HomeMy WebLinkAbout063-R-21 Intergovernmental Agreement with Pace6/4/21
63-R 21
A RESOLUTION
Authorizing the City Manager to Sign the "Intergovernmental
Agreement" with PACE
WHEREAS, PACE., the suburban bus division of the Regional Transportation
Authority, intends to construct and maintain a rapid transit network known as the Pulse
Dempster Line, which shall include bus stations and terminal stations within the City,
including stations near the corner of Dempster Street and Dodge Avenue (the "Sites");
and
WHEREAS, the City of Evanston (the "City") has the power and authority to grant
rights and privileges with respect to rights -of -way within the City; and
WHEREAS, in recognition of the many benefits that the Pulse stations will
provide to the community, PACE will not be required to pay to the City costs or fees
related to PACE's use of the Sites; and
WHEREAS, the City, by virtue of its powers as set forth in the Illinois Municipal
Code, 65 ILCS 5/1-1-1, et seq., and Article VII, Section 10 of the Illinois Constitution, is
authorized to enter into this agreement.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF EVANSTON, COOK COUNTY, ILLINOIS:
SECTION 1: The City Council hereby adopts the foregoing recitals as its
findings, as if set forth fully herein.
63-R-21
SECTION 2: The City Manager is hereby authorized to sign the
"Intergovernmental Agreement," attached hereto as Exhibit 1 and incorporated herein
by reference.
SECTION 3: The City Manager is hereby authorized and directed to negotiate
any additional conditions of the Intergovernmental Agreement as he may determine to
be in the best interests of the City and in a form acceptable to Corporation Counsel.
SECTION 4: This Resolution shall be in full force and effect from and after its
passage, approval, and publication in the manner provided by law.
Attest:
.jY111& )�U- da -
Stephanie Mendoza, City Clerk
Adopted: .tune 14 2021
hanal ,Bz,ss
Daniel Biss, Mayor
Approved as to form:
Xchd. r e. cumm,�Y.s
Nicholas E. Cummings, Corporation
Counsel
IPZ
63-R-21
EXHIBIT 1I
-3-
63-R-21
EXHIBIT 1
-3-
INTERGOVERNMENTAL AGREEMENT
This Intergovernmental Agreement ("Agreement") is made by Pace, the Suburban Bus Division of
the Regional Transportation Authority, an Illinois municipal corporation, ("Pace") and City of Evanston,
an Illinois municipal corporation, ("City"). Pace and the City are sometimes individually referred to as a
"Party" and collectively referred to as the "Parties" in this Agreement.
RECITALS
WHEREAS, Pace was established under the Regional Transportation Authority Act (70 ILCS
3615/1.01 et seq.) to aid and assist public transportation in the six -county northeastern Illinois area; and
WHEREAS, the City is a home rule unit organized and existing in accordance with Article VII,
Section 6 of the Constitution of the State of Illinois (Ill. Const. art VII, § 6); and
WHEREAS, Article VII, Section 10 of the Constitution of the State of Illinois (Ill. Const. art. VII,
§ 10) authorizes units of local government to contract or otherwise associate among themselves in any
manner not prohibited by law or ordinance; and
WHEREAS, the Intergovernmental Cooperation Act (5 ILCS 220/1 et seq.) authorizes and
encourages intergovernmental cooperation; and
WHEREAS, the Parties are units of local government within the meaning of Article VII, Section 10
of the Constitution of the State of Illinois (Ill. Const. art. VII, § 10) and have the power and authority to
enter into this Agreement; and
WHEREAS, Pace, at its sole cost and expense unless otherwise specified in this Agreement, intends
to construct and maintain a certain rapid transit network known as the Pulse Dempster Line, which shall
include transit station bus stops and terminal stations within the City ("Pulse Stations"); and
WHEREAS, a Pulse Station shall be on each of the following rights -of -way within the City: 1910
Dempster Street at the southwest corner of Dempster Street and Dodge Avenue ("Dempster Eastbound
Site") and 1835 Dempster Street at the northeast corner of Dempster Street and Dodge Avenue ("Dempster
Westbound Site") (collectively "Sites"); and
WHEREAS, a portion of the Pulse Station on the Dempster Westbound Site shall be on certain real
property located in the City (P.I.N. 10-13-425-039-0000) and currently owned by Spadt, LLC ("Spadt");
and
WHEREAS, the City has the power and authority to grant rights and privileges with respect to
rights -of -way within the City; and
WHEREAS, the Parties want to memorialize their respective rights and obligations with respect to
the Sites.
NOW, THEREFORE, in consideration of the foregoing Recitals, the mutual promises contained in
this Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Parties agree as follows:
Page 1 of 12
1. Effective Date. This Agreement shall be in effect beginning on the date on which this
Agreement is signed by Pace ("Effective Date"). If a Party signs this Agreement but fails to date its
signature, the date that the other Party receives the signing Party's signature on this Agreement shall be
deemed to be the date that the signing Party signed this Agreement.
2. Construction and Permits. Pace, at its sole cost and expense, shall be responsible for the
construction of each Pulse Station and for obtaining any necessary permits for the work; provided, however,
the City shall waive all of its fees, costs, and charges for the permits if Pace is listed as the applicant in the
permit applications.
3. Term. This Agreement shall remain in effect for an initial term of 15 years following the
Effective Date ("Initial Term") and shall thereafter continue in full force and effect unless terminated in
accordance with this Agreement.
4. Fees. In recognition and consideration of the many benefits that the Pulse Stations will
provide to the City's community, Pace shall not be obligated to pay to the City any fees, costs, or charges
in connection with Pace's use of the Sites, including but not limited to any City fees, costs, or charges
associated with tree removal from the Sites.
5. OwnershiD. Each Pulse Station shall, at all times, be and remain the sole property of Pace.
The City shall not assert any claim to or otherwise affect Pace's ownership of any Pulse Station.
6. Illinois Department of Transportation Forms. Immediately upon its execution of this
Agreement, the City shall complete the Illinois Department of Transportation's Municipality Review of
Permit Application attached as Exhibit A and Municipality Sidewalk and Shared -Use Path ADA and
PROWAG Acceptance Letter attached Exhibit B and deliver them to Pace.
7. Pulse Station Facilities. Each Pulse Station shall include the following facilities: heated
boarding platform, ramps, plastic bus curb, concrete bus pad, vertical marker pylon with real time sign,
shelter, railings, electrical service cabinet, restorative landscaping, trash receptacle, utility improvements
and relocations, and appurtenances, except as otherwise provided in paragraph 9(b). The Pulse Station on
the Dempster Eastbound Site shall include a bicycle rack.
8. Community Expression Features. Pace, at its sole cost and expense, shall be responsible
for the installation of rear shelter panels that are customized with the artwork as depicted in the attached
Exhibit C for the Dempster Eastbound Site and the attached Exhibit D for the Dempster Westbound Site.
The City represents and warrants to Pace that the City owns or has the unrestricted right to use any design,
artwork, graphic, logo, copyright, trademark, service mark, trade name, statement, name, photograph,
portrait, picture, or illustration and other intellectual property related to the artwork depicted in the attached
Exhibit C and Exhibit D.
9. Maintenance, Repair, and Replacement.
(a) Except as otherwise provided in (b) and in paragraph 10, Pace, at its sole cost and
expense, shall be responsible for the maintenance, repair, and replacement of each
Pulse Station; provided, however, Pace, in its sole discretion, shall determine
whether or not a Pulse Station or any portion thereof requires repair or replacement.
If Pace determines that a rear shelter panel requires replacement, Pace, in its sole
discretion, may install a replacement rear shelter panel that is not customized with
the artwork of the City.
Page 2 of 12
(b) Pace intends for Spadt, at Spadt's sole cost and expense, to be responsible for the
maintenance, repair, and replacement of restorative landscaping at the Pulse Station
on the Dempster Westbound Site. In the event Spadt does not agree to be responsible
for the maintenance, repair, and replacement, the Pulse Station on the Dempster
Westbound Site shall not include restorative landscaping.
10. Utilities. Pace shall be responsible for the payment of all utility charges for a Pulse Station
and for providing the City with 28 days' advance notice of any utility relocation in connection with the
construction of a Pulse Station. The City, at its sole cost and expense, shall be responsible for the
maintenance and repair of all City -owned utilities, which shall, at all times, be the sole property of the City
regardless of whether they were relocated.
11. Indemnification. Pace shall indemnify and defend the City from and against all liabilities,
losses, suits, claims, judgments, fines, or demands of any kind and nature suffered or incurred by the City
for any injury, damage, or loss arising from, related to, or caused by Pace's use of the Sites; provided,
however, Pace shall not be liable for any injury, damage, or loss arising from, related to, or caused by the
intentional or negligent acts or omissions of the City, any third party, or their respective directors, officers,
employees, and/or agents.
12. Insurance. Upon the City's written request, Pace shall furnish to the City a Certificate of
Insurance evidencing Pace's general liability insurance coverage and naming the City and the Illinois
Department of Transportation as additional insureds. Pace, as a governmental entity, has self -insured limits
and shall require all of its contractors and subcontractors performing Pulse Station -related construction and
maintenance work at the Sites to obtain insurance that meets the requirements outlined in the attached
Exhibit E. Pace, who shall be named as an additional insured on each such contractor's policies, shall make
a good faith effort to have the City named as an additional insured on those policies. Upon Pace's written
request, the City shall furnish to Pace a Certificate of Insurance evidencing the City's general liability
insurance in such amounts as required by the Illinois Department of Transportation and naming the Illinois
Department of Transportation as an additional insured and certificate holder.
13. Termination.
(a) Pace may terminate this Agreement at any time, when in Pace's best interest, by
providing the City with written notice of termination. The termination shall be
effective on the date on which the notice is deemed effective pursuant to paragraph
24.
(b) After expiration of the Initial Term, a Party may terminate this Agreement upon 90
days' advance written notice to the other Party. The termination shall be effective on
the 90th day following the date on which the notice is deemed effective pursuant to
paragraph 24.
Page 3 of 12
(c) Upon termination of this Agreement, Pace, at its sole cost and expense and as soon
as practicable, shall be responsible for the removal of each Pulse Station and the
restoration of each Site to substantially the same condition as existed on the Effective
Date, excluding ordinary wear and tear; concrete bus pads; utility improvements and
relocations; and sidewalks, brick pavers, shared -use paths, and associated Americans
with Disabilities Act (ADA) and Public Rights -of -Way Accessibility Guidelines
(PROWAG)-related items. The City shall allow Pace to continue to use the Sites for
purposes of the removal and restoration work.
14. Compliance with Laws. The Parties shall comply with all local, state, and federal laws,
statutes, ordinances, rules, and regulations applicable to this Agreement, including but not limited to section
2-105(A)(4) of the Illinois Human Rights Act (775 ILCS 5/2-105(A)(4)).
15. Headings. The headings contained in this Agreement are for reference and convenience only
and shall not affect the meaning or interpretation of this Agreement.
16. Waiver. Failure of a Party to exercise any right or pursue any remedy under this Agreement
shall not constitute a waiver of that right or remedy.
17. Binding Effect. This Agreement shall be binding upon the Parties and their respective
directors, officers, employees, agents, representatives, successors, and approved assigns.
18. Entire Agreement. This Agreement, including the introductory Recitals and any attached
exhibits, which are hereby incorporated into and made a part of this Agreement, constitutes the entire
agreement between the Parties and supersedes any prior written or oral understandings, agreements, or
representations between the Parties that may have related in any way to the subject matter of this Agreement,
and no other written or oral warranties, inducements, considerations, promises, or interpretations, which are
not expressly addressed in this Agreement, shall be implied or impressed upon this Agreement.
19. Conflict. In the event of a conflict or ambiguity between the terms and conditions of this
Agreement and any exhibit to this Agreement, the terms and conditions of this Agreement shall control.
20. Survival. Any provision of this Agreement that imposes an obligation after termination or
expiration of this Agreement shall be deemed to survive termination or expiration of this Agreement.
21. Severability. If any provision of this Agreement is held invalid or unenforceable by an
Illinois court of competent jurisdiction, such provision shall be deemed severed from this Agreement and
the remaining provisions of this Agreement shall remain in full force and effect.
22. Assignment. No Party shall assign, delegate, or otherwise transfer all or part of its rights
and obligations under this Agreement without the prior written consent of the other Party.
23. Amendment. No changes, amendments, or modifications to this Agreement shall be valid
unless in writing and signed by the duly authorized signatory of each Party.
24. Notice. Any notice under this Agreement shall be in writing and shall be given in the
following manner:
(a) by personal delivery (deemed effective as of the date and time of delivery); or
Page 4 of 12
(b) by commercial overnight delivery (deemed effective on the next business day
following deposit of the notice with a commercial overnight delivery company); or
(c) by registered or certified mail, return receipt requested, with proper postage prepaid
(deemed effective as of the second business day following deposit of the notice in
the U.S. mail).
Business days are defined as Monday through Friday, excluding federal holidays. Business hours are
defined as 8:00 a.m. to 5:00 p.m. Central Time on Monday through Friday, excluding federal holidays. The
notice shall be addressed as follows or addressed to such other address as either Party may from time to
time specify in writing to the other Party:
If to Pace:
Pace, the Suburban Bus Division of the RTA
550 W. Algonquin Road
Arlington Heights, IL 60005
Attention: Executive Director
With copy to:
Pace, the Suburban Bus Division of the RTA
550 W. Algonquin Road
Arlington Heights, IL 60005
Attention: General Counsel
If to the City:
City of Evanston
2100 Ridge Avenue
Evanston, IL 60201
Attention: Erika Storlie, City Manager's Office
With copy to:
City of Evanston
Law Department
2100 Ridge Avenue
Evanston, IL 60201
Attention: Brian George, Assistant City Attorney
25. Governing Law, Jurisdiction, and Venue. This Agreement shall be governed by and
construed in accordance with the laws of the State of Illinois without regard to principles of conflicts of
law, and the Parties shall submit to the exclusive jurisdiction and venue of the state courts of Cook County,
Illinois for any dispute arising out of or related to this Agreement.
26. Interpretation. The word "shall" when used in this Agreement is mandatory and not
permissive.
Page 5 of 12
27. Counterparts. This Agreement may be executed in counterparts, each of which when so
executed and delivered shall be deemed to be an original and all of which when taken together shall
constitute one and the same agreement.
28. Signature. A signature to this Agreement that is transmitted by facsimile or scanned and
transmitted electronically shall be deemed an original signature for purposes of this Agreement.
29. Authorization. The signatories to this Agreement represent and warrant that they have full
authority to sign this Agreement on behalf of the Party for whom they sign.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their
respective duly authorized signatory on the dates below.
PACE CITY
By: By:
Signature Signature
Print Name: Rocco L. Donahue Print Name:
Title: Executive Director Title:
Date: Date:
Page 6 of 12
EXHIBIT A
Illinois Department of Transportation
Division of HlphwaysiClstrict 1
0WestCenterCourt $chsumburg,Illinois 60196-1096
To assure that municipality officials are aware of State highway
permit work requested within their municipality limits, we require
acknowledgement of State Highway Permit Applications by a
municipal official. The following statement must be completed and
returned to the address above before a State Highway Permit will
be issued.
The undersigned acknowledges that the municipality is aware that
a State Highway Permit has been requested by
(company or individual)
for construction at
(address of permit work)
in the municipality of
Signed
(Muncipality Representative)
(Date)
S1l*Pp -1ftV'v=1fWM1S k—.doc
(Title)
Page 7 of 12
EXHIBIT B
Municioalitv Sidewalk and Shared -Use Path ADA and PROWAG Acceatance Letter
Upon completion of the permitted work,
at associated with permit number the
[M+ytiol Address r kactior,} (N.-t j —b- to be ERed in by iDOT)
of accepts the long term
(VILIG' city,—) (R-1
responsibility for the administration, control, reconstruction, and maintenance of the sidewalk, brick
pavers, and/or shared -use path and ADA and PRO16VAG related items associated with the
aforementioned %work on the right -of -'assay of the State highway known as
Route in County, in accordance with the "ADA Standards for Accessible
Design" guidebook and the "Public Right -of -Way Accessibility Guidelines" (PROWAG), within the public
right of way and along the frontage of the above address(es) j tocatian(s).
(W nidp4-V ReprrenG—N—j
(fkiniapdiry R<preuntatix s;�,:aarcj
Page 8 of 12
(M=k4ml.iry Reprcen d-Ti:te)
REMED 03/21/19
EXHIBIT C
14'-BF
-VIEWABLE I I Y-6 VIEWABLEY-6-+('VIEWABLE I-�7-SQ-VIEWABLE
i r-2-1R' VERTICAL MULLION (3 PLACES)
eAsreouND
DODGE { Well look who's back.
To be honest, we can't
blame you. After all,
we're a great time.
With our proximity to
the lake, diverse
TIP�LD i community, and vibrant
iarts scene, it's hard to
be away for long.
t
7 Di
YA k S( So get settled, enjoy
` ! yourself, and just ,_.
)10
i if9 2
know that we see I 2
i you at that bus stop
- i across the street,
we (probably) won't
I take It personalty.
Welcome home.
Welcome
1
' home.
-- ---
-
1 - --------� __-- - - - - --- ---
POLYCARBONATE VIEWABLE PANELWmi GRAPHIC FILM POLYCARBCWATE VIEWABLE PANELWITH GRAPHIC FILM
90.1R'a PLACES) 42-13/16' X 94-1/2-(2 PLACES)
Instruction to manufacturer:
Artwork should be printed in white.
Pulse Dempster Line Rear Shelter Panels 9 z
Page 9 of 12
EXHIBIT D
10'-1116" I
54"VIEWABLE ��-3'-616"VIEWABLE ^-� 3'-54'VIEWABLE-"
L - —___ r--2-112' VERTICAL MULLION (2 PLACES)
Maybe you're heading to
O'Hare. Maybe you're
YOUI!LL
! ! visiting another suburb.
Maybe you just stopped
j by for the day.
B E B AC K
While we don't know
where you're going, we
do know one thing:
WESTBOUND
j DODGE
It wouldn'ti
I be the same
We can't wait for you to
' come back to Evanston
because this community
wouldn't be What it is
without you.
without you.
POLYCARB0NATE PANEL WITH GRAPHIC FILM
42-13116- 94.12"(1 PLACE)
POLYCARBONATE VIEWABLE PANEL WITH GRAPHIC FILM
41-3/4" X 94-12"(2 PLACES)
Instruction to manufacturer.
Pulse Dempster line Rear Shelter Panels Artwork should be printed in white.
Page 10 of 12
i
0 P r
Scale: l"=l'
EXHIBIT E
Insurance Reauirements
Contractor shall obtain insurance coverage required by this exhibit and maintain such coverage for the term
of Contractor's contract ("Contract") with Pace, the Suburban Bus Division of the Regional Transportation
Authority ("Pace"), plus two additional years. If Contractor's warranty and/or a materials warranty applies
to this Contract and extends beyond two years from the term of this Contract, evidence of insurance
coverage shall be for the entire length of Contractor's warranty or the materials warranty, whichever is
greater. All insurers must maintain a rating of A-VII or better as rated by A. M. Best Company.
Contractor shall insert the substance of this exhibit in Contractor's contracts with subcontractors and
independent contractors performing work in connection with this Contract ("Subs/Independents") and shall
require all Subs/Independents to provide and maintain the insurance required by this exhibit. It is
Contractor's sole responsibility to ensure that the insurance coverage of the Subs/Independents meets or
exceeds the insurance coverage required by this exhibit.
Prior to Contract award and within five business days of Pace's written request, Contractor shall provide
Pace with the Certificate of Insurance and endorsements required by this exhibit for Pace's approval. Pace
must approve of Contractor's evidence of insurance coverage required by this exhibit prior to Contractor
commencing work under this Contract. Contractor's failure to provide the evidence of insurance coverage
required by this exhibit may result in a not responsible determination against Contractor as solely
determined by Pace. Any failure by Pace to demand or receive proof of insurance coverage or to identify a
deficiency in the evidence of insurance coverage provided shall not constitute a waiver of Contractor's
obligation to obtain the insurance required by this exhibit.
The provisions of this exhibit, including the required minimum insurance coverages, in no way limit
Contractor's responsibilities under other provisions of this Contract, including the indemnification
provision in this Contract. Contractor's failure to carry, maintain, and/or document the insurance required
by this exhibit shall constitute a breach of this Contract.
® Evidence of Insurance shall be on Acord 25 (or equivalent) Certificate of Insurance form and shall
evidence all insurance coverage, limits, and endorsements required by this exhibit. Prior to the
renewal date of each insurance policy required by this exhibit, Contractor shall provide Pace with
an updated Certificate of Insurance by email to insurancecert@pacebus.com.
Contractor shall include with the Certificate of Insurance submitted to Pace: "Additional Insured"
endorsements (CG 20 10, CG 20 37, CG 20 26 (Commercial General Liability), and CA 20 48
(Automobile Liability;) and other policy endorsements required by this exhibit, including WC ISO
WC 00 03 13.
"Other Insurance" policy clause shall be shown on the Certificate of Insurance with the following
wording: "This insurance is primary, non-contributory, and not excess of any other insurance of
Pace, the Suburban Bus Division of the RTA, and the Illinois Department of Transportation (if so
required by IDOT)." This applies to all insurance policies where Additional Insured status is a
requirement of this exhibit.
Waiver of subrogation must be shown on the Certificate of Insurance.
Page 11 of 12
Additional Insured shall be shown on the Certificate of Insurance as the "Regional Transportation
Authority (RTA)," "Pace, the Suburban Bus Division of the RTA," and the "Illinois Department of
Transportation" (if so required by IDOT).
The Certificate of Insurance must disclose all deductibles or self -insured retentions, as applicable.
The insurance required by this exhibit shall provide for written notice of policy cancellation to
Pace's Insurance Liaison at least 30 days prior to the effective date of such cancellation.
The Certificate Holder shall be shown on the Certificate of Insurance as:
Pace, the Suburban Bus Division of the Regional Transportation Authority
Attention: Insurance Liaison
550 W. Algonquin Road
Arlington Heights, IL 60005
Insurance Coverages:
Minimum insurance requirements for this Contract are identified in those paragraphs below marked with
an ®:
® Business Automobile Liabilitv Insurance affording the following coverage and limits: combined
single limit of $1,000,000 each accident for bodily injury and property damage liability arising from
owned, non -owned, and hired vehicles. The policy shall name the Regional Transportation
Authority (RTA), Pace, the Suburban Bus Division of the RTA, and the Illinois Department of
Transportation (if so required by IDOT) as Additional Insured by endorsement to the policy.
® Commercial General Liabilitv Insurance (Broad Form) affording the following coverage and
limits: Each Occurrence-$1,000,000; General Aggregate-$2,000,000; Products/Completed
Operations Aggregate-S2,000,000; and Personal & Advertising Injury-$1,000,000. The policy shall
be written on an ISO CG 00 01 (or equivalent) and shall name the Regional Transportation Authority
(RTA), Pace, the Suburban Bus Division of the RTA, and the Illinois Department of Transportation
(if so required by IDOT) as Additional Insured by endorsement to the policy.
® Workers' Compensation and Emplover's Liabilitv Insurance affording the following coverage
and limits: Coverage A -Statutory Benefits and Coverage B-Employer's Liability-$500,000 Each
Accident, $500,000 Disease -Each Employee, $500,000 Disease -Policy Limit. Executive officers,
sole proprietors, general contractors utilizing independent contractor labor, and others not required
by the Illinois Workers' Compensation Act to obtain workers' compensation insurance coverage
shall execute a hold harmless agreement provided by Pace.
® Umbrella Liabilitv Insurance affording the following coverage and limits: $5,000,000 each
occurrence and $5,000,000 aggregate. The insurance shall provide coverage at least as broad as each
of the underlying policies.
® Waiver of Subrogation
Contractor and its insurer shall waive any rights of subrogation that they have against Pace, the
Regional Transportation Authority (RTA), and the Illinois Department of Transportation (if so
required by IDOT) and, in connection therewith, Contractor's insurance policies required under this
exhibit shall include a waiver of subrogation clause or endorsement.
Page 12 of 12