Commuter rail operating agreement

The Operator shall procure, produce, install, add and replace signs as necessary and/or as directed by the MBTA. These signs shall include, but not be limited to station identification, directional, warning, informational and all other purposes deemed necessary by the MBTA.

Station buildings shall be maintained by the Operator unless the specific maintenance responsibility resides with a Third Party. Third Party responsibility generally includes only minor repairs, when the building is leased. If the property is not leased then the repairs are the responsibility of the Operator. The Operator is responsible for any repairs other than minor repairs performed by the Third Party.

The Operator shall perform inspections at all stations to ensure the safety of the Customers and at a minimum, shall maintain, repair and/or replace all exteriors and interior defects of all MBTA owned, leased or controlled buildings used in provision of the Agreement Services.

All landscaped or naturally vegetated areas within building, facility, station and parking lot areas shall be kept free of all fallen leaves and debris on a year round basis. All trees and shrubs shall be pruned yearly or as directed by the MBTA. All landscaped areas, platforms and parking areas shall be kept weed free on a year round basis. All landscaped areas that have a mulch bed shall be re-mulched on a yearly basis, between April 15 and June 15, with current season pine bark mulch. All dead or diseased hedges, shrubs and trees shall be replaced as necessary. All landscaped areas containing grass shall be cut every two weeks to keep a neat and “non-overgrown” appearance. The Operator shall submit to the MBTA for approval, no later than February 1st of each Agreement Year, an annual staffing plan and work schedule for performing landscaping work (ODRL 3.2-042). The staffing plan shall designate dedicated crews for performing landscaping work from April to October. Any Operator landscaping requirements that may change as a result of future MBTA Third Party contracts will be treated as Service Changes.

The Operator shall clean all station track areas at least once every three months or more frequently as directed by the MBTA. Associated flagging costs shall be included in the Annual Fee.

The Operator shall pressure wash station platforms and the underside and tops of North Station and South Station canopies semi-annually or more frequently as directed by the MBTA. Associated flagging costs shall be included in the Annual Fee.

Maintenance of Drainage Systems

The Operator shall maintain all drainage manholes, catch basins, clean-outs and any other structures or systems used intentionally or otherwise to direct the flow of water on or from the Service Property (collectively, “Drainage Systems”) in Good Working Condition. Storm water catch basins will be maintained as necessary and clogged sewer lines snaked as necessary.

All parking lot Drainage Systems shall be maintained by the Operator in a Good Working Condition.

The Operator shall keep all closed Drainage Systems clean and free of obstructions.

When the Operator replaces any Drainage System or portion thereof, the system shall be designed and constructed based on an evaluation of the current drainage conditions and applicable regulatory requirements. At a minimum, the Drainage System shall be designed to handle a 50-year storm. All designs shall be submitted to the MBTA for review and written approval (ODRL 3.2-043) in advance of any work being performed.

Gas Switch Heaters

The Operator shall perform the inspection, maintenance and operation of all gas switch heater systems, including any associated appurtenances such as ducting for forced hot air switches, contained within the Service Property.

In preparation for the winter season, the Operator shall ensure that all gas switch heaters are in a Good Working Condition by November 15th of each Agreement Year.

Structural Inspections for Bridges, Tunnels, Pedestrian Structures and Culverts – General Responsibilities

The Operator shall perform structural inspections on all aspects of Service Property to ensure safe and proper operation. The Operator shall also perform structural inspections on all other bridges contained within the Right of Way, including but not limited to all MassDOT and private overhead bridges to ensure safety. For those bridges listed in the Asset Register as “Freight-Only Bridges” the Operator shall also perform inspections as directed by the MBTA as Supplemental Work.

The Operator shall perform safety and security functions on an as-needed basis with periodic inspections as directed by the MBTA and as required after a bridge has been struck, after a noticeable defect has been reported, or in the event that the Operator becomes aware of a situation or condition necessitating such inspection, but not less than annually. The cost of such inspections is included in the Annual Fee. Inspections shall meet all applicable FRA and MBTA requirements and all reports shall be made available to the MBTA.

At a minimum, the Operator shall be responsible for the following:

Annual inspection reports on safety and integrity (ODRL 3.2-044), including recommendations for any necessary repairs (minor and major) as well as a summary of all maintenance activities that have occurred during the previous year.

Quarterly safety inspections in tunnels (ODRL 3.2-045) of ventilation systems, niches, safety lighting, fire systems, debris, and drainage.

Emergency inspections (ODRL 3.2-046) immediately after a railroad bridge has been struck or after noticeable defects are reported.

Special bridge inspections that shall be conducted quarterly (ODRL 3.2-047), when warranted by bridge condition, on fracture-critical bridges, or at the direction of the MBTA. A current list of such bridges is included in the Asset Register.

Underwater inspections (ODRL 03-048) shall be performed on all structures (bridges, culverts and tunnels ) crossing over water where damage could occur and be hidden by the water. The underwater inspections shall be performed by a certified professional underwater inspector. The Operator shall schedule all such underwater inspections so that each such structure is inspected not more than five years from the previous inspection date, regardless of whether the Operator performed the prior inspection.

The Operator shall supply a motorized boat and boat operator to the MBTA as requested to inspect bridges, fender systems or perform other work on the water. The boat shall be of sufficient size to accommodate ladders or staging required to perform the work. The boat shall conform to all State, United States Coast Guard and OSHA requirements. The cost of such inspections, up to six per year, including boat, operator, fuel and other incidental items is included in the Annual Fee.

The Operator shall conduct quarterly inspections of the drawbridges (ODRL 3.2-049), performed jointly with C&S, Structures, Track and Electrical personnel.

The MBTA may hire a Third Party to perform additional inspections as deemed necessary by the MBTA. These inspections are not considered part of this Agreement. The inspection reports will be made available to the Operator upon request.

Overhead and Undergrade Bridge Maintenance

The Operator shall perform maintenance activities and Minor Repairs (as defined below) on all MBTA-owned bridges (overhead and undergrade) and tunnels as listed in the Asset Register to maintain the Service Property in a Good Working Condition.

For the purposes of this Section 5.13 (Overhead and Undergrade Bridge Maintenance) of this Schedule 3.2 (Engineering Services), “Minor Repairs” are defined as repairs performed on bridge or retaining structures or components of such structures in which the structural functionality and capacity will remain unchanged after the repair work is performed, including but not limited to painting of structural steel members, railings, concrete surfaces; repairing spalls and minor cracks of concrete members; welding; installing temporary support measures such as pony trusses or cribbing; repairing or replacing protective fencing; cleaning bridge bearings and deck joints; cleaning and resealing of expansion joints; and the repair of any and all “wear and tear” damage to the Service Property resulting from normal operations.

Minor Repair work shall not require the use of Third Party contractors or experts, but shall not preclude their engagement if the Operator deems it cost effective or more expeditious.

Regular maintenance such as clearing of vegetation, maintaining railroad clearance, cleaning and painting over graffiti shall also be considered Minor Repairs and shall be the responsibility of the Operator.

The MBTA may reference additional inspections performed by a Third Party to determine maintenance activities and Minor Repairs to be performed by the Operator. The cost of maintenance activities and Minor Repairs is included in the Annual Fee.

For those bridges listed in the Asset Register as “Freight-Only Bridges,” the Operator shall also perform repairs as directed by the MBTA. The cost of such repairs shall be reimbursed as Supplemental Work.

Major Repairs (as defined below) to any MBTA-owned bridges by the Operator are not included in the Annual Fee, with the exception of damage caused in whole or in part by the actions of the Operator. The Operator shall be required to submit a separate price for any Major Repair services requested by the MBTA and such jobs will be handled as Supplemental Work. The Annual Fee shall include any temporary measures required to keep a bridge in service until such time as Major Repairs are complete.

For the purposes of this Section 5.13 (Overhead and Undergrade Bridge Maintenance) of this Schedule 3.2 (Engineering Services), “Major Repairs” are defined as repairs performed on bridge or retaining structures or components of such structures in which the structural functionality and capacity will change after the repair work is performed. Examples of Major Repairs include but are not limited to: strengthening of structural supporting members including beams, girders and truss members; and replacing and repairing bridge bearings that require jacking of superstructure. The MBTA shall make the final determination as to whether the repair work shall be considered a Minor Repair or a Major Repair.

MBTA may, at its option, employ a Third Party contractor to perform Major Repairs. The Operator shall provide flag protection for any such repair work and shall be compensated through a direct agreement between the Operator and such Third Party.

The Operator shall repair and maintain in Good Working Condition all retaining walls, back walls, wing walls, abutments, bracing, track structures and signal apparatus, and other structures, appurtenances and systems associated with the MBTA owned bridges located within the Service Property.

The Operator shall prepare and provide to the MBTA for approval, a Bridge Maintenance Plan to address the structural maintenance issues for each bridge. The Operator shall submit to the MBTA a preliminary plan (ODRL 3.2-050) no later than 120 days after NTP and thereafter, an updated plan (ODRL 3.2-051) as part of the annual Engineering Services Plan. The Operator shall adhere to all such plans.

The Operator shall prepare and provide to the MBTA for approval, a drawbridge maintenance plan to address the structural, mechanical, electrical, track and signal components for each drawbridge. The Operator shall submit to the MBTA a preliminary plan (ODRL 3.2-052) no later than 120 days after NTP and an updated plan (ODRL 3.2-053) as part of the annual Engineering Services Plan. The Operator shall adhere to all such plans.

The Operator shall prepare and provide to the MBTA for approval, a drawbridge operation manual in preliminary form no later than 120 days after NTP (ODRL 3.2-054) to address the procedures used to operate the bridge and any other relevant operational information. The Operator shall submit an updated manual (ODRL 3.2-055) to the MBTA as part of the annual Engineering Services Plan. The Operator shall adhere to all such manuals.

The Operator shall post rules governing drawbridge opening, emergency telephone contacts, tide boards, marine band radio frequencies, and any information required by the U.S. Coast Guard, FRA or other such regulatory agencies at each drawbridge. The Operator shall repair and maintain in Good Working Condition all controls, contacts, mechanical components, and other appurtenances and systems associated with MBTA owned moveable bridges located within the Service Property.

The Operator shall record all drawbridge openings and failures in the Commuter Rail IT Environment. A copy of this report shall be kept at the drawbridge location. Copies of all inspection and maintenance documents shall also be kept at the drawbridge location.

The Operator shall replace not less than 500 linear feet of timber bridge decking per Agreement Year. The Operator shall coordinate all Minor Repairs and Major Repairs to coincide with the timber bridge deck replacement. The Operator shall establish and provide an annual timber bridge deck replacement plan (ODRL 3.2-056) to the MBTA for approval, as part of the annual Engineering Services Plan. A preliminary timber bridge deck replacement plan shall be submitted to the MBTA no later than 120 days after NTP (ODRL 3.2-057).

The Operator shall install or replace, and maintain bridge mile markers and clearance designations on all bridges and tunnels located on the Service Property.

The Operator shall keep all bridge seats, bearings and abutments clean and free of debris at all times.

The Operator shall maintain all stairs, walkways, sidewalks, catwalks, railings and other bridge attachments and devices associated with the MBTA owned bridges, located within the Service Property, in a Good Working Condition.

The Operator shall be responsible for painting services pertaining to bridge maintenance requirements and removal of graffiti. Graffiti on bridges shall be removed in accordance with Sections 3.1 to 3.5 of this Schedule 3.2 (Engineering Services).

The MBTA may allow advertising signs on bridges. The Operator’s maintenance activities shall not damage or obscure the approved signage. The Operator must return signage to its intended configuration after bridge inspection is complete.

The Operator shall safely attach and/or remove banners, posters and signage to/from bridges as requested by the MBTA.

The Operator shall remove all unauthorized attachments immediately after such are reported or found during inspection.

The Operator shall maintain in Good Working Condition the navigation lighting system and the fender system on the Merrimack River Bridge in Newburyport. This bridge is not currently used for MBTA train service but must be protected for possible future use. The Operator is, therefore, responsible for performing the above listed tasks.

No less than 500 square feet of protective screening under bridges and structures for pest and bird control and protective fencing along bridges shall be installed or replaced per Agreement Year. These materials shall be maintained by the Operator as may be necessary to function as intended. Additional screening shall be installed as directed by the MBTA to protect the general public.

Maintenance of Tunnels

The Operator shall maintain tunnel structures on the Service Property in a Good Working Condition at all times. Pointing and leak plugging shall be performed as needed.

The Operator shall control ice buildup in tunnels during the winter months so as not to interfere with tunnel clearance and the movement of trains.

The Operator shall maintain in Good Working Condition all vibration attenuation systems located in tunnels within the Service Property.

The Operator shall repair and maintain in Good Working Condition, all ventilation systems in MBTA owned tunnels located within the Service Property.

The Operator shall repair and maintain in Good Working Condition, all safety lighting, fire protection and management systems, air curtains, dry standpipes, pumps, and drainage systems in MBTA owned tunnels located within the Service Property.

The Operator shall inspect, repair and maintain all emergency access and egress routes to ensure the safety of customers, emergency response personnel, and employees.

The Operator shall keep all tunnel niches and track surfaces free and clear from debris at all times. The Operator shall pay particular attention to removal of flammable debris. Under no circumstances shall anything be mounted or stored in niche areas.

The Operator shall prepare and provide to the MBTA for approval, a tunnel operation and maintenance manual (ODRL 3.2-058). The manual shall include all pertinent equipment information regarding the operation and maintenance of the equipment in the tunnels. Maintenance shall be performed in accordance with established procedures, equipment manufacturer’s standard recommendations, equipment manufacturer’s operations and maintenance manuals, and other applicable operation and maintenance agreements. Operation and maintenance shall include but not be limited to the following existing locations: Salem Tunnel, Boston and Albany Tunnel, Hingham Tunnel, Weymouth Landing, Kingston, and Quincy Center. The Operator shall submit such manual to the MBTA for MBTA review and approval as part of the annual Engineering Services Plan. A preliminary plan shall be submitted to the MBTA no later than 120 days after NTP (ODRL 3.2-059).

Maintenance of Pedestrian Structures

All structures used or designed to allow pedestrian movement across, over or under the Service Property (“Pedestrian Structures”) shall be inspected and maintained by the Operator in Good Working Condition at all times.

The Operator shall maintain the cleanliness of Pedestrian Structures and shall further maintain the adjoining fences, lighting, drainage, vegetation, surfaces, ramps, stairways, equipment, devices and appurtenances in Good Working Condition and in a manner that encourages use of the structure. All graffiti must be removed from Pedestrian Structures in compliance with Sections 3.1 to 3.5 of this Schedule 3.2 (Engineering Services).

Doing construction or maintenance of these structures, alternate accessible paths must be provided, which must be compliant with all federal, state and local accessibility laws and regulation.

Maintenance of Culverts

The Operator shall be responsible for all culverts located on the Service Property. As used herein, a “Culvert” is any undergrade structure less than 10 feet in span. All undergrade structures greater than or equal to 10 feet in span will be inspected and maintained per the requirements in Sections 5.12 (Structural Inspections for Bridges, Tunnels, Pedestrian Structures and Culverts - General Responsibilities) and 5.13 (Overhead and Undergrade Bridge Maintenance) of this Schedule 3.2 (Engineering Services).

The Operator shall annually inspect, clean and perform maintenance and repairs as needed on all Culverts contained within the Service Property to maintain the Culverts in Good Working Condition, consistent with original design profiles. Inspections shall include digital photographs of the Culvert condition. All inspection and repair activity shall be recorded in the Commuter Rail IT Environment.

The Operator shall maintain and repair all Culverts to greater than or equal to design capacity. The Operator shall replace failed Culverts with a Culvert of equal size.

The Operator shall keep all Culvert approaches free and clear of all debris and vegetation.

The Operator shall replace six Culverts per Agreement Year. The Operator shall establish and provide an annual culvert replacement plan (ODRL 3.2-060) to the MBTA for approval, as part of the annual Engineering Services Plan. A preliminary plan shall be submitted no later than 120 days after NTP (ODRL 3.2-061).

The Operator shall maintain, install or replace culvert markers as necessary.

The Operator shall coordinate all maintenance, repair and replacement activities with all applicable permitting agencies.

SIGNALS AND COMMUNICATIONS

General

The Operator shall not modify MBTA signal and communication maintenance and construction standards unless authorized in writing by the MBTA's Chief Engineer.

Signal or communications systems shall not be installed, modified, or retired without prior written approval from the MBTA’s Chief Engineer. When such approval is given, it shall be the responsibility of the Operator to prepare all necessary documents for MBTA approval and file all necessary applications for authorization to the FRA, Federal Communications Commission and/or Mass DPU for new installations, modifications or removals. This application will be co-signed by the MBTA.

Emergency modifications may be performed in the interest of safety. Oral notification of such modifications will be accepted if received by the MBTA within four (4) hours of initiation of such modifications. The Operator shall provide a written request for final modifications within twenty-four (24) hours of such initiation, and shall include a detailed explanation of the required modifications and the reason emergency modification was initiated.

Any permanent modifications made to the signal or communication system shall be recorded in the Commuter Rail IT Environment and submitted to the MBTA Chief Engineer no later than 30 days after the modification is placed in service. Additionally, the Operator shall obtain all applicable warranty agreements in the name of the MBTA and provide any and all associated documentation to the MBTA. The Operator shall administer those warranties.

The Operator, when requested by the MBTA, shall furnish any plans, crossing layouts, or crossing traffic counts (ODRL 3.2-062) as may be necessary for the proper petitions to be prepared and brought before Mass DPU for potential changes to existing Mass DPU orders as may be required. These requirements shall hold true for other legal matters as identified by the MBTA.

Purchase and installation of material for maintenance or construction shall be performed in accordance with the Engineering Services Standards and the manual titled Standard Plans for Signal and Communications Systems. Any deviation from these standards shall require the prior written approval of the MBTA Chief Engineer.

The Operator shall coordinate field devices with the dispatching systems of foreign railroads performing dispatching services on the Service Property.

The Operator's signal and communications department shall be responsible for coordination with neighboring railroads and other abutters of the MBTA with regard to any failures of devices or other matters that result in public complaints or inhibit the safety of the general public. It shall be the responsibility of the Operator to take whatever measures are necessary to mitigate any such circumstances as described above.

The Operator shall provide the necessary support and documentation for any regulatory proceedings to eliminate the need for crossing tenders at any crossing on the Service Property.

Signal and communication cases and apparatus shall be kept sealed, locked, clean and free of all foreign material, such as: snow, ice, brush, rodents, insects, rust and graffiti.

Signal and Communications cases and apparatus shall be painted in accordance with the following painting schedule:

One-third of all apparatus shall be painted each calendar year. Paint type and colors shall be determined by the MBTA.

Aluminum equipment will not require paint, unless necessary to improve visibility (such as in the case of signal backgrounds and hoods), or to obscure graffiti.

Switch Machines shall be painted and numbered for identification on the machine cover.

Apparatus requiring painting at more frequent intervals than described above shall be painted more frequently to improve the aesthetic appearance and prevent corrosion. Graffiti shall be removed expeditiously upon receipt of a report of graffiti in accordance with Sections 3.1 to 3.5 of this