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00-187Council File # O(� , 1$7 RESOLUTION �reen sheet # 102713 OF SAINT PAUL, MINNESOTA Presented By Referred To Committee: Date 2 WHEREAS, it is in the best interest of the Metropo{itan Council and the City of Saint Paul to 3 jointly and cooperatively purchase properties necessary to complete both the East Metro Transit 4 Bus Garage and the Phalen Boulevard. project, and 5 6 THEREFORE BE IT RESOLVED, that the proper city officials be authorized to execute and 7 approve, on behalf of the City of Saint Paul, the Cooperation Agreement Between the Metropolitan 8 Council, the City of Saint Paul and MnDOT with Respect to Acquisition of Site for East Metro Bus 9 Garage. A copy of said agreement being attached hereto and incorporated herein by reference. 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Requested by Department of: Adoption Certified by Council Secretary � Appr � � c�-�,�� - oved by C��nr: Date / �� t-c-C%C/ � �y`��/I�L� i � Public Works g�, *0�6�i.j� Thomas J. g m, i e or Form Approved by City Attorney B �� ✓!�✓o✓�� t �22,� o U Approved by Mayor for Submission to Council sY: C�C��a��'vi'6 i�� Adopted by Council: Date ��,. a3 ��o 68 - lS? DEPAFTMENT/OFFICECOUNCIL DATE INITIATED Np 102713 Public Works v,8�oo GREEN SHEE��lO �� CONTAClPERSONBPHONE EPARTMENrDIRECTOR MikeKlassen �G6 ZD� ��GN ❑7 CffVCOUNCIL MUSTBEONCOUNCILAGENDABY(DAT� V ROI 4 C1ttA�� C[NCLELtK OHDER UDGETDIflECTOR ❑FlN.&MGT.SER�VIC � S � � � MHYOR (OF ASSISfANn ��. � MCK /� �C� OTAL g OF SIGNA7URE PAGES 'I (CLIP ALL LOCATIONS WF SIGNATURE) u ASSOCIATE u DEPT. ACCOU CT10N REQUESIED pproval ot the attached Counci4 Resolution authorizing proper City officials to sign the Coopecation Agreemert between the tropolitan ouncil, the City of Saint Paul and Mn/DOT with respect to acquisition of site for East Metro Bus Garage. FECAMMENDATIONS: Approve (A) or Reject (R) PERSONAL SERVICE COMRACTS MUST ANSWER THE FOLLOWING QUES770NS: PLANNINGCOMMf$SION CNIISERVICECOMMISSION �_ �m�Pyrsp�rtneverworkedu�deracontcactforihisdepartment? q6 CoMMmEE YES NO — — 2. Has this persoNfirtn ever been a city employee2 X srpFF _ YES NO DISTAiCr COUNqL 3. Does this person/firtn possess a skill noi nortnalry possessetl by any current city employee? — — YES NO SUPPORTS WHICH COUNCIL OBJECTIVE? Explain all yes answers an separate sheet and attach to green sheet INITIATING PROBLEM, ISSUE, OPPoRTUNffY (WHO, WHAT, WHEN, WHEflE, WH1�: The City of Saint Paul and Mn/DOT have jointly completed an EIS on Phalen Boulevard and I-35E.. During the process of completing this EIS, the Metropolitan Council was reviewing possible sites to place the new East Metro Bus Garage. With assistance from City and State staff, the Metropolitan Council staff reviewed various sites suggested by the City. The Metropolitan Council selected the site known as the "Mississippi Street near Cayuga" site for its new facility. Four properties are required to be acquired for the construction of this transit facility and parts of these four sites are necessary for the completion of the Phalen Boulevard project. Therefore, City staff worked closely with Mn/DOT and Metropolitan Council staff to prepare this cooperation agreement. ADVANTAGESIFAPPFOVED: Approval of the attached Council Resolution will allow the City and the Metropolitan Councii to jointly acquire the necessary parceis in the most efficient manner for all parties and begins to provide right of way necessary for Phalen Boulevard. DISADVANTAGES IF APPFOVED: None DISA�VAMTAGES IF NOT APPROVED: The City will miss the opportunity to purchase these properties at the best possible price and cause the Metropolitan Council financial difficulties on their project at the site that the City requested them to utilize. OTALAMOUNTOFTRANSACTION$ $1,000,000.00 COST/REVENUEBUDGETED(CIRCLEONE) YES rvo FUNDING SOURCE M$/a ACINfTV NUMBER C99-2S141-0788-25061 FINANCIAL INFORMATION: (EXPW N) 00 -��`I COOPERATiON AGREEMENT BETWEEN THE METROPOLTTAN COUNCIL, THE CTTY OF SAINT PAUL AND MNDOT WITH RESPECT TO ACQUISITION OF STTE FOR EAST METRO BUS GARAGE This Agreement, effective on the date of ea�ecution by all parties, is made and entered into by and between the Metropolitan Council, a public corporation and political subdivision of the State of NTinnesota, hereinafter referred to as the "Council," the City of Saint Paul, a municipal corporatioq hereinafter refened to as "St. PauP' and the State of Minnesota through its Department of Transportation, hereinafter referred to as "MnDOT." BACKGROUND RECITALS 1. The Council has deternvned that it must constnzct a new bus storage facility in the City of St. Paul. 2. Pursuant to Laws 1998 chapter 389, A.rt. 3§ 22, the State Legislature required the Council, St. Paul and the IvTinnesota Department of Transportation to jointly assess the feasibility of locating the bus storage facility near Mississippi and Cayuga and I-35E in St. Paul and, if the Council determined feasibility, required that the first priority for siting of the bus storage facility be at that location. 3. St. Paul and MnDOT are in support of the location of the bus storage facility at the Mississippi and Cayuga location. 4. At its October 22, 1998, meeting, the Council chose a site in St. Paul, Minnesota, hereinafter referred to in this Agreement as the "Mississippi and Cayuga Site" as the location for a new Metro Transit bus facility, hereinafter referred to in this Agreement as the "East Metro Bus Gazage." 5. The Council's October 1998, recommendation of the Mississippi and Cayuga Site for the East Metro Bus Crarage was contingent upon signed agreements with other units of local govemment which commit these units of local govemment to complete required actions and assist the Council in securing sufficient additional funding or in-kind contributions. 6. St. Paul, in order to accomplish its Phalen Boulevard Project, must acquire future right-of-way for the proposed I-35E realignment. 7. The Mississippi and Cayuga Site for the East Metro Bus Garage and the future right-of-way for the proposed I-35E realignment occupy different portions of three parcels of land in St. Paul, identified on Exhibit A attached hereto and made a part hereof. The three parcels are identi£ied on Exhibit A as the Action Auto Parts pazcel, the Canadian Pacific parcel and the St. Paul Water Utility parcel. -1- 8. In addition to Yhe three parcels listed in paragraph 7 above, the future right-of-way for the I-3 SE realignment occupies a fourth parcel, identified on Exhibit A as the Advanced Recycling parcel. 9. St. Paul and MnDOT agree that the area shown on Elchibit A attached hereto as the proposed I-35E realignment accurately represents its plans for fuhue I-35E realignment and the future right-of-way that must be acquired to implement the future I-35E realignment. 10. For purposes of this Agreement, the term "future right-of-way for the I-35E realignment" or "future I-35E realignment right-of-wa}�' means those portions of the Action Auto Parts, Canadian Pacific, St. Paul Water Utility and Advanoed Recycling parcels shown on Eachibit A to be future right-of-way for the proposed I-35E realignment. 11. St. Paul will acquue future right-of-way for the proposed I-35E realignment. The Council aclmowledges that St. Paul cannot purchase the property prior to receiving either FF3WA's record of decision on the proposed I-35E realignment or special approval from the FHWA to purchase specific properties. St. Paul, in order to facilitate the conshuction of the East Metro Bus Garage, agrees to proceed with certain acquisition activities prior to its receipt of the FHWA record of decision. St. Paul agrees that it will obtain the FHWA record of decision as e�cpediently as possible, and, if necessary, secure special FHWA approval to meet deadlines put forth in this document. 12. Pursuant to 1Vfinnesota Statutes § 471.59, the Council, St. Paul and MnDOT have determined that it is in their best interests and in the best interests of the public to pursue acquisition of the Ivfississippi and Cayuga Site for the Fast Metro Bus Garage and the future I- 35E realignment right-of-way in a cooperative manner, and to share the responsibilities for and costs of acquisition of the four parcels identified in Exhibit A to this Agreement. AGREEMENT NOW, TE�REFORE, in consideration of the mutual undertakings and agreements set forth below, the sufficiency of wlrich has been agreed to by the parties, the Council, St. Paul and MnDOT agree as follows: I. Acquisition Process Infroduction The Mississippi and Cayuga Site for the East Metro Bus Crarage and future right-of-way for the proposed I-35E realignment occupy different portions of three parcels of land in St. Paui, identified on Exhibit A attached hereto and made a part hereof. The three parcels are identified on Exhibit A as the Action Auto Parts parcel, the Canadian Pacific parcel and the St. Paul Water Utility pazcel. -2- oo-lS� In addition to the three parcels listed above, the future right-of-way for the I-35E realignment occupies a fourth pazcel, identified on Eachibit A as the Advanced Recycling parcel. Council and St. Paul anticipate that the acquisition process for the four parcels identified in Exhibit A will consist of the following steps: a. Survey of the four parcels. b. Environmental site study on all four parcels. c. Appraisals of the four parcels including both a land and building appraisal of all four parcels, and a fvcture appraisal of Action Auto Parts and Advanced Recycling parcels. d. Review appraisals of all of the appraisals listed in subpazagraph I(c) above. e. Relocation of the businesses located on the Action Auto Parts and Advanced Recycling parcels and construction equipment storage on Canadian Pacific parcel. f. Negotiations with property owners and other parties with an interest in all four parcels for acquisition of all four parcels. g. Titie examination for all four parcels and resolution of title probiems. h. Environmental assessments for the Council's East Metro Bus Garage project and St. Paul's Phalen Boulevazd Project. i. Closings on all four pazcels. j. Initiation of condemnation proceedings on those pazcels which cannot be acquired through the negotiation process. k. Subdivision of the Action Auto Parts, St. Paul Water Utility and Canadian Pacific parcels either by lot split or replat into parcels needed by the Council for the East Metro Bus Garage and by St. Paul for future I-3SE ' realignment right-of-way. l. Conveyance by the Council to St. Paul of parcels needed by St. Paul for future I-35E realignment right-of-way. m. Grant of temporary construction easements by St. Paul to the Council on the fizture I-35E realignment right-of-way for construction of the East Metro Bus Garage and grant of permanent easements and permit to the Council by St. Paul for storm drainage, sewer and ponds, and roads, including areas along the roadways for snow storage, on the future I-35E realignment right-of-way pazcels. -3- n. Grant by MnDOT to the Council of access to Nfississippi Street and, after I-35E realignment, access to the I-35E west frontage road and Cayuga Street. o. Environmental Remediation and Demolirion. 2. Council, St. Paul and MnDOT will share the responsibility for and costs of the accomplishment of the steps of the acquisition process listed in Paragraph I, subpazagraph 1 above as specifically set forth in this Agreement. For the purposes of this Agreement, Council, St. Paul and MnDOT agree that the line identified in Exhibit A as"Approximate ROW Line" is the line which designates the approadmate boundary between the pazcels or portions of parcels within the future I-35E realignment right-of-way and the portions of parcels within the East Metro Bus Garage site. As shown on Extubit A, Council, St. Paul and MnDOT agree that the Advanced Recycling parcel and the portions of the Action Auto Parts, Canadian Pacific and St. Paul Water Utility pazcels to the north and west of the approximate ROW Line ue within fuhue I-35E realignmern right-of- way and that the portions of the Action Auto Parts, Canadian Pacific and St. Paul Water Utility parcels to the south and east of the approximate ROW Line are in the East Metro Bus Garage site. 4. For purposes ofthis Agreement, Council, St. Paul and MnDOT agree that the - - - approximate size of the four parcels and the appro�mate squaze footage of the future I-35E realignment right-of-way portions and East Metro Bus Garage site portions of the parcels are shown on the chart attached hereto as Extu'bit B and that the term "St. Paul Portion" meaas that pazcel and portion of parcels within the future I-35E realignment right-of-way and the term "Council Portion" means the portions of parcels within the East Metro Bus Garage site. The final I-35E ROW line shall be approved by Council, St. Paul and MnDOT staffbased upon compietion of the survey provided for in Paragraph II of this Ageement. The final square footages of the estimated values presented in Exhibit B will be calculated based on the final survey and the final I-35E ROW line. 5. Unless otherwise specifically provided in this Agreement, the services provided by staffs of the Council, St. Paul and MnDOT to each other in order to accomplish the terms of this Agreement will be at no cost to each other. As more specifically provided further in ttus Agreement, the Council will obtain certain services necessary for the acquisition of the parcels by the Council for the East Metro Bus Garage and by St. Paul for future I-35E realignmem right-of-way. The costs of such services will be divided and St. Paul will reimburse the Council for such services on a proportionate basis based upon the Council's and St. Paul's proportionate share of the total final square footage of the parcel or parcels for which the Councfl has obtained the services. For purposes of this Agreement, therefore, the term "on a proportionate basis" means each party's percentage determined by dividing the total number of square feet of the parcels for which the � �Y • services are performed by the number of square feet in each party's portion of the pazcel. 6. Council, St. Paul and MnDOT agree that the services to be performed by and/or provided by the other party will be perfomied and/or provided in a timely manner. For purposes of this Agreement, the term "in a timely manner" means performance of the services, to the greaxest extent possible, in accordance with the dates set forth in this Agreement and the Exhibits to this Agreement. For the purposes of this Agreement, MnDOT's responsibilities aze limited to those obligations and responsibilities specifically set forth in this Agreement and shall not include any reimbursement to either the Council or St. Paul for performance of the services by either the Council or St. Paul as provided in this Agreement. MnDOT agrees, however, that services provided by MnDOT staff to either the Council or St. Paul in order to accomplish MnDOT's obligations and responsibilities pursuant to this Agreement, will be at no cost to either the Council or St. Paul. II. Survevs 1. Council's on-staffregistered land surveyor will survey all four parcels and provide to St. Paul the survey which will include legal descriptions of each of the four parcels. St. Paul's on-staff surveyor shall provide assistance as needed to Council's surveyor. 2. Subsequent to acquisition by the Council of the Action Auto Parts, St. Paul Water Utility and Canadian Pacific parcels, Council's on-staff registered land surveyor will prepare surveys and legal descriptions of the three pazcels subdivided into the St. Paul portion - i.e. - future I-35E realignment right-of-way and the Metro Transit portion - i.e.- the East Metro Bus Garage site. If a replat of either all four pazcels or the three subdivided pazcels is necessary, Council's on-staff registered land surveyor will prepare the new plat and perform such other services necessary to accomplish and record the new plat. Council will provide the new piat to St. Paul. St. Paul is not obligated to reimburse Council for services performed by Council's on-staff registered land surveyor to produce the surveys, legal descriptions and replat of the four pazcels, provided, however, that if, for any reason, Council's on- staff registered land surveyor is unable to provide the services necessary to produce the surveys, legal descriptions and plat or plats necessary to accomplish the acquisition of one or more of the four parcels in a timely manner, Council and St. Paul agree that Council will retain the services of a professional registered land surveyor necessary to accomplish the acquisition of one or more of the parcels in a timely manner and St. Paul shall share the costs of the professional land surveying services on a proportionate basis as that term is defined in Paragraph I(5) of this -5- Agreement. 4. St. Paul shall provide its staff expertise and support to the Council with respect to the subdivision and replatting process and to the greatest extent possible eapedite the subdivision and, if necessary, replat of the pazcels into the future I-35E realignment right-of-way pazcels and East Metro $us Garage parcels. 5. The Councfl and St. Paul shall share the cost of administrative and recording fees incurred by the Councit with respect to the subdivision and replatting of the four parcels into the future I-35E realignment right-of-way parcels and the East Metro Bus Garage parcels on a proportionate basis. III. Environmental Site Studies 1. The Council has obtained the professional services of PEER Environmental & Engineering Resowces, Inc. ("PEER") and PEER has completed and submitted to . the CounciT a Phase I Environmental Assessment and a Phase II Environmental Invesrigarion for the four pazcels, i.e., Advanced Recycling, St. Paul Water Utility, Canadian Pacific and Action Auto Parts, shown on Exhibit A. 2. The Council has provided to and St. Paul has received a copy of PEER's Phase I Environmentai Assessment and a Phase II Environmental Investigation. 3. St. Paul will reimburse to the Council, on a proportionate basis, the costs incurred by the Council for the Phase I and Phase II services and reports provided to the Council by PEER and for MPCA review and approval of the Phase I and Phase II reports. • Specifically as of the date of this Agreement, the costs incurred by the Council for PEER's services and Phase I and Phase II reports is $46,533.00. The costs incurred by the Councfl for MPCA review of the Phase I and Phase II reports is approximately $3,100.00. 4. St. Paul will reimburse the Council for costs for future additional environmental site studies on the St. Paul Water Utility, Canadian Pacific, Action Aato Parts and Advanced Recycling sites on a proportionate basis if such additional site studies are determined mutually by the Council and St. Paul to be necessary. 5. St. Paul will reimburse to the Council, on a proportionate basis, the costs incuned by the Council for a remediation Response Action Plan for the Action Auto Parts, St. Paul Water Utility, Canadian Pacific and Advanced Recycling sites, shown on Exhibit A provided to the Council by Braun Intertec Corp, ("Braun") and for MPCA review and approval of the Response Action Plan. Specifically, as of the date of this agreement, the costs incurred by the Council for � �jp — \sS `l Braun's services and the preparation of Response Action Plan is esrimated to be $35,000.00. The costs to be incuned by the Council for MPCA review of the Response Action Plan is estimated to be $3,000.00. IV. A�uraisals 1. The Council has obtained the professional services of Herman Appraisals, Inc. to prepaze and provide to the Council in a timely manner land and building appraisals for the three shared sites - i.e. - the St. Paul Water Utility, Canadian Pacific, and Action Auto Parts sites, shown on Exhibit A, (hereinafter refened to as the "Land Appraisals"). 2. The Council has obtained the professional services of Pelton Appraisals, Inc. to prepaze and provide to the Council in a timely manner a fixture appraisal for the Action Auto Parts site (hereinafter referred to as the "Fiacture Appraisal"). 3. St. Paul will reimburse to the Council, on a proportionate basis, the costs incurred by the Council for the Land and Fixture Appraisals. As of the date of this Agreement, the estimated cost of the Land and Fixture Appraisals is $29,500.00, 4. The Land and Fixture Appraisals shall be performed and the reports shall be prepared in accordance with the requirements of the federal Uniform Real Properry Acquisition and Relocation Act and applicable state law. 5. The Council has provided a copy of the Fixture Appraisal to St. Paul. Upon completion of the Land Appraisals and receipt of the reports by the Council, the Council shall provide at least one copy of the Land Appraisals to St. Paul. 6. St. Paul will haue the sole responsibility for and obligation to bear the costs of obtaining an appraisal or appraisals for the Advanced Recycling site as shown on Exhibit A. V. Review Avnraisals CouncH has obtained the professional services of McKinzie Metro Appraisals to prepare and provide to the CouncIl on a timely basis review appraisals of the Land and Fixture Appraisals (hereinafter refened to as "Review Appraisals") for the three shared sites shown on E�ibit A- i.e. - the St. Paul Water Utility, Canadian Pacific and Action Auto Parts sites. 2. St. Paui will reimburse to the Council on a proportionate basis the costs incurred by the CouncIl for the Review Appraisals. As of the date of this Agreement, the cost of the Review Appraisals is estimated to be $5,250.00. -7- The lteview Appraisals shall be performed and the reports sha11 be prepared in accordance with the requirements of the federal Uniform Real Property Acquisition and Relocation Act and applicable state law. 4. Upon completion of the Review Appraisals and receipt of the reports by the Council, the Council shall provide at least one copy of the Review Appraisals to SY. Paul. If a Review Appraisal is necessary, St. Paul shall have the sole responsibility for and obligation to bear the costs of obtaining a Review Appraisal for the Advanced Recycling site as shown on Exhibit A. VI. _ Relocation The Council has retained the services of Conworth, Inc. to provide to the Council on a timely basis relocation services to relocate the business located on the Action Auto Parts parcel and the construction storage facility on the Canadian Pacific parcel, as shown on Exhibit A, which relocation services include the services of a reai estate broker to search for a new site for Action Auto Parts, Inc., all of which aze hereinafter referred to as "Relocation Serviczs." 2. St. Paul will reimbwse to the Council on a proportionate basis the costs incuaed by the Council for the Relocation Services. As of the date of tlrisAgreement� the cost ofthe Relocation Services is estimated to be $15,000.00. The Relocation Services shall be performed in accordance with the requirements of the federal Uniform Real Property Acquisition and Relocation Act and applicable state law. 4. Upon completion of the Relocation Services and receipt of a relocation report by the Council, the Council shall provide at least one copy of the relocation report to St. Paul. 5. St. Paul shall have the sole responsibility for and obligation to bear the costs of obtaining relocation services for the Advanced Recycling site as shown on Exhibit A. 6. St. Paul, through its Department of Planning and Economic Development will woperate with the Council's relocation specialist by providing, if available, information on availability of relocation sites for Action Anto Parts, Inc. an@ the construction storage facility on the Canadian Pacific parcels. 7. Council and St. Paul agree that in addition to the relocation of the Action Auto Parts business from the pazcel identified as the Action Auto Parts parcel on Eachibit A and relocation of the construction storage facility from the Canadian Pacific � 00 -��'� parcels identified on Exhibit A, there are other items on the Action Auto Parts, Canadian Pacific and St. Paul Water Utility parcels which may require relocation. Councfl and St. Paul agree that the other items known to all parties are listed in Exhibit C attached hereto and made a part of ttus Agreement and further agree that the responsibility for and obligations for both relocation of and reimbursement for relocation of the facility is as set forth in Eachibit C. Relocation of the facilities listed in E�ibit C shall be completed in a timely manner in accordance with dates set forth in Exhibit C. VII. Ne�otiations for Acquisition of Pazcels Council staff shall, in a timely manner, conduct negotiations for acquisition of the three shared parcels - i.e. - the St. Paul Water Utility, Canadian Pacific and Action Auto Parts parcels, as shown on Exhibit A, and shall have Conworth, Inc: conduct the relocation of the businesses from the Action Auto Parts and Canadian Pacific sites. St. Paul shall provide its staff expertise and support to Council with respect to acquisition of the St. Paul Water Utility pazcel and to the greatest extent possible expedite the acquisition of the St. Paul Water Utility parcel. 2. St. Paul will reimburse to the Council on a proportionate basis the cost of the acquisition of and relocation from the three shared parcels as described in Subparagraph 1 above, which acquisition cost will be reimbursed by St. Paul without reduction for the easements and permit described in Paragraphs XII and �II of this Agreement provided, however, that if the negotiated price for the Action Auto Parts pazcel reflects a reduction due to the fill in the southeast corner of the parcel (all of which is in the bus garage portion of the parcel), Council is to receive full value of that price reduction, in return for which Council will bear the cost to correct the fill area of the pazcel as necessary for construction of the East Metro Bus Facility. 3. Payment of acquisition or relocation costs from any of the three shazed parcels in excess of the appraised value and/or in excess of the amount of relocation benefits provided by federal or state law shall be by mutual consent of the Council and St. Paul, provided, however, that either the Council or St. Paul may agree to acquire one or more of the three shared pazcels for a cost in excess of the appraised value andJor in excess of relocation benefits provided by federal or state law if the acquiring pa�ty bears the full amount of the acquisition or relocation costs in excess of the other party's proportionate costs based upon the appraised value of , the property or relocation benefits provided by federal or state law. 4. St. Paul shall have the sole responsibility for and obligation to bear the costs of obtaining negotiation services, if necessary, for the Advanced Recycling parcel, as shown on E�ibit A and for costs of relocation of the business from the Advanced � Recycling, Inc. parcel. 5. The responsibility for and obligations for relocation of and reimbursement for relocation of the items listed on Extu'bit C will be as set fortk in E�chibit C. VIII. Title Examination The Council will obtain tifle commitments, title commitment updates and titte policies for the three shared pazcels - i.e. - St. Paul Water Utility, Canadian Pacific and Action Auto Parts, Inc. and for the Advanced Recycling parcel and shall provide copies of the tifle commitments and policies to St. Paul upon receipt by the Council. As of the t3ate of this Agreement, the Council has provided to St. Paul a copy of the title commitment for the three shared pazcels and the Advanced Recycling pazcel. 2. The title couunitmenYs and policies shall insure Council and/or St. Paul, as appropriate, as owner of fee tide interest in the four pazcels as shown on Exhibit A. Upon receipt of the title commitments, Yhe Council shall Yake such sYeps as are indicated by the title commitment as necessary to obtain marketable title to the three shared pazcels - i. e. - St. Paul Water Utility, Canadian Pacific and Action Auto Parts, Inc. If Council determines that it will accept title to any of the three shared pazcels subject to certain exceptions not listed in the title commitment or in E�ibit C to this Agreement, and such exceptions aze applicabie to St. Paul's portion of the shared parcels, the Council shall obtain approval of St. Paul for such exceptions prior to closing. 4. St. Paul will reimburse to the Council on a proportionate basis the costs incurred by the Council for the title commitments and policies, provided, however, that for the purposes of deteanining the proportionate basis for the title policies and commihnents, the amount of the ride insurance premium related to land value only will be used to deternune each party's proportionate basis of the premium. 5. St. Paul shall take such steps as aze indicated by the title wmmitment as necessary to obtain mazketable title to the Advanced Recycling parcel. IX. Environmental Assessment 1. The Council shall have responsibility for prepazation of and bear the costs of the Environmental Assessment Worksheet for its East Metro Bus Garage project. 2. St. Paul shall have responsibility for prepararion of and bear the costs of the Environmental Assessment Worksheet and/or EnvironmentaI Impact Statement for its Phaten Boulevard project, including acquisition of the future I-35E realignment -10- c�-�� right-of-way located on the parcels described on E�ci�ibit A attached hereto. The Council and St. Paul shall complete their respective environmental assessment�mpact statement in a timely manner. X. Closin s In a timely manner, the Council shail acquire title to each of the three shared pazcels, in its entirety - i.e. - the St. Paul Water Utility, Canadian Pacific and Action Auto Parts pazcels. 2. Council legai staff shall prepaze all documents necessary for and conduct the closing on each of the ihree shared parcels. Subsequent to closing, Council legal staff shall record the appropriate closing documents with the Office of the County Recorder, Ramsey County, Minnesota, and shall provide a copy of each of the closing documents to St. Paul. St. Paul shall reimburse to Council on a proportionate basis admuustrative and recording fees related to the closing documents. 4. St. Paul shall have sole responsibility for and beaz the costs of acquisition of title to and the closing for the Advanced Recycling parcel. St. Paul shall acquire the Advanced Recycling pazcel by November 1, 1999 and shall complete relocation of the business from the temporary easement azea from the parcel no later than November 1, 1999. XI. Initiation of Condemnation Proceedines If the Council is unable to acquire one or more of the three shared parcels through negotiation with the property owners, the Council, either through its respective Office of General Counsel or through legal services contracted by the Office of General Counsel, shall initiate condemnauon proceedings in order to acquire the shazed parcels in a timely manner and in accordance with the requirements of Ivfinnesota state law. St. Paul is not obligated to reimburse the Council for legal services performed by the Council's Office of General Counsel for condemnation proceedings, provided, however, that if, for any reason, the Council's Office of General Counsel is unable to provide the legal condemnation services necessary to accomplish the acquisition of one or more of the three shazed parcels in a timely manner, Council and St. Paul agree that the Council, subject to approval by the City of Council's selection of legal services, will retain legal services necessary to accomplish the acquisition of one or more oFthe pazcels in a timely manner and St. Paul shall share the costs of the legal services and expert witnesses on a proportionate basis as that term is defined in Paragraph I(5) of this Agreement. -11- 2. The Council and St. Paul shall pay the amount(s) of damages awarded by the commissioners on a proportionate basis, or, if either the Petitioners or one or more of the Respondents appeal the award, the amount awarded as a result oFthe appeal. 3. Appeal of the damages awazded by the commissioners in the condemnation case by Petitioners, shall be by mutual consent of the Council and St. Paul. 4. If St. Paul is unable to acquire the Advanced Recycling parcel by 7uly 15, 1999, through negotiation with the property owner[s), St. Paul shall initiate condemnation proceedings in order to acquire the Advanced Recycling parcel in a timely manner in order to assure right of entry onto the Advanced Recycling pazcel no later than November 1, 1999, in accordance with the requirements of Minnesota state law. St. Paul shall have the sole responsibility for and bear the costs of condemnarion proceedings necessary to acquire the Advanced Recycling pazcel, including payment of the finai awazd. �III. Conveyance of I-35E ROW Pazcels to St. Paul Subsequent to the subdivision and, if necessary, repIat, of the four pazcels on E�ibit A., the Council shall convey to St. Paul, in a timely manner, by quit claim deed the parcels necessary for the future I-35E realignment right-of-way. Recording of the quit claim deed and other pertinent closing documents forthe fuhue T-35E realignment right-of-way parcels conveyed to St. Paul shall be the responsibility of and at the expense of St. Paul. 2. Council's conveyance to St. Paul by quit ciaim deed, of the pazcels necessary for the future I-35E realignmern right-of-way shall reserve to the Council the following pemvt and easements: ' a. A permanent easement for storm drainage, sewers and pond. Maintenance of the storm drainage, sewers and pond will be the responsibility of the Council. Council recogaizes that the storm drainage, sewer and pond may haue to be modified and/or relocated by the City and/or MnDOT to realign I-35E. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way pazcels &om St. Paul subject to the permanent stomi drainage, sewers and pond easement reserved to the Meiropblitan Council. b_ A pernut for roadway access to lbTississippi Street, which permit shall be granted by St. Paul to the Council to allow the Council to build access roads of sufficient width to accommodate the Council's transit operating needs and adequate snow storage for snow removal from the roadway. -12- 68 -lS� Maintenance of the roadways will be the responsibility of the Council. MnDOT agrees that it will accept conveyance of the future I-3 SE realignment right-of-way pazcels from St. Paul and issue an access roadway pemut granted to the Council by St. Paul. c. Temporary construcrion easements necessary for construction of the East Metro Transit Facility. St. Paul and Council shall mutually agree on the temunarion date of the temporary construction easements. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way parcels from St. Paul subject to any uneap'ued temporary construction easements reserved to the Council for construction of the East Metro Bus Garage. 3. If, at the time of conveyance of the I-35E realignment right-of-way pazcels by the Council to St. Paul, the exact location of the temporary construction easements, access roadway pemrit and storm drainage, sewers and pond easements referred to in Paragraph 7�I, has not been determined and therefore legal descriptions aze not available, Council may convey the future I-35E realignment right-of-way pazcels to St. Paul without such easement and permit. In that case, St. Paul agrees that it shall prepaze the documents for and grant to the Council, at no cost to the Council, the permanent storm drainage, seweis and pond easements and access roadway pemut described in this Paragraph XII(2) (a) and (b) of this Agreement and the temporary consriuction easements described in this Paragraph XII(2) (c) of this Agreement. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way parcels from St. Paul subject to the permanent storm drainage, sewers and pond easements and roadway permit and the temporary construction easements granted by St. Paul to the Council pursuant to this subparagraph. The Council shall have the responsibility for and bear the costs of recording the temporary construction and permanent easements. XIII. Conveyance of Easements to the Council and MnDOT No later than November i, 1999, St. Paul shall prepare the documents for and grant to the Gouncil, at no cost to the Council, a temporary construction easement over the entire Advanced Recycling parcel for the Council's construction of its East Metro Bus Garage Project. By execution of this Agreement, St. Paul grants to Council right of entry on the Advanced Recycling parcel on November 1, 1999, in the event St. Paul has not prepazed the documents. St. Paul and the Council shall mutually agree on the termination date of the -13- temporary construction easement. Council sha(1 have the responsibility for and beaz the costs of recording the temporary construction easement. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way parcels from St. Paul subject to the temgorary construction easement on the Advanced Recycling pazcel granted to the Council under the Paragraph 3�I subparagraph 1. 2. As part of the I35E realignment, MnDOT shall grant to the Council the following pemrits at no cost to the Council: a. A permanenY access to the new I-35E west frontage road. Access shall be of width and layout as required by the Council for safe bus facility operations. Exhibit D attached hereto and made a part hereof illustrates one concent of access to demonstrate typical transit facility needs. b. A permanent emergency access to Cayuga Street. The Councfl shall grant to MnDOT, at no cost to MnDOT, a twenty foot (20') temporary construction easement along the west ]ine of the Council's property used for the East Metro Transit Facility. - Council and MnDOT shall mvtually agree to tha termination date of ihe temporary easement. Upon termination of the temporary easement, MnDOT agrees to restore the area within the temporary construction easement to its originat condition or better. 4. Any interim construction access to the East Metro Transit Facility site must be constructed to road standazds acceptable to the Council to ensure safe and reliable uansit operations. XIV. Environmental Remediarion and Demolition 1. Council and St. Paul agree that remediation of the Action Auto Parts, St. Paul Water Utility, Canadian Pacific and Advanced Recycling pazcels will be carried out in accordance with the Environmental Response Action Plan prepared by Braun Intertec Corp. pursuant to Paragraph III of this Agreement and approved by MPCA 2. St. Paul shall reimburse the Council on a proportionate basis for the costs of demolition of buildings on the Action Auto Parts pazcel. 'SC� 00 -�� 3. Council and St. Paul shall mutually agree to the responsibility for and timing of the actual work of remediation of each parcel and the responsibility for the costs thereof. XV. Reimbursement 1. St. Paul shall reimburse the Council for the costs incurred by the Council for services in accordance with this Agreement and for acquisition and relocation costs as provided in this Agreement, upon completion of such services and submittal to St. Paul on a quarterly basis of an invoice by the Council showing the total cost of such services and acquisition and relocation, St. Paul's share of the total costs on a proportionate basis and evidence of payment for such services, relocation and acquisition by the Council. St. Paul shall have fifteen (15) days from receipt of said invoice to review and contest the amount due. The amount due shall be final, binding and conclusive upon the expiration of the aforesaid fifteen day examination period unless St. Paul has contested the amount pursuant to this paragraph. Payment shall be due and payable 45 days after receipt of the invoice by St. Paul. 2. Notwithstanding the previous sentences, Council agrees that St. Paul shall pay the costs of the services performed in accordance with this Agreement and for the costs of acquisition and relocation in accordance with this Agreement after it has received the FHWA's record of decision on the proposed I-35E realignment. St. Paul shall have 15 days from the date of receipt of the FHWA record of decision in which to review and contest the amount stated on the invoice submitted by the Council. XVI. Em�yees All employees of St. Paul and all persons engaged by St. Paul in the performance of any work or services required or provided for herein to be perforxned by St. Paul shall not be considered employees of the Council and any and all claims that may or might arise under the Workers Compensation Act or the Unemployment Compensation Act of the State of Minnesota on behalf of said employees while so engaged, and any and all claims made by any third parties as a consequence of any act or omission on the part of said employees while so engaged, on any of the work or services provided to be rendered herein, shall in no way be the obligation or responsibility of the Council. . It is fizrther agreed that any and all employees of the Council and all other persons engaged by the Council in the performance of any work or services required or provided for herein to be performed by the Council shall not be considered employees of St. Paul and that any and all claims that may or might arise under the Workers Compensation Act or the Unemployment Compensation Act of the State of lvtnnesota on behalf of said employees while so engaged, and any and all claims made by any third parties as a consequence of any act or omission on the part of said employees while so engaged, on any of the work or services provided to be rendered herein, shall in no way be the - IS- obligation or responsibility of St. Paul. XVII. Applicable Provisions of Law Applicable provisions of M'innesota State law, federal law and of any applicable local ordinance shall be considered a part ofthis Agreement as though fully set forth herein. Specifically, St. Paul agrees to comply with all federal, state and local applicable laws and ordinances relating to nondiscrimination, affiimative action, public purchases, contracting, employment, including workers compensatioq and state labor wage provisions, and surety deposits required for wnstrucrion contracts. St. Paul agrees to take affirmative action to include tazgeted group businesses in the performance of this Agreement whenever possible. XVIII. Enrire Agreement It is understood and agreed that the entire Agreement between parties is contained herein and that this Agreement supersedes ail oral agreements and negoriations between the parties relating to the subject matter hereof. All items referred to in this Agreement are incorporated or attached and are deemed to be part of this Agreement. Any alterations, variations, modifications or waivers of provisions of this Agreement shall only be valid when they have been reduced to writing as an amendment to this Agreement sign�d by the parties hereto. �X. Severabilitv The provisions of this Agreement shall be deemed severable. If any part of this Agreement is rendered void, invalid, or unenforceable, such rendering shall not affect the validity and enforceability of the remainder of this Agreement unless tfie part or parts which are void, invalid or otherwise unenforceable shall substantially impair the value of the entire Agreement with respect to the parties. One or more waivers by said party of any provision term, condition or covenant shall noY be construed by the other parties as a waiver of a subsequent breach of the same by other parties. XX. Governine Law This contract is entered into in and under the laws of the State of Mwnesota and shall be interpreted in accordance therewith. XXI. Notices Any notice or demand, which may or must be given or made by a party hereto, under the terms of this Agreement or any statute or ordinance, shall be in writing and shall be sent certified mail or delivered in person to the other parties addressed as follows: -16- �o- �� I. St. Paul CITY CLERK 170 City Hall 15 West Kellogg Boulevard St. Paul, MN 55102 2. The Council REGIONAL ADMINISTRATOR Metropolitan Council 230 East Fifth Street St. Paul, MN 55101 3. MnDOT DIVISION ENGINEER Metropolitan Division 1500 West County Road B-2 Roseville, MN 55113 X�t. Availability of Records The Council, St. Paul and MnDOT agree that each party hereto, the State Auditor, or any of their duly authorized representatives at any time during normal business hours, and as often as they reasonably deem necessary, shall have access to and the right to examine, audit, excerpt, and transcribe any books, documents, papers, records, etc., which are pertinent to the accounting practices and procedures of the other party hereto and involve transactions relating to this Agreement. 3��II. Contract Administration In order to coordinate the activities of the Council, St. Paul and MnDOT so as to accomplish the purposes of this Agreement, the following individuals, or their designees or successors shall manage this Agreement on behalf of the Council and St. Paul: The Council General Ivlanager or Assistant General Manager METRO TRANSIT 560 Siacth Avenue North Minneapolis, MN 55411-4398 -17- 2. St. Paul DIRECTOR OF PUBLIC WORKS 1000 City Hall Annex 25 West Fourth Street Sf. Paul, MN 55102-I660 3. MnDOT: DIVISION ENGINEER Metropolitan Division 1500 West County Road B-2 Roseville, MN 55113 X�V. Successors The covenants of tlris Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors and assigns, as provided by law. XXV. Conflict Resolution If a dispute shall arise between the Council, SL Paul and/or MnDOT with respect to this Agreement or any of its provisions, the Council, St. Paul and/or MnDOT agree to attempt to settle such dispute through the use of a mediator mutually acceptable to both parties prior to commencement of any legal action on the part of either party with respect to this Agreement, any of its provisions and/or its enforcement. The costs of such mediation shall be borne equally by the Council, St. Paul and/or MnDOT. XXVI. Data Privacv The Council, St. Paul and MnDOT agree to abide by all applicable State and Federal laws and regulations and confidentiat information conceming individaals and/or daYa including, but not limited to, informarion made non-public by such laws or regularions. �XVII. Termination Ttris Agreement shall take effect upon �ecution by all parties hereto and by proper State officials and shall remain in effect until all of the terms of the Agreement have been performed or this Agreement is terminated or cancelled pursuant to Paragraph XXVIII of this Agreement. X3D�VIII. Cancellation The parties to this Agreement may mutually agree to cancel this Agreement prior to its natural termination as provided in Pazagraph XXVII of this Agreement. -18- �o -l�'1 IN TBSTIMONY WFiEREOF, the parties hereto have caused this Agreement to be executed by their respective duly authorized representatives. METROPOLTTAN COUNCII. Approved as to Form: � /2�az�r� al Counsel ` CITY OF ST. PAUL � Approved as to Form: Legal Counsel � � � -19- Date:T� � c�� ( I �� EXHIBIT A �Proxima� 5��c. Bounda.r� . \ Future I-35E ROW Ponion �. a �o�.J Line, � """""""'" ' Future Y ecyding . � _ � Bus Garage : Portion � . \� StPaul � Water ' . Utility . � � Canadian � � Pacific RR . Parts � ' .� •� �•� .� . .� � / � / � Canadian � _ Paafic RR � ( � BNK� � ,�.,.�. . �..e.. • 4,,..a. k -� �Metropolitan �TI Council 1i TI V MPt.r� TransiE. \I� � u o c�-l�� a 8 � � � � E 0 3 / / �� B�l� � � � � r .,..-�m . �ow ay-,.« n�c ari-�sos East Metro Transif, Facility Mississippi & Cayuga Site Property Owners :n: : Mississippi/Cayuga Site Property Split Between the City of St. Paul and Metropolitan Council PROPERTY SPLTT ESTIMATE Based upon takeoff of approximate boundaries and approximate ROW line St. Paul Portion Total Properly Future I-35E Realignment Council Portion Ri ht-of-R'a Bus Gara e Site Property Acres SF Acres SF % Acres SF % Advanced ReCycling 1.80 78,408 1.80 78,408 100% 0.00 0 0.00% Action Auto Parts 324 141,134 0.64 27,878 19.75% 2.60 113,256 8025% Canadian Pacific RR 5.57 242,629 131 57,064 23.52% 426 185,566 76.48% SY. Paul WaterUYility 9.84 428,630 3.62 157,687 36.79% 6.22 270,943 63.21% Tota( 20.45 890,802 7.37 321,037 36.04% 13.08 569,765 63.96% Comments 1. The final property split values to be determined based upon the final survey and the final I-35E ROW line. 2. Calculations above based on I-35E single-tiered retaining wall entire length of ROW. Need for double-tiered wall due to finat elevation relation between bus garage and I-35E will shift more property to St. Paul portion. 0 0� 2 0 � W I� �� N � . . � p, O t" O � ti �G � � fA '? O � y �� °�' s�tl n�' Q`�' o.� cm > n � a o ts p m o o� E n �. •- � � ��'- ro a a. � H �' e c �. .`�, > n., U^ ... sL a `° Rs c. � � m. 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" �. � � w ° �' � � � � � 0 w w Q' � �+, � w m � f°. � � a � ,m, N � � � � � � � � `C C � E�+ �� Q m � ^ o � � ^ �.� �v� qw � t5 0 � .0 � `-c ; �, �o a c M (D (0 M A � y �i � (p /`� ro n b� � c�.• E. Y• � E. o o �� v� � w � � � � (o � �. �. O �. N G' � C �p C O � G � � � �� ; � � . R y �, � - o '"' o• a r, o e � o � � ' . � � � � '?� y � (A CA � C N ti L-' '+ :: Vf (n "+ �- y ��, r , �� • „ „ ? w w�+ � a' w ° �. m d 'rtl �. �. � ^ � � o � � �' o � � � 5 Pi d ^ 7 � � O � C�i " .�i n �. � y n K � o � � Q '�U � � � y0 �z H G] x� r� �� "��y ° O ��-3 � � � a '� z ?� y "�.G H H l'• mz� m�� y�ro ��O T � y o�z A ,��., y O z �r O W � � ^ � 4f � y � � C�1 C t z b >C x � H � Council File # O(� , 1$7 RESOLUTION �reen sheet # 102713 OF SAINT PAUL, MINNESOTA Presented By Referred To Committee: Date 2 WHEREAS, it is in the best interest of the Metropo{itan Council and the City of Saint Paul to 3 jointly and cooperatively purchase properties necessary to complete both the East Metro Transit 4 Bus Garage and the Phalen Boulevard. project, and 5 6 THEREFORE BE IT RESOLVED, that the proper city officials be authorized to execute and 7 approve, on behalf of the City of Saint Paul, the Cooperation Agreement Between the Metropolitan 8 Council, the City of Saint Paul and MnDOT with Respect to Acquisition of Site for East Metro Bus 9 Garage. A copy of said agreement being attached hereto and incorporated herein by reference. 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Requested by Department of: Adoption Certified by Council Secretary � Appr � � c�-�,�� - oved by C��nr: Date / �� t-c-C%C/ � �y`��/I�L� i � Public Works g�, *0�6�i.j� Thomas J. g m, i e or Form Approved by City Attorney B �� ✓!�✓o✓�� t �22,� o U Approved by Mayor for Submission to Council sY: C�C��a��'vi'6 i�� Adopted by Council: Date ��,. a3 ��o 68 - lS? DEPAFTMENT/OFFICECOUNCIL DATE INITIATED Np 102713 Public Works v,8�oo GREEN SHEE��lO �� CONTAClPERSONBPHONE EPARTMENrDIRECTOR MikeKlassen �G6 ZD� ��GN ❑7 CffVCOUNCIL MUSTBEONCOUNCILAGENDABY(DAT� V ROI 4 C1ttA�� C[NCLELtK OHDER UDGETDIflECTOR ❑FlN.&MGT.SER�VIC � S � � � MHYOR (OF ASSISfANn ��. � MCK /� �C� OTAL g OF SIGNA7URE PAGES 'I (CLIP ALL LOCATIONS WF SIGNATURE) u ASSOCIATE u DEPT. ACCOU CT10N REQUESIED pproval ot the attached Counci4 Resolution authorizing proper City officials to sign the Coopecation Agreemert between the tropolitan ouncil, the City of Saint Paul and Mn/DOT with respect to acquisition of site for East Metro Bus Garage. FECAMMENDATIONS: Approve (A) or Reject (R) PERSONAL SERVICE COMRACTS MUST ANSWER THE FOLLOWING QUES770NS: PLANNINGCOMMf$SION CNIISERVICECOMMISSION �_ �m�Pyrsp�rtneverworkedu�deracontcactforihisdepartment? q6 CoMMmEE YES NO — — 2. Has this persoNfirtn ever been a city employee2 X srpFF _ YES NO DISTAiCr COUNqL 3. Does this person/firtn possess a skill noi nortnalry possessetl by any current city employee? — — YES NO SUPPORTS WHICH COUNCIL OBJECTIVE? Explain all yes answers an separate sheet and attach to green sheet INITIATING PROBLEM, ISSUE, OPPoRTUNffY (WHO, WHAT, WHEN, WHEflE, WH1�: The City of Saint Paul and Mn/DOT have jointly completed an EIS on Phalen Boulevard and I-35E.. During the process of completing this EIS, the Metropolitan Council was reviewing possible sites to place the new East Metro Bus Garage. With assistance from City and State staff, the Metropolitan Council staff reviewed various sites suggested by the City. The Metropolitan Council selected the site known as the "Mississippi Street near Cayuga" site for its new facility. Four properties are required to be acquired for the construction of this transit facility and parts of these four sites are necessary for the completion of the Phalen Boulevard project. Therefore, City staff worked closely with Mn/DOT and Metropolitan Council staff to prepare this cooperation agreement. ADVANTAGESIFAPPFOVED: Approval of the attached Council Resolution will allow the City and the Metropolitan Councii to jointly acquire the necessary parceis in the most efficient manner for all parties and begins to provide right of way necessary for Phalen Boulevard. DISADVANTAGES IF APPFOVED: None DISA�VAMTAGES IF NOT APPROVED: The City will miss the opportunity to purchase these properties at the best possible price and cause the Metropolitan Council financial difficulties on their project at the site that the City requested them to utilize. OTALAMOUNTOFTRANSACTION$ $1,000,000.00 COST/REVENUEBUDGETED(CIRCLEONE) YES rvo FUNDING SOURCE M$/a ACINfTV NUMBER C99-2S141-0788-25061 FINANCIAL INFORMATION: (EXPW N) 00 -��`I COOPERATiON AGREEMENT BETWEEN THE METROPOLTTAN COUNCIL, THE CTTY OF SAINT PAUL AND MNDOT WITH RESPECT TO ACQUISITION OF STTE FOR EAST METRO BUS GARAGE This Agreement, effective on the date of ea�ecution by all parties, is made and entered into by and between the Metropolitan Council, a public corporation and political subdivision of the State of NTinnesota, hereinafter referred to as the "Council," the City of Saint Paul, a municipal corporatioq hereinafter refened to as "St. PauP' and the State of Minnesota through its Department of Transportation, hereinafter referred to as "MnDOT." BACKGROUND RECITALS 1. The Council has deternvned that it must constnzct a new bus storage facility in the City of St. Paul. 2. Pursuant to Laws 1998 chapter 389, A.rt. 3§ 22, the State Legislature required the Council, St. Paul and the IvTinnesota Department of Transportation to jointly assess the feasibility of locating the bus storage facility near Mississippi and Cayuga and I-35E in St. Paul and, if the Council determined feasibility, required that the first priority for siting of the bus storage facility be at that location. 3. St. Paul and MnDOT are in support of the location of the bus storage facility at the Mississippi and Cayuga location. 4. At its October 22, 1998, meeting, the Council chose a site in St. Paul, Minnesota, hereinafter referred to in this Agreement as the "Mississippi and Cayuga Site" as the location for a new Metro Transit bus facility, hereinafter referred to in this Agreement as the "East Metro Bus Gazage." 5. The Council's October 1998, recommendation of the Mississippi and Cayuga Site for the East Metro Bus Crarage was contingent upon signed agreements with other units of local govemment which commit these units of local govemment to complete required actions and assist the Council in securing sufficient additional funding or in-kind contributions. 6. St. Paul, in order to accomplish its Phalen Boulevard Project, must acquire future right-of-way for the proposed I-35E realignment. 7. The Mississippi and Cayuga Site for the East Metro Bus Garage and the future right-of-way for the proposed I-35E realignment occupy different portions of three parcels of land in St. Paul, identified on Exhibit A attached hereto and made a part hereof. The three parcels are identi£ied on Exhibit A as the Action Auto Parts pazcel, the Canadian Pacific parcel and the St. Paul Water Utility parcel. -1- 8. In addition to Yhe three parcels listed in paragraph 7 above, the future right-of-way for the I-3 SE realignment occupies a fourth parcel, identified on Exhibit A as the Advanced Recycling parcel. 9. St. Paul and MnDOT agree that the area shown on Elchibit A attached hereto as the proposed I-35E realignment accurately represents its plans for fuhue I-35E realignment and the future right-of-way that must be acquired to implement the future I-35E realignment. 10. For purposes of this Agreement, the term "future right-of-way for the I-35E realignment" or "future I-35E realignment right-of-wa}�' means those portions of the Action Auto Parts, Canadian Pacific, St. Paul Water Utility and Advanoed Recycling parcels shown on Eachibit A to be future right-of-way for the proposed I-35E realignment. 11. St. Paul will acquue future right-of-way for the proposed I-35E realignment. The Council aclmowledges that St. Paul cannot purchase the property prior to receiving either FF3WA's record of decision on the proposed I-35E realignment or special approval from the FHWA to purchase specific properties. St. Paul, in order to facilitate the conshuction of the East Metro Bus Garage, agrees to proceed with certain acquisition activities prior to its receipt of the FHWA record of decision. St. Paul agrees that it will obtain the FHWA record of decision as e�cpediently as possible, and, if necessary, secure special FHWA approval to meet deadlines put forth in this document. 12. Pursuant to 1Vfinnesota Statutes § 471.59, the Council, St. Paul and MnDOT have determined that it is in their best interests and in the best interests of the public to pursue acquisition of the Ivfississippi and Cayuga Site for the Fast Metro Bus Garage and the future I- 35E realignment right-of-way in a cooperative manner, and to share the responsibilities for and costs of acquisition of the four parcels identified in Exhibit A to this Agreement. AGREEMENT NOW, TE�REFORE, in consideration of the mutual undertakings and agreements set forth below, the sufficiency of wlrich has been agreed to by the parties, the Council, St. Paul and MnDOT agree as follows: I. Acquisition Process Infroduction The Mississippi and Cayuga Site for the East Metro Bus Crarage and future right-of-way for the proposed I-35E realignment occupy different portions of three parcels of land in St. Paui, identified on Exhibit A attached hereto and made a part hereof. The three parcels are identified on Exhibit A as the Action Auto Parts parcel, the Canadian Pacific parcel and the St. Paul Water Utility pazcel. -2- oo-lS� In addition to the three parcels listed above, the future right-of-way for the I-35E realignment occupies a fourth pazcel, identified on Eachibit A as the Advanced Recycling parcel. Council and St. Paul anticipate that the acquisition process for the four parcels identified in Exhibit A will consist of the following steps: a. Survey of the four parcels. b. Environmental site study on all four parcels. c. Appraisals of the four parcels including both a land and building appraisal of all four parcels, and a fvcture appraisal of Action Auto Parts and Advanced Recycling parcels. d. Review appraisals of all of the appraisals listed in subpazagraph I(c) above. e. Relocation of the businesses located on the Action Auto Parts and Advanced Recycling parcels and construction equipment storage on Canadian Pacific parcel. f. Negotiations with property owners and other parties with an interest in all four parcels for acquisition of all four parcels. g. Titie examination for all four parcels and resolution of title probiems. h. Environmental assessments for the Council's East Metro Bus Garage project and St. Paul's Phalen Boulevazd Project. i. Closings on all four pazcels. j. Initiation of condemnation proceedings on those pazcels which cannot be acquired through the negotiation process. k. Subdivision of the Action Auto Parts, St. Paul Water Utility and Canadian Pacific parcels either by lot split or replat into parcels needed by the Council for the East Metro Bus Garage and by St. Paul for future I-3SE ' realignment right-of-way. l. Conveyance by the Council to St. Paul of parcels needed by St. Paul for future I-35E realignment right-of-way. m. Grant of temporary construction easements by St. Paul to the Council on the fizture I-35E realignment right-of-way for construction of the East Metro Bus Garage and grant of permanent easements and permit to the Council by St. Paul for storm drainage, sewer and ponds, and roads, including areas along the roadways for snow storage, on the future I-35E realignment right-of-way pazcels. -3- n. Grant by MnDOT to the Council of access to Nfississippi Street and, after I-35E realignment, access to the I-35E west frontage road and Cayuga Street. o. Environmental Remediation and Demolirion. 2. Council, St. Paul and MnDOT will share the responsibility for and costs of the accomplishment of the steps of the acquisition process listed in Paragraph I, subpazagraph 1 above as specifically set forth in this Agreement. For the purposes of this Agreement, Council, St. Paul and MnDOT agree that the line identified in Exhibit A as"Approximate ROW Line" is the line which designates the approadmate boundary between the pazcels or portions of parcels within the future I-35E realignment right-of-way and the portions of parcels within the East Metro Bus Garage site. As shown on Extubit A, Council, St. Paul and MnDOT agree that the Advanced Recycling parcel and the portions of the Action Auto Parts, Canadian Pacific and St. Paul Water Utility pazcels to the north and west of the approximate ROW Line ue within fuhue I-35E realignmern right-of- way and that the portions of the Action Auto Parts, Canadian Pacific and St. Paul Water Utility parcels to the south and east of the approximate ROW Line are in the East Metro Bus Garage site. 4. For purposes ofthis Agreement, Council, St. Paul and MnDOT agree that the - - - approximate size of the four parcels and the appro�mate squaze footage of the future I-35E realignment right-of-way portions and East Metro Bus Garage site portions of the parcels are shown on the chart attached hereto as Extu'bit B and that the term "St. Paul Portion" meaas that pazcel and portion of parcels within the future I-35E realignment right-of-way and the term "Council Portion" means the portions of parcels within the East Metro Bus Garage site. The final I-35E ROW line shall be approved by Council, St. Paul and MnDOT staffbased upon compietion of the survey provided for in Paragraph II of this Ageement. The final square footages of the estimated values presented in Exhibit B will be calculated based on the final survey and the final I-35E ROW line. 5. Unless otherwise specifically provided in this Agreement, the services provided by staffs of the Council, St. Paul and MnDOT to each other in order to accomplish the terms of this Agreement will be at no cost to each other. As more specifically provided further in ttus Agreement, the Council will obtain certain services necessary for the acquisition of the parcels by the Council for the East Metro Bus Garage and by St. Paul for future I-35E realignmem right-of-way. The costs of such services will be divided and St. Paul will reimburse the Council for such services on a proportionate basis based upon the Council's and St. Paul's proportionate share of the total final square footage of the parcel or parcels for which the Councfl has obtained the services. For purposes of this Agreement, therefore, the term "on a proportionate basis" means each party's percentage determined by dividing the total number of square feet of the parcels for which the � �Y • services are performed by the number of square feet in each party's portion of the pazcel. 6. Council, St. Paul and MnDOT agree that the services to be performed by and/or provided by the other party will be perfomied and/or provided in a timely manner. For purposes of this Agreement, the term "in a timely manner" means performance of the services, to the greaxest extent possible, in accordance with the dates set forth in this Agreement and the Exhibits to this Agreement. For the purposes of this Agreement, MnDOT's responsibilities aze limited to those obligations and responsibilities specifically set forth in this Agreement and shall not include any reimbursement to either the Council or St. Paul for performance of the services by either the Council or St. Paul as provided in this Agreement. MnDOT agrees, however, that services provided by MnDOT staff to either the Council or St. Paul in order to accomplish MnDOT's obligations and responsibilities pursuant to this Agreement, will be at no cost to either the Council or St. Paul. II. Survevs 1. Council's on-staffregistered land surveyor will survey all four parcels and provide to St. Paul the survey which will include legal descriptions of each of the four parcels. St. Paul's on-staff surveyor shall provide assistance as needed to Council's surveyor. 2. Subsequent to acquisition by the Council of the Action Auto Parts, St. Paul Water Utility and Canadian Pacific parcels, Council's on-staff registered land surveyor will prepare surveys and legal descriptions of the three pazcels subdivided into the St. Paul portion - i.e. - future I-35E realignment right-of-way and the Metro Transit portion - i.e.- the East Metro Bus Garage site. If a replat of either all four pazcels or the three subdivided pazcels is necessary, Council's on-staff registered land surveyor will prepare the new plat and perform such other services necessary to accomplish and record the new plat. Council will provide the new piat to St. Paul. St. Paul is not obligated to reimburse Council for services performed by Council's on-staff registered land surveyor to produce the surveys, legal descriptions and replat of the four pazcels, provided, however, that if, for any reason, Council's on- staff registered land surveyor is unable to provide the services necessary to produce the surveys, legal descriptions and plat or plats necessary to accomplish the acquisition of one or more of the four parcels in a timely manner, Council and St. Paul agree that Council will retain the services of a professional registered land surveyor necessary to accomplish the acquisition of one or more of the parcels in a timely manner and St. Paul shall share the costs of the professional land surveying services on a proportionate basis as that term is defined in Paragraph I(5) of this -5- Agreement. 4. St. Paul shall provide its staff expertise and support to the Council with respect to the subdivision and replatting process and to the greatest extent possible eapedite the subdivision and, if necessary, replat of the pazcels into the future I-35E realignment right-of-way pazcels and East Metro $us Garage parcels. 5. The Councfl and St. Paul shall share the cost of administrative and recording fees incurred by the Councit with respect to the subdivision and replatting of the four parcels into the future I-35E realignment right-of-way parcels and the East Metro Bus Garage parcels on a proportionate basis. III. Environmental Site Studies 1. The Council has obtained the professional services of PEER Environmental & Engineering Resowces, Inc. ("PEER") and PEER has completed and submitted to . the CounciT a Phase I Environmental Assessment and a Phase II Environmental Invesrigarion for the four pazcels, i.e., Advanced Recycling, St. Paul Water Utility, Canadian Pacific and Action Auto Parts, shown on Exhibit A. 2. The Council has provided to and St. Paul has received a copy of PEER's Phase I Environmentai Assessment and a Phase II Environmental Investigation. 3. St. Paul will reimburse to the Council, on a proportionate basis, the costs incurred by the Council for the Phase I and Phase II services and reports provided to the Council by PEER and for MPCA review and approval of the Phase I and Phase II reports. • Specifically as of the date of this Agreement, the costs incurred by the Council for PEER's services and Phase I and Phase II reports is $46,533.00. The costs incurred by the Councfl for MPCA review of the Phase I and Phase II reports is approximately $3,100.00. 4. St. Paul will reimburse the Council for costs for future additional environmental site studies on the St. Paul Water Utility, Canadian Pacific, Action Aato Parts and Advanced Recycling sites on a proportionate basis if such additional site studies are determined mutually by the Council and St. Paul to be necessary. 5. St. Paul will reimburse to the Council, on a proportionate basis, the costs incuned by the Council for a remediation Response Action Plan for the Action Auto Parts, St. Paul Water Utility, Canadian Pacific and Advanced Recycling sites, shown on Exhibit A provided to the Council by Braun Intertec Corp, ("Braun") and for MPCA review and approval of the Response Action Plan. Specifically, as of the date of this agreement, the costs incurred by the Council for � �jp — \sS `l Braun's services and the preparation of Response Action Plan is esrimated to be $35,000.00. The costs to be incuned by the Council for MPCA review of the Response Action Plan is estimated to be $3,000.00. IV. A�uraisals 1. The Council has obtained the professional services of Herman Appraisals, Inc. to prepaze and provide to the Council in a timely manner land and building appraisals for the three shared sites - i.e. - the St. Paul Water Utility, Canadian Pacific, and Action Auto Parts sites, shown on Exhibit A, (hereinafter refened to as the "Land Appraisals"). 2. The Council has obtained the professional services of Pelton Appraisals, Inc. to prepaze and provide to the Council in a timely manner a fixture appraisal for the Action Auto Parts site (hereinafter referred to as the "Fiacture Appraisal"). 3. St. Paul will reimburse to the Council, on a proportionate basis, the costs incurred by the Council for the Land and Fixture Appraisals. As of the date of this Agreement, the estimated cost of the Land and Fixture Appraisals is $29,500.00, 4. The Land and Fixture Appraisals shall be performed and the reports shall be prepared in accordance with the requirements of the federal Uniform Real Properry Acquisition and Relocation Act and applicable state law. 5. The Council has provided a copy of the Fixture Appraisal to St. Paul. Upon completion of the Land Appraisals and receipt of the reports by the Council, the Council shall provide at least one copy of the Land Appraisals to St. Paul. 6. St. Paul will haue the sole responsibility for and obligation to bear the costs of obtaining an appraisal or appraisals for the Advanced Recycling site as shown on Exhibit A. V. Review Avnraisals CouncH has obtained the professional services of McKinzie Metro Appraisals to prepare and provide to the CouncIl on a timely basis review appraisals of the Land and Fixture Appraisals (hereinafter refened to as "Review Appraisals") for the three shared sites shown on E�ibit A- i.e. - the St. Paul Water Utility, Canadian Pacific and Action Auto Parts sites. 2. St. Paui will reimburse to the Council on a proportionate basis the costs incurred by the CouncIl for the Review Appraisals. As of the date of this Agreement, the cost of the Review Appraisals is estimated to be $5,250.00. -7- The lteview Appraisals shall be performed and the reports sha11 be prepared in accordance with the requirements of the federal Uniform Real Property Acquisition and Relocation Act and applicable state law. 4. Upon completion of the Review Appraisals and receipt of the reports by the Council, the Council shall provide at least one copy of the Review Appraisals to SY. Paul. If a Review Appraisal is necessary, St. Paul shall have the sole responsibility for and obligation to bear the costs of obtaining a Review Appraisal for the Advanced Recycling site as shown on Exhibit A. VI. _ Relocation The Council has retained the services of Conworth, Inc. to provide to the Council on a timely basis relocation services to relocate the business located on the Action Auto Parts parcel and the construction storage facility on the Canadian Pacific parcel, as shown on Exhibit A, which relocation services include the services of a reai estate broker to search for a new site for Action Auto Parts, Inc., all of which aze hereinafter referred to as "Relocation Serviczs." 2. St. Paul will reimbwse to the Council on a proportionate basis the costs incuaed by the Council for the Relocation Services. As of the date of tlrisAgreement� the cost ofthe Relocation Services is estimated to be $15,000.00. The Relocation Services shall be performed in accordance with the requirements of the federal Uniform Real Property Acquisition and Relocation Act and applicable state law. 4. Upon completion of the Relocation Services and receipt of a relocation report by the Council, the Council shall provide at least one copy of the relocation report to St. Paul. 5. St. Paul shall have the sole responsibility for and obligation to bear the costs of obtaining relocation services for the Advanced Recycling site as shown on Exhibit A. 6. St. Paul, through its Department of Planning and Economic Development will woperate with the Council's relocation specialist by providing, if available, information on availability of relocation sites for Action Anto Parts, Inc. an@ the construction storage facility on the Canadian Pacific parcels. 7. Council and St. Paul agree that in addition to the relocation of the Action Auto Parts business from the pazcel identified as the Action Auto Parts parcel on Eachibit A and relocation of the construction storage facility from the Canadian Pacific � 00 -��'� parcels identified on Exhibit A, there are other items on the Action Auto Parts, Canadian Pacific and St. Paul Water Utility parcels which may require relocation. Councfl and St. Paul agree that the other items known to all parties are listed in Exhibit C attached hereto and made a part of ttus Agreement and further agree that the responsibility for and obligations for both relocation of and reimbursement for relocation of the facility is as set forth in Eachibit C. Relocation of the facilities listed in E�ibit C shall be completed in a timely manner in accordance with dates set forth in Exhibit C. VII. Ne�otiations for Acquisition of Pazcels Council staff shall, in a timely manner, conduct negotiations for acquisition of the three shared parcels - i.e. - the St. Paul Water Utility, Canadian Pacific and Action Auto Parts parcels, as shown on Exhibit A, and shall have Conworth, Inc: conduct the relocation of the businesses from the Action Auto Parts and Canadian Pacific sites. St. Paul shall provide its staff expertise and support to Council with respect to acquisition of the St. Paul Water Utility pazcel and to the greatest extent possible expedite the acquisition of the St. Paul Water Utility parcel. 2. St. Paul will reimburse to the Council on a proportionate basis the cost of the acquisition of and relocation from the three shared parcels as described in Subparagraph 1 above, which acquisition cost will be reimbursed by St. Paul without reduction for the easements and permit described in Paragraphs XII and �II of this Agreement provided, however, that if the negotiated price for the Action Auto Parts pazcel reflects a reduction due to the fill in the southeast corner of the parcel (all of which is in the bus garage portion of the parcel), Council is to receive full value of that price reduction, in return for which Council will bear the cost to correct the fill area of the pazcel as necessary for construction of the East Metro Bus Facility. 3. Payment of acquisition or relocation costs from any of the three shazed parcels in excess of the appraised value and/or in excess of the amount of relocation benefits provided by federal or state law shall be by mutual consent of the Council and St. Paul, provided, however, that either the Council or St. Paul may agree to acquire one or more of the three shared pazcels for a cost in excess of the appraised value andJor in excess of relocation benefits provided by federal or state law if the acquiring pa�ty bears the full amount of the acquisition or relocation costs in excess of the other party's proportionate costs based upon the appraised value of , the property or relocation benefits provided by federal or state law. 4. St. Paul shall have the sole responsibility for and obligation to bear the costs of obtaining negotiation services, if necessary, for the Advanced Recycling parcel, as shown on E�ibit A and for costs of relocation of the business from the Advanced � Recycling, Inc. parcel. 5. The responsibility for and obligations for relocation of and reimbursement for relocation of the items listed on Extu'bit C will be as set fortk in E�chibit C. VIII. Title Examination The Council will obtain tifle commitments, title commitment updates and titte policies for the three shared pazcels - i.e. - St. Paul Water Utility, Canadian Pacific and Action Auto Parts, Inc. and for the Advanced Recycling parcel and shall provide copies of the tifle commitments and policies to St. Paul upon receipt by the Council. As of the t3ate of this Agreement, the Council has provided to St. Paul a copy of the title commitment for the three shared pazcels and the Advanced Recycling pazcel. 2. The title couunitmenYs and policies shall insure Council and/or St. Paul, as appropriate, as owner of fee tide interest in the four pazcels as shown on Exhibit A. Upon receipt of the title commitments, Yhe Council shall Yake such sYeps as are indicated by the title commitment as necessary to obtain marketable title to the three shared pazcels - i. e. - St. Paul Water Utility, Canadian Pacific and Action Auto Parts, Inc. If Council determines that it will accept title to any of the three shared pazcels subject to certain exceptions not listed in the title commitment or in E�ibit C to this Agreement, and such exceptions aze applicabie to St. Paul's portion of the shared parcels, the Council shall obtain approval of St. Paul for such exceptions prior to closing. 4. St. Paul will reimburse to the Council on a proportionate basis the costs incurred by the Council for the title commitments and policies, provided, however, that for the purposes of deteanining the proportionate basis for the title policies and commihnents, the amount of the ride insurance premium related to land value only will be used to deternune each party's proportionate basis of the premium. 5. St. Paul shall take such steps as aze indicated by the title wmmitment as necessary to obtain mazketable title to the Advanced Recycling parcel. IX. Environmental Assessment 1. The Council shall have responsibility for prepazation of and bear the costs of the Environmental Assessment Worksheet for its East Metro Bus Garage project. 2. St. Paul shall have responsibility for prepararion of and bear the costs of the Environmental Assessment Worksheet and/or EnvironmentaI Impact Statement for its Phaten Boulevard project, including acquisition of the future I-35E realignment -10- c�-�� right-of-way located on the parcels described on E�ci�ibit A attached hereto. The Council and St. Paul shall complete their respective environmental assessment�mpact statement in a timely manner. X. Closin s In a timely manner, the Council shail acquire title to each of the three shared pazcels, in its entirety - i.e. - the St. Paul Water Utility, Canadian Pacific and Action Auto Parts pazcels. 2. Council legai staff shall prepaze all documents necessary for and conduct the closing on each of the ihree shared parcels. Subsequent to closing, Council legal staff shall record the appropriate closing documents with the Office of the County Recorder, Ramsey County, Minnesota, and shall provide a copy of each of the closing documents to St. Paul. St. Paul shall reimburse to Council on a proportionate basis admuustrative and recording fees related to the closing documents. 4. St. Paul shall have sole responsibility for and beaz the costs of acquisition of title to and the closing for the Advanced Recycling parcel. St. Paul shall acquire the Advanced Recycling pazcel by November 1, 1999 and shall complete relocation of the business from the temporary easement azea from the parcel no later than November 1, 1999. XI. Initiation of Condemnation Proceedines If the Council is unable to acquire one or more of the three shared parcels through negotiation with the property owners, the Council, either through its respective Office of General Counsel or through legal services contracted by the Office of General Counsel, shall initiate condemnauon proceedings in order to acquire the shazed parcels in a timely manner and in accordance with the requirements of Ivfinnesota state law. St. Paul is not obligated to reimburse the Council for legal services performed by the Council's Office of General Counsel for condemnation proceedings, provided, however, that if, for any reason, the Council's Office of General Counsel is unable to provide the legal condemnation services necessary to accomplish the acquisition of one or more of the three shazed parcels in a timely manner, Council and St. Paul agree that the Council, subject to approval by the City of Council's selection of legal services, will retain legal services necessary to accomplish the acquisition of one or more oFthe pazcels in a timely manner and St. Paul shall share the costs of the legal services and expert witnesses on a proportionate basis as that term is defined in Paragraph I(5) of this Agreement. -11- 2. The Council and St. Paul shall pay the amount(s) of damages awarded by the commissioners on a proportionate basis, or, if either the Petitioners or one or more of the Respondents appeal the award, the amount awarded as a result oFthe appeal. 3. Appeal of the damages awazded by the commissioners in the condemnation case by Petitioners, shall be by mutual consent of the Council and St. Paul. 4. If St. Paul is unable to acquire the Advanced Recycling parcel by 7uly 15, 1999, through negotiation with the property owner[s), St. Paul shall initiate condemnation proceedings in order to acquire the Advanced Recycling parcel in a timely manner in order to assure right of entry onto the Advanced Recycling pazcel no later than November 1, 1999, in accordance with the requirements of Minnesota state law. St. Paul shall have the sole responsibility for and bear the costs of condemnarion proceedings necessary to acquire the Advanced Recycling pazcel, including payment of the finai awazd. �III. Conveyance of I-35E ROW Pazcels to St. Paul Subsequent to the subdivision and, if necessary, repIat, of the four pazcels on E�ibit A., the Council shall convey to St. Paul, in a timely manner, by quit claim deed the parcels necessary for the future I-35E realignment right-of-way. Recording of the quit claim deed and other pertinent closing documents forthe fuhue T-35E realignment right-of-way parcels conveyed to St. Paul shall be the responsibility of and at the expense of St. Paul. 2. Council's conveyance to St. Paul by quit ciaim deed, of the pazcels necessary for the future I-35E realignmern right-of-way shall reserve to the Council the following pemvt and easements: ' a. A permanent easement for storm drainage, sewers and pond. Maintenance of the storm drainage, sewers and pond will be the responsibility of the Council. Council recogaizes that the storm drainage, sewer and pond may haue to be modified and/or relocated by the City and/or MnDOT to realign I-35E. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way pazcels &om St. Paul subject to the permanent stomi drainage, sewers and pond easement reserved to the Meiropblitan Council. b_ A pernut for roadway access to lbTississippi Street, which permit shall be granted by St. Paul to the Council to allow the Council to build access roads of sufficient width to accommodate the Council's transit operating needs and adequate snow storage for snow removal from the roadway. -12- 68 -lS� Maintenance of the roadways will be the responsibility of the Council. MnDOT agrees that it will accept conveyance of the future I-3 SE realignment right-of-way pazcels from St. Paul and issue an access roadway pemut granted to the Council by St. Paul. c. Temporary construcrion easements necessary for construction of the East Metro Transit Facility. St. Paul and Council shall mutually agree on the temunarion date of the temporary construction easements. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way parcels from St. Paul subject to any uneap'ued temporary construction easements reserved to the Council for construction of the East Metro Bus Garage. 3. If, at the time of conveyance of the I-35E realignment right-of-way pazcels by the Council to St. Paul, the exact location of the temporary construction easements, access roadway pemrit and storm drainage, sewers and pond easements referred to in Paragraph 7�I, has not been determined and therefore legal descriptions aze not available, Council may convey the future I-35E realignment right-of-way pazcels to St. Paul without such easement and permit. In that case, St. Paul agrees that it shall prepaze the documents for and grant to the Council, at no cost to the Council, the permanent storm drainage, seweis and pond easements and access roadway pemut described in this Paragraph XII(2) (a) and (b) of this Agreement and the temporary consriuction easements described in this Paragraph XII(2) (c) of this Agreement. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way parcels from St. Paul subject to the permanent storm drainage, sewers and pond easements and roadway permit and the temporary construction easements granted by St. Paul to the Council pursuant to this subparagraph. The Council shall have the responsibility for and bear the costs of recording the temporary construction and permanent easements. XIII. Conveyance of Easements to the Council and MnDOT No later than November i, 1999, St. Paul shall prepare the documents for and grant to the Gouncil, at no cost to the Council, a temporary construction easement over the entire Advanced Recycling parcel for the Council's construction of its East Metro Bus Garage Project. By execution of this Agreement, St. Paul grants to Council right of entry on the Advanced Recycling parcel on November 1, 1999, in the event St. Paul has not prepazed the documents. St. Paul and the Council shall mutually agree on the termination date of the -13- temporary construction easement. Council sha(1 have the responsibility for and beaz the costs of recording the temporary construction easement. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way parcels from St. Paul subject to the temgorary construction easement on the Advanced Recycling pazcel granted to the Council under the Paragraph 3�I subparagraph 1. 2. As part of the I35E realignment, MnDOT shall grant to the Council the following pemrits at no cost to the Council: a. A permanenY access to the new I-35E west frontage road. Access shall be of width and layout as required by the Council for safe bus facility operations. Exhibit D attached hereto and made a part hereof illustrates one concent of access to demonstrate typical transit facility needs. b. A permanent emergency access to Cayuga Street. The Councfl shall grant to MnDOT, at no cost to MnDOT, a twenty foot (20') temporary construction easement along the west ]ine of the Council's property used for the East Metro Transit Facility. - Council and MnDOT shall mvtually agree to tha termination date of ihe temporary easement. Upon termination of the temporary easement, MnDOT agrees to restore the area within the temporary construction easement to its originat condition or better. 4. Any interim construction access to the East Metro Transit Facility site must be constructed to road standazds acceptable to the Council to ensure safe and reliable uansit operations. XIV. Environmental Remediarion and Demolition 1. Council and St. Paul agree that remediation of the Action Auto Parts, St. Paul Water Utility, Canadian Pacific and Advanced Recycling pazcels will be carried out in accordance with the Environmental Response Action Plan prepared by Braun Intertec Corp. pursuant to Paragraph III of this Agreement and approved by MPCA 2. St. Paul shall reimburse the Council on a proportionate basis for the costs of demolition of buildings on the Action Auto Parts pazcel. 'SC� 00 -�� 3. Council and St. Paul shall mutually agree to the responsibility for and timing of the actual work of remediation of each parcel and the responsibility for the costs thereof. XV. Reimbursement 1. St. Paul shall reimburse the Council for the costs incurred by the Council for services in accordance with this Agreement and for acquisition and relocation costs as provided in this Agreement, upon completion of such services and submittal to St. Paul on a quarterly basis of an invoice by the Council showing the total cost of such services and acquisition and relocation, St. Paul's share of the total costs on a proportionate basis and evidence of payment for such services, relocation and acquisition by the Council. St. Paul shall have fifteen (15) days from receipt of said invoice to review and contest the amount due. The amount due shall be final, binding and conclusive upon the expiration of the aforesaid fifteen day examination period unless St. Paul has contested the amount pursuant to this paragraph. Payment shall be due and payable 45 days after receipt of the invoice by St. Paul. 2. Notwithstanding the previous sentences, Council agrees that St. Paul shall pay the costs of the services performed in accordance with this Agreement and for the costs of acquisition and relocation in accordance with this Agreement after it has received the FHWA's record of decision on the proposed I-35E realignment. St. Paul shall have 15 days from the date of receipt of the FHWA record of decision in which to review and contest the amount stated on the invoice submitted by the Council. XVI. Em�yees All employees of St. Paul and all persons engaged by St. Paul in the performance of any work or services required or provided for herein to be perforxned by St. Paul shall not be considered employees of the Council and any and all claims that may or might arise under the Workers Compensation Act or the Unemployment Compensation Act of the State of Minnesota on behalf of said employees while so engaged, and any and all claims made by any third parties as a consequence of any act or omission on the part of said employees while so engaged, on any of the work or services provided to be rendered herein, shall in no way be the obligation or responsibility of the Council. . It is fizrther agreed that any and all employees of the Council and all other persons engaged by the Council in the performance of any work or services required or provided for herein to be performed by the Council shall not be considered employees of St. Paul and that any and all claims that may or might arise under the Workers Compensation Act or the Unemployment Compensation Act of the State of lvtnnesota on behalf of said employees while so engaged, and any and all claims made by any third parties as a consequence of any act or omission on the part of said employees while so engaged, on any of the work or services provided to be rendered herein, shall in no way be the - IS- obligation or responsibility of St. Paul. XVII. Applicable Provisions of Law Applicable provisions of M'innesota State law, federal law and of any applicable local ordinance shall be considered a part ofthis Agreement as though fully set forth herein. Specifically, St. Paul agrees to comply with all federal, state and local applicable laws and ordinances relating to nondiscrimination, affiimative action, public purchases, contracting, employment, including workers compensatioq and state labor wage provisions, and surety deposits required for wnstrucrion contracts. St. Paul agrees to take affirmative action to include tazgeted group businesses in the performance of this Agreement whenever possible. XVIII. Enrire Agreement It is understood and agreed that the entire Agreement between parties is contained herein and that this Agreement supersedes ail oral agreements and negoriations between the parties relating to the subject matter hereof. All items referred to in this Agreement are incorporated or attached and are deemed to be part of this Agreement. Any alterations, variations, modifications or waivers of provisions of this Agreement shall only be valid when they have been reduced to writing as an amendment to this Agreement sign�d by the parties hereto. �X. Severabilitv The provisions of this Agreement shall be deemed severable. If any part of this Agreement is rendered void, invalid, or unenforceable, such rendering shall not affect the validity and enforceability of the remainder of this Agreement unless tfie part or parts which are void, invalid or otherwise unenforceable shall substantially impair the value of the entire Agreement with respect to the parties. One or more waivers by said party of any provision term, condition or covenant shall noY be construed by the other parties as a waiver of a subsequent breach of the same by other parties. XX. Governine Law This contract is entered into in and under the laws of the State of Mwnesota and shall be interpreted in accordance therewith. XXI. Notices Any notice or demand, which may or must be given or made by a party hereto, under the terms of this Agreement or any statute or ordinance, shall be in writing and shall be sent certified mail or delivered in person to the other parties addressed as follows: -16- �o- �� I. St. Paul CITY CLERK 170 City Hall 15 West Kellogg Boulevard St. Paul, MN 55102 2. The Council REGIONAL ADMINISTRATOR Metropolitan Council 230 East Fifth Street St. Paul, MN 55101 3. MnDOT DIVISION ENGINEER Metropolitan Division 1500 West County Road B-2 Roseville, MN 55113 X�t. Availability of Records The Council, St. Paul and MnDOT agree that each party hereto, the State Auditor, or any of their duly authorized representatives at any time during normal business hours, and as often as they reasonably deem necessary, shall have access to and the right to examine, audit, excerpt, and transcribe any books, documents, papers, records, etc., which are pertinent to the accounting practices and procedures of the other party hereto and involve transactions relating to this Agreement. 3��II. Contract Administration In order to coordinate the activities of the Council, St. Paul and MnDOT so as to accomplish the purposes of this Agreement, the following individuals, or their designees or successors shall manage this Agreement on behalf of the Council and St. Paul: The Council General Ivlanager or Assistant General Manager METRO TRANSIT 560 Siacth Avenue North Minneapolis, MN 55411-4398 -17- 2. St. Paul DIRECTOR OF PUBLIC WORKS 1000 City Hall Annex 25 West Fourth Street Sf. Paul, MN 55102-I660 3. MnDOT: DIVISION ENGINEER Metropolitan Division 1500 West County Road B-2 Roseville, MN 55113 X�V. Successors The covenants of tlris Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors and assigns, as provided by law. XXV. Conflict Resolution If a dispute shall arise between the Council, SL Paul and/or MnDOT with respect to this Agreement or any of its provisions, the Council, St. Paul and/or MnDOT agree to attempt to settle such dispute through the use of a mediator mutually acceptable to both parties prior to commencement of any legal action on the part of either party with respect to this Agreement, any of its provisions and/or its enforcement. The costs of such mediation shall be borne equally by the Council, St. Paul and/or MnDOT. XXVI. Data Privacv The Council, St. Paul and MnDOT agree to abide by all applicable State and Federal laws and regulations and confidentiat information conceming individaals and/or daYa including, but not limited to, informarion made non-public by such laws or regularions. �XVII. Termination Ttris Agreement shall take effect upon �ecution by all parties hereto and by proper State officials and shall remain in effect until all of the terms of the Agreement have been performed or this Agreement is terminated or cancelled pursuant to Paragraph XXVIII of this Agreement. X3D�VIII. Cancellation The parties to this Agreement may mutually agree to cancel this Agreement prior to its natural termination as provided in Pazagraph XXVII of this Agreement. -18- �o -l�'1 IN TBSTIMONY WFiEREOF, the parties hereto have caused this Agreement to be executed by their respective duly authorized representatives. METROPOLTTAN COUNCII. Approved as to Form: � /2�az�r� al Counsel ` CITY OF ST. PAUL � Approved as to Form: Legal Counsel � � � -19- Date:T� � c�� ( I �� EXHIBIT A �Proxima� 5��c. Bounda.r� . \ Future I-35E ROW Ponion �. a �o�.J Line, � """""""'" ' Future Y ecyding . � _ � Bus Garage : Portion � . \� StPaul � Water ' . Utility . � � Canadian � � Pacific RR . Parts � ' .� •� �•� .� . .� � / � / � Canadian � _ Paafic RR � ( � BNK� � ,�.,.�. . �..e.. • 4,,..a. k -� �Metropolitan �TI Council 1i TI V MPt.r� TransiE. \I� � u o c�-l�� a 8 � � � � E 0 3 / / �� B�l� � � � � r .,..-�m . �ow ay-,.« n�c ari-�sos East Metro Transif, Facility Mississippi & Cayuga Site Property Owners :n: : Mississippi/Cayuga Site Property Split Between the City of St. Paul and Metropolitan Council PROPERTY SPLTT ESTIMATE Based upon takeoff of approximate boundaries and approximate ROW line St. Paul Portion Total Properly Future I-35E Realignment Council Portion Ri ht-of-R'a Bus Gara e Site Property Acres SF Acres SF % Acres SF % Advanced ReCycling 1.80 78,408 1.80 78,408 100% 0.00 0 0.00% Action Auto Parts 324 141,134 0.64 27,878 19.75% 2.60 113,256 8025% Canadian Pacific RR 5.57 242,629 131 57,064 23.52% 426 185,566 76.48% SY. Paul WaterUYility 9.84 428,630 3.62 157,687 36.79% 6.22 270,943 63.21% Tota( 20.45 890,802 7.37 321,037 36.04% 13.08 569,765 63.96% Comments 1. The final property split values to be determined based upon the final survey and the final I-35E ROW line. 2. Calculations above based on I-35E single-tiered retaining wall entire length of ROW. Need for double-tiered wall due to finat elevation relation between bus garage and I-35E will shift more property to St. Paul portion. 0 0� 2 0 � W I� �� N � . . � p, O t" O � ti �G � � fA '? O � y �� °�' s�tl n�' Q`�' o.� cm > n � a o ts p m o o� E n �. •- � � ��'- ro a a. � H �' e c �. .`�, > n., U^ ... sL a `° Rs c. � � m. 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" �. � � w ° �' � � � � � 0 w w Q' � �+, � w m � f°. � � a � ,m, N � � � � � � � � `C C � E�+ �� Q m � ^ o � � ^ �.� �v� qw � t5 0 � .0 � `-c ; �, �o a c M (D (0 M A � y �i � (p /`� ro n b� � c�.• E. Y• � E. o o �� v� � w � � � � (o � �. �. O �. N G' � C �p C O � G � � � �� ; � � . R y �, � - o '"' o• a r, o e � o � � ' . � � � � '?� y � (A CA � C N ti L-' '+ :: Vf (n "+ �- y ��, r , �� • „ „ ? w w�+ � a' w ° �. m d 'rtl �. �. � ^ � � o � � �' o � � � 5 Pi d ^ 7 � � O � C�i " .�i n �. � y n K � o � � Q '�U � � � y0 �z H G] x� r� �� "��y ° O ��-3 � � � a '� z ?� y "�.G H H l'• mz� m�� y�ro ��O T � y o�z A ,��., y O z �r O W � � ^ � 4f � y � � C�1 C t z b >C x � H � Council File # O(� , 1$7 RESOLUTION �reen sheet # 102713 OF SAINT PAUL, MINNESOTA Presented By Referred To Committee: Date 2 WHEREAS, it is in the best interest of the Metropo{itan Council and the City of Saint Paul to 3 jointly and cooperatively purchase properties necessary to complete both the East Metro Transit 4 Bus Garage and the Phalen Boulevard. project, and 5 6 THEREFORE BE IT RESOLVED, that the proper city officials be authorized to execute and 7 approve, on behalf of the City of Saint Paul, the Cooperation Agreement Between the Metropolitan 8 Council, the City of Saint Paul and MnDOT with Respect to Acquisition of Site for East Metro Bus 9 Garage. A copy of said agreement being attached hereto and incorporated herein by reference. 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Requested by Department of: Adoption Certified by Council Secretary � Appr � � c�-�,�� - oved by C��nr: Date / �� t-c-C%C/ � �y`��/I�L� i � Public Works g�, *0�6�i.j� Thomas J. g m, i e or Form Approved by City Attorney B �� ✓!�✓o✓�� t �22,� o U Approved by Mayor for Submission to Council sY: C�C��a��'vi'6 i�� Adopted by Council: Date ��,. a3 ��o 68 - lS? DEPAFTMENT/OFFICECOUNCIL DATE INITIATED Np 102713 Public Works v,8�oo GREEN SHEE��lO �� CONTAClPERSONBPHONE EPARTMENrDIRECTOR MikeKlassen �G6 ZD� ��GN ❑7 CffVCOUNCIL MUSTBEONCOUNCILAGENDABY(DAT� V ROI 4 C1ttA�� C[NCLELtK OHDER UDGETDIflECTOR ❑FlN.&MGT.SER�VIC � S � � � MHYOR (OF ASSISfANn ��. � MCK /� �C� OTAL g OF SIGNA7URE PAGES 'I (CLIP ALL LOCATIONS WF SIGNATURE) u ASSOCIATE u DEPT. ACCOU CT10N REQUESIED pproval ot the attached Counci4 Resolution authorizing proper City officials to sign the Coopecation Agreemert between the tropolitan ouncil, the City of Saint Paul and Mn/DOT with respect to acquisition of site for East Metro Bus Garage. FECAMMENDATIONS: Approve (A) or Reject (R) PERSONAL SERVICE COMRACTS MUST ANSWER THE FOLLOWING QUES770NS: PLANNINGCOMMf$SION CNIISERVICECOMMISSION �_ �m�Pyrsp�rtneverworkedu�deracontcactforihisdepartment? q6 CoMMmEE YES NO — — 2. Has this persoNfirtn ever been a city employee2 X srpFF _ YES NO DISTAiCr COUNqL 3. Does this person/firtn possess a skill noi nortnalry possessetl by any current city employee? — — YES NO SUPPORTS WHICH COUNCIL OBJECTIVE? Explain all yes answers an separate sheet and attach to green sheet INITIATING PROBLEM, ISSUE, OPPoRTUNffY (WHO, WHAT, WHEN, WHEflE, WH1�: The City of Saint Paul and Mn/DOT have jointly completed an EIS on Phalen Boulevard and I-35E.. During the process of completing this EIS, the Metropolitan Council was reviewing possible sites to place the new East Metro Bus Garage. With assistance from City and State staff, the Metropolitan Council staff reviewed various sites suggested by the City. The Metropolitan Council selected the site known as the "Mississippi Street near Cayuga" site for its new facility. Four properties are required to be acquired for the construction of this transit facility and parts of these four sites are necessary for the completion of the Phalen Boulevard project. Therefore, City staff worked closely with Mn/DOT and Metropolitan Council staff to prepare this cooperation agreement. ADVANTAGESIFAPPFOVED: Approval of the attached Council Resolution will allow the City and the Metropolitan Councii to jointly acquire the necessary parceis in the most efficient manner for all parties and begins to provide right of way necessary for Phalen Boulevard. DISADVANTAGES IF APPFOVED: None DISA�VAMTAGES IF NOT APPROVED: The City will miss the opportunity to purchase these properties at the best possible price and cause the Metropolitan Council financial difficulties on their project at the site that the City requested them to utilize. OTALAMOUNTOFTRANSACTION$ $1,000,000.00 COST/REVENUEBUDGETED(CIRCLEONE) YES rvo FUNDING SOURCE M$/a ACINfTV NUMBER C99-2S141-0788-25061 FINANCIAL INFORMATION: (EXPW N) 00 -��`I COOPERATiON AGREEMENT BETWEEN THE METROPOLTTAN COUNCIL, THE CTTY OF SAINT PAUL AND MNDOT WITH RESPECT TO ACQUISITION OF STTE FOR EAST METRO BUS GARAGE This Agreement, effective on the date of ea�ecution by all parties, is made and entered into by and between the Metropolitan Council, a public corporation and political subdivision of the State of NTinnesota, hereinafter referred to as the "Council," the City of Saint Paul, a municipal corporatioq hereinafter refened to as "St. PauP' and the State of Minnesota through its Department of Transportation, hereinafter referred to as "MnDOT." BACKGROUND RECITALS 1. The Council has deternvned that it must constnzct a new bus storage facility in the City of St. Paul. 2. Pursuant to Laws 1998 chapter 389, A.rt. 3§ 22, the State Legislature required the Council, St. Paul and the IvTinnesota Department of Transportation to jointly assess the feasibility of locating the bus storage facility near Mississippi and Cayuga and I-35E in St. Paul and, if the Council determined feasibility, required that the first priority for siting of the bus storage facility be at that location. 3. St. Paul and MnDOT are in support of the location of the bus storage facility at the Mississippi and Cayuga location. 4. At its October 22, 1998, meeting, the Council chose a site in St. Paul, Minnesota, hereinafter referred to in this Agreement as the "Mississippi and Cayuga Site" as the location for a new Metro Transit bus facility, hereinafter referred to in this Agreement as the "East Metro Bus Gazage." 5. The Council's October 1998, recommendation of the Mississippi and Cayuga Site for the East Metro Bus Crarage was contingent upon signed agreements with other units of local govemment which commit these units of local govemment to complete required actions and assist the Council in securing sufficient additional funding or in-kind contributions. 6. St. Paul, in order to accomplish its Phalen Boulevard Project, must acquire future right-of-way for the proposed I-35E realignment. 7. The Mississippi and Cayuga Site for the East Metro Bus Garage and the future right-of-way for the proposed I-35E realignment occupy different portions of three parcels of land in St. Paul, identified on Exhibit A attached hereto and made a part hereof. The three parcels are identi£ied on Exhibit A as the Action Auto Parts pazcel, the Canadian Pacific parcel and the St. Paul Water Utility parcel. -1- 8. In addition to Yhe three parcels listed in paragraph 7 above, the future right-of-way for the I-3 SE realignment occupies a fourth parcel, identified on Exhibit A as the Advanced Recycling parcel. 9. St. Paul and MnDOT agree that the area shown on Elchibit A attached hereto as the proposed I-35E realignment accurately represents its plans for fuhue I-35E realignment and the future right-of-way that must be acquired to implement the future I-35E realignment. 10. For purposes of this Agreement, the term "future right-of-way for the I-35E realignment" or "future I-35E realignment right-of-wa}�' means those portions of the Action Auto Parts, Canadian Pacific, St. Paul Water Utility and Advanoed Recycling parcels shown on Eachibit A to be future right-of-way for the proposed I-35E realignment. 11. St. Paul will acquue future right-of-way for the proposed I-35E realignment. The Council aclmowledges that St. Paul cannot purchase the property prior to receiving either FF3WA's record of decision on the proposed I-35E realignment or special approval from the FHWA to purchase specific properties. St. Paul, in order to facilitate the conshuction of the East Metro Bus Garage, agrees to proceed with certain acquisition activities prior to its receipt of the FHWA record of decision. St. Paul agrees that it will obtain the FHWA record of decision as e�cpediently as possible, and, if necessary, secure special FHWA approval to meet deadlines put forth in this document. 12. Pursuant to 1Vfinnesota Statutes § 471.59, the Council, St. Paul and MnDOT have determined that it is in their best interests and in the best interests of the public to pursue acquisition of the Ivfississippi and Cayuga Site for the Fast Metro Bus Garage and the future I- 35E realignment right-of-way in a cooperative manner, and to share the responsibilities for and costs of acquisition of the four parcels identified in Exhibit A to this Agreement. AGREEMENT NOW, TE�REFORE, in consideration of the mutual undertakings and agreements set forth below, the sufficiency of wlrich has been agreed to by the parties, the Council, St. Paul and MnDOT agree as follows: I. Acquisition Process Infroduction The Mississippi and Cayuga Site for the East Metro Bus Crarage and future right-of-way for the proposed I-35E realignment occupy different portions of three parcels of land in St. Paui, identified on Exhibit A attached hereto and made a part hereof. The three parcels are identified on Exhibit A as the Action Auto Parts parcel, the Canadian Pacific parcel and the St. Paul Water Utility pazcel. -2- oo-lS� In addition to the three parcels listed above, the future right-of-way for the I-35E realignment occupies a fourth pazcel, identified on Eachibit A as the Advanced Recycling parcel. Council and St. Paul anticipate that the acquisition process for the four parcels identified in Exhibit A will consist of the following steps: a. Survey of the four parcels. b. Environmental site study on all four parcels. c. Appraisals of the four parcels including both a land and building appraisal of all four parcels, and a fvcture appraisal of Action Auto Parts and Advanced Recycling parcels. d. Review appraisals of all of the appraisals listed in subpazagraph I(c) above. e. Relocation of the businesses located on the Action Auto Parts and Advanced Recycling parcels and construction equipment storage on Canadian Pacific parcel. f. Negotiations with property owners and other parties with an interest in all four parcels for acquisition of all four parcels. g. Titie examination for all four parcels and resolution of title probiems. h. Environmental assessments for the Council's East Metro Bus Garage project and St. Paul's Phalen Boulevazd Project. i. Closings on all four pazcels. j. Initiation of condemnation proceedings on those pazcels which cannot be acquired through the negotiation process. k. Subdivision of the Action Auto Parts, St. Paul Water Utility and Canadian Pacific parcels either by lot split or replat into parcels needed by the Council for the East Metro Bus Garage and by St. Paul for future I-3SE ' realignment right-of-way. l. Conveyance by the Council to St. Paul of parcels needed by St. Paul for future I-35E realignment right-of-way. m. Grant of temporary construction easements by St. Paul to the Council on the fizture I-35E realignment right-of-way for construction of the East Metro Bus Garage and grant of permanent easements and permit to the Council by St. Paul for storm drainage, sewer and ponds, and roads, including areas along the roadways for snow storage, on the future I-35E realignment right-of-way pazcels. -3- n. Grant by MnDOT to the Council of access to Nfississippi Street and, after I-35E realignment, access to the I-35E west frontage road and Cayuga Street. o. Environmental Remediation and Demolirion. 2. Council, St. Paul and MnDOT will share the responsibility for and costs of the accomplishment of the steps of the acquisition process listed in Paragraph I, subpazagraph 1 above as specifically set forth in this Agreement. For the purposes of this Agreement, Council, St. Paul and MnDOT agree that the line identified in Exhibit A as"Approximate ROW Line" is the line which designates the approadmate boundary between the pazcels or portions of parcels within the future I-35E realignment right-of-way and the portions of parcels within the East Metro Bus Garage site. As shown on Extubit A, Council, St. Paul and MnDOT agree that the Advanced Recycling parcel and the portions of the Action Auto Parts, Canadian Pacific and St. Paul Water Utility pazcels to the north and west of the approximate ROW Line ue within fuhue I-35E realignmern right-of- way and that the portions of the Action Auto Parts, Canadian Pacific and St. Paul Water Utility parcels to the south and east of the approximate ROW Line are in the East Metro Bus Garage site. 4. For purposes ofthis Agreement, Council, St. Paul and MnDOT agree that the - - - approximate size of the four parcels and the appro�mate squaze footage of the future I-35E realignment right-of-way portions and East Metro Bus Garage site portions of the parcels are shown on the chart attached hereto as Extu'bit B and that the term "St. Paul Portion" meaas that pazcel and portion of parcels within the future I-35E realignment right-of-way and the term "Council Portion" means the portions of parcels within the East Metro Bus Garage site. The final I-35E ROW line shall be approved by Council, St. Paul and MnDOT staffbased upon compietion of the survey provided for in Paragraph II of this Ageement. The final square footages of the estimated values presented in Exhibit B will be calculated based on the final survey and the final I-35E ROW line. 5. Unless otherwise specifically provided in this Agreement, the services provided by staffs of the Council, St. Paul and MnDOT to each other in order to accomplish the terms of this Agreement will be at no cost to each other. As more specifically provided further in ttus Agreement, the Council will obtain certain services necessary for the acquisition of the parcels by the Council for the East Metro Bus Garage and by St. Paul for future I-35E realignmem right-of-way. The costs of such services will be divided and St. Paul will reimburse the Council for such services on a proportionate basis based upon the Council's and St. Paul's proportionate share of the total final square footage of the parcel or parcels for which the Councfl has obtained the services. For purposes of this Agreement, therefore, the term "on a proportionate basis" means each party's percentage determined by dividing the total number of square feet of the parcels for which the � �Y • services are performed by the number of square feet in each party's portion of the pazcel. 6. Council, St. Paul and MnDOT agree that the services to be performed by and/or provided by the other party will be perfomied and/or provided in a timely manner. For purposes of this Agreement, the term "in a timely manner" means performance of the services, to the greaxest extent possible, in accordance with the dates set forth in this Agreement and the Exhibits to this Agreement. For the purposes of this Agreement, MnDOT's responsibilities aze limited to those obligations and responsibilities specifically set forth in this Agreement and shall not include any reimbursement to either the Council or St. Paul for performance of the services by either the Council or St. Paul as provided in this Agreement. MnDOT agrees, however, that services provided by MnDOT staff to either the Council or St. Paul in order to accomplish MnDOT's obligations and responsibilities pursuant to this Agreement, will be at no cost to either the Council or St. Paul. II. Survevs 1. Council's on-staffregistered land surveyor will survey all four parcels and provide to St. Paul the survey which will include legal descriptions of each of the four parcels. St. Paul's on-staff surveyor shall provide assistance as needed to Council's surveyor. 2. Subsequent to acquisition by the Council of the Action Auto Parts, St. Paul Water Utility and Canadian Pacific parcels, Council's on-staff registered land surveyor will prepare surveys and legal descriptions of the three pazcels subdivided into the St. Paul portion - i.e. - future I-35E realignment right-of-way and the Metro Transit portion - i.e.- the East Metro Bus Garage site. If a replat of either all four pazcels or the three subdivided pazcels is necessary, Council's on-staff registered land surveyor will prepare the new plat and perform such other services necessary to accomplish and record the new plat. Council will provide the new piat to St. Paul. St. Paul is not obligated to reimburse Council for services performed by Council's on-staff registered land surveyor to produce the surveys, legal descriptions and replat of the four pazcels, provided, however, that if, for any reason, Council's on- staff registered land surveyor is unable to provide the services necessary to produce the surveys, legal descriptions and plat or plats necessary to accomplish the acquisition of one or more of the four parcels in a timely manner, Council and St. Paul agree that Council will retain the services of a professional registered land surveyor necessary to accomplish the acquisition of one or more of the parcels in a timely manner and St. Paul shall share the costs of the professional land surveying services on a proportionate basis as that term is defined in Paragraph I(5) of this -5- Agreement. 4. St. Paul shall provide its staff expertise and support to the Council with respect to the subdivision and replatting process and to the greatest extent possible eapedite the subdivision and, if necessary, replat of the pazcels into the future I-35E realignment right-of-way pazcels and East Metro $us Garage parcels. 5. The Councfl and St. Paul shall share the cost of administrative and recording fees incurred by the Councit with respect to the subdivision and replatting of the four parcels into the future I-35E realignment right-of-way parcels and the East Metro Bus Garage parcels on a proportionate basis. III. Environmental Site Studies 1. The Council has obtained the professional services of PEER Environmental & Engineering Resowces, Inc. ("PEER") and PEER has completed and submitted to . the CounciT a Phase I Environmental Assessment and a Phase II Environmental Invesrigarion for the four pazcels, i.e., Advanced Recycling, St. Paul Water Utility, Canadian Pacific and Action Auto Parts, shown on Exhibit A. 2. The Council has provided to and St. Paul has received a copy of PEER's Phase I Environmentai Assessment and a Phase II Environmental Investigation. 3. St. Paul will reimburse to the Council, on a proportionate basis, the costs incurred by the Council for the Phase I and Phase II services and reports provided to the Council by PEER and for MPCA review and approval of the Phase I and Phase II reports. • Specifically as of the date of this Agreement, the costs incurred by the Council for PEER's services and Phase I and Phase II reports is $46,533.00. The costs incurred by the Councfl for MPCA review of the Phase I and Phase II reports is approximately $3,100.00. 4. St. Paul will reimburse the Council for costs for future additional environmental site studies on the St. Paul Water Utility, Canadian Pacific, Action Aato Parts and Advanced Recycling sites on a proportionate basis if such additional site studies are determined mutually by the Council and St. Paul to be necessary. 5. St. Paul will reimburse to the Council, on a proportionate basis, the costs incuned by the Council for a remediation Response Action Plan for the Action Auto Parts, St. Paul Water Utility, Canadian Pacific and Advanced Recycling sites, shown on Exhibit A provided to the Council by Braun Intertec Corp, ("Braun") and for MPCA review and approval of the Response Action Plan. Specifically, as of the date of this agreement, the costs incurred by the Council for � �jp — \sS `l Braun's services and the preparation of Response Action Plan is esrimated to be $35,000.00. The costs to be incuned by the Council for MPCA review of the Response Action Plan is estimated to be $3,000.00. IV. A�uraisals 1. The Council has obtained the professional services of Herman Appraisals, Inc. to prepaze and provide to the Council in a timely manner land and building appraisals for the three shared sites - i.e. - the St. Paul Water Utility, Canadian Pacific, and Action Auto Parts sites, shown on Exhibit A, (hereinafter refened to as the "Land Appraisals"). 2. The Council has obtained the professional services of Pelton Appraisals, Inc. to prepaze and provide to the Council in a timely manner a fixture appraisal for the Action Auto Parts site (hereinafter referred to as the "Fiacture Appraisal"). 3. St. Paul will reimburse to the Council, on a proportionate basis, the costs incurred by the Council for the Land and Fixture Appraisals. As of the date of this Agreement, the estimated cost of the Land and Fixture Appraisals is $29,500.00, 4. The Land and Fixture Appraisals shall be performed and the reports shall be prepared in accordance with the requirements of the federal Uniform Real Properry Acquisition and Relocation Act and applicable state law. 5. The Council has provided a copy of the Fixture Appraisal to St. Paul. Upon completion of the Land Appraisals and receipt of the reports by the Council, the Council shall provide at least one copy of the Land Appraisals to St. Paul. 6. St. Paul will haue the sole responsibility for and obligation to bear the costs of obtaining an appraisal or appraisals for the Advanced Recycling site as shown on Exhibit A. V. Review Avnraisals CouncH has obtained the professional services of McKinzie Metro Appraisals to prepare and provide to the CouncIl on a timely basis review appraisals of the Land and Fixture Appraisals (hereinafter refened to as "Review Appraisals") for the three shared sites shown on E�ibit A- i.e. - the St. Paul Water Utility, Canadian Pacific and Action Auto Parts sites. 2. St. Paui will reimburse to the Council on a proportionate basis the costs incurred by the CouncIl for the Review Appraisals. As of the date of this Agreement, the cost of the Review Appraisals is estimated to be $5,250.00. -7- The lteview Appraisals shall be performed and the reports sha11 be prepared in accordance with the requirements of the federal Uniform Real Property Acquisition and Relocation Act and applicable state law. 4. Upon completion of the Review Appraisals and receipt of the reports by the Council, the Council shall provide at least one copy of the Review Appraisals to SY. Paul. If a Review Appraisal is necessary, St. Paul shall have the sole responsibility for and obligation to bear the costs of obtaining a Review Appraisal for the Advanced Recycling site as shown on Exhibit A. VI. _ Relocation The Council has retained the services of Conworth, Inc. to provide to the Council on a timely basis relocation services to relocate the business located on the Action Auto Parts parcel and the construction storage facility on the Canadian Pacific parcel, as shown on Exhibit A, which relocation services include the services of a reai estate broker to search for a new site for Action Auto Parts, Inc., all of which aze hereinafter referred to as "Relocation Serviczs." 2. St. Paul will reimbwse to the Council on a proportionate basis the costs incuaed by the Council for the Relocation Services. As of the date of tlrisAgreement� the cost ofthe Relocation Services is estimated to be $15,000.00. The Relocation Services shall be performed in accordance with the requirements of the federal Uniform Real Property Acquisition and Relocation Act and applicable state law. 4. Upon completion of the Relocation Services and receipt of a relocation report by the Council, the Council shall provide at least one copy of the relocation report to St. Paul. 5. St. Paul shall have the sole responsibility for and obligation to bear the costs of obtaining relocation services for the Advanced Recycling site as shown on Exhibit A. 6. St. Paul, through its Department of Planning and Economic Development will woperate with the Council's relocation specialist by providing, if available, information on availability of relocation sites for Action Anto Parts, Inc. an@ the construction storage facility on the Canadian Pacific parcels. 7. Council and St. Paul agree that in addition to the relocation of the Action Auto Parts business from the pazcel identified as the Action Auto Parts parcel on Eachibit A and relocation of the construction storage facility from the Canadian Pacific � 00 -��'� parcels identified on Exhibit A, there are other items on the Action Auto Parts, Canadian Pacific and St. Paul Water Utility parcels which may require relocation. Councfl and St. Paul agree that the other items known to all parties are listed in Exhibit C attached hereto and made a part of ttus Agreement and further agree that the responsibility for and obligations for both relocation of and reimbursement for relocation of the facility is as set forth in Eachibit C. Relocation of the facilities listed in E�ibit C shall be completed in a timely manner in accordance with dates set forth in Exhibit C. VII. Ne�otiations for Acquisition of Pazcels Council staff shall, in a timely manner, conduct negotiations for acquisition of the three shared parcels - i.e. - the St. Paul Water Utility, Canadian Pacific and Action Auto Parts parcels, as shown on Exhibit A, and shall have Conworth, Inc: conduct the relocation of the businesses from the Action Auto Parts and Canadian Pacific sites. St. Paul shall provide its staff expertise and support to Council with respect to acquisition of the St. Paul Water Utility pazcel and to the greatest extent possible expedite the acquisition of the St. Paul Water Utility parcel. 2. St. Paul will reimburse to the Council on a proportionate basis the cost of the acquisition of and relocation from the three shared parcels as described in Subparagraph 1 above, which acquisition cost will be reimbursed by St. Paul without reduction for the easements and permit described in Paragraphs XII and �II of this Agreement provided, however, that if the negotiated price for the Action Auto Parts pazcel reflects a reduction due to the fill in the southeast corner of the parcel (all of which is in the bus garage portion of the parcel), Council is to receive full value of that price reduction, in return for which Council will bear the cost to correct the fill area of the pazcel as necessary for construction of the East Metro Bus Facility. 3. Payment of acquisition or relocation costs from any of the three shazed parcels in excess of the appraised value and/or in excess of the amount of relocation benefits provided by federal or state law shall be by mutual consent of the Council and St. Paul, provided, however, that either the Council or St. Paul may agree to acquire one or more of the three shared pazcels for a cost in excess of the appraised value andJor in excess of relocation benefits provided by federal or state law if the acquiring pa�ty bears the full amount of the acquisition or relocation costs in excess of the other party's proportionate costs based upon the appraised value of , the property or relocation benefits provided by federal or state law. 4. St. Paul shall have the sole responsibility for and obligation to bear the costs of obtaining negotiation services, if necessary, for the Advanced Recycling parcel, as shown on E�ibit A and for costs of relocation of the business from the Advanced � Recycling, Inc. parcel. 5. The responsibility for and obligations for relocation of and reimbursement for relocation of the items listed on Extu'bit C will be as set fortk in E�chibit C. VIII. Title Examination The Council will obtain tifle commitments, title commitment updates and titte policies for the three shared pazcels - i.e. - St. Paul Water Utility, Canadian Pacific and Action Auto Parts, Inc. and for the Advanced Recycling parcel and shall provide copies of the tifle commitments and policies to St. Paul upon receipt by the Council. As of the t3ate of this Agreement, the Council has provided to St. Paul a copy of the title commitment for the three shared pazcels and the Advanced Recycling pazcel. 2. The title couunitmenYs and policies shall insure Council and/or St. Paul, as appropriate, as owner of fee tide interest in the four pazcels as shown on Exhibit A. Upon receipt of the title commitments, Yhe Council shall Yake such sYeps as are indicated by the title commitment as necessary to obtain marketable title to the three shared pazcels - i. e. - St. Paul Water Utility, Canadian Pacific and Action Auto Parts, Inc. If Council determines that it will accept title to any of the three shared pazcels subject to certain exceptions not listed in the title commitment or in E�ibit C to this Agreement, and such exceptions aze applicabie to St. Paul's portion of the shared parcels, the Council shall obtain approval of St. Paul for such exceptions prior to closing. 4. St. Paul will reimburse to the Council on a proportionate basis the costs incurred by the Council for the title commitments and policies, provided, however, that for the purposes of deteanining the proportionate basis for the title policies and commihnents, the amount of the ride insurance premium related to land value only will be used to deternune each party's proportionate basis of the premium. 5. St. Paul shall take such steps as aze indicated by the title wmmitment as necessary to obtain mazketable title to the Advanced Recycling parcel. IX. Environmental Assessment 1. The Council shall have responsibility for prepazation of and bear the costs of the Environmental Assessment Worksheet for its East Metro Bus Garage project. 2. St. Paul shall have responsibility for prepararion of and bear the costs of the Environmental Assessment Worksheet and/or EnvironmentaI Impact Statement for its Phaten Boulevard project, including acquisition of the future I-35E realignment -10- c�-�� right-of-way located on the parcels described on E�ci�ibit A attached hereto. The Council and St. Paul shall complete their respective environmental assessment�mpact statement in a timely manner. X. Closin s In a timely manner, the Council shail acquire title to each of the three shared pazcels, in its entirety - i.e. - the St. Paul Water Utility, Canadian Pacific and Action Auto Parts pazcels. 2. Council legai staff shall prepaze all documents necessary for and conduct the closing on each of the ihree shared parcels. Subsequent to closing, Council legal staff shall record the appropriate closing documents with the Office of the County Recorder, Ramsey County, Minnesota, and shall provide a copy of each of the closing documents to St. Paul. St. Paul shall reimburse to Council on a proportionate basis admuustrative and recording fees related to the closing documents. 4. St. Paul shall have sole responsibility for and beaz the costs of acquisition of title to and the closing for the Advanced Recycling parcel. St. Paul shall acquire the Advanced Recycling pazcel by November 1, 1999 and shall complete relocation of the business from the temporary easement azea from the parcel no later than November 1, 1999. XI. Initiation of Condemnation Proceedines If the Council is unable to acquire one or more of the three shared parcels through negotiation with the property owners, the Council, either through its respective Office of General Counsel or through legal services contracted by the Office of General Counsel, shall initiate condemnauon proceedings in order to acquire the shazed parcels in a timely manner and in accordance with the requirements of Ivfinnesota state law. St. Paul is not obligated to reimburse the Council for legal services performed by the Council's Office of General Counsel for condemnation proceedings, provided, however, that if, for any reason, the Council's Office of General Counsel is unable to provide the legal condemnation services necessary to accomplish the acquisition of one or more of the three shazed parcels in a timely manner, Council and St. Paul agree that the Council, subject to approval by the City of Council's selection of legal services, will retain legal services necessary to accomplish the acquisition of one or more oFthe pazcels in a timely manner and St. Paul shall share the costs of the legal services and expert witnesses on a proportionate basis as that term is defined in Paragraph I(5) of this Agreement. -11- 2. The Council and St. Paul shall pay the amount(s) of damages awarded by the commissioners on a proportionate basis, or, if either the Petitioners or one or more of the Respondents appeal the award, the amount awarded as a result oFthe appeal. 3. Appeal of the damages awazded by the commissioners in the condemnation case by Petitioners, shall be by mutual consent of the Council and St. Paul. 4. If St. Paul is unable to acquire the Advanced Recycling parcel by 7uly 15, 1999, through negotiation with the property owner[s), St. Paul shall initiate condemnation proceedings in order to acquire the Advanced Recycling parcel in a timely manner in order to assure right of entry onto the Advanced Recycling pazcel no later than November 1, 1999, in accordance with the requirements of Minnesota state law. St. Paul shall have the sole responsibility for and bear the costs of condemnarion proceedings necessary to acquire the Advanced Recycling pazcel, including payment of the finai awazd. �III. Conveyance of I-35E ROW Pazcels to St. Paul Subsequent to the subdivision and, if necessary, repIat, of the four pazcels on E�ibit A., the Council shall convey to St. Paul, in a timely manner, by quit claim deed the parcels necessary for the future I-35E realignment right-of-way. Recording of the quit claim deed and other pertinent closing documents forthe fuhue T-35E realignment right-of-way parcels conveyed to St. Paul shall be the responsibility of and at the expense of St. Paul. 2. Council's conveyance to St. Paul by quit ciaim deed, of the pazcels necessary for the future I-35E realignmern right-of-way shall reserve to the Council the following pemvt and easements: ' a. A permanent easement for storm drainage, sewers and pond. Maintenance of the storm drainage, sewers and pond will be the responsibility of the Council. Council recogaizes that the storm drainage, sewer and pond may haue to be modified and/or relocated by the City and/or MnDOT to realign I-35E. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way pazcels &om St. Paul subject to the permanent stomi drainage, sewers and pond easement reserved to the Meiropblitan Council. b_ A pernut for roadway access to lbTississippi Street, which permit shall be granted by St. Paul to the Council to allow the Council to build access roads of sufficient width to accommodate the Council's transit operating needs and adequate snow storage for snow removal from the roadway. -12- 68 -lS� Maintenance of the roadways will be the responsibility of the Council. MnDOT agrees that it will accept conveyance of the future I-3 SE realignment right-of-way pazcels from St. Paul and issue an access roadway pemut granted to the Council by St. Paul. c. Temporary construcrion easements necessary for construction of the East Metro Transit Facility. St. Paul and Council shall mutually agree on the temunarion date of the temporary construction easements. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way parcels from St. Paul subject to any uneap'ued temporary construction easements reserved to the Council for construction of the East Metro Bus Garage. 3. If, at the time of conveyance of the I-35E realignment right-of-way pazcels by the Council to St. Paul, the exact location of the temporary construction easements, access roadway pemrit and storm drainage, sewers and pond easements referred to in Paragraph 7�I, has not been determined and therefore legal descriptions aze not available, Council may convey the future I-35E realignment right-of-way pazcels to St. Paul without such easement and permit. In that case, St. Paul agrees that it shall prepaze the documents for and grant to the Council, at no cost to the Council, the permanent storm drainage, seweis and pond easements and access roadway pemut described in this Paragraph XII(2) (a) and (b) of this Agreement and the temporary consriuction easements described in this Paragraph XII(2) (c) of this Agreement. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way parcels from St. Paul subject to the permanent storm drainage, sewers and pond easements and roadway permit and the temporary construction easements granted by St. Paul to the Council pursuant to this subparagraph. The Council shall have the responsibility for and bear the costs of recording the temporary construction and permanent easements. XIII. Conveyance of Easements to the Council and MnDOT No later than November i, 1999, St. Paul shall prepare the documents for and grant to the Gouncil, at no cost to the Council, a temporary construction easement over the entire Advanced Recycling parcel for the Council's construction of its East Metro Bus Garage Project. By execution of this Agreement, St. Paul grants to Council right of entry on the Advanced Recycling parcel on November 1, 1999, in the event St. Paul has not prepazed the documents. St. Paul and the Council shall mutually agree on the termination date of the -13- temporary construction easement. Council sha(1 have the responsibility for and beaz the costs of recording the temporary construction easement. MnDOT agrees that it will accept conveyance of the future I-35E realignment right-of-way parcels from St. Paul subject to the temgorary construction easement on the Advanced Recycling pazcel granted to the Council under the Paragraph 3�I subparagraph 1. 2. As part of the I35E realignment, MnDOT shall grant to the Council the following pemrits at no cost to the Council: a. A permanenY access to the new I-35E west frontage road. Access shall be of width and layout as required by the Council for safe bus facility operations. Exhibit D attached hereto and made a part hereof illustrates one concent of access to demonstrate typical transit facility needs. b. A permanent emergency access to Cayuga Street. The Councfl shall grant to MnDOT, at no cost to MnDOT, a twenty foot (20') temporary construction easement along the west ]ine of the Council's property used for the East Metro Transit Facility. - Council and MnDOT shall mvtually agree to tha termination date of ihe temporary easement. Upon termination of the temporary easement, MnDOT agrees to restore the area within the temporary construction easement to its originat condition or better. 4. Any interim construction access to the East Metro Transit Facility site must be constructed to road standazds acceptable to the Council to ensure safe and reliable uansit operations. XIV. Environmental Remediarion and Demolition 1. Council and St. Paul agree that remediation of the Action Auto Parts, St. Paul Water Utility, Canadian Pacific and Advanced Recycling pazcels will be carried out in accordance with the Environmental Response Action Plan prepared by Braun Intertec Corp. pursuant to Paragraph III of this Agreement and approved by MPCA 2. St. Paul shall reimburse the Council on a proportionate basis for the costs of demolition of buildings on the Action Auto Parts pazcel. 'SC� 00 -�� 3. Council and St. Paul shall mutually agree to the responsibility for and timing of the actual work of remediation of each parcel and the responsibility for the costs thereof. XV. Reimbursement 1. St. Paul shall reimburse the Council for the costs incurred by the Council for services in accordance with this Agreement and for acquisition and relocation costs as provided in this Agreement, upon completion of such services and submittal to St. Paul on a quarterly basis of an invoice by the Council showing the total cost of such services and acquisition and relocation, St. Paul's share of the total costs on a proportionate basis and evidence of payment for such services, relocation and acquisition by the Council. St. Paul shall have fifteen (15) days from receipt of said invoice to review and contest the amount due. The amount due shall be final, binding and conclusive upon the expiration of the aforesaid fifteen day examination period unless St. Paul has contested the amount pursuant to this paragraph. Payment shall be due and payable 45 days after receipt of the invoice by St. Paul. 2. Notwithstanding the previous sentences, Council agrees that St. Paul shall pay the costs of the services performed in accordance with this Agreement and for the costs of acquisition and relocation in accordance with this Agreement after it has received the FHWA's record of decision on the proposed I-35E realignment. St. Paul shall have 15 days from the date of receipt of the FHWA record of decision in which to review and contest the amount stated on the invoice submitted by the Council. XVI. Em�yees All employees of St. Paul and all persons engaged by St. Paul in the performance of any work or services required or provided for herein to be perforxned by St. Paul shall not be considered employees of the Council and any and all claims that may or might arise under the Workers Compensation Act or the Unemployment Compensation Act of the State of Minnesota on behalf of said employees while so engaged, and any and all claims made by any third parties as a consequence of any act or omission on the part of said employees while so engaged, on any of the work or services provided to be rendered herein, shall in no way be the obligation or responsibility of the Council. . It is fizrther agreed that any and all employees of the Council and all other persons engaged by the Council in the performance of any work or services required or provided for herein to be performed by the Council shall not be considered employees of St. Paul and that any and all claims that may or might arise under the Workers Compensation Act or the Unemployment Compensation Act of the State of lvtnnesota on behalf of said employees while so engaged, and any and all claims made by any third parties as a consequence of any act or omission on the part of said employees while so engaged, on any of the work or services provided to be rendered herein, shall in no way be the - IS- obligation or responsibility of St. Paul. XVII. Applicable Provisions of Law Applicable provisions of M'innesota State law, federal law and of any applicable local ordinance shall be considered a part ofthis Agreement as though fully set forth herein. Specifically, St. Paul agrees to comply with all federal, state and local applicable laws and ordinances relating to nondiscrimination, affiimative action, public purchases, contracting, employment, including workers compensatioq and state labor wage provisions, and surety deposits required for wnstrucrion contracts. St. Paul agrees to take affirmative action to include tazgeted group businesses in the performance of this Agreement whenever possible. XVIII. Enrire Agreement It is understood and agreed that the entire Agreement between parties is contained herein and that this Agreement supersedes ail oral agreements and negoriations between the parties relating to the subject matter hereof. All items referred to in this Agreement are incorporated or attached and are deemed to be part of this Agreement. Any alterations, variations, modifications or waivers of provisions of this Agreement shall only be valid when they have been reduced to writing as an amendment to this Agreement sign�d by the parties hereto. �X. Severabilitv The provisions of this Agreement shall be deemed severable. If any part of this Agreement is rendered void, invalid, or unenforceable, such rendering shall not affect the validity and enforceability of the remainder of this Agreement unless tfie part or parts which are void, invalid or otherwise unenforceable shall substantially impair the value of the entire Agreement with respect to the parties. One or more waivers by said party of any provision term, condition or covenant shall noY be construed by the other parties as a waiver of a subsequent breach of the same by other parties. XX. Governine Law This contract is entered into in and under the laws of the State of Mwnesota and shall be interpreted in accordance therewith. XXI. Notices Any notice or demand, which may or must be given or made by a party hereto, under the terms of this Agreement or any statute or ordinance, shall be in writing and shall be sent certified mail or delivered in person to the other parties addressed as follows: -16- �o- �� I. St. Paul CITY CLERK 170 City Hall 15 West Kellogg Boulevard St. Paul, MN 55102 2. The Council REGIONAL ADMINISTRATOR Metropolitan Council 230 East Fifth Street St. Paul, MN 55101 3. MnDOT DIVISION ENGINEER Metropolitan Division 1500 West County Road B-2 Roseville, MN 55113 X�t. Availability of Records The Council, St. Paul and MnDOT agree that each party hereto, the State Auditor, or any of their duly authorized representatives at any time during normal business hours, and as often as they reasonably deem necessary, shall have access to and the right to examine, audit, excerpt, and transcribe any books, documents, papers, records, etc., which are pertinent to the accounting practices and procedures of the other party hereto and involve transactions relating to this Agreement. 3��II. Contract Administration In order to coordinate the activities of the Council, St. Paul and MnDOT so as to accomplish the purposes of this Agreement, the following individuals, or their designees or successors shall manage this Agreement on behalf of the Council and St. Paul: The Council General Ivlanager or Assistant General Manager METRO TRANSIT 560 Siacth Avenue North Minneapolis, MN 55411-4398 -17- 2. St. Paul DIRECTOR OF PUBLIC WORKS 1000 City Hall Annex 25 West Fourth Street Sf. Paul, MN 55102-I660 3. MnDOT: DIVISION ENGINEER Metropolitan Division 1500 West County Road B-2 Roseville, MN 55113 X�V. Successors The covenants of tlris Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors and assigns, as provided by law. XXV. Conflict Resolution If a dispute shall arise between the Council, SL Paul and/or MnDOT with respect to this Agreement or any of its provisions, the Council, St. Paul and/or MnDOT agree to attempt to settle such dispute through the use of a mediator mutually acceptable to both parties prior to commencement of any legal action on the part of either party with respect to this Agreement, any of its provisions and/or its enforcement. The costs of such mediation shall be borne equally by the Council, St. Paul and/or MnDOT. XXVI. Data Privacv The Council, St. Paul and MnDOT agree to abide by all applicable State and Federal laws and regulations and confidentiat information conceming individaals and/or daYa including, but not limited to, informarion made non-public by such laws or regularions. �XVII. Termination Ttris Agreement shall take effect upon �ecution by all parties hereto and by proper State officials and shall remain in effect until all of the terms of the Agreement have been performed or this Agreement is terminated or cancelled pursuant to Paragraph XXVIII of this Agreement. X3D�VIII. Cancellation The parties to this Agreement may mutually agree to cancel this Agreement prior to its natural termination as provided in Pazagraph XXVII of this Agreement. -18- �o -l�'1 IN TBSTIMONY WFiEREOF, the parties hereto have caused this Agreement to be executed by their respective duly authorized representatives. METROPOLTTAN COUNCII. Approved as to Form: � /2�az�r� al Counsel ` CITY OF ST. PAUL � Approved as to Form: Legal Counsel � � � -19- Date:T� � c�� ( I �� EXHIBIT A �Proxima� 5��c. Bounda.r� . \ Future I-35E ROW Ponion �. a �o�.J Line, � """""""'" ' Future Y ecyding . � _ � Bus Garage : Portion � . \� StPaul � Water ' . Utility . � � Canadian � � Pacific RR . Parts � ' .� •� �•� .� . .� � / � / � Canadian � _ Paafic RR � ( � BNK� � ,�.,.�. . �..e.. • 4,,..a. k -� �Metropolitan �TI Council 1i TI V MPt.r� TransiE. \I� � u o c�-l�� a 8 � � � � E 0 3 / / �� B�l� � � � � r .,..-�m . �ow ay-,.« n�c ari-�sos East Metro Transif, Facility Mississippi & Cayuga Site Property Owners :n: : Mississippi/Cayuga Site Property Split Between the City of St. Paul and Metropolitan Council PROPERTY SPLTT ESTIMATE Based upon takeoff of approximate boundaries and approximate ROW line St. Paul Portion Total Properly Future I-35E Realignment Council Portion Ri ht-of-R'a Bus Gara e Site Property Acres SF Acres SF % Acres SF % Advanced ReCycling 1.80 78,408 1.80 78,408 100% 0.00 0 0.00% Action Auto Parts 324 141,134 0.64 27,878 19.75% 2.60 113,256 8025% Canadian Pacific RR 5.57 242,629 131 57,064 23.52% 426 185,566 76.48% SY. Paul WaterUYility 9.84 428,630 3.62 157,687 36.79% 6.22 270,943 63.21% Tota( 20.45 890,802 7.37 321,037 36.04% 13.08 569,765 63.96% Comments 1. The final property split values to be determined based upon the final survey and the final I-35E ROW line. 2. Calculations above based on I-35E single-tiered retaining wall entire length of ROW. Need for double-tiered wall due to finat elevation relation between bus garage and I-35E will shift more property to St. Paul portion. 0 0� 2 0 � W I� �� N � . . � p, O t" O � ti �G � � fA '? O � y �� °�' s�tl n�' Q`�' o.� cm > n � a o ts p m o o� E n �. •- � � ��'- ro a a. � H �' e c �. .`�, > n., U^ ... sL a `° Rs c. � � m. 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