Item - 2018.EX36.13

The Executive Committee recommends that:

1.  City Council direct the City Manager or designate to negotiate all agreements referenced in the report (July 12, 2018) from the Deputy City Manager, Internal Corporate Services consistent with the following negotiating principles that recognize the City's authority as a level of government, as well as Metrolinx's authority as a Provincial Crown Agency, that will be used for ongoing and future negotiations between the parties, and set the parameters for the use of delegated authority during the City Council break:
 

a.  impact of Union Station Enhancement Project on the proper functioning of Union Station, its tenants, and other Projects will be mitigated, and not result in any breach of any City tenant or other third party arrangements;

 
b.  the Union Station Enhancement Project will be undertaken in compliance with applicable law, including but not limited to site plan control processes;
 

c.  the City will incur no direct or indirect cost or liability as a result of Union Station Enhancement Project;

 
d.  the new South Concourse should be properly incorporated into and function as an integral part of Union Station, and administered according to all of the existing terms of the Amended and Restated Reciprocal Rights Agreement, as amended; and

 
e.  the City's current standards will be maintained for all pedestrian movements across the Union Station precinct, based on a 2041 planning horizon.

 
2.  City Council authorize the City Manager or designate to negotiate and execute a Framework Agreement between the City and Metrolinx for the implementation of the Union Station Enhancement Project Package 1, based on the major terms outlined in Attachment 1 to the report (July 12, 2018) from the Deputy City Manager, Internal Corporate Services and such other or amended terms and conditions as may be satisfactory to the City Manager, the Chief Financial Officer, the Deputy City Manager, Internal Corporate Services and the Deputy City Manager, Cluster B, and in a form satisfactory to the City Solicitor.
 

3.  City Council authorize the City Manager or designate to negotiate and execute a Design and Construction Agreement between the City and Metrolinx, based on the major terms outlined in Attachment 2 to the report (July 12, 2018) from the Deputy City Manager, Internal Corporate Services and such other or amended terms and conditions as may be satisfactory to the City Manager, the Chief Financial Officer, the Deputy City Manager, Internal Corporate Services and the Deputy City Manager, Cluster B, and in a form satisfactory to the City Solicitor.
 

4.  City Council authorize the City Manager or designate to negotiate and execute the Key Agreements referenced in Attachment 1 to the report (July 12, 2018) from the Deputy City Manager, Internal Corporate Services and any other related or ancillary agreements that may be necessary to achieve Union Station Enhancement Project Package 1, on terms and conditions satisfactory to the City Manager, the Chief Financial Officer, the Deputy City Manager, Internal Corporate Services and the Deputy City Manager, Cluster B, and in a form satisfactory to the City Solicitor.
 

5.  City Council authorize the City Manager or designate to administer and manage the agreements pertaining to Union Station Enhancement Project Package 1, including the provision of any consents, approvals, notices and notices of termination provided that the City Manager may, at any time, refer consideration of such matters (including their content) to City Council for its determination and direction.
 

6.  City Council amend the Approved 2018-2027 Council Capital Budget and Plan for Facilities, Real Estate, Environment and Energy to increase total project cost and cash flow funding by $0.500 million in 2018 for Union Station Enhancement Project (CCA913-01), from $0.750 million to $1.250 million, for additional resources for Union Station Enhancement Project Package 1, conditional upon full funding by Metrolinx.

 
7.  City Council authorize the City Manager or designate to negotiate, approve and execute the Funding Agreement between the City and Metrolinx, requiring Metrolinx to pay all direct and indirect costs that will be incurred by the City in connection with the Union Station Enhancement Project, including the on-going review of Union Station Enhancement Project Package 3, on terms and conditions satisfactory to the Deputy City Manager, Internal Corporate Services and the Chief Financial Officer, and in a form satisfactory to the City Solicitor.

 
8.  City Council amend the Approved 2018-2027 Capital Budget and Plan for Facilities, Real Estate, Environment and Energy to add a new project called "Union Station Enhancement Project, Pkg.3" with a total project cost of $1.787 million, with cash flow funding of $0.325 million in 2018, $1.154 million in 2019, and $0.308 million in 2020. $1.050 million is dedicated to third party resources with cash flow funding of $0.200 million in 2018 and $0.850 million in 2019 and the remaining $0.737 million is for temporary capital-funded positions for the period 2018-2020, conditional upon full funding by Metrolinx.

 
9.  City Council approve:

 
a.  the non-competitive retainer of Davies, Ward, Phillips & Vineberg LLP for the initial amount of $250,000 for real estate law advice pertaining to Union Station Enhancement Project Package 3;

 
b.  the non-competitive retainer of Osler, Hoskin & Harcourt LLP for the initial amount of $250,000 for construction law advice pertaining to Union Station Enhancement Project Package 3;

 
c.  the non-competitive retainer of NORR Limited for the initial amount of $200,000 for peer reviews of the proposed Union Station Enhancement Project Package 3 design;

 
d.  the non-competitive retainer of PwC for the initial amount of $200,000 for retail revenue forecasting related to the proposed Union Station Enhancement Project Package 3 design; and

 
e.  the reimbursement of Osmington for the initial amount of $150,000 for design fees to assess impact and iterative redesign effort of retail space related to the proposed Union Station Enhancement Project Package 3 design;

 
and authorize any subsequent amendments, increases and/or assignments of these retainers, as deemed appropriate by the City Solicitor and the Deputy City Manager, Internal Corporate Services, subject to all funding for these retainers, and reimbursement of Osmington, being provided by Metrolinx.

10.  City Council amend the 2018 Facilities, Real Estate, Environment and Energy Council Approved Operating Budget by increasing complement by 2.5 temporary capital positions dedicated to the review of Union Station Enhancement Project Package 3, for the period of August 2018 to December 2020, with a gross expenditure increase of $0.125 million in 2018, fully offset by recoveries from capital, for a $0 net impact. 2019 and 2020 gross expenditure impacts are $0.304 million and $0.308 million respectively, fully offset by recoveries from capital, for a $0 net impact. These amendments will be subject to full funding by Metrolinx.

This report addresses Metrolinx's proposed Union Station Enhancement Project and its requested access to construct Package 1 (USEP Package 1) partially on City lands, forming part of the enabling works for Metrolinx's GO Expansion Program. The report also addresses funding requirements for City staff to complete due diligence for Union Station Enhancement Project Package 3, which aims to optimize capacity and facilitate the electrification of trains at Union Station.

This report presents terms and principles required to advance the design and construction of Union Station Enhancement Project Package 1. Union Station Enhancement Project Package 1 will create two new platforms at track level and a new concourse below, constructed in the area between York Street and Bay Street as outlined in Attachment 3. Metrolinx advises that these platforms are needed to increase the capacity within the Union Station rail corridor to accommodate 15 minute or better train service. The Framework Agreement and Design and Construction Agreement are seen as important items to allow the Project to proceed and protect the City's interests. Metrolinx requires that the key terms of the Framework Agreement and Design and Construction Agreement be agreed to prior to the end of Metrolinx's and Infrastructure Ontario's bid period in September 2018 to meet the overall procurement schedule. The report requests authority to finalize and execute the Framework Agreement and the Design and Construction Agreement, and to negotiate, settle and execute amendments to existing impacted agreements with Metrolinx and other third parties. Furthermore, this report requests resources needed for Union Station Enhancement Project Package 1, as well as resources to conduct a review of Union Station Enhancement Project Package 3.