HomeMy WebLinkAboutR-2020-048 City Authorizing to Execute an Agreement w/ Virgin Trains USA Florida, LLC for Construction of Supplemental Safety Improvements at Selected Railroad Crossings in the City RESOLUTION NO. 2020-048
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF DANIA
BEACH, FLORIDA, AUTHORIZING THE PROPER CITY OFFICIALS TO
EXECUTE AN AGREEMENT WITH VIRGIN TRAINS USA FLORIDA, LLC
FOR CONSTRUCTION OF SUPPLEMENTAL SAFETY IMPROVEMENTS
AT SELECTED RAILROAD CROSSINGS IN THE CITY; PROVIDING FOR
CONFLICTS; FURTHER, PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, Virgin Trains USA Florida, LLC ("VTUSAF") has been awarded a grant
under the Federal Railroad Administration's ("FRA") Consolidated Rail Infrastructure and
Safety Improvements Program (the "CRISI Grant") which will provide funding for supplemental
safety improvements at certain strategically identified crossings along VTUSAF's rail corridor;
and
WHEREAS, the City desires to provide funding as a local match for the CRISI Grant to
improve railroad safety through such supplemental safety improvements along VTUSAF's rail
corridor within the City, which use of funds will serve a legitimate public and municipal
purpose; and
WHEREAS, VTUSAF shall use the funds provided by the City pursuant to the
Agreement, solely as a local match in VTUSAF's program to improve railroad safety through
supplemental safety improvements at railroad crossings along VTUSAF's rail corridor pursuant
to the CRISI Grant, a copy of which Agreement is attached as Exhibit "A" and is incorporated
into this Resolution by this reference; and
WHEREAS, the City agrees to reimburse VTUSAF twenty percent (20%) of the cost
incurred in connection with the design and construction of such improvements; provided that the
total amount shall not exceed the total maximum City participation of Twenty Nine Thousand
Three Hundred Forty Nine Dollars and Eighteen Cents ($29,349.18);
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF DANIA BEACH, FLORIDA:
Section 1. That the foregoing "WHEREAS" clauses are ratified and confirmed as
being true and correct and they are made a specific part of this Resolution.
Section 2. That the appropriate City Officials are authorized to execute the
Agreement with Virgin Trains USA Florida, LLC, for construction of supplemental safety
improvements at selected railroad crossings for a total not to exceed amount of Twenty Nine
Thousand Three Hundred Forty Nine Dollars and Eighteen Cents ($29,349.18).
Section 3. That funding will be appropriated from Account No. 001-00-00-389-90-
01.
Section 4. That all resolutions or parts of resolutions in conflict with this Resolution
shall be repealed to the extent of such conflict.
Section 5. That this Resolution shall be in force and take effect immediately upon its
passage and adoption.
PASSED AND ADOPTED on May 26, 2020.
ATTEST:
THOMAS SCHNEDIER, CMC LORI L WELLEN
CITY CLERK VtisH MAYOR
Euti
APPROVED AS TO FORM AND CORRECTNESS:
TH6MAq J. Ns*BkO
CITY ATTORNEY
2 RESOLUTION#2020-048
GRANT PARTICIPATION AND
REIMBURSEMENT AGREEMENT
FOR
CONSTRUCTION OF SUPPLEMENTAL SAFETY IMPROVEMENTS
AT SELECTED RAILROAD CROSSINGS IN THE CITY OF
DANIA BEACH, FLORIDA
THIS AGREEMENT is made as of , 2020, by and between Virgin
Trains USA Florida LLC, a Delaware limited liability company registered to conduct business
in Florida, with an address of 161 NW 6th Street, Suite 900, Miami, Florida 33136 ("VTUSAF"),
and the City of Dania Beach, a municipal corporation and political subdivision of the State of
Florida, existing under the laws of the State of Florida, an address of which is 100 W. Dania
Beach Boulevard, Dania Beach, Florida 33004 ("CITY").
WHEREAS, VTUSAF has been awarded with a grant under the Federal Railroad
Administration's ("FM") Consolidated Rail Infrastructure and Safety Improvements Program
(the "CRISI Grant") which will provide funding for supplemental safety improvements at certain
strategically identified crossings along VTUSAF's rail corridor, all as more particularly specified
in an agreement between FRA and VTUSAF (the "Grant Agreement").
WHEREAS, CITY desires to provide funding as a local match for the CRISI Grant to
improve railroad safety through such supplemental safety improvements along VTUSAF's rail
corridor within the City of Dania Beach, which use of funds will serve a legitimate public and
municipal purpose.
NOW, THEREFORE, for and in consideration of the mutual covenants contained
herein and other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, VTUSAF and CITY hereby agree as follows:
1. VTUSAF shall use the funds provided by CITY pursuant to this Agreement solely
as a local match in VTUSAF's program to improve railroad safety through supplemental safety
improvements (the "Improvements") at railroad crossings along VTUSAF's rail corridor within
the boundaries of CITY pursuant to the CRISI Grant, as set forth in attached Exhibit A.
2. Within ninety (90) days after the completion of Improvements at a railroad crossing
within the boundaries of CITY, VTUSAF will provide CITY with an invoice detailing the
Improvements at such crossing, and CITY agrees to reimburse VTUSAF twenty percent (20%) of
the cost incurred in connection with the design and construction of such Improvements within
thirty (30) days following CITY's receipt of such invoice; provided, however, that the total
amount that CITY will pay VTUSAF pursuant to this Agreement shall not exceed the total
aggregate sum of$29,349.18 ("Maximum City Participation").
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3. CITY may audit the books, records, and accounts of VTUSAF that are related to
this Agreement. VTUSAF shall keep such books, records, and accounts as may be necessary in
order to record complete and correct entries related to this Agreement. VTUSAF shall preserve
and make available, at reasonable times for examination and audit by CITY all financial records,
supporting documents, statistical records, and any other documents pertinent to this Agreement
for the required retention period of the Florida public records law (Chapter 119, Florida Statutes)
and corresponding retention schedules, or for a minimum of three (3) years after expiration or
termination of this Agreement, whichever is longer. If any audit has been initiated and audit
findings have not been resolved at the end of the retention period or three (3) years, whichever is
longer, the books, records, and accounts shall be retained until resolution of the audit findings.
If the Florida public records law is determined by CITY to be applicable to VTUSAF
records, VTUSAF shall comply with all requirements thereof.
4. VTUSAF shall, in addition to any other obligation, indemnify the CITY and to
the fullest extent permitted by law, protect, defend, indemnify and hold harmless the CITY,
including its agents, elected officials and employees from and against all claims, actions,
liabilities, losses (including economic losses), or costs arising out of any actual or alleged:
(a) bodily injury, sickness, disease or death, or injury to or
destruction of tangible property including the loss of use resulting therefrom,
or any other damage or loss arising out of or resulting or claimed to have
resulted in whole or in part from any actual or alleged act or omission of
VTUSAF, anyone directly or indirectly employed by it, or anyone for whose
acts any of them may be liable in the performance of the work contemplated
by this Agreement(the "Work");
(b) any violation of law, statute, ordinance, governmental
administrative order, rule, regulation, or infringement of patent rights by
VTUSAF in the performance of the Work;
(c) liens, claims, actions made by VTUSAF or other party
performing the work; and
(d) claims of whatever nature related to collection practices or
any actions of a contradictory nature pursuant to this Agreement or in an
attempt to collect monies due or claimed to be due to the CITY.
5. MINIMUM INSURANCE REQUIREMENTS
The Certificate of insurance shall be made to the City of Dania Beach, 100 West Dania Beach
Boulevard, Dania Beach, FL 33004 and should reference the operation and contract/agreement
number.
Prior to renewal, non-renewal, cancellation, or change or modification of any insurance policy, at
least 30 days' advance written notice shall be given to the City of Dania Beach.
Minimum coverage with limits and provisions are as follows:
4 RESOLUTION#2020-048
Commercial General Liability: VTUSAF shall provide minimum limits of $1,000,000.00 each
occurrence, $1,000,000.00 annual aggregate per project combined single limit for bodily injury
and property damage liability. This shall include premises/operations, independent contractors,
products, completed operations, broad form property damage, personal and advertising injury,
and contractual liability, specifically confirming and insuring the indemnification and hold
harmless clause of the contract. This policy of insurance shall be considered primary to and not
contributing with any insurance maintained by the City of Dania Beach and shall name the City
of Dania Beach as an additional insured. The policy of insurance shall be written on an
"occurrence" form. Coverage includes work within 50 feet of a railroad, if applicable.
Automobile: VTUSAF shall provide minimum limits of liability of$1,000,000.00 each accident,
combined single limit for bodily injury and property damage. This shall include coverage for:
• Owned Automobiles
• Hired Automobiles
• Non-Owned Automobiles
Workers' Compensation: VTUSAF shall provide and maintain workers' compensation insurance
for all employees in the full amount required by statute and full compliance with the applicable
laws of the State of Florida. Said policy must include Employers' Liability insurance with limits
of no less than:
Each Accident $ 500,000.00
Disease—Policy Limit $ 500,000.00
Disease—Each Employee $ 500,000.00
Contractor(s) must be in compliance with all applicable state and federal workers'
compensation laws, including US Longshore and Harbor Workers Compensation Act,
Jones Act, Federal Employers Liability Act(railroad), etc.
VTUSAF shall further ensure that all of its sub-contractors maintain appropriate levels of
workers' compensation insurance.
Other Insurance Provisions: The City of Dania Beach is to be specifically included on all
certificates of insurance (with exception to Workers Compensation) a named additional insured.
All certificates must be received prior to commencement of service/work. In the event the
insurance coverage expires prior to the completion of this contract, a renewal certificate shall be
issued thirty (30) days prior to said expiration date. The certificate shall provide a thirty (30) day
notification clause in the event of cancellation or modification to the policy.
6. VTUSAF agrees to indemnify and hold harmless the CITY and its
respective officers, employees, and assigns from liabilities, damages, losses, and costs
including, but not limited to reasonable attorney fees, to the extent caused by the
negligence, recklessness, or intentionally wrongful misconduct of VTUSAF and
persons employed or utilized by VTUSAF in the performance of the Work.
5 RESOLUTION#2020-048
7. All claims, counterclaims, disputes and other matters in question between
the CITY and VTUSAF arising out of, relating to or pertaining to this Agreement, or
the breach of it, or the services of it, or the standard of performance required in it,
shall be addressed by resort to non-binding mediation as authorized under the laws
and rules of Florida; provided, however, that in the event of any dispute between the
parties, the parties agree to first negotiate with each other for a resolution of the
matter or matters in dispute and, upon failure of such negotiations to resolve the
dispute, the parties shall resort to mediation.
If mediation is unsuccessful, any such matter may be determined by litigation in a court
of competent jurisdiction. For any legal action arising out of or pertaining to this Agreement
shall be the Circuit Court for the Seventeenth Judicial Circuit in and for Broward County,
Florida, or the federal District Court in the Southern District of the United States. Each party
further agrees that venue of any action to enforce this Agreement shall be in Broward County,
Florida. In any litigation, the parties agree to each waive any trial by jury of any and all issues.
In the event of any litigation which arises out of, pertains to, or relates to this Agreement, or the
breach of it, or the standard of performance required in it, each party shall bear its own attorney
fees and costs.
In the event that a dispute, if any, arises between the CITY and VTUSAF relating to this
Agreement, or its performance or compensation, the VTUSAF agrees to continue to render
service in full compliance with all terms and conditions of this Agreement.
It is acknowledged and agreed that each party to this Agreement had the opportunity to
be represented by legal counsel in the preparation of this Agreement.
8. This Agreement shall constitute the entire agreement between CITY
and VTUSAF for the use of funds received pursuant to this Agreement, and it
supersedes all prior or contemporaneous communications and proposals, whether
electronic, oral, or written between the CITY and VTUSAF with respect to this
Agreement. No prior written or contemporaneous oral promises or representations
shall be binding. This Agreement shall not be amended except by written instrument
signed by both parties.
[SIGNATURES ON NEXT PAGE]
6 RESOLUTION#2020-048
IN WITNESS OF THE FOREGOING, the parties executed this Agreement effective
on the date first above written.
CITY OF DANIA BEACH,
ATTEST: a Florida Municipal Corporation
THOMAS SCHNEIDER, CMC LORI LEWELLEN
CITY CLERK MAYOR
ANA M. GARCIA, ICMA-CM
CITY MANAGER
APPROVED FOR FORM
AND CORRECTNESS:
THOMAS J. ANSBRO
CITY ATTORNEY
7 RESOLUTION#2020-048
WITNESSES: Virgin Trains USA Florida,LLC
a Delaware limited liability company
Signature Signature
PRINT Name PRINT Name
Signature Title
PRINT Name
STATE OF FLORIDA)
COUNTY OF )
The foregoing instrument was acknowledged before me by means of ❑ physical
presence or by ❑ online notarization, on , 2020, by Patrick Goddard, as President
of Virgin Trains USA Florida, LLC a Delaware limited liability company registered to conduct
business in Florida, on behalf of the company. He is personally known to me or has produced_
as identification.
Notary Public, State of Florida
Print Name
My Commission Expires:
8 RESOLUTION#2020-048
EXHIBIT A
I. PROJECT:
Type of Crossing Improvement:
• 2 edge markings and striping
• 1 centerline delineator
• 1 active sign
II. BREAKDOWN BY CROSSING:
City Crossing Edge Centerline 100 Raised Exit Gates Exit Gates Exit Gates Actir a Signs Blended Total
MarlLgs Delineators Median West (Bath Sides (SE} ("V) (bwL PM+
and Striping Side Design)
DANIA 1272s-2B]hi["X X
343_44,Old .:
Griffin Rd_
(Nv;%'4th
Ave.] Dania
$ 29,951.52
DANSIA [272-575D] X
hV 347.®8;
Dixie
Highway;
Dania
S 116,794.M
ITI. TOTAL PROJECT COST: $146,745.90
9 RESOLUTION#2020-048