concentrating employment in downtown, and engaging
downtown's ethnically and culturally diverse population. Civic leaders are drawing new investment into
the historic core, taking advantage of a resurging interest in walkable communities and the growing
"healthy cities" movement in the Inland Empire.
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On July 2 I, 2008, the Mayor and Common Council of the City of San Bernardino ("Council") and the
Community Development Commission of the City of San Bernardino ("Commission") approved a
Memorandum of Understanding ("MOU") by and among the City, the Agency, Omnitrans and the San
Bernardino Associated Governments ("SANBAG"). The purpose of that MOU was to promote mass
transit, the planning and funding of various transportation projects, and the construction of the San
Bernardino Intermodal Transit Center ("Transit Center") at the southwest corner of the intersection of"E"
Street and Rialto Avenue which together will play a major role in the City's future downtown
revitalization efforts. The MOU stated the purposes and goals of the parties is furthering mass
transportation projects in San Bernardino.
In addition, it, was anticipated that there would be several further agreements either among all the parties
to the MOU or separate agreements between various parties to implement certain aspects of the projects
as envisioned under the MOU. The two separate Master Cooperative Agreements (the "Agreements") are
the first of those agreements and both Agreements identify certain responsibilities of the City, the Agency
and Omnitrans in the design, construction and administration of the "E" Street Corridor sbX Bus Rapid
Transit Project (the "Project").
CURRENT ISSUE:
On December 7, 2005, the Omnitrans Board of Directors adopted a Locally Preferred Alternative (the
"LP A") of the Project, consisting of a 16.I -mile Project and authorized Onmitrans staff to seek a Funding
Plan for the Project to include funding from federal, state, local and private sources.
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P:\Agendas\Comm Dev Commission\CDC 20ll9'D2-)7.09 tbX But Rapid TJUSit Projea. Muter Coop Agreements SR.doe
COMMISSION MEETING AGENDA
Meeting Date: 0211712009
Agenda Item Number:
Economic Development Agency Staff Report
Omnitrans - sbX Bus Rapid Transit Project
Page 2
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The proposed sbX route is 16.1 miles long, starting from Palm Avenue and traveling southeast on Kendall
Drive with a station at California State University, San Bernardino, then south to "E" Street, through
downtown San Bernardino, then east on Hospitality Lane, south on Tippecanoe Avenue/Anderson Street
past Loma Linda University Medical Center, and then east on Barton Road to the Jerry Pettis Memorial
Veterans Health Center. The route offers 16 stations with stops at major activity centers. The Project will
meet a variety of mobility needs along the "E" Street Corridor. Existing transit service is slower than auto
travel. Given that the corridor has a high need for transit and an aging population, this translates into
reduced mobility for many residents. It also results in low usage by other potential riders, particularly
during lunchtime and mid-day periods. The corridor also is in need of a catalyst for redevelopment
efforts. Depressed economic conditions exist in the central corridor. Parking capacity is a problem at the
university and hospital campuses. In addition, scheduling existing transit routes is difficult because Qf the
potential for delays due to congestion. This problem will get much worse as the population and
employment grows.
Pursuant to these Master Cooperative Agreements, the Agency will provide an "in-kind" contribution to
Omnitrans in the form of free office space and the City will provide a level of staffmg to be determined by
the City to be adequate for the design, engineering and construction of the Project.
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The City will commit sufficient staffing levels to assist Omnitrans in the Implementation Phase of the
Project. City Staffing responsibilities will include: attending all planning and coordination meetings with
Omnitrans representatives and consultants; reviewing engineering design plans and specifications for
work to be undertaken by Omnitrans public works contractors within City streets and City public rights-
of-way; reviewing traffic patterns and traffic lane closures during construction; reviewing engineering
designs for foundations and Omnitrans passenger structures to be installed within City public rights-of-
way; reviewing new traffic signal patterns and synchronizations with existing traffic signals to coordinate
sbX bus movements with those of typical vehicular traffic; coordinating the relocation of City utilities and
all other utility lines. of public agencies; assisting in the design, site selection and location of all transit
stops, transit stations and transit oriented development ("TOD") opportunities within the sbX corridor in
the City; and the City shall provide Omnitrans with such map, descriptions, and engineering drawings as
may currently be on file with the City, including such information which may be available as to the
locations and descriptions of utilities within City public rights-of-way within the sbX Corridor-San
Bernardino.
During the Construction Phase of the Project: the City will provide inspectors to review and inspect all
aspects of the construction work, relocation of all utility lines and appurtenant facilities and to assure that
all public works contractors of Omnitrans are complying with the construction in accordance with
approved plans and specifications and are adequately managing all traffic control through construction
areas; and City engineering staff or consultants shall also be available to provide fast turn around
approvals of any field changes that are required due to unforeseen circumstances discovered after the
commencement of construction activities.
After the Project is constructed and operational, the City will have the responsibility of maintaining and
payment of all electrical usage chargers for the traffic control systems and traffic signal lights and
undertaking typical and customary City street cleaning and sweeping for the typical travel lanes.
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p,_\Co="""CO..........\CDC2009\02-I7'OO..X.......~T""'"Pro;.a."""'Coop_SR."'" COMMISSION MEETING AGENDA
Meeting Date: 02/1712009
Agenda Item Number:
Economic Development Agency Staff Report
Omnitrans - sbX Bus Rapid Transit Project
Page 3
As part of the transit friendly land use patterns, the City will need to adopt Transit Oriented Development
guidelines to encourage mixed use and transit friendly development at the station locations.
The City will grant encroachment permits and issue other typical permits and approvals for the following:
the construction of the roadway improvements; re-striping of vehicular travel lanes and designated bus
lanes; installation of traffic signals; relocation of utilities; and the construction and installation of
additional improvements as may be required for bus stops and transit stations within the City rights-of-
way.
The City shall determine on at least an annual' basis the value of all permits, waivers or deferral of fees,
costs of staff and consultants assigned to the Project and other costs incurred and paid by the City. The
City will also provide all permits as part of its In-Kind support of the Project. The City shall submit to
Omnitrans such annual compilation of the "in-kind" costs and services that the City has contributed
towards the Project during the Implementation Phase as specified in Section 2.1 and the Construction
Phase as specified in Section 2.2. on or before January 1 of each calendar year commencing as of January
1,2010.
ENVIRONMENTAL IMPACT:
Approval of these Agreements have no environmental impact under the California Environmental Quality
Act ("CEQA") Guidelines.
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FISCAL IMPACT:
The Agency will provide 1,421 square feet of office space to Omnitrans staff at 201 North "E" Street with
an annual fair market value of $28,140. This office space will be provided for a period not to exceed
three (3) years. The City will provide planning and engineering personnel equivalent to 2.5 FTE staff
persons for a period not to exceed 18 months.
RECOMMENDATION:
That the Mayor and Common Council and the Community Development Commission adopt the attached
Resolutions.
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Emil A. Marzuu;'lnterim Executive Director
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p,IAgaodu\Co="""eomm;.....ICDC'OO9IO'.".09"'X..._T_Pro;<d,""-_......-,S....", COMMISSION MEETING AGENDA
Meeting Date: 02/17/2009
A2enda Item Number:
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING THE
INTERIM EXECUTIVE DIRECTOR OF THE REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO TO EXECUTE A MASTER
COOPERATIVE AGREEMENT BY AND BETWEEN THE AGENCY AND
OMNITRANS (SBX BUS RAPID TRANSIT PROJECT)
WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency")
8 recognizes the need to promote mass transit, the planning and funding of various transportation
9 projects and the construction of the San Bernardino Express (sbX) Bus Rapid Transit Project which
10 together will playa major role in the future downtown revitalization efforts to be undertaken by the
11
Agency; and
12
WHEREAS, the Agency recognizes the benefits to be derived from entering into a Master
13
Cooperative Agreement ("Agreement") with Omnitrans which states the purposes and goals of the
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parties in constructing a bus rapid transit project within the City and various redevelopment project
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areas of the Agency; and
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WHEREAS, the Agreement sets forth the roles and responsibilities of the Agency and
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Omnitrans in the construction of the sbX Bus Rapid TraIisit Project
18
NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
19 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
20 FOLLOWS:
21
Section 1.
The Community Development Commission of the City of San Bernardino
22
("Commission") hereby approves the Agreement and hereby authorizes the Interim Executive
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Director of the Redevelopment Agency of the City of San Bernardino to execute the Agreement on
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behalf of the Agency together with such technical and conforming changes as may be recommended
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by the Executive Director of the Agency and approved by the Agency Counsel.
26
Section 2,
This Resolution shall take effect from and after its date of adoption by this
27 Commission.
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P:\Agendas\ResolutionslRe$OlutionsUOO9\02-I7.Q9 sbX Bus Rapid Transit Pro;ect Master Coop Agreemenl CDC Reso_doc
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1
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RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING THE
INTERIM EXECUTIVE DIRECTOR OF THE REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO TO EXECUTE A MASTER
COOPERATIVE AGREEMENT BY AND BETWEEN THE AGENCY AND
OMNITRANS (SBX BUS RAPID TRANSIT PROJECT)
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4
5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
6
Development Commission of the City of San Bernardino at a
7 thereof, held on the 17th day ofFebruarv, 2009, by the following vote to wit:
meeting
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8 Commission Members:
9 ESTRADA
10 BAXTER
11 BRINKER
12 VACANT
13 KELLEY
14 JOHNSON
15 MC CAMMACK
16
17
18
19
Aves
Navs
Abstain
Absent
2~'
Secretary
The foregoing Resolution is hereby approved this
day of
,2009,
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21
Patrick J. Morris, Chairperson
Community Development Commission
of the City of San Bernardino
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23 Approved as to Form:
24 ~
25 By: \..(~
AgenC)r'C sel
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I P:\Agendl5\Resoluti'ons\Resolutions\2009\02-17-09 sbX Bus Rapid Transit Project Muter Coop ;:'greement CDC Reso.doc
II
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"E" STREET CORRIDOR SBX BUS RAPID TRANSIT ("BRT") PROJECT
MASTER COOPERATIVE AGREEMENT
FOR OFFICE SPACE AT 201 NORTH "E" STREET
BY AND BETWEEN
THE REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
AND
OMNITRANS
This Master Cooperative Agreement (this "Agreement") is made and entered into by and
between the Redevelopment Agency of the City of San Bernardino, California (the "Agency"), a
public body, corporate and politic, established as a community redevelopment agency, and
Omnitrans ("Omnitrans"), a joint powers public transit authority, and this Agreement is dated as of
this _ day of ,2009 (the "Effective Date"). The Agency and Omnitrans are each a "Party"
,_ to this Agreement and are sometimes collectively referred to hereinafter as the "Parties",
RECITALS:
WHEREAS, at the December 7, 2005, meeting of the Omnitrans Board of Directors, the
Omnitrans Board of Directors adopted a Locally Preferred Alternative (the "LP A") of the "E" Street
Corridor sbX Bus Rapid Transit Project (the "Project"), consisting of a proposed sixteen point one
(16, I) mile transit improvement project, and further authorized the Omnitrans staff to seek a Funding
Plan for the Project to include funding from federal, state, local and private sources, and to
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commence with implementation of the LP A; and
WHEREAS, Omnitrans is in the process of initiating said Project to thus cause the Project to
come to fruition, which Project shall extend from and connect the City of Lorna Linda to a point
northerly of the campus of California State University, San Bernardino, and provide high quality
limited stop service, using "rapid bus" style stations for quick boarding, along the proposed transit
route, as more thoroughly described in Appendix A; and
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WHEREAS, the Project proposes multiple modalities to effectuate the goals of the Parties
and the goals of the City of San Bernardino (the "City") in reducing travel delay and inefficiency,
curtailing greenhouse gas emissions and promoting transit oriented development including
implementing approximately five and six-tenths (5,6) miles of exclusive lanes along the proposed
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sbX Master Agreement - Agency and Omnitrans. 01-22-09
route within the City to ensure competitive operational speeds and the maintenance of design system
characteristics, providing Transit Signal Priority at various designated street intersections, where
exclusive lanes are not proposed, to enable rapid buses to enter mixed-flow traffic more efficiently
and establishing park and ride facilities in conjunction with selected station locations; and
WHEREAS, Omnitrans anticipates the issuance of a Record of Decision from the Federal
Transit Administration ("FT A") in furtherance of the completion of an Environmental Impact
Statement ("ElS") pursuant to the National Environmental Protection Act ("NEPA") and after
complying with all requirements of the California Environmental Quality Act ("CEQA") for the
construction of the Project as described herein and located within the corporate boundaries of the
City; and
WHEREAS, the Project will be funded, designed and constructed with all due diligence to
enable the Project to become fully operational by calendar year 2012 as intended by the Parties to
this Agreement; and
WHEREAS, the Agency desires to provide Omnitrans with the use of certain office space
located at the Agency owned building located at 201 North "E" Street, Second Floor, for purposes of
providing office space for Omnitrans' Project staff in proximity to the Project location; and
WHEREAS, Omnitrans will need to obtain all necessary real estate and additional rights-of-
way to expand current City streets, as necessary, for the Project and procure the bus rapid transit
("BRT") vehicles to be used in furtherance of the operation of the Project; and
WHEREAS, Omnitrans and the City have entered into a similar agreement to this
Agreement wherein both Omnitrans and the City have agreed as to certain aspects of the Project
which shall be the obligations and responsibilities of Omnitrans and the City, respectively (such
agreement being referred to herein as the "City/Omnitrans Agreement"),
NOW THEREFORE, in consideration of the mutual covenants and promises as herein
provided, the Agency and Omnitrans do hereby agree as follows:
Article 1
DESCRIPTION OF AGREEMENT
Section 1.1
The Project.
(a) The Project is a proposed 16.l-mile transit improvement project that will
connect the northern portion of the City of San Bernardino with the City of Lorna Linda. The
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sbX Master Agreement - Agency and Omnitrans- 01-22-09
proposed transit route initiates in the vicinity of Palm A venue and Kendall Drive within the City of
San Bernardino and terminates at the Veterans' Administration Hospital located at Barton
Road/Benton Street within the City of Lorna Linda, The Project will provide high quality limited
stop service with ten (10) minute headways and a number not to exceed sixteen (16) station stops
specially designed for fast boarding and employing modern articulated buses,
(b) The proposed station locations are planned as follows: (I) Palm
AvenuelKendall Drive; (2) University Parkway; (3) Kendall Drive/Little Mountain Drive; (4)
Kendall DrivelShandin Hills Drive; (5) North "E" Street/West Marshall Boulevard; (6) North "E"
Street/Highland Avenue; (7) North "E" StreetlWest Baseline Street; (8) North "E" Street/Court
Street; (9) North "E" StreetlWest Rialto Avenue; (10) South "E" Street/Inland Center Mall; (11);
Hospitality LanelHunts Lane; (12) in the vicinity of Hospitality Lane/Carnegie Drive; (13)
Hospitality Lane/Tippecanoe A venue; (14) South Anderson Street/Redlands Boulevard; (15) South
Anderson StreetlMound Street; and (16) Barton Road/Benton Street,
(c) The Project includes plans for exclusive BR T lanes within public streets in the
following proposed locations: on "E" Street, from approximately I Oth Street to Hospitality Lane; on
Hospitality Lane, from "E" Street to Tippecanoe A venue; and on Barton Road, from Anderson Street
to approximately Benton Street
(d) Where exclusive BR T lanes are not proposed within the Project, buses shall
operate in mixed flow traffic, To allow transit vehicles to enter the mixed flow lanes more
efficiently and safely, "queue jump lanes" will be provided at entrances and exits from the exclusive
BRT lane areas, Transit Signal Priority ("TSP") will also be used at selected intersections to enable
rapid transit buses to enter traffic flow more efficiently and thus reduce travel delays.
(e) The Project additionally proposes a number of park-and-ride facilities to be
located in conjunction with the station locations, The following locations have been identified as
potential locations for such facilities: Palm A venueIKendall Drive; North "E" StreetlWest Marshall
Boulevard; and "E" Street, north of Court Street as a part of shared parking with the Carousel Mall
subject to presently existing agreements among private parties, the Agency and the City affecting
such parking areas,
Section 1.2 Parties to this Agreement.
(a) The Redevelopment Agency of the City of San Bernardino is a community
redevelopment agency, a public body, corporate and politic, duly established by the City pursuant to
the Community Redevelopment Law of the State of California, The principal office of the Agency is
located at 201 North "E" Street, Third Floor, San Bernardino, California 92418. The City is not a
party to this Agreement and nothing contained herein shall bind or obligate the City to any
performance obligation or financial commitment otherwise required of either Party to this
Agreement
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sbX Master Agreement - Agency and Omnitrans. 0 )-22.09
(b) Omnitrans is a joint powers authority created via a joint powers agreement,
dated March 8, 1976, and amended, pursuant to Section 6500, et seq" ofthe Government Code, to
provide public transit service within the urbanized San Bernardino Valley portion of San Bernardino
County, The members of Omnitrans are the County of San Bernardino and the Cities of Chino,
Colton, Fontana, Lorna Linda, Montclair, Ontario, Redlands, Rialto, San Bernardino, Upland, Grand
Terrace and Highland, The principal office ofOmnitrans is located at 1700 West Fifth Street, San
Bernardino, California 9240 I.
( c) The City is not a party to this Agreement and shall have no duties, obligations
or responsibilities, whether for perfonnance or financial purposes, of any nature whatsoever pursuant
to this Agreement
Section 1.3 Purpose of Agreement. The purpose of this Agreement is to set forth a
mutual understanding between the Parties of the obligations, tenns and conditions of each relating to
the Project design, construction, administration and schedule and of the extent of the commitment of
the Agency to Omnitrans and the Project and the corresponding commitments of Omnitrans in
furtherance of the Project The Parties acknowledge and agree that this Agreement provides
Omnitrans and the Agency with a means to accomplish the transportation and mass commuting goals
of Omnitrans and to foster environmental responsibility and the redevelopment and revitalization of
various areas within the municipal boundaries of the City,
Article 2
AGENCY COMMITMENTS
Section 2.1 Agency Office Space for Omnitrans Use. (a) The Agency hereby agrees to
provide office space on the second floor of the Agency owned offices located at 201 North "E" Street
in the City consisting of not more than 1 ,200 square feet of contiguous net usable office space for use
by Omnitrans employees in furtherance of the Project Omnitrans shall provide and pay separately
for all furniture and furnishings, office equipment and supplies, telephones, computers, copy
machines and fax machines as may be required by the Omnitrans staff assigned to this location,
Omnitrans shall also pay for telephone lines, internet access and cable television connections and all
installation and monthly service charges with respect to all such services, All other utilities
consisting of water, sewer, HV AC service during nonnal business hours established by the Agency,
and electricity usage shall be furnished by the Agency without additional cost to Omnitrans, Public
parking on a non-reserved basis will be available in the 5-level parking structure adjacent to the
Agency owned offices without cost, Additional time restricted public parking is also available on
"E" Street for general public use,
(b) Omnitrans shall execute a standard fonn of Agency tenant lease that is currently in use by
the leasing agent for the Agency owned offices, and Omnitrans at its sole cost and expense shall
provide all insurance coverages and other indemnifications to the Agency as required by such fonn
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sbX Master Agreement. Agency and OmnitraDs- 01-22-09
of tenant lease and in accordance with this Agreement, so long as such lease agreement does not
violate laws, regulations and policies applicable to Omnitrans,
(c) The Parties recognize that the value of this "in-kind" contribution of office space as shall
be provided by the Agency in furtherance of the Project has a value to the Agency of not less than
$160,179.21 for period of time from and after the date of this Agreement through and including June
30,2013, The Agency shall have the right to adjust such figure to represent the actual fair market
rental value of the office space leased to Omnitrans as such other rental rates for similar office space
leased to other tenants as such rental rates may be increased from time to time, The Agency shall
have the right to submit statements to Omnitrans pursuant to Section 3.1 below to reflect increases in
the dollar value ofthe "in-kind" services provided in the form of abatement of office lease payments,
(d) Any holding over of the tenancy of Omnitrans beyond the period of time identified in
subsection (c) above shall be at the then current per square foot fair market value of rental space then
charged by the Agency for other tenants for comparable office space at this location,
Article 3
AGENCY UNDERTAKING AND
COMPLETION OF COMMITMENTS
Section 3.1 Determination onn-Kind Contributions. The Agency shall detennineon at
least an annual basis the value of all services that may be provided by the Agency at a later date at
the sole option and description of the Agency in furtherance of the Project including, but not limited
to, cost for the payment or deferral of City fees, costs of staff and consultants assigned to the Project
and other costs incurred and paid by the Agency in furtherance of this Agreement including increases
to the fair market value rental rate of the office space identified in Section 2.1 above. The Agency
shall submit to Omnitrans such annual compilation of the "in-kind" costs and services that the
Agency has contributed towards the Project during the term of this Agreement for the office space
and other office services as specified in Section 2,1 and for the other services as specified in this
Section, on or before January 15th of each calendar year commencing as of January 15, 2010,
Reference is made to Appendix B identified as the "Planning Department's Policy and Procedures
for In-Kind Contributions," that contains the federal requirements and the method for determining
the value of all in-kind contributions and the required documents to be submitted in support of such
in-kind contributions"
Section 3.2 CEQA and NEPA Compliance. All obligations of the Agency incurred
pursuant to this Agreement shall be subject to, and performance by the Agency shall be specifically
conditioned upon, the satisfactory compliance with CEQA and/or NEPA documents as may be
required to be undertaken and completed by Omnitrans pursuant to the funding sources to be utilized
by Omnitrans for the funding, design and construction of the Project. The Agency shall have no
obligation to undertake any such CEQA and/or NEP A proceedings and certifications in furtherance
of either the Project or any other obligation of the Agency as incurred pursuant to this Agreement
However, the Agency shall be entitled to provide comments on any and all environmental documents
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sbX Master Agreement - Agency and OmnitranS. 01-22-09
and Agency agrees to cooperate with Omnitrans, as reasonably required by any CEQA and/or NEP A
proceedings undertaken for the Project
Section 3.3 Development of Commuter Parking Facilities.
(a) Omnitrans recognizes and agrees that neither the City nor the Agency have any present
authority to acquire property or otherwise require developers or landowners to construct joint use
commuter parking facilities at the area generally identified as "E" Street and Marshall Blvd. As
provided in the City/Omnitrans Agreement, the City has agreed to review any proposals submitted
for the development of such commuter parking facilities and reasonably cooperate with Omnitrans as
to the consideration and review of any development proposals submitted to the City. It is further
agreed, if in the future the area generally identified as "E Street and Marshall Blvd." is included in a
redevelopment project area of the Agency, the Agency agrees to consider the location as a suitable to
include such parking facility in the applicable redevelopment plan.
(b) The Parties recognize that the proposed commuter parking facilities at the areas
generally identified as "E" Street and Rialto A venue are presently within an existing redevelopment
project area of the Agency. All commitments for the acquisition of property and the financial
incentives that may be provided by the Agency with respect to any such commuter parking facility
shall be as provided in agreements by and between Omnitrans and the Agency as may be approved
by the governing boards of Omnitrans and the Agency each at their absolute and sole discretion.
(c) The Agency recognizes that having ample parking spaces is a project requirement and
further agrees to support the efforts of Omnitrans in obtaining adequate parking spaces within the
City, The current identified parking space needs as defined in the Final Refined LP A are:
(i) 160 space park-n-ride facility at E-Street and Marshall Blvd; and
(ii) 120 spaces at the Carousel Mall subject to obtaining such consents as required by the
Reciprocal Easement Agreement ("REA") affecting the use of such parking areas
and subject to any future development projects that provide for an adaptive reuse of
the Carousel Mall.
(d) Subject to the conditions contained in subjection (c)(ii) above, the Agency hereby
agrees to use best efforts to provide the 120 parking spaces at the Carousel Mall as an In-Kind
Contribution in support of the local share requirements of the Project
Article 4
INSURANCE REQUIREMENTS
Section 4.1 In addition to such insurance as shall be required by the form of Agency tenant
lease agreement identified in Section 2.1 (b) above, prior to the commencement of any construction
or implementation of the Project, Omnitrans shall furnish, or shall cause to be furnished, to the
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sbX Master Agreement - Agency and Omnitrans- 01-22-09
Agency duplicate originals or appropriate certificates of public indemnity and liability insurance in
the amount ofTen Million Dollars ($10,000,000,00) - this provision is subject to further review by
Omnitrans combined single limit, naming the Agency and its elected officials, officers, employees,
attorneys and agents as additional insureds, Said insurance shall cover comprehensive general
liability, including, but not limited to, contractual liability; acts of contractors and subcontractors;
and premises-operations; broad form property damage, and personal injury including libel, slander
and false arrest In addition, from and after the date of this Agreement, Omnitrans shall provide to
the Agency adequate proof of comprehensive automobile liability insurance covering owned, non-
owned and hired vehicles, combined single limit in the amount of Ten Million Dollars
($10,000,000,00) each occurrence; and proof of workers' compensation insurance for all retained
contractors and subcontractors providing services with respect to the Project Any and all insurance
policies required hereunder shall be obtained from insurance companies admitted in the State of
California and rated at least B+: Xll in the most current Best's Key Rating Insurance Guide, Any and
all insurance obtained by Omnitrans hereunder shall be primary to any and all insurance which the
Agency may otherwise carry, inclucting self-insurance, which for all purposes of this Agreement shall
be separate and apart from the requirements of this Agreement Appropriate insurance means those
insurance policies approved by legal counsel to the Agency consistent with the foregoing, Any and
all insurance required hereunder shall be maintained and kept in force throughout the duration of this
Agreement. Omnitrans may meet the requirements of this Section 4.1 through coverage provided by
its contractors for services performed pursuant to this Agreement This condition shall in no manner
adversely affect or diminish the obligations of the Parties under Article 8 of this Agreement for
defense, indemnification and holding harmless of the other Party,
Section 4.2 In order to meet the requirements of 4, I, Omnitrans shall require that any
contractor providing services with respect to the Project obtain and maintain insurance in accordance
with federal requirements andlor the Omnitrans Procurement Policy, whichever is greater, and
statutory workers' compensation coverage if required by law, Copies of such aforementioned
policies shall be filed with the Risk Manager of the City on behalf of the Agency prior to Omnitrans
and its contractors undertaking any work under this Agreement All insurance policies shall name
Omnitrans and its directors, officers, employees, agents, and volunteers as additional named insureds
in accordance with the most recent Insurance Services Office ("ISO") form, The Agency shall be set
forth as an additional named insured in each such policy,
Section 4.3 All said insurance policies shall provide that such insurance polices shall not
be subject to change, cancellation, reduction in coverage, or non-renewal except after notice in
writing shall have been sent by registered mail addressed to the Agency and Omnitrans not less than
thirty (30) calendar days prior to the effective date thereof
Article 5
AUDIT AND INSPECTION OF RECORDS
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sbX Master Agreement - Agency and Omniuans- 01-22-09
Section 5.1 The Parties agree that their respective records of Omnitrans, which shall
include but not be limited to: accounting records, written policies and procedures, public bid
documents, engineering and construction contracts, consultant contracts and payment history,
contract files including plans and specifications, original estimates, correspondence, change order
files (including documentation covering negotiated settlements), invoices, and any other supporting
evidence relied upon to substantiate charges related to the Project development and the Project
construction phases (all foregoing hereinafter referred to as "records"), shall be open to inspection
and subject to audit and reproduction by each parties' auditors or other authorized representative at
all reasonable times in order for the Parties to enforce their rights under this Agreement and permit
evaluation of expended costs, The cost of said audit shall be at the expense ofthe Party requesting
the audit
Section 5.2 The Parties, through any of their duly authorized representatives, upon
reasonable written notice, shall be afforded reasonable access to all of the records of the other related
to the Project and shaH be aHowed to interview any employee, consultant or contractor of the other,
subject to reasonable limitations throughout the term of this Agreement
Section 5.3 Matters discovered during such audits or inspections shall not be disclosed to
third parties unless required by law or unless otherwise resulting from or related to the pursuit of any
remedies or the assertion of any rights by the Parties hereunder.
Section 5.4 All records pertaining to the Project must be retained by the Parties for three
(3) years following the complete fulfiHment and satisfaction by the Parties of all commitments made
and undertaken pursuant to this Agreement
Article 6
TERM OF AGREEMENT
Section 6.1 This Agreement shall become effective upon the Effective Date and shall
remain in full force and effect through and including December 31 , 2014, or upon the completion of
the Implementation Phase as defined in the City/Omnitrans Agreement, whichever is the later to
occur, For purposes of this Agreement, completion of the Project development and construction
phases, after the completion of the Implementation Phase, shaH be defined as the "start of revenue
operations" ,
Article 7
AGENCY FUNDING COMMITMENT AND PARTICIPATION
OF OTHER FUNDING SOURCES
Section 7.1 The funding commitment of the Agency pursuant to this Agreement is subject
to Omnitrans securing adequate funds from Omnitrans resources, the Federal Government, the State
of Cali fomi a, and other local funding sources, However, Omnitrans, at its discretion, may from time
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sbX Master Agreement - Agency and Omnitrans- 0 1.22~09
to time change the amounts to be received from its non-Agency funding sources upon delivery of
notice to the Agency at least thirty (30) calendar days prior to the decision of Omnitrans Board of
Directors to change any such funding amounts,
Section 7.2 Any additional funds in excess of the amounts identified in the approved
budget for the Project that are obtained by Omnitrans to enhance the Project shall not be prohibited
pursuant to this Agreement If such money is obtained, Omnitrans, at its discretion, may determine
the manner in which such funds will be used and applied in furtherance of the Project
Article 8
INDEMNIFICATION
Section 8.1 Agency Indemnification, , Omnitrans hereby undertakes and agrees to
indemnify, protect, defend with legal counsel reasonably acceptable to the Agency and hold hannless '
the Agency and its directors, officers, members, managers, consultants, contractors, employees,
agents, attorneys, successors and assigns from and against all actions, causes of action, claims,
demands, liabilities, damages, judgments, costs, expenses and fees (including, without limitation,
reasonable attorneys' fees and court costs), now or hereafter arising from or related to any act or
omission, or willful misconduct ofOmnitrans, and/or of any ofOmnitrans' directors, officers, boards,
members, managers, consultants, contractors, subcontractors, employees and agents, and the
successors and/or assigns of each of them (collectively referred to as the "Omnitrans Parties"), in
performing, or failing to perform, its obligations hereunder,
Section 8.2 Omnitrans Indemnification, The Agency agrees to indemnify, defend,
protect and hold hannless the Omnitrans Parties with legal counsel reasonably acceptable to the
Omnitrans Parties from and against all damages, judgments, costs, expenses and fees (including,
without limitation, reasonable attorneys' fees and court costs), now or hereafter, arising from or
related to any act or omission, or willful misconduct of the Agency andlor of any of the Agency's
governing body, officials, directors, officers, boards, members, managers, consultants, contractors,
subcontractors, employees and agents, and the successors and/or assigns of each of them in
performing its obligations hereunder; provided, however, the Agency shall have no liability under
this Section 8.2 should for claims result directly or indirectly from the negligence or wrongful
conduct of Omnitrans or the Omnitrans Parties, or anyone of them,
Section 8.3 Nonliability of Agency Officials and Employees. No member, official or
employee of the Parties shall be personally liable to the other, or any successor in interest, in the
event of any default or breach by the other Party or on any obligations under the terms of this
Agreement, except for gross negligence or willful acts of such member, officer or employee.
Section 8.4 Survival ofIndemnity, The indemnity provisions contained within Sections
8.1 through 83 shall survive the execution, delivery, performance and early termination of this
Agreement.
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sbX Master Agreement - Agency and Omnitrans- 01-22-09
Article 9
INCORPORATION OF APPENDICES
Section 9.1 The following Attachments are hereby incorporated into and made a part of this
Agreement wherever referred to as though set forth at length, except where certain portions of
specific Appendices have been deleted or superseded by other Sections of this Agreement
Appendices B, C and D are subject to revision as approved by the governing board ofOmnitrans and
shall be binding upon the Agency if and when submitted to and approved by the governing board of
the Agency,
Appendix D
Project Description
In-Kind Contributions Policy and Procedure
San Bernardino Express Transit Oriented Development
Policy and Guidelines
Omnitrans Joint Development Policies and Guidelines
Appendix A
Appendix B
Appendix C
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sbX Master Agreement - Agency and Omnitrans- 01-22-09
Article 10
ORDER OF DOCUMENT PRECEDENCE
Section 10.1 In the event of an inconsistency between any of the provisions of this Agreement
andlor the Appendices hereto, the inconsistency shall be resolved by giving precedence in the
following order. Ifthe applicable Appendix has been revised by the Board ofOmnitrans, then, the
version in effect on the date of the event giving rise to the purported inconsistency shall be the
version applied by the Parties provided that the Agency has approved such revised Appendix as
required by Section 9, I:
Articles of this Agreement
Appendix A
Appendix B
Appendix C
Appendix D
Article 11
ALTERNATIVE DISPUTE RESOLUTION
Section 11.1 Negotiation. In the event of a minor dispute, claim or controversy arising
from or in relation to this Agreement, the Parties agree to undertake good faith attempts to resolve
said dispute, claim or controversy within five (5) business days after the receipt of notice from the
Party alleging that a minor dispute, claim or controversy exists, The Parties additionally agree to
cooperate with the other Party in scheduling negotiation sessions, However, if said matter is not
resolved within thirty (30) calendar days after the first negotiating session has been conducted, either
Party may then request that the matter be submitted for mediation pursuant to Section 112 of this
Agreement
Section 11.2 Mediation. If either Party, in accordance with Section 11.1, requests that an
unresolved matter be submitted to mediation, the Parties agree first to undertake good faith efforts to
settle the dispute through mediation administered by JAMS pursuant to its Comprehensive
Mediation Rules and Procedures, If either Party rejects the resulting mediation determination, within
a period often (10) business days after such decision is deemed received, then, upon notice by either
Party to the other Party, all disputes, claims, questions or differences shall be finally settled through
arbitration administered by JAMS in accordance with its Comprehensive Arbitration Rules and
Procedures,
Section 11.3 Arbitration. Any major dispute, claim or controversy arising from or
relating to this Agreement, or the breach, termination, enforcement, interpretation or validity thereof,
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sbX Master Agreement. Agency and Omnitrans. 01-22-09
including the determination of the scope or applicability of this Agreement to arbitrate, shall be
settled by arbitration to be conducted by one (I) arbitrator selected in the manner as herein provided,
Such arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules
and Procedures, The arbitrator must be mutually acceptable to both Parties and shall be approved as
such in writing prior to the commencement of any arbitration proceedings. Judgment on the award
rendered by the arbitrator may be entered in any court having jurisdiction with respect thereto,
Section 11.4 Waiver of Rights. The Parties acknowledge and agree that they are each
waiving their rights to resolve disputes in a court and by a judge or jury,
Section 11.5 Allocation of Fees and Costs. The selected arbitrator may allocate all
or part of the costs bf the arbitration, including the fees of the arbitrator and the reasonable attorneys'
fees ofthe prevailing Party in the award,
Article 12
DEFAULT/TERMINATION OF AGREEMENT
Section 12.1 Failure or delay by either Party to perform any material term or provision of
this Agreement shall constitute a default under this Agreement; provided, however, that if the Party
who is otherwise claimed to be in default by the other Party commences to cure, correct or remedy
the alleged default within thirty (30) calendar days after receipt of written notice specifying such
default and thereafter diligently undertakes efforts to complete such cure, correction or remedy, such
Party shall not be deemed to be in default hereunder. The Party claiming that a default has occurred
shall give written notice of default to the defaulting Party, specifying the deficiencies causing the
alleged default, Delay in giving such notice shall not constitute a waiver of any default nor shall it
change the time of default; provided, however, the nondefaulting Party shall have no right to exercise
any remedy for a default hereunder without delivering the written default notice as specified herein,
Section 12.2 Failure to Cure. In the event that the defaulting Party failsto commence to
cure, correct or remedy a default within thirty (30) calendar days following receipt of written notice,
or thereafter fails diligently to complete such cure, correction or remedy, a breach of this Agreement
shall be deemed to have occurred, In the event of a breach, the nondefaulting Party may terminate
this Agreement through a written notice of termination. Disputes regarding the facts that may have
given rise to termination under this Section 12.2 shall be subject to the alternative dispute resolution
as provided in Article II of this Agreement, but the right to terminate for such reason shall not be
subject to review,
Section 12.3 Assertion of Rights, Any failure or delay by a Party in asserting any of its
rights and remedies as to any default shall not operate as a waiver of any default or of any rights or
remedies associated with a default The rights and remedies of the Parties hereunder are cumulative
and the exercise by either Party of one or more of such rights or remedies shall not preclude the
exercise by it, at the same or different times, of any other rights or remedies for the same default or
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sbX Master Agreement. Agency and Omnitrans- 01 ~22-09
any other default by the other Party,
Section 12.4 Termination for Convenience. Both Omnitrans and the Agency may
terminate this Agreement in whole or part, at any time by written notice to the other Party when it is
in the best interests of the Party so seeking to terminate this Agreement
Article 13
EVENTS BEYOND THE CONTROL OF EITHER PARTY
Section 13.1 In the event that either Party to this Agreement, despite its best efforts, cannot,
for reasons beyond the control of the Party, timely satisfy a contingency or condition required by this
Agreement, that Party shall provide immediate written notification to the other Party within seven (7)
calendar days after the occurrence ofthe event specifying the reasons for which the requirements
cannot be met The Parties shall meet and confer in good faith to consider the changed conditions
and the potentially adverse impacts upon this Agreement. Both Parties shall work in good faith to
resolve the problem and if this meet-and-confer process results in a recommended restructured form
of this Agreement, representatives of both Parties will recommend such changes as necessary to their
respective governing bodies, Any approval of such restructured Agreement shall be subject to the
provisions of Section 15, I hereof
Section 13.2 Enforced Delay: Extension of Time of Performance, In addition to specific
provisions of this Agreement, performance by either Party hereunder shall not be deemed to be in
default, or considered to be a default, where delays or defaults are due to the force majeure events of
war, insurrection, strikes, lockouts, riots, floods, earthquakes, fires, casualties, acts of God, acts of
the public enemy, epidemics, quarantine restrictions, freight embargoes or lack of transportation,
weather-caused delays, inability to secure necessary labor, materials or tools, delays of any
contractors, subcontractor or supplier, which are not attributable to the fault of the Party claiming an
extension of time to prepare or acts or failure to act of any public or governmental agency or entity,
Delays encountered by either Party in obtaining governmental actions, reviews, approvals and
permits shall not be deemed to be an enforced delay or a force majeure event pursuant to this Section
13.2. An extension of time for any such force majeure event shall be for the period of the enforced
delay and shall commence to run from the date of occurrence of the delay; provided however, that
the Party which claims the existence of the delay has first provided the other Party with written
notice of the occurrence of the delay within seven (7) calendar days after the commencement of such
occurrence of delay, Failure to timely submit such notice of the occurrence of the delay shall
thereafter preclude the Party from asserting that occurrence as an enforced delay pursuant to this
Section,
Article 14
ATTORNEYS' FEES
.'-
-
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sbX Master Agreement - Agency and Omnitrans- 01-22-09
Section 14.1 Either Party who files any action or brings any action or proceeding against the
other arising from this Agreement, seeks the resolution of disputes pursuant to either Article II or
Article 12 hereof, or is made a party to any action or proceeding brought by any other person or
governmental entity, then as between Omnitrans and the Agency, shall bear its own costs and fees,
except those required under Articles 4 and 8.
Article 15
AMENDMENT TO AGREEMENT
Section 15.1 This Agreement, or terms and Sections thereof, may only be amended,
changed, modified, waived or altered by a written instrument signed by the appropriate authorities of
each of the Parties to this Agreement and approved by the respective governing boards thereof in a
manner as required by applicable laws each at their absolute and sole discretion with respect to any
such amendments, changes, modifications, waivers or alterations to this Agreement.
Article 16
NOTICES, DEMANDS AND COMMUNICATIONS
BETWEEN THE PARTIES
Section 16.1 Formal notices, demands and communications between Omnitrans and the
Agency shall be deemed sufficiently given if (i) dispatched by registered or certified mail via United
State Postal Service, postage prepaid, return receipt requested, as designated in this Section 16.1, (ii)
by messenger service for immediate personal delivery, (iii) by express delivery service with written
verification of delivery, or (iv) by electronic transmittal including fax transmissions with telephonic
verification of receipt. Such written notices, demands and communications may be sent in the same
manner to such other addresses as either Party may from time to time designate by written notice to
the other Party,
Section 16.2 All notices, demands and communications shall be sent, as follows:
If to Omnitrans:
Omnitrans
1700 West Fifth Street
San Bernardino, California 92411
Attention: CEO/General Manager
Copy to: Rohan Kuruppu, Director of Planning and
Development Services
If to Agency:
Redevelopment Agency of the City of San Bernardino
201 North "E" Street, Third Floor
San Bernardino, California 92418
Attn: Executive Director
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sbX Master Agreement. Agency and Omnitrans- 01-22-09
Section 16.3 Notices which are dispatched by registered or certified mail through the
United States Postal Service shall be deemed to be received, regardless of whether or when any
return receipt is received by the sender or the date set forth on such return receipt, three (3) business
days after deposit with the United States Postal Service, Notices which are dispatched by messenger
for immediate personal delivery shall be deemed received upon the day dispatched. Notices
dispatched by express delivery services shall be deemed received upon execution of the delivery
receipt by the Party receiving such notices, Notices dispatched through electronic transmittals shall
be deemed received upon telephonic verification of such receipt
Article 17
AUTHORIZED REPRESENTATIVES
Section 17.1 The following individuals and their successors are designated by the Agency
and Omnitrans as the authorized representatives of the Parties for implementation of this Agreement,
and all correspondence and notices relative hereto shall be considered delivered when received by
these individuals at the following addresses:
For Agency:
Executive Director
Redevelopment Agency of the City of San Bernardino
201 North "E" Street, Third Floor
San Bernardino, CA 92418
For Omnitrans:
Durand L Rail,
Chief Executive Officerl General Manager
Omnitrans
1700 West Fifth Street
San Bernardino, CA 92411
Article 18
APPROVALS
Section 18.1 Approvals Shall Not Be Unreasonably Withheld, Approvals required of the
Agency or Omnitrans, or any officers, agents or employees of either the Agency or Omnitrans, shall
not be unreasonably withheld and approval or disapproval shall be given within a reasonable time,
Article 19
OTHER TERMS AND CONDITIONS
Section 19.1 Entire Agreement, This Agreement constitutes the full and complete
understanding between the Parties and integrates all of the terms and conditions set forth herein or
incidental hereto, and supersedes all negotiations, understandings or previous agreements between
the Parties with respect to all or any portion of the design, construction and administration of the
"-
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sbX Master Agreement. Agency and Qmnitrans. 01.22-09
Project and the providing of the office space subject to the tenant lease agreement as provided in
Section 2,1 (c) hereof to be entered into by the Parties subsequent to the date of this Agreement This
Agreement may only be amended or modified through written amendments hereto, pursuant to
Section 15,1, approved and executed in the same manner as the original form of this Agreement
Each and every Appendix to this Agreement is incorporated by reference and made part of this
Agreement
Section 19.2 Governing Law; Severability. This Agreement shall be governed by the
laws of the State of California and the United States of America, If any provision of this Agreement
is held by a trier of fact having competent jurisdiction as to the Parties to be invalid, void or
unenforceable, the remaining provisions shall nevertheless continue in full force without being
impaired or invalidated in any way,
Section 19.3 Binding Upon Each Party, The termS of this Agreement shall inure to the
benefit of, and shall be binding upon, each of the Parties and their respective successors and assigns,
but any assignment must be approved in writing by the other Party for such assignment to be deemed
valid.
Section 19.4 This Agreement shall be executed in four (4) duplicate originals, each of
which shall be deemed to be an original for all purposes,
This Agreement has been duly executed and delivered by the Parties as of the date first above
written, and this Agreement having been thus executed and delivered by the Parties shall constitute
the binding commitments of the Parties in accordance with the terms and provisions of this
Agreement
OMNITRANS
REDEVELOPMENT AGENCY OF THE CITY
OF SAN BERNARDINO
By:
By:
Durand L Rail
CEO/General Manager
Interim Executive Director
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sbX Master Agreement - Agency and Omnitrans. 01.22-09
APPROVED AS TO FORM:
By:
.."-<<'
Fiona Luke
Legal Counsel for Omnitrans
sbX Master Agreement - Agency and Omnitrans. 01-22-09
APPROVED AS TO FORM:
By:
Agency Counsel
ATTEST:
By:
Secretary
17
\
APPENDIX A
PROJECT DESCRIPTION
The sbX E Street Corridor BRT Project is a proposed 16, I mile transit improvement project that will connect
the northern portion of the City of San Bernardino with the City of Lorna Linda (see Figure I), The proposed
transit route would begin in the vicinity of Palm Avenue and Kendall Drive and terminate at the Veterans
Administration Hospital located at Barton Road/Benton Street (see Figure 2), It will provide high quality
limited stop service (I 0 minute headways) at up to 16 station stops, using modern articulated buses, Service is
proposed to be initiated by 20 II, Stations will be "rapid bus" style stations designed for fast boarding, Local
buses will, in most cases, also stop adjacent to the sbX stations, The project will operate within existing city
streets, in the cities of San Bernardino (north of Interstate (I)-I 0) and Lorna Linda (south ofI-IO),
Stations - The proposed station locations are planned as follows: (I) Palm AvenueIKendall Drive; (2)
University Parkway; (3) Kendall DriveILittle Mountain Drive; (4) Kendall DrivelShandin Hills Drive; (5)
North E StreetlWest Marshall Boulevard; (6) North E StreetlHighland Avenue; (7) North E StreetlWest
Baseline Street; (8) North E Street/Court Street; (9) North E StreetlWest Rialto Avenue; (10) South E
Street/Inland Center Mall; (II); Hospitality Lane/Hunts Lane; (12) Hospitality Lane/Camegie Drive (vicinity
of); (13) Hospitality Lane/Tippecanoe Avenue; (14) South Anderson StreetlRedlands Boulevard; (IS) South
Anderson StreetIMound Street and (16) Barton Road/Benton Street
Exclusive Lanes - Approximately five and six-tenths (5,6) miles of exclusive lanes are anticipated to be
implemented in order to ensure competitive operational speeds and design system characteristics are
maintained, Exclusive lanes are currently planned as follows: (a) on E Street, from approximately lOth Street
to Hospitality Lane, (b) on Hospitality Lane, from E Street to Tippecanoe A venue, and (c) on Barton Road,
from Anderson Street to approximately Benton Street
Where exclusive lanes are not proposed, buses will operate in mixed flow traffic (i,e" general traffic), To
allow transit vehicles to enter the mixed flow lanes more efficiently and safely, "El"l!lie jlHBfllooes" transition
lanes will be provided at entrances and exits from the exclusive lane areas, Transit Signal Priority (TSP) will
also be used at some intersections to enable rapid buses to enter traffic flow more efficiently and reduce travel
delay, '
Park-and-Ride Facilities - Four (4) park-and-ride facilities are also proposed and will be located in
conjunction with the station locations, The following locations have been identified: (1) Palm A venueIKendall
Drive; (2) North E StreetlWest Marshall Boulevard; and (3) E Street, north of Court Street (shared parking
with Carousel Mall), and (4) In the City of Lorna Linda at the south west corner of Redlands and Anderson,
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shX \taster Agreement - Agency and OmnitraDs- 01-22-09
APPENDIX B
PLANNING DEPARTMENT POLICY AND
PROCEDURES
Policy #: CP-01
roval
Pa e 1 of 7
Date: 12/03/08
1.0 POLICY STATEMENT
Omnitrans Planning and/or IPMO staff shall ensure that the applicable grant(s) file and contract
records properly document any In-Kind Contributions that are allowable and necessary to
accomplish program activities in accordance with applicable federal regulations. Costs used to
satisfy an Omnitrans [hereinafter referred to as "Grantee's"] matching share or cost-participation
requirement may be financed using either or both of the following:
. Allowable cost incurred by the Grantee;
. The value of third-party in-kind contributions,
1.1 SCOPE AND INTENT
The purpose of this policy and procedure is to describe the process for valuing the in-kind
contribution(s) and documenting theJecord, The grantee's records must show how it arrived at the
valuation placed on the in-kind contributions,
2.0 DEFINITION OF TERMS
Cooperative Aareement
Is a legal instrument reflecting a relationship between the U,S, Government and a State, a
local government, or other recipients, and is used when:
1) The principal purpose of the relationship is to transfer a thing of value to the State, local
government, or other recipients to carry out a public purpose of support or stimulation
authorized by a law of the United States instead of acquiring (by purchase, lease, or barter)
property or services for the direct benefit or use of the U.S, Government; and 2) Substantial
involvement is expected between the Federal agency and the State, local government, or
other recipient when carrying out the activity contemplated in the agreement
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sbX Master Agreement - Agency and Omnitrans- 01-22-09
PLANNING DEPARTMENT POLICY AND Policy #: CP-01
PROCEDURES
Capital Proiects I IPMO
Proaram Manaaement
IN KIND CONTRIBUTIONS Paoe 2 of 7
Omnitrans Board of Directors Approval Date: 12/03/08
In-Kind Contributions represent the value of non-cash contributions provided by: (1) the
recipient, (2) other public agencies and institutions, and (3) private organizations and
individuals, In-kind contributions may consist of charges for real property and equipment, and
value of goods and services directly benefiting and specifically identifiable to the grant
program, When authorized by Federal legislation, property purchased with Federal funds
may be considered as grantee's in-kind contribution. Equipment can be donated, if FTA and
the recipient agree on its value - - then only when authorized by Federal legislation may
property purchased with Federal funds be considered as the recipient's in-kind contributions,
Local Government
Means a local unit of government including speCifically a county, municipality, city, town,
township, local public authority, special district, intrastate district, council of governments,
sponsor group representative organization, and other regional or interstate government
entity, or any agency or instrumentality of a local government
ProDertv
Means, unless otherwise stated, real property, equipment, supplies, intangible property and
debt instruments,
Third-Dartv Contributions
Means, property or services which benefit a federally assisted project or program and which
are contributed by non-Federal third parties without charge to the recipient, or a cost-type
contractor under the grant agreement
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sbX Master Agreement - Agency and Omnitrans~ 01.22-09
PLANNING DEPARTMENT POLICY AND Policy #: CP-01
PROCEDURES
Capital Proiects / IPMO
Proaram Manaoement
IN-KIND CONTRIBUTIONS Pa~e 3 of 7
Omnitrans Board of Directors Approval Date: 12/03/08
Third party in-kind contributions may be in the form of real property, equipment, supplies and
other expendable property, and the value of goods and services directly benefiting and
specifically identifiable to the project or program,
3.0 RESPONSIBILITIES
The responsibilities defined herein are provided within the context of this policy and procedure. Any
deviation from the responsibilities described below must be approved in writing by OMNITRANS
Chief Executive Officer/General Manager.
Project Manager
The Project Manager in cooperation with the Director of Planning shall be responsible for
obtaining written documentation from the recipient or Third Party of their In-Kind
Contribution, The letter of documentation must contain a record of the valuation process
utilized [e,g, Third Party donates office space; the contribution letter must contain statement
that the office space is valued at the fair market rental value, along with the any required
supporting documentation on the fair market rental value, such as valuation by a certified
. real property appraiseL]
Director of Planning
Omnitrans Director of Planning has overall responsibility for ensuring that the contract and
project files are properly documented in reference to supporting documentation for in-kind
contributions.
Grants Manager
Omnitrans Grants Manager shall ensure that the applicable grant files associated with the
funding of the project(s) shall contain documentation of any in-kind contribution.
"'--
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sbX Master Agreement - Agency and Omnitrans- 01.22-09
PLANNING DEPARTMENT POLICY AND Policy #: CF-01
PROCEDURES
Capital Proiects IIPMO
ProQram Manaaement
IN.KIND CONTRIBUTIONS PaQe 4 of 7
Omnitrans Board of Directors Aooroval Date: 12/03/08
Leaal and Reaulatory Compliance Manaaer
The Legal and Regulatory Compliance Manager is responsible for issuing a determination as
to whether the "In-Kind" contribution valuation complies with federal regulations. The
determination shall be issued in writing and documented in the project and applicable grant
files,
4.0 PROCEDURES
4.1 VALUATION OF DONATED SERVICES
4.1.1 VOLUNTEER SERVICES
Unpaid services provided to a grantee or subgrantee by individuals will be valued at rates consistent
with those ordinarily paid for similar work in the grantee's or subgrantee's organization. If the
,grantee or subgrantee does not have employees performing similar work, the rates will be
consistent with those ordinarily paid by other employers for similar work in the same labor market. In
either case, a reasonable amount for fringe benefits may be included in the valuation.
4.1.2 EMPLOYEES OF OTHER ORGANIZATIONS
When an employer other than a grantee, subgrantee, or cost-type contractor furnishes free of
charge the services of an employee in the employee's normal line of work, the services will be
valued at the employee's regular rate of pay exclusive of the employee's fringe benefits and
overhead costs, If the services are in a different line of work, paragraph (c) of 49 Code of Federal
Regulations Part 18.24 applies,
1. The Department of Transportation Act (49 U.S,C., Section 22105(a)(1) (D))
limits in-kind service contributions under the local Rail Service Assistance
Program to "the cash equivalent of State salaries for State public employees
'".....~,
22
sbX Master Agreement - Agency and Omnitrans- 01-22-09
working in the State rail assistance program, but not including overhead and
general administrative costs,"
VII
PLANNING DEPARTMENT POLICY AND
PROCEDURES
Ca ital Pro'ects /IPMO
Pro ram Mana ement
IN-KIND CONTRIBUTIONS
Omnitrans Board of Directors A roval
Policy #: CF-01
Pa e 5 of 7
Date: 12/03/08
4.2 VALUATION OF THIRD PARTY DONATED SUPPLIES AND LOANED EQUIPMENT OR
SPACE
If a third party donates supplies, the contribution will be valued at the market value of the supplies at
the time of donation.
If a third party donates the use of equipment or space in a building but retains title, the contribution
will be valued at the fair rental rate of the equipment or space,
4.3 VALUATION OF THIRD PARTY DONATED EQUIPMENT, BUILDINGS, AND LAND
If a third party donates equipment, buildings, or land, and title passes to a grantee or subgrantee,
the treatment of the donated property will depend upon the purpose of the grant or subgrant, as
follows:
4.3.1 AWARDS FOR CAPITAL EXPENDITURES
If the purpose of the grant or subgrant is to assist the grantee or subgrantee in the acquisition of
property, the market value of that property at the time of donation may be counted as cost sharing
or matching,
4.3.2 OTHER AWARDS
If assisting in the acquisition of property is not the purpose of the grant or subgrant, paragraphs (e)
(2) (i) and (ii) of 49 Code of Federal Regulations Part 18.24 apply:
L If approval is obtained from the awarding agency, the market value at the time of donation of
the donated equipment or buildings and the fair rental rate of the donated land may be
counted as cost sharing or matching. In the case of a subgrant, the terms of the grant
agreement may require that the approval be obtained from the Federal agency as well as the
grantee, In all cases, the approval may be given only if a purchase of the equipment or rental
of the land would be approved as an allowable direct cost If any part of the donated property
was acquired with Federal funds, only the non-federal share of the property may be counted
23
sbX Master Agreement. Agency and Omnitrans- 01-22-09
as cost-sharing or matching,
VII
PLANNING DEPARTMENT PROCEDURES Procedure #:
CF
Capital Proiects /IPMO '
Prooram Manaaement
IN-KIND CONTRIBUTIONS Paae 6 of 7
Omnitrans Board of Directors Approval Date:
12/03/08
iL If approval is not obtained under paragraph (e)(2)(i) of 49 Code of Federal Regulations
Part 18,24, no amount may be counted for donated land, and only depreciation or use
allowances may be counted for donated equipment and buildings, The depreciation or
use allowances for this property are not treated as third party in-kind contributions,
Instead, they are treated as costs incurred by the grantee or subgrantee, They are
computed and allocated (usually as indirect costs) in accordance with the cost
principles specified in 49 Code if Federal Regulations Part 18.22, in the same way as
depreciation or use allowances for purchased equipment and buildings, The amount of
depreciation or use allowances for donated equipment and buildings is based on the
property's market value at the time it was donated,
4.4 VALUATION OF GRANTEE OR SUBGRANTEE DONATED REAL PROPERTY FOR
CONSTRUCTION / ACQUISITION
If a grantee or subgrantee donates real property for a construction or facilities acquisition project,
the current market value ofthat property may be counted as cost sharing or matching. If any part of
the donated property was acquired with Federal funds, only the non-federal share of the property
may be counted as cost sharing or matching,
4.5 APPRAISAL OF REAL PROPERTY
In some cases under paragraphs (d), (e) and (f) of49 Code of Federal Regulations Part 18.24, itwill
be necessary to establish the market value of land or a building or the fair rental rate of land or of
space in a building, In these cases, the Federal agency may require the market value or fair rental
value be set by an independent appraiser, and that the value or rate be certified by the grantee,
This requirement will also be imposed by the grantee on sub-grantees,
4.6 DOCUMENTATION OF IN-KIND CONTRIBUTIONS
All contributions shall be documented in cooperative agreements and any contributions not utilized
on the project shall be returned to the awarding agency/entity,
24
sbX Master Agreement. Agency and Omnitrans- 01-22-09
PLANNING DEPARTMENT POLICY AND Palicy#: CP-01
PROCEDURES
Caoital Praiects / IPMO
Praaram Manaaement
IN-KIND CONTRIBUTIONS Pace 7 .of 7
Omnitrans Baard .of Directars Aooroval Date: 12/03/08
5.0 FLOW CHART
Nane
6.0 REFERENCES
. FT A, Grants and Financing - Definitians
. Federal Grants Management Handbaak, September 2007 - In-Kind Cantributia,ns
. 49 Cade .of Federal Regulatians, Part 18 - Matching .or Cast Sharing
7.0 ATTACHMENTS
Nane
8.0 PROCEDURE HISTORY
Revisian Revisian Summary .of Revisian Appraved
Level Date
New Pracedure 12/03/08
25
sbX Master Agreement - Agency and Omnitrans- 01-22.09
Appendix C
INSERT POLICY AND PROCEDURE
26
sbX Master Agreement - Agency and Omnitrans- 01-22-09
Appendix D
Omnitrans
Joint Development Policies and Guidelines
POLICY
PLANNING PROCEDURES
SUBJECT
APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
1.0 POLICY STATEMENT
The core of all of OMNITRANS' activities and initiatives stems from its commitment to
operate the best-managed transit system possible, Every policy and program will be
formulated to reinforce and sustain OMNITRANS' commitment to provide a safe, reliable,
cost-effective public transit system to all residents in the Riverside/San Bernardino County
area,
OMNITRANS, by its very nature, creates opportuml1es for TRANSIT ORIENTED
DEVELOPMENT (TOO) projects around each of its transit centers and along its major bus
routes, Many TODs have been, and will be, initiated on land not owned by OMNITRANS
but by private entities and other public agencies, In these situations, OMNITRANS will
work with adjacent and nearby property owners to integrate and support accessibility of
potential patrons into the transit system through direct pedestrian access and other means,
In the late 1990's, the Federal Transit Authority (FTA) changed its policies concerning
excess land, originally bought with Federal Funds for station development and now available
for related uses,
The FTA now encourages transit systems, such as OMNITRANS, to undertake Transit-
Oriented joint development projects in order to provide extended services to a potentially
larger number of patrons, to secure a revenue stream to support operations of the transit
system, and to help shape communities around each station.
Thus, transit-oriented joint-development (TOO), as directed by OMNITRANS, offers
opportunities to generate urban, infill communities around many existing transit centers and
27
sbX Master Agreement. Agency and Omnitrans- 01-22-09
c..",,,,
ftMt POLICY
PLANNING PROCEDURES
SUBJECT APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
future sbX stations by leasing or selling property rights to developers, It is expected that the
developer, in concert with OMNITRANS, will not only respond to existing land use
opportunities and market demands, but also create mixed-use, accessible, pedestrian-oriented
communities. These developments, while responding to adjacent uses; such as medical,
education, arts and business centers, will generate new "living villages" made up of a diverse
population in terms of age, ethnicity, income and occupation by creating a mix of
economically varied housing types with retail sales options, work opportunities and
environmentally healthy spaces for neighborhood interactions. In some instances, TOD can
foster local and regional mobility needs by providing opportunities to connect with local and
regional transit services,
By focusing development that meets the housing, employment and mobility needs of the
jurisdiction and by concentrating the intensity and density of development around each
Transit Center and future sbX stations; such as healthcare, education and entertainment
centers, and providing major parking facilities at end-of-line stations, the system will provide
access to more people and help to reduce automotive traffic, while enhancing pedestrian
activity and human interaction, OMNITRANS will thus increase its broad-based ridership
and establish an economic base for its daily operations through increased fare box revenue,
lease payments from developers, and sales tax collections,
2.0 INTRODUCTION
OMNITRANS defines joint development as a creative program through which property
interests owned and/or controlled by OMNITRANS are marketed to office,
retail/commercial, recreational/entertainment and residential developers with the objective of
developing transit oriented development projects, Projects are encouraged that integrate
OMNITRANS's transit facilities, reduce automobile dependency, increase pedestrian/bicycle
originated transit trips, foster safe station areas, enhance surrounding area connections to
transit stations, provide mixed use including housing and the opportunity to obtain goods and
services near transit stations, offer active public spaces, promote and enhance ridership,
generate long-term revenues for OMNITRANS, and encourage revitalization and sound
grow1h in the communities which OMNITRANS serves, OMNITRANS's joint development
"......-
28
sbX Master Agreement. Agency and Omnitrans- 01-22-09
~ POLICY
PLANNING PROCEDURES
SUBJECT APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
opportunities consist of property interests owned or controlled by OMNITRANS and
approved by the OMNITRANS Board of Directors,
The Goals of OMNITRANS's Joint Development Program are:
It is OMNITRANS' policy to encourage prospective developers to conduct market research
and apply their expertise to propose the best use or mix of uses on a particular property, At
appropriate locations, mixed-use development with multifamily residential, retail, office and
other components is preferred by OMNITRANS because it creates both origins (e,g.,
residences, hotels) and destinations (e,g" employment centers, shops, restaurants) for transit
riders. Mixed-use developments within walking distance of stations facilitate the most
efficient use ofOMNITRANS' transit system carrying capacities,
Among OMNITRANS' goals and objectives for its joint development projects are:
. Promote Transit Oriented Development (TOD) by giving priority to Joint Development
proposals which contain the following smart growth principles on private properties adjacent
to OMNITRANS transit centers and future stations;
. Create a source of revenue for OMNITRANS to operate and maintain the transit system by
expeditiously negotiating j oint development agreements between OMNITRANS and public
or private development entities;
. To create developments with new residences, employment centers and recreational-cultural
opportunities available and affordable to the citizens ofOMNITRANS' service area;
. To act as a catalyst for additional transit-oriented development within a half mile of Transit
Centers on land which is not owned by OMNITRANS,
. Assist the OMNITRANS jurisdictional areas to recapture a portion of their past financial
contributions to the support of public transit by expanding the local property tax base and
adding value to available local revenue.
29
sbX Master Agreement. Agency and Omnitrans- 01-22-09
'-
POLICY
PLANNING PROCEDURES
SUBJECT
APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6. 2006
3.0 PURPOSE
The purpose of this policy and guidelines is:
. To disseminate information about OMNITRANS's Joint Development program to
developers, local jurisdictions, the local community and the general public;
. To identify the roles and responsibilities of the OMNITRANS Board of Directors, the Chief
Executive Officer/General Manager, local jurisdictions, developers and the community in the
joint development process;
. To establish procedures for the marketing of joint development sites and the selection of
private and public sector joint development participants through a competitive proposal
process (except in instances of joint development agreements entered into with adjacent
property owners at OMNITRANS's discretion);
. To define OMNITRANS' community involvement process in the joint development
program; and
. To identify a procedure for addressing special joint development sites,
4.0 SCOPE OF POLICIES AND GUIDELINES
These policies and guidelines apply to joint development projects to which OMNITRANS is
a party.
5.0 POLICIES OF LOCAL JURISDICTIONS AFFECTING JOINT
DEVELOPMENT
OMNITRANS coordinates closely with local jurisdictions, Redevelopment Agencies,
SANBAG, SCAG, SCRRA and the State of Cali fomi a, to implement its joint development
program, Additionally, OMNITRANS requires its selected developers to work with local
jurisdictions throughout the joint development process,
30
sbX Master Agreement. Agency and Omnitrans- 01-22-09
POLICY
PLANNING PROCEDURES
SUBJECT
APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
The policies which influence joint development activity in local jurisdictions are generally
contained in planning, land use and related documents, such as general plans, specific plans,
sector or station area plans, zoning ordinances and maps, adequate public facilities
ordinances and capital improvement programs, Interested parties may obtain these documents
and plans by contacting the jurisdiction involved, In addition, developers are required to seek
the views ofthe local jurisdiction prior to submitting a proposal to OMNITRANS,
6.0 MAJOR ROLES AND RESPONSIBILITIES IN THE JOINT
DEVELOPMENT PROGRAM
The OMNITRANS joint development program is implemented by the combined efforts of
the Board, the Chief Executive Officer/General Manager and OMNITRANS staff, local
jurisdictions, developers and the community, Their major responsibilities are outlined below:
6, I The OMNITRANS Board of Directors
The OMNITRANS Board of Directors establishes policies on behalf of OMNITRANS for
joint development, exercises specific approvals within the joint development process, and
maintains oversight of the joint development program. Approve developer selection and a
non-binding term sheet based on a staff recommendation, authorize staff to negotiate a lease
or sales agreement (the final contract) with the designated developer, and approve the terms
of such final contract Additionally, the OMNITRANS Board conducts a public hearing,
prior to final site plan approval by the local jurisdiction, when such is required due to a
change in transit access or parking to the site,
6.2 Chief Executive Officer/General Manager
The Chief Executive Officer/General Manager or his or her designee shall be responsible
for the overall management, administration and conduct of the joint development activities
on behalf of OMNITRANS,
6,3 Local Jurisdictions
31
sbX Master Agreement - Agency and Omnitrans- 01-22-09
POLICY
PLANNING PROCEDURES
SUBJECT
APPROVED BY OMNITRANS
,BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
Jurisdictions in the OMNITRANS service area include: the San Bernardino County, and the
Cities of Chino, Chino Hills, Colton, Fontana, Grand Terrance, Highland, Lorna Linda,
Montclair, Ontario, Rancho Cucamonga, Redlands, Rialto, San Bernardino, Upland, and
Yucaipa, In addition, OMNITRANS will work with the State of California,
. OMNITRANS and local jurisdictions maintain an ongoing, informal dialogue regarding
planning and zoning changes at or around OMNITRANS sites, developers interest in such
sites and any jurisdictional initiatives for planning for TODs.
. Local jurisdictions participate with OMNITRANS and consultants in conducting the real
estate portfolio analysis which is used to help identifY sites for possible joint development
studies.
. OMNITRANS will work with Local jurisdictions in detennining the suitability of specific
sites as joint development opportunities in a future solicitation, The local jurisdiction and the
OMNITRANS Board member from that particular jurisdiction shall be asked to provide
OMNITRANS with a list of community organizations, including municipalities, community
groups, and civic associations that could be interested in the development of the property,
(Note: The list of interested organizations will be retained by OMNITRANS and provided to
all potential developers upon request.)
. Local jurisdictions, at their discretion, are encouraged to directly sponsor joint development
projects within their boundaries. Local jurisdictions are encouraged to mobilize their own
resources and those of private developers to jointly propose a joint development project on
an available site in coordination with OMNITRANS,
. OMNITRANS' s solicitations encourage developers to contact local jurisdictions to obtain
land use and zoning information about a site prior to submitting joint development proposals
to the OMNITRANS, In addition, developers are required to meet with community
organizations that have been identified by the local jurisdictions as those that would be
interested in the development of a site within their area.
. Local jurisdictions are asked to designate a person or office as the liaison to OMNITRANS
for joint development activities,
32
sbX Master Agreement. Agency and Omnitrans- 01-22-09
POLICY
PLANNING PROCEDURES
SUBJECT
APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
. Local jurisdictional representatives receive a briefing from OMNITRANS staff when
proposals are received,
. Local jurisdictional representatives are invited to participate in the oral presentation by the
developer to OMNITRANS's technical evaluation committee,
Developers are required to organize their presentations into two segments:
I) land use proposals, zoning actions required, construction schedules; and
2) financial offer to OMNITRANS, (Local jurisdictional representatives do not participate in
the discussion of the second segment)
. Local jurisdictional representatives are invited to participate in the technical evaluation
committee discussionis) of the proposal and to provide formal comments to the committee,
. If desired, the local jurisdictions participate with the developer in informational meetings
with the community organizations which have been identified by the affected jurisdiction,
. Local jurisdictions are invited to submit formal comments during the evaluation of
development proposals submitted in response to a formal solicitation or unsolicited proposal.
. After selection of a developer by the Board, local jurisdiction continue their involvement.
. Local staff are provided periodic updates and status reports by OMNITRANS staff.
. Developers' site plans are reviewed by OMNITRANS and local jurisdictional staffs.
. Local jurisdictions may sponsor community forums and invite OMNITRANS staff and
developer to participate,
. OMNITRANS monitors any required zoning and other actions by the local jurisdictions;
OMNITRANS staff participation is on an "as directed by Board members" basis.
33
sbX Master Agreement. Agency and Omnitrans- 01.22-09
.~! POLICY
, PLANNING PROCEDURES
SUBJECT APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
. Local jurisdictions review and approve (or disapprove) the developers' site and project
plans through local policies, land use plans, zoning and development-related capital
improvements,
. Following approval of the development by the local jurisdiction, but prior to final site plan
approval, when such is required due to a major change to transit facilities such as customer
parking or access to the site, a OMNITRANS public hearing is required, the affected local
jurisdiction will be invited to be a participant in that public hearing process,
6,4 Developers
Public and private development entities, land owners or their agents may participate in
planning as well as in implementation phases of the joint development program,
. Developers may propose introduction of a site for consideration through the coordination
with local jurisdictions and OMNITRANS.
. Developers or other interested parties may lml1ate unsolicited proposals for an
OMNITRANS property at any time, Such proposals are processed in accordance with the
procedures provided in the Unsolicited Proposal section,
. Potential developer(s) are required to meet with the local jurisdiction and interested
community organization(s) to share information about a pending proposal submission to
OMNITRANS and to seek their views prior to submitting the proposal to OMNITRANS. At
these meetings, the developer is expected to share as much detailed information as possible
about hislher proposed project As part of the submission to OMNITRANS, the developer
will provide information about the meetings held with the local jurisdiction and interested
community organizations, including an identification of issues raised at the meetings and
how hislher proposal addresses them, The developer will also include in the submission how
the proposed project meets the goal of achieving transit oriented development
.,_.-
34
sbX Master Agreement. Agency and Omnitrans- 01-22-09
'"---
POLICY
PLANNING PROCEDURES
SUBJECT
APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
. Upon receipt of proposals, OMNITRANS staff will evaluate the proposals for the
developer's technical capacity, competency, satisfaction of the community meeting
requirement and may reject any that do not meet technical and business standards,
. Proposals will be processed as set forth in Sections 7,0 and 8,0,
. A selected developer will be required to participate in a OMNITRANS public hearing
process after approval of the developer's proposal by the local jurisdiction, but, prior to final
site plan approval, if the proposal necessitates a major change in transit facilities such as
customer parking or access to the site,
. A selected developer will, with OMNITRANS assistance, obtain all necessary plan
approvals, zoning and permits from the local jurisdiction,
. A selected developer will plan, construct and operate a joint development project in
accordance with pertinent joint development agreements and jurisdictional laws and
requirements.
6,5 Community
. Potential developer(s) will be required to meet with the local jurisdiction and interested
community organization(s) to share information about a pending proposal submission to
OMNITRANS and to seek their views prior to submitting the proposal to OMNITRANS. At
these meetings, the developer is expected to share as much detailed information as possible
about hislher proposed project As part of the submission to OMNITRANS, the developer
will provide information about the meetings held with the local jurisdiction and interested
community organizations, including an identification of issues raised at the meetings and
how hislher proposal addresses them, The developer will also include in the submission how
the proposed project meets the goal of achieving transit oriented development
. Upon receipt of proposals, OMNITRANS staff will evaluate the proposals for the
developer's technical capacity, competency, satisfaction of the community meeting
requirement and may reject any that do not meet technical and business standards.
35
sbX Master Agreement - Agency and Omnitrans- 01-22-09
"",,-
POLICY
PLANNING PROCEDURES
SUBJECT
APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
. Proposals will be processed in accordance with Sections 7.0 and 8,0,
. Following the Board's approval of the negotiated final contract, the selected developer will
be required to send a letter to the interested community organizations that helshe initially met
with to inform them as to how the project approved by OMNITRANS addresses their issues
or concerns,
. The selected developer will then go through any land use, zoning, permitting or entitlement
processes required by the local jurisdiction, including any public hearings,
7.0 JOINT DEVELOPMENT PROCEDURES
This section describes the procedures followed for joint development The stages are
illustrative; they are not mandatory; and may not be necessary for each joint development
project A separate set of procedures applies to the processing of unsolicited proposals,
7, I OMNITRANS will seek to identify sites it believes are suitable for development The list
of potential sites will be submitted to local jurisdictions by the CEO/General Manager for
comment As part of their review local jurisdictions can recommend special sites for
inclusion in listing for Board's consideration,
7.2 Board Approval of selection site and Authorize the CEO/General Manager to Initiate a
Joint Development Competitive Developer Selection Process,
7.3 Development and Issuance of Solicitation Document Planning in conjunction with
Procurement drafts a Solicitation Document to solicit joint development proposals from
developers on a competitive basis for site(s) approved by the Board, Concurrently,
OMNITRANS offices and the affected jurisdictions are consulted for comments, The local
jurisdiction advises OMNITRANS as to planning, urban design and other guidelines which
will apply to the proposed development site. OMNITRANS then issues a Solicitation
Document following its established joint development competitive selection procedures.
Normally these include:
-,
. Advertisement of the availability of the solicitation in local and national newspapers;
36
sbX Master Agreement - Agency and Omnitrans- 0 ]-22-09
...~"".
.~! POLICY
PLANNING PROCEDURES
SUBJECT APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
. A pre-proposal conference, if needed, to respond to questions from' prospective
respondents;
. A proposal due date, generally 30 to 60 days from the date of issuance of the Solicitation
Document;
. Review and evaluation of proposals as set forth in Section 8,0,
8.0 JOINT DEVELOPMENT COMPETITIVE SELECTION PROCESS
8.1 Introduction
Joint Development employs a competitive selection process to which the provisions of the
OMNITRANS Procurement Procedure Manual do not apply, Joint Development is the
development or disposition of property interests, at or adjacent to transit centers or future
sbX stations, owned and/or controlled by OMNITRANS, with the objective of developing
transit oriented public and private projects which enhance the ridership and revenue of
OMNITRANS and Local Jurisdictions,
8.2 Guidelines and Evaluation Criteria
In order to promote the objectives of the Joint Development Program and to provide fair and
open competition and full and fair consideration of all proposals for each joint development
opportunity, the guidelines set forth below will be followed for Joint Development
solicitations,
. In order to ensure fair and open competition, OMNITRANS will periodically publicize its
joint development opportunities in print media with wide circulation and, as necessary,
through solicitation documents and public events,
. OMNITRANS will entertain proposals for long-term lease, sale, combination lease/sale or
other arrangements. (OMNITRANS prefers transactioris other than the sale of its property,
but will consider a sale, ifit is determined to be in OMNITRANS's best interest,)
37
sbX Master Agreement. Agency and Omnitrans~ 01.22..09
.~! POLICY
,
PLANNING PROCEDURES
SUBJECT APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
. OMNITRANS encourages developers to include Disadvantaged Business Enterprises in
their joint development projects, and will assist developers in identifying such firms.
. In evaluating proposals, the criteria used by OMNITRANS will include, consistent with
FTA's "Highest and Best Use" or "Highest and Best Transit Use" requirements, the
following:
Technical review;
Degree to which the project reflects transit oriented development principles;
Market/financial viability of the joint development project;
Development team experience and prior performance;
Innovation and creativity; and
Compatibility of development with local requirements and transit area,
Economic impact;
Enhanced transit centers and OMNITRANS ridership;
Financial benefits accruing to OMNITRANS and the local jurisdiction;
Joint development project completion time-line,
83 Processing of Proposals
Proposals will be processed as follows:
8,3.1 OMNITRANS will select the developer for each joint development opportunity using
commercially reasonable business practices and screening against the established criteria,
including FTA's "Highest and Best Use" or "Highest and Best Transit Use" requirements,
83.2 If, after receipt of proposals, material change occurs with respect to matters published
in the marketing document or the joint development site, notice of such change shall be
provided only to developers who submitted proposals and they shall be afforded an
opportunity to amend their proposals accordingly,
38
sbX Master Agreement. Agency and Omnitrans- 01-22-09
POLICY
PLANNING PROCEDURES
SUBJECT
APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
8,3.3 OMNITRANS will review the proposals, and identifY those proposals reasonably
susceptible of being selected for award screening against the selection criteria established in
Section 8.2 above and satisfaction of the requirements set out in the marketing or solicitation
document Any proposals which do not meet published requirements and guidelines, and any
proposals not reasonably susceptible for selection, may be rejected by the Director of
Procurement
8.3,4 OMNITRANS will conduct a preliminary analysis and evaluation of each proposal.
8,3.5 OMNITRANS may, but is not required to, meet with each developer who submitted a
proposal to receive a developer presentation and conduct specific discussions about the
proposal. The discussions will include identifYing areas of the proposal that require
clarification, improvement, or do not comply with the marketing document, The proposers
may be requested to submit revised proposals based on the discussions, (Local jurisdictional
representatives will be invited to participate in evaluating a proposer's development concept
and provide questions/comments to OMNITRANS for discussion with the developer.)
8,3,6 Planning Staff, in coordination with Selection Review Committee will rate each
responsive proposal and rank the proposals based upon confidential criteria in accordance
with Section 8.2, The Director of Procurement in coordination with the CEO/General
Manager and County Counsel will then make a tentative developer selection and commence
negotiations of a nonbinding term sheet which outlines the major business terms of the
. project If negotiations are unsuccessful, OMNITRANS Staff may terminate negotiations and
commence negotiations with the second ranked developer, and those ranked thereafter, in
order of ranking. Alternatively, OMNITRANS Staff may enter into competitive negotiations
with two or more ranked developers,
8.3,7 As soon the principal terms of a potential developer's project have been reduced to a
term sheet, the Administrative Officer in coordination with the CEO/General Manager will
submit the recommended selected developer and the term sheet to the Board for approval,
~
8.3.8 A term sheet entered into with a developer is non-binding and does not constitute a
contract; there is therefore no binding agreement between OMNITRANS and the selected
developer until the Board has approved the final negotiated contract
39
sbX Master Agreement - Agency and Omnitrans- Ol-22..()9
POLICY
PLANNING PROCEDURES
SUBJECT
APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
8.3,9 After receipt of Board approval, the Administrative Officer, in coordination with the
Procurement Director and Planning Staff, will negotiate a contract with the selected
developer that incorporates the terms of the term sheet A summary of the completed
contract, highlighting significant new terms as well as material changes from the term sheet,
will be presented to County Counsel for final review and the Board for approval.
8.3, I 0 If a OMNITRANS public hearing is required due to a major change to transit center,
facilities or access to the site, the selected developer will be required to participate in the
public hearing process and fund the costs of the public hearing, The OMNITRANS public
hearing shall be held after approval of the developer's proposal by the local jurisdiction, but
prior to final site plan
approval,
8A Unsolicited Proposals
Proposals received for development of a site owned by OMNITRANS which were not in
response to a specific marketing effort (Unsolicited Proposals) will be processed as follows:
8A, I Notice of receipt of the unsolicited proposal will be published in the print media along
with OMNITRANS procedure for processing unsolicited proposals, as provided for in this
Section.
8A2 OMNITRANS will begin processing the unsolicited proposal in accordance with
Section 8.3 to determine if the proposal merits selection for award of a contract
8A.3 IfOMNITRANS receives additional proposals before developer selection is completed
on the initial unsolicited proposal, any new proposals, including the unsolicited proposal,
will be competed and processed in accordance with Section 82.
8AA When a developer is selected for award of a contract for the site under either 8A.2 or
8A.3 above, no further proposals will be entertained for that site,
8.5 Adiacent PropertY Owner
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'--.-
POLICY
PLANNING PROCEDURES
SUBJECT
APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
OMNITRANS may negotiate a joint development agreement with an adjacent property
owner without competition and without advertising the availability of OMNITRANS site
provided that there is only one adjacent property owner or only one interested adjacent
property owner, and OMNITRANS has determined that only a specific adjacent property
owner can take advantage of the joint development opportunity due to site constraints or
other limiting factors.
8.6 Confidentiality ofProoosals
OMNITRANS will hold the financial contents of all proposals in confidence until a final
agreement is approved and executed; provided however, that OMNITRANS may review the
zoning and land use aspects of any proposal(s) with state and local zoning, land use planning,
transportation, and environmental officials, and at the sole discretion ofthe OMNITRANS
Board of Directors, such review may include conducting public hearings, town meetings, and
similar public forums. Upon approval by the Board of Directors, OMNITRANS staff may
release project scope information to the public.
8.7 Aooroval of Federal Transit Administration
The execution of any agreement negotiated between OMNITRANS and the selected
developer is contingent upon the approval of OMNITRANS Board of Directors and the
Federal Transit Administration of the U.S. Department of Transportation (FTA) under either
the "Highest and Best Use" or "Highest and Best Transit Use" concept, if applicable.
9.0 SPECIAL SITES
9.1 Definition
OMNITRANS' Joint Development may include one or two special sites that will become a
focus of staff efforts to move the properties from a non-marketable status to a viable joint
Development site. Special sites may be considered based on a staff recommendation, and
based on a recommendation from the local jurisdiction with the Board's concurrence. In
making their recommendations, the local jurisdictions may consider the potential of
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sbX Master Agreement - Agency and Omnitrans- 01-22-09
.~! POLICY !
PLANNING PROCEDURES
SUBJECT APPROVED BY OMNITRANS
BOARD OF DIRECTORS
Joint Development Policies and Guidelines
DATE: September 6, 2006
assembling the OMNITRANS-owned property with other private or publically-owned
parcels. Additionally, the local jurisdictions may consider the use of brokers or special
consultants to evaluate the development steps required at these special locations.
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