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HomeMy WebLinkAboutOrange County Transportation Authority - 2023-10-06 /0iNcro 2000 Main Street, C. �Bn47::;�e; Huntington Beach,CA P •p 92648 r City of Huntington Beach 9 > _ APPROVED 7-0 UNTYf File #: 24-444 MEETING DATE: 6/18/2024 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Eric G. Parra, Interim City Manager VIA: Chau Vu, Director of Public Works PREPARED BY: Bob Stachelski, Traffic and Transportation Manager Subject: Approve and authorize the execution of Amendment No. 1 to Existing Cooperative Agreement with the Orange County Transportation Authority (OCTA) for the 1-405 Freeway Improvement Project Statement of Issue: On September 19, 2023, the City Council approved to enter into Cooperative Agreement No. C-3- 2654, between the City of Huntington Beach and the Orange County Transportation Authority (OCTA) to facilitate administration permitting, staffing, and construction of the 1-405 Freeway Improvement Project and provide a mechanism to reimburse the City for expenses incurred as a result of the Project. Staff is asking to extend that agreement by six (6) months through December 31, 2024. Financial Impact: Execution of this amendment will allow the City of Huntington Beach to receive reimbursement for direct expenses and staff time in support of the completion of the 1-405 Freeway Improvement Project. Recommended Action: Approve and Authorize the Interim City Manager to execute "Amendment No. 1 to Agreement No. C- 3-2654 Between Orange County Transportation Authority and City of Huntington Beach for the 1-405 Improvement Project." Alternative Action(s): Do not approve the recommended action and direct staff accordingly. , Analysis: The City of Huntington Beach, along with other corridor agencies, has been actively working with Orange County Transportation Authority (OCTA) for more than 20 years to pursue the improvement of Interstate 405 from the Interstate 605 interchange to the State Route 73 interchange. The initial City of Huntington Beach Page 1 of 2 Printed on 6/12/2024 powere• LegistarTM File #: 24-444 MEETING DATE: 6/18/2024 goal of this effort was to help ensure that the corridor would provide sufficient capacity and operations to support transportation needs for the next 20 to 30 years. The initial planning and design efforts culminated in the funding of construction and hiring of 0C405 Partners in January 2017 to complete the project under a design-build delivery method, Prior to awarding the design-build contract, OCTA recognized that each of the corridor agencies would be required to provide significant staff resources in support of the project including: • Plan Review • Permitting • Emergency Services • Inspections • Public Outreach • Administration • Contract Services • Coordination with OCTA, 0C405 Partners, Caltrans, and corridor agencies The City of Huntington Beach entered into Cooperative Agreement No. C-3-2654 with OCTA in October 2023 to extend the City's participation in the administration, permitting, and staffing of the ongoing construction of the 1-405 Freeway. The agreement formalizes the City's participation and roles, as well as its ability to receive reimbursement for expenses related to City support services and expenses the City may incur due to project construction. The current agreement has an expiration date of June 30, 2024. However, additional delays in finalizing several elements of the project will extend the timeline past the expiration date. OCTA anticipates that all work will be completed by the end of 2024 and therefore, this amendment would extend the agreement to the anticipated completion date. Environmental Status: This action is not subject to the California Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly or indirectly. Strategic Plan Goal: Goal 2 - Fiscal Stability, Strategy A- Consider new revenue sources and opportunities to support the City's priority initiatives'and projects. Attachment(s): 1. Amendment No. 1 to Agreement No. C-3-2654 2. OCTA Cooperative Agreement No. C-3-2654 3. PowerPoint Presentation -Amendment to Cooperative Agreement C-3-2654 City of Huntington Beach Page 2 of 2 Printed on 6/12/2024 powerellack LegistarTM Distributed 6/27/2024 Accounting ❑ CAMM FPA PM D Mak,J Mills, D Bui, S Grish Vendor ✓ AMENDMENT NO. 1 TO CAMM R Hashem 1 AGREEMENT NO. C-3-2654 2 BETWEEN ORANGE COUNTY TRANSPORTATION AUTHORITY 3 AND CITY OF HUNTINGTON BEACH 4 FOR 1-405 IMPROVEMENT PROJECT 5 6 THIS AMENDMENT NO. 1, is effective this 27th day of June , 2024, by an. 7 between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, 8 Orange California 92863-1584, a public corporation of the State of California (herein referred to a- 9 "AUTHORITY") and the City of Huntington Beach, 2000 Main Street, Huntington Beach, Californi- 10 92648, a municipal corporation duly organized and existing under the constitution and laws of th= 11 State of California (herein referred to as "CITY") each individually known as "Party" and collective) 12 known as the"Parties". 13 WITNESSETH: 14 WHEREAS, by Agreement No C-3-2654 dated October 6, 2023 (Agreement), AUTHORIT 15 and CITY entered into a cooperative agreement, in cooperation and partnership with the Californi- 16 Department of Transportation, herein referred to as "CALTRANS", for the specific terms, conditions, 17 and funding responsibilities between the AUTHORITY and CITY for improvements defined as adding 18 one general purpose lane from Euclid Street to Interstate 605(1-605), plus adding an additional media 19 lane which will be combined with the existing high-occupancy vehicle (HOV) lane and operated a- 20 dual express lanes in each direction of the Interstate 405(1-405)from State Route 73(SR-73)to 1-605, 21 replacing and/or widening structures, and other additional geometric and interchange improvements, 22 including improvements to CITY-owned and operated streets, and traffic facilities hereafter referred t. 23 as CITY FACILITIES potentially impacted by this project, all of which are hereafter referred to a- 24 "PROJECT"; and 25 WHEREAS, CITY and AUTHORITY agree to extend the term of the Agreement by six (6 26 months through December 31, 2024 to allow for contract acceptance and closeout of the PROJECT; 27 and 28 1 of 2 343606 1 WHEREAS, the CITY's City Council approved this Amendment No. 1 on the day o' 2 /Lei , 2024. 3 NOW, THEREFORE, it is mutually understood and agreed by the AUTHORITY and CITY that 4 the Agreement, is hereby amended in the following particulars only: 5 1. Amend ARTICLE 10. ADDITIONAL PROVISIONS, page 14 of 17, paragraph A, lin: 6 21, to delete "June 30, 2024" as the expiration date of the Agreement and, in lieu thereof, inse 7 "December 31, 2024." 8 The balance of Agreement No. C-3-2654, as amended, remains unchanged. 9 IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 t• 10 Agreement No. C-3-2654 to be executed as of the date of the last signature below. 11 12 CITY OF HUNTINGTON BE H ORANGE COUNTY TRANSPORTATION AUTHORITY 13 14 B : v By: Eric Parra Lydia Bilynsky 15 Interim City Manager Department Manager, Capital Projects 16 ATTEST: APPROVED AS TO FORM: 17 18 By. By: Robin Estani lau James M. Donich 19 City Clerk General Counsel 20 APPROVAL RECOMMENDED: 21 COUNTERPART 22 By: L.,/ 23 Chau u Public Works Director 24 APPROVED AS TO F RM: 25 26 r- 27 Michael E. Gates 28 City Attorney L 2 of 2 343606 1 WHEREAS, the CITY's City Council approved this Amendment No. 1 on the /b 'iL" day o' 2 , 2024. 3 NOW, THEREFORE, it is mutually understood and agreed by the AUTHORITY and CITY that 4 the Agreement, is hereby amended in the following particulars only: 5 1. Amend ARTICLE 10. ADDITIONAL PROVISIONS, page 14 of 17, paragraph A, lin- 6 21, to delete "June 30, 2024" as the expiration date of the Agreement and, in lieu thereof, inse 7 "December 31, 2024." 8 The balance of Agreement No. C-3-2654, as amended, remains unchanged. 9 IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 t. 10 Agreement No. C-3-2654 to be executed as of the date of the last signature below. 11 12 CITY OF HUNTINGTON BEA H ORANGE COUNTY TRANSPORTATION //�� AUTHORITY 13 / .,.�ti► 14 y B : / - By: Lydia Bilynsky(Jun 27,202412:32 PDT) .- Eric Parra Lydia Bilynsky 15 Interim City Manager Department Manager, Capital Projects 16 ATTEST: APPROVED AS TO FORM: 17 - C jao-L2ig-bowieh' 18 By: By: James Donich(Jun 27,2024 11:27 PDT) Robin Estani lau James M. Donich 19 ( City Clerk General Counsel 20 APPROVAL RECOMMENDED:21 COUNTERPART 22 By: A /1 ,f` 23 Chau Vu Public Works Director 24 APPROVED AS TO FORM: 25 26 27 Michael E. Gates 28 City Attorney 2of2 343606 Distributed 10/10/2023 Accounting •CAMM FPA 0 PM J.Mills,D Mak,D Bui,S Gnarl Vendor CAMM R Hashem COOPERATIVE AGREEMENT NO.C-3-2654 2 BETWEEN 3 ORANGE COUNTY TRANSPORTATION AUTHORITY 4 AND 5 CITY OF HUNTINGTON BEACH 6 FOR. 7 I-405 IMPROVEVIENT PROJECT THIS COOPERATIVE AGREEMENT (Agreement), is effective this 6th day of 9 October , 2023 (Effective Date), by and between the Orange County Transportation 10 Authority,550 South Main Street, P.O. Box 14184,Orange California 92863-1584,a public corporation 11 of the State of California(herein referred to as"AUTHORITY')and the City of Huntington Beach,2000 12 Main Street, Huntington Beach, California 92646, a municipal corporation duly organized and existing 13 under the con.stithtion and laws of the State of California(herein referred to as''CITY)each individually 14 known as Tarty'and collectively known as the"Parties". 15 RECITALS:: 16 WHEREAS, AUTHORITY, in cooperation and partnership with the California Department of 17 Transportation, herein referred to:as.TN-TRANS", is proposing to reduce congestion and improve 18 lane continuity through the Interstate 405 (1-405) corridor with improvements to mainline and 19 interchanges on the 1-405 between State Route 73(SR43)and Interstate 605(I-605); and 20 WHEREAS,the improvements are generally defined as adding one general-purpose lane from 21 Euclid Street to 1-605, plus adding an additional median lane which will be combined with the existing 22 high-occupancy vehicle(HOV)lane and operated as dual express lanes in each direction:of the 1-405 23 from SR-73 to 1-805, replacing, and/or widening structures, and other additional geometric and 24 interchange improvements,including improvements to CITY-awned and operated streets,and traffic 25 facilities hereinafter referred to as CITY FACILITIES potentially impacted by this project, all of which 26 are hereinafterreferred to as"PRWECTY. Page 1 of 17 202 • COOPERATIVE AGREEMENT NO.C-3-2654 1 WHEREAS;AUTHORITY has hired a design-build team,0C405 Partners;JV, herein referred 2 • to as°CONTRACTOR°,.to design;and construct.PROJECT via a design-build delivery method, and ' • 3 design-build contract •was executed January 31, 2017. Contract documents (CONTRACT • 4 DOCUMENTS)refer to all documents as part of the contract with 0C405 Partners, JV;and• 5• WHEREAS,.Cooperative Agreement C-5-3614 between*AUTHORITY and CITY concerning .6. this Project has expired on April 30, 2023,; and WHEREAS,this Cooperative Agreement defines the 7 • specific terms, conditions,•and funding responsibilities between the AUTHORITY and CITY regarding 8- the design:and construction.of PROJECT in-regards to CITY FACILITIES through Project closeout 9 anticipated June 30,2024; and 10 WHEREAS,AUTHORITY is the sponsor and the'primary funding agency for PROJECT;and • • .11 WHEREAS, CITY-owned and operated utilities will be subject to an utility agreement(s) and 12 separate from, and outside of this Agreement; and .13 . WHEREAS,PROJECT is located within and adjacent to the CALTRANS right of way in the Cities :14 of Costa Mesa, Fountain Valley; Huntington Beach, Westminster, Garden Grove, Seal. Beach, Los 15-• Alamitos,and County of Orange;and . 16 • WHEREAS, AUTHORITY has contracted with Parsons Transportation Group, Inc., as the 17 Program Management Consultant (PMC) for this PROJECT, to assist with.the administration and 18 oversight of the procurement, and design and construction phases of PROJECT: and 19 WHEREAS,..AUTHORITY has contracted with Jacobs Project Management Co., as the • 20 Construction Management Consultant(CMC)for this•PROJECT,to assist with the administration and • 21 oversightof the procurement, and construction.phases of PROJECT; and 22 WHEREAS,AUTHORITY agrees to acquire right of way; and' ' 23 •WHEREAS,•AUTHORITY shall ensure CONTRACTOR's compliance With all applicable 24 requirements contained in this Agreement,.and 25 •WHEREAS, CITY FACILITIES-will potentially be impacted by PROJECT, and AUTHORITY • 26 desires to collaborate with CITY during the design and construction of PROJECT;and Page,2 of 17 • • . 203 COOPERATIVE AGREEMENT NO.C4-2684 1 WHEREAS,AUTHORITY wilt provide contract administration for ail phases of.PROJECT work . 2 on CITY FACILITIES,and work within CITY right of way,while adhering to State, Federal, and CITY 3 standards and requirements,as applicable;and 4 WHEREAS,AUTHORITY win reknburse CITY for actual costs for CITY SERVICES,as,related to 5 improvements to CITY FACILITIES,and defined as: 6 • Review and approval of plans, specifications, and other pertinent engineering plans, and reports,and for oversight constructicm inspection services 8 • Review and acceptance of Transportation Management Plan(TMP) 9 • Traffic engineering, and oversight detour inspections 10 -* CITY police services; and 11 WHEREAS,AUTHORITY has paid to CITY,in the amount of Six Hundred Eighty Two Thousand 12 Seven Hundred Thirty Seven Dollars($682,737), for pavement mitigation costs,as quantified and priced 13 by the AUTHORITY, and identified in the Structural Pavement Investigation and Report, I-405 Final 14 Concept Detour Routes Impact Study,1405 Improvement Project,dated October 11.,2018;and 15 WHEREAS, in addition to the pavement mitigation reimbursement by AUTHORITY as set forth 16: above;Parties agree to assess and evaluate actual post,consbuctionimpacts to CITY streets,on acase- 17 by case basis,as a result of PROJECT%signed, long-term detours within CITY%jurisdiction,.as well as 18 the costs of mitigating such impacts,ifany;and 19 WHEREAS,CITY agrees to manage its staff and consultants to provide crrY SERVICES within 20 the Mal4mum Obligation amount as amended herein;and 21 WHEREAS,AUTHORITY%Board of Directors authorized this Agreement cattle 12th day of 22 June 2023.and 23 WHEREAS, CITY's City Council approved this Agreement OfI the 19th day of 24 September ,2023. 25 NOW,THEREFORE,it is mutually and agreed by AUTHORITY and CITY asfellovirs: 26 / Page 3 of 17 204 • COOPERATIVE AGREEMENT NO.C-3=26$4 • • 1. ARTICLE 1.' COMPLETE AGREEMENT• 2 A. This Agreement, including any attachments incorporated herein and made applicable by 3 reference, constitutes the complete and exclusive statement of the terms) and •conditions(s) of this • 4 Agreement between AUTHORITY'and CITY•and it supersedes all prior representations,understandings, 5 and communications. The invalidity in whole or in part of any term or condition of this Agreement shall • 5. not affect the Validity of other term(s)or conditions(s)of this Agreement The above•referenced Recitals • : . 7 are true and correct and incorporated by reference herein. '8 B. AUTHORITYS'failure to insist on any instance(s) of CITY's performance of any terms) . 9' • or condition(s) of this Agreement shall not.be construed as a waiver or relinquishment of AUTHORITY's • 1.0. right to such performance or to future performance of such term(s)or condition(s), and CITY's obligation 11 in respect thereto shall continue in full force and effect. Changes.to any portion of this Agreement shall 12 not be 'binding upon AUTHORITY except when specifically confirmed in'writing.by an authorized' -13 representative of AUTHORITY by way of a written amendment to this Agreement and issued in :14 accordance with the provisions of this Agreement 15. . C. • CITY's failure.to insist on any instance(s)of AUTHORlTY's performance of any term(s)or 16 . ' condition(s)of this Agreement shall not be construed as a waiver or.relnquishment of CITY's right to such 17 performance or to future performance of such ter n(s) or condition(s), and AUTHORITY's obligation in 18 respect thereto shall continue in fill force and effect. Changes to any portion of this Agreement shall not 19 be binding.upon.CITY except when specifically confirmed in writing.by an authorized representative of 20 CITY by way of a written amendment to this Agreement and issued in accordance with the provisions of 21 • this Agreement 22 ARTICLE.2. SCOPE.OF AGREEMENT 23 ' . This Agreement specifies the roles and responsibilities of the Parties as they pertain to.the 24 subjects-and projects.addressed herein. Both AUTHORITY and;CITY.agreethat eachwilt cooperate and • 25 coordinate with.the other in all activities covered by this Agreement and any amendments to.this• 26. 'Agreement Page•4 of.17 • • 205 COOPERATIVE AGREEMENT NO.C.3-2654 1 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY 2 AUTHORITY agrees to the following responsibilities for PROJECT: 3 A. To be the sponsor and funding agency to manage and administer the design-build 4 contract for PROJECT, which includes preliminary engineering, right of way acquisition, , and other 5 related services,including improvements to CITY FACILITIES which are necessary as part of PROJECT. 6 B. To perform right of way acquisition and right of way certification for PROJECT, and 7 specifically,for CITY FACILITIES, if necessary. 8 C. To include within the CONTRACT DOCUMENTS,in regard to CITY FACILITIES, design 9 criteria which meets acceptable CITY standards, and are applicable at the time of Contract execution. 10 This responsibility was achieved through, and referenced in,Cooperative Agreement C-5-3614. 11 D. To coordinate with CITY during the development of the CONTRACT DOCUMENTS, and 12 afford the CITY the Opportunity to review, and comment on the CONTRACT DOCUMENTS,in regard to 13 CITY FACILITIES,.and in accordance with the terms of this Agreement.This responsibility was achieved 14 through, and referenced in, Cooperative Agreement C-5-3614. 15 E. The CITY review times will be applicable to the design and construction of PROJECT in 16 regard to CITY FACILITIES. AUTHORITY will hold Joint Resolution Meetings(JRT)with CITY to resolve 17 CITY comments and obtain approvals, if applicable. 18 F. To coordinate the design and construction of PROJECT with the CITY and hold regular 19 technical and partnering meetings to brief the CITY on the status of PROJECT,solicit input,and provide 20 a forum to discuss and resolve PROJECT issues which impact the CITY. 21 G. To comply with all requirements of the Final Environmental Impact Report/Environmental 22 Impact Statement (FEIR/FEIS) for the PROJECT, including but not limited to the preparation and 23 processing of any, and ail supplemental environmental.documents, including those required for CITY 24 FACILITY improvements as part of PROJECT. 25 / 26 / Page 5 of 17 206 COOPERATIVE AGREEMENT NO.C4=2654 1 H.. If AUTHORITY encounters hazardous, archeological, paleontological, cultural, or other 2 protected materials and/or species within any existing or future CITY-owned right of way for the:CITY 3 'FACILITIES,AUTHORITY shall notify the CITY and responsible control agencies of such discovery. 4 I. • The costs for any remediation or protection for Article 3, Paragraph H, shall be covered 5- as a PROJECT cost, provided that AUTHORITY may seek reimbursement from other third parties.which 6 may be jointly or severally liable for such removal or protection. 7 J. To protect in place, rearrange or relocate after CITY consultation and concurrence,CITY 8 . owned public utility facilities found to•be in conflict with PROJECT. All conditions of this clause shall be 9 subject to utility agreements'which are separate from,and outside of this Agreement 10 IC To secure and comply with any,.and all other governmental and/or regulatory approvals, I I permits and/or clearances required for the.design and construction of CITY FACILITIES included in -12 PROJECT. :13 L. In. the event CITY requests additional improvements, they shall be•evaluated and 14' processed in accordance with Article 4, Paragraph L,of this Agreement 15 . M. To Implement a Quality Management Plan during all phases of PROJECT. 16 N. To monitor all PROJECT activities to ensure compliance with the approved PROJECT 17 schedule,quality and budget goals of PROJECT. 18 O. To obtain concurrence for permanent easements, if required,for CITY FACILITIES. 19 P. To facilitate discussion between CITY, local agencies, and others regarding resolution of 20 ownership, operation, and maintenance of CITY FACILITIES. 21 Q. To coordinate with CALTRANS and CITY for preparation and execution of Maintenance 22 Agreements. 23 R. To convey ownership of any property acquired by AUTHORITY for PROJECT,and which 24 is necessary for CITY FACILITIES upon completion of the CITY FACILITIES, and title to such right of 25 way having been acquired by AUTHORITY. Conveyance of such property to the CITY shall be completed 26 / Page 6 of 17 207 • COOPERATIVE AGREEMENT NO.C-3-2654 • 1: through an executed Property Transfer Agreement with AUTHORITY. AUTHORITY shall convey such . • 2 property in a condition acceptable to the CITY and in accordance with CALTRANS'Right of Way Manual. 3 S. To require CONTRACTOR to'submit to CITY,for review and approval, including but hot 4 limited to,plans;specifications,and other pertinent engineering plans;:and reports,'for CITY'FACIUTIES 5 • 'prior to construction thereof. During construction, CITY-may provide construction oversight inspection 6 services. Such reviews and approvals,.and.construction oversightinspection.services(CITY SERVICES) • 7. shall. be in. accordance with the CONTRACT.DOCUMENTS, and reimbursable to CITY .by 'this • 8• Agreement. 9 T. To require CONTRACTOR to implement all applicable elements of ,the approved 1.0 Transportation Management'Plan'(TMP) and TMP amendments.. The TMP addresses construction= :11 related impacts to existing CITY street traffic, and includes.normal-traffic handling.requirements during '12 ' PROJECT construction including staging, lane closures, re-striping, detours, and signalization, and '13 specifies 'requirements for communicating 'with the public and local agencies'during construction. 14 Modifications to streets,intersections,signals,etc.,required to address traffic impacts during construction 15. will be'borne.as a PROJECT cost. Such review and acceptance of TMP(CITY SERVICES)shall be in .16 accordance with the CONTRACT DOCUMENTS, and reimbursable to CITY by this Agreement . 17 U. To obtain a written-acceptance of TMP amendments from'CITY. 18 V. To reimburse the CITY for its'actual costs for oversight detour inspections, traffic • 19. ' engineering.services.(including staff overhead and third-party traffic signal'maintenance service costs 20 contracted out by CITY), 'and polite services (including overtime costs). Ongoing deployment of 21 •' police services related to PROJECT traffic management will require.prior approval by. AUTHORITY. 22 • Such traffic engineering,oversight detour inspections, and police services(CITY SERVICES)shall be 23 • in accordance with the CONTRACT DOCUMENTS, and reimbursable•to CITY by this Agreement. 24 •• • W. To monitor and ensure CONTRACTOR compliance with the TMP. 25 X. .To work;collaboratively with CITY to prepare a methodology for approval by Parties,for 26 post-detour analysis of pavement conditions of CITY streets that were used for signed, long-term and .Page 7 of 17 208 • COOPERATIVE AGREEMENT*NO.C-3-2654 • 1: alternate route detours.. As.part of the pre-detour analysis of pavement conditions of CITY streets, 2 AUTHORITY•has previously reimbursed CITY the amount of Six Hundred.Eighty Two Thousand.Seven 3 Hundred Thirty Seven Dollars($682,737);for pavement mitigation costs%as quantified and priced by the 4 AUTHORITY; and identified inrthe Structural Pavement Investigation and Report, I-405:Final Concept 5 , Detour Routes Impact Study, 1-405 Improvement Project, dated October 11, 2018. The pre-detour 6. • :pavement analysis identified CITY Street segments that were determined to need pavement repair due • 7 to signed, long-term and alternate route detours, based on the existing pavement conditions and 8 . forecasted-.impacts•.resulting.from the PROJECT. Analysis of post-detour pavement conditions for 9 . signed;tong-term and alternate route'detours, will be•performed when the respective detour(s) is no 19- longer needed..Parties will agree on the final AUTHORITY reimbursement cost for the individual detours -11 upon review of the post-detour pavement analysis for each specific detour,at which time CITY can invoice 12 . for that agreed upon.cost 'Pavement mitigation amounts for street pavement.repairs(CITY SERVICES) .13 • shall be in accordance with the CONTRACT DOCUMENTS,and reimbursable to CITY by this Agreement - =14 and applicable amendments. 15 • . Y. To require CONTRACTOR to repair street pavements that receive damage as a result of 16 construction. CONTRACTOR will be required to adhere to CITY's requirements for removal and 17 replacement.of pavement in accordance with the CONTRACT DOCUMENTS and this Agreement 18 Z To require CONTRACTOR to obtain'a no fee encroachment permit from CITY prior to 19 commencing construction of PROJECT. Provided all conditions of such.permit have been fulfilled,the 20 permits shall authorize CONTRACTOR to commence work within CITY right of way,or areas which affect 21 CITY FACIUTIES. 22 AA. To monitor and ensure-CONTRACTOR compliance with.CITY's permit • 23 BB. To implement a Public Awareness Campaign during PROJECT that advises CITY,local . 24. ' •businesses, residents,elected officials, motorists,.and media, of construction status, street detours, and 25 ramp and freeway closures, if and where applicable. 26 CC. To provide PROJECT closeout activities,including walk-through,punch fist,final payment Page8of17 • • 209 COOPERATIVE AGREEMENT NO.C-3-2654 • • i accounting,and furnish approved°As=builts°to•CITY for CITY FACILITIES. 2 .DO. To develop, for CITY, .a record of survey, final maps, and ail.necessary title transfers 3 relative to PROJECT. 4 EE. To• reimburse CITY for combined costs identified•as "CITY SERVICES", and in 5" . . accordance With the attached SCHEDULE A, "REIMBURSEMENT SCHEDULE FOR .6. COMBINED CITY SERVICES • 7 EE To reimburse CITY for actual costs,within 30 days from receipt of an acceptable invoice, •8' which is complete,properly prepared and complies with the requirements of ARTICLE 5,REQUEST FOR 9 REIMBURSEMENT,below. 10. FF. AUTHORITY's reimbursement for CITY SERVICES will not exceed the combined •11 •maximum amount shown on SCHEDULE A. . 12 • • GG. TO-perform all work associated with the PROJECT at no cost to the CITY, unless 13 specifically provided otherwise herein min any amendment to this Agreement. 14 HH. To cause all contractors and vendors who perform Work or provide.supplies for CITY 15 . FACILITIES-to name the.CITY as an additional insured'on'policies of insurance wherein AUTHORITY 16 requires CITY to be named as an additional•insured and, prior to the commencement of work, provide 17 • certificates of insurance to CITY showing the CITY as an additional insured. 48 • ARTICLE 4.. RESPONSIBILITIES OF CITY 19 .' CITY agrees to the following responsibilities for PROJECT: 20 A. To collaborate and cooperate with AUTHORITY during the development of the 21 CONTRACT DOCUMENTS and'during the design and construction Of PROJECT. • 22 B. To:provide CITY SERVICES for PROJECT as agreed by CITY and AUTHORITY. 23 C. To.review, and provide"comment on, in-a timely manner, and in. acaordance•with the 24 CONTRACT DOCUMENTS and this Agreement,-all plans and other submittals•related to PROJECT,and 25 approve and/or.concur with AUTHORITY or CONTRACTOR's submittals when CITY determines such • 26. submittals comply with CITY's standards and criteria to facilitate AUTHORITY's delivery of PROJECT. • • Page9of17 . • 210 COOPERATIVE AGREEMENT NO.C-3-2654 1' D. • To make available to AUTHORITY all necessary CITY regulations,,policies, procedures, • 2 'manuals,standard plans, and specifications required for the construction ofPROJECT when requested • 3 :by AUTHORITY. 4 E. To attend and participate in the PROJECT's regular technical and partnering meetings for 5 • AUTHORITY to brief CITY on the status of PROJECT, and to provide a forum to discuss and to resolve 6 CITY's concerns and issues. 7 F. To make reasonable efforts and devote reasonable resources for the issuance of 8 . encroachment permits,and other necessary permits;if applicable,to CONTRACTOR at no fee,and upon • 9 CONTRACTOR's compliance with permit requirements,to not cause delay to.PROJECTS'.construction • 10 schedule. Such permits shall authorize CONTRACTOR to commence work within CITY right-of-way,or 11 areas which affect CITY FACILITIES. 12 G. To make necessary efforts to coordinate and cooperate with AUTHORITY,its agents,and 13 • contractors,to meet or exceed design-build schedule criteria as identified by AUTHORITY. 14 H. To•waive any moratorium on the excavation or trenching work on CITY streets that were 15. recently resurfaced where such excavation or trenching are necessary for PROJECT. • CONTRACTOR 16 will be required to adhere to CITY's requirements for.the removal and replacement of pavement in 17 accordance with the CONTRACT DOCUMENTS and this Agreement. 18 I. To cooperate with AUTHORITY and use its best efforts to cause the rearrangement or 19 relocation of all municipal and public utility facilities,in accordance with applicable State or local franchises 20 or laws,that may be determined by the AUTHORITY and the CITY to be within CITY's jurisdiction and 21 pose a conflict with the PROJECT. The CITY hereby agrees to exercise and invoke•its rights under 22 any applicable State or local franchises or laws, or any prior rights or superior rights'the CITY may . • •23 . have to effectuate such.rearrangement or relocation at the expense of.the affected public utility as 24. necessary to conform to PROJECT. The CITY shall cooperate with the AUTHORITY and provide all 25 • appropriate and necessary support to achieve this result. In the event the public utility fails to make 26 the rearrangement or relocation or fails to agree to make the rearrangement or relocation in a timely Page 10 of 17 211 • COOPERATIVE AGREEMENT NO.C-3..2654 • -1 manner.; the. CITY.'shall assign its rights as they apply to such rearrangement or relocation as 2 - necessary to.permit the.AUTHORITY to cause rearrangement or relocation in•a•timely.manner. The • 3 CITY shall cooperate.With.the AUTHORITY; provide:•assistance to the AUTHORITY as needed,,•and 4 loin with.theAUTHORITY as,a party in the prosecution or defense of the CITY's and the AUTHORITY's 5 :rights.under the laws oftheState of California to cause such rearrangements or relocations.Wherever • .6. possible,,any rearrangement or relocation of a public'utility shall be made to an•area covered by-a • 7 State or local:franchises or laws. All conditions of this clause shall be subject to utility agreements 8' . which are separate.from•.and outside of thi's•Agreement. • 9' J. To agree'to take.ownership.of property-acquired by.AUTHORITY for PROJECT, and 10: • which is necessary**CITY FACILMES•upon completion of the CITY FACILITIES,and title to such right 1.1 . of way having been.acquired by AUTHORITY. Conveyance of such property to the•CITY shall be • . 12 completed through an executed Property TransferAgreement with AUTHORITY. AUTHORITY shall 13 convey such property in a condition acceptable to CITY and in accordance with CALTRANS Right of Way :14 • Manual. :15:. . K To accept operation and maintenance of the CITY FACILITIES, or portion thereof, upon 16 their.acceptance by AUTHORITY, and based upon the AUTHORITY's written certification that the 17 • AUTHORITY has complied with all terms of the Agreement. The'acceptance of the CITY FACILITIES 18 and written certification shalt not unreasonably be withheld. CITY acknowledges that CITY FACILITIES 19 may be completed at different times and accepted in different.stages of PROJECT, 20 L In the event CITY requests-additional CITY FACILITY Improvements to be Incorporated 21 into PROJECT,CITY shall be solely responsible for all costs and expenses related thereto, including: 22 1)the costs incurred to incorporate:the improVements'into•the:PROJECTs scope of work;2)additional • 23 design,construction and oversight costs arising from or associated with the improvements,including 24 change orders related thereto; 3) additional operations and maintenance costs arising from or 25 • associated with the improvements, including change orders related thereto; and 4) costa associated 26 .with any impact on the design and cbristruction.schedule associated with the improvements,including Page 11 of 17 • • 212 COOPERATIVE AGREEMENT NO.C-3-2664 1. any associated PROJECT delay costs.and damages. This is not intended to eliminate.mitigations 2 for required PROJECT changes identified-during construction. AUTHORITY, at its sole discretion, • 3 may agree to incorporate such- CITY FACILITY improvements, via an .amendment to•this 4 Agreement, identifying the CITY FACILITY improvements, estimated costs, and funding sources from . 5 :CITY for•these improvements. • • 6. • . ':M. To submit monthly invoices to.AUT HORITY for work completed and actual costs incurred 7. by CITY:fOr CITY SERVICES,pursuant.taARTICLE 5.REQUEST FOR REIMBURSEMENT. CITY shall 8• . submit.final invoice no.later than ninety (90) days after final acceptance of PROJECT. Any costs in 9 • excess of the•amounts specified herein.shall not be incurred.without a written amendment to this 1.0.. Agreement '11 ARTICLE 5:.REQUEST FOR REIMBURSEMENT :12 In orderfor CITY to-be reimbursed for incurred-costs relative to PROJECT, CITY agrees: :13 A. To prepare and submit to AUTHORITY a monthly invoice with • supporting 14 documentation. CITY's invoice shall include allowable PROJECT costs incurred and paid for by CITY. 15 . The invoice submitted by CITY shall be signed by.an.authorized.agent who.can duly certify the 16 . accuracy of the included information. 17 B. The invoice shall be submitted on CITY's letterhead. 18 C. The invoice shall be submitted by CITY, and in duplicate, to AUTHORITY's Accounts 19 Payable Office. Each invoice.shall include•the following information: 20 1. Agreement Number C-X-XXXX • 21 2. The total of PROJECT expenditures shall specify the percent and amount of funds 22 •to be reimbursed, and include support documentation for all expenses invoiced.' 23 . 3. Adequate detail describing all work completed. 24 4. Such other information as requested*by AUTHORITY. 25 . •D. To consult with AUTHORITY's Project Manager for questions regarding non-reimbursable . 26 expenses. • Page 12 of 17 213 • COOPERATIVE AGREEMENT NO.C-3-2654 1' E. That total payments shall not exceed the maximum obligation specified in ARTICLE 7. 2 • MAXIMUM.OBLIGATION. 3 ARTICLE 6. DELEGATED AUTHORITY 4 The actions required to betaken by CITY in the implementation of this Agreement are delegated 5 to its CITY's Public Works Director,or designee,and the actions required to be taken by AUTHORITY In 6 the implementation of this Agreement are delegated to AUTHORITY's Chief Executive Officer or 7 designee. 8 ARTICLE 7. MAXIMUM OBLIGATION 9 Notwithstanding any provisions of this Agreement to the contrary, AUTHORITY and CITY 10 mutually agree that AUTHORITY's maximum cumulative payment obligation hereunder shall be Two 11 Hundred Thousand dollars($200,000), unless agreed to and amended by both Parties. '12 ARTICLE 8. AUDIT AND'INSPECTION - '13 AUTHORITY and CITY shall maintain a complete set of records in accordance with generally 14 accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized .15• representatives of the AUTHORITY to inspect and audit all work,materials,payroll, books,accounts,and 16 other data and records of CITY for a period of four(4)years after final payment, or until any on-going 17 audit is completed. For purposes of audit,the date of completion of this Agreement shall be the date of 18 AUTHORITY's payment of CITY's 'final billing (so noted on the invoice) under this Agreement. 19 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above 20 provision with respect to audits shall extend to and/or be included in contracts with CITY's contractor or. 21 consultant. 22 ARTICLE 9. INDEMNIFICATION 23 A. To the fullest extentoperrinitted by law,CITY shall defend(at CITY's sole cost and expense 24 with legal. counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless 25 - AUTHORITY, its officers, directors,employees, and agents(collectively the"Indemnified Parties"),from 26 and against any and all liabilities, actions, suits, claims, demands, losses, costs,judgments, arbitration Page 13 of 17 214 COOPERATIVE AGREEMENT NO.C-12654 1 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and 2 attorney fees(collectively"Claims"),including but notlimited to Claims arising from injuries to or death of 3 persons(CIIY's employees included),for damage to property,including property owned by AUTHORITY, 4 or from any violation of any federal,state,or local law or ordinance,alleged to be caused by the negligent 5 acts, omissions or willful misconduct of CITY, its officers, directors, employees or agents in connection 6 with or arising out of the performance of this Agreement. 7 B. To the fullest extent-permitted by law,AUTHORITY shall defend (at AUTHORITY's sole 8' cost and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold 9 - harmless CITY,its officers,directors,employees,and agents(collectively the"Indemnified Parties"),from 10 and against any and all liabilities, actions; suits, claims, demands, losses, costs,judgments, arbitration -11 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and • -12 attorney.fees(collectively"Claims'.,-including but not limited to Claims arising from injuries to or death of - - 13 persons(AUTHORITY's employees included),for damage to property,including property owned by CITY, 14 or from anyviolation of any federal,state,or local law or ordinance,alleged to be caused by the negligent 15- acts, omissions or willful misconduct.of AUTHORITY, its officers, directors, employees.or agents in 16 connection with or arising out of the performance of this Agreement. 17 C. The indemnification and defense obligations of this Agreement shall survive its expiration 18 or termination. 19 ARTICLE 10: ADDITIONAL PROVISIONS 20 A. Term of Agreement:The term of this Agreement shall be in full force and effect through 21 June 30.2024. 22 B. Termination:1n the event either Party defaults in the performance of its obligations under 23 this Agreement or breaches any of the provisions of this Agreement,the non-defaulting Party shall provide 24 written notice.to the defaulting Party to cure-such default within-thirty(30) days of such default If the 25 default cannot be cured within such time,as determined by the non-defaulting Party,then the defaulting 26 Party shall have such additional time as provided in the written notice or such time as the Parties may Page 14 of 17 215 COOPERATIVE AGREEMENT NO.C-3-2654 • 1 otherwise agree..in writing. In.any event,.the non-defaulting Party shall promptly take such actions as are 2 reasonably.necessary to cure the default.. If the default or breach is material and not cured within the 3 :time provided herein, either Party has the option, in addition to any other remedies available.at law, to 4' terminate this Agreement upon thirty(30)days'prior written notice to the other Party.. • 5• • C. Compliance with All Laws: AUTHORITY and CITY shall.complywith all'applicable federal, 6. state, and local laws, statues, ordinances and regulations of any governmental authority having 7 jurisdiction over the PROJECT. 8• D. Legal Authorfi►: AUTHORITY and CITY hereto warrants that the persons executing this • 9 • • Agreement are authorized to execute this Agreement on behalf of said Parties and that by so executing 10 . this Agreement,the Parties hereto are.formally bound to.the provisions of this Agreement. • 11 E. Severabil'ity: If any term,provision,covenant or condition of this Agreement is held to be • • •12 invalid, void or otherwise unenforceable, to.any extent, by any court of competent jurisdiction,.the :13 remainder of this. Agreement shall not be affected thereby, and each•term, provision, covenant or .14- condition of this Agreement shall be valid and.enforceable to the fullest extent permitted by law. 15 , F. • Counterparts of Agreement: This Agreement may be executed and delivered in any. .16. number of counterparts,each of which,when executed and delivered shall be deemed an original and all 17' of which together shall constitute.the same agreement. Facsimile signatures will be permitted. 18 G. Force Maieure: Either Party shall be excused from performing its obligations under this 19 : Agreement during the time and to the extent that it is prevented from performing by an unforeseeable 20 cause beyond its control, including but. not limited to; any•incidence of fire, flood;'acts of God; 21 commandeering of material,products,plants or facilities by the federal,state or local government;national • 22 fuel shortage;or a material act or omission by the other Party;'when satisfactory evidence of'such cause 23. is presented to the other Party,'and provided further that such nonperformance is unforeseeable, beyond . 24 ' the control and is not due.to the fauft or negligence of the Party not performing. 25 H. . .Assignment" Neither this Agreement,nor any of the Parties'rights,obligations,duties,or 26 authority hereunder may be assigned in whole or in.part by either Party without the prior written'consent Page l5 of 17 • 216 COOPERATIVE AGREEMENT NO..0472654 1 of the other Party in its safe and absolute discretion.. Anysuch attempt of.assignmetit shall be deemed 2 void and of no force and effect. Consent to one assignment shall.not be deemed consent to any 3 subsequent asSigrarient,for the waiver of any right to consent to such subsequent assignment. 4 I. Governing Law:.The lewt oftheState OfCariforriia and applicable likal arid federal!mks, 5 regulations and guidelinmShalkgovern thisAgreement. 6 J. Litigation.teem In the eventthat either Party to this Agreement shall commence any legal 7 grequitable action to enforce or intentretthie Agmement,theprevailing::party shall be entitled to recover 8 its cot, gfuit,,inoluding Matorrable costs and aftomelsfeesas.detennined by te court 9 K Notices: Any.notices,requests,.or.demandt malebetween the:Parties pursuant tolhis 10 .Aoreereterit are•bj be•direCted f011emit 11 12 • oAtrHOREFY „,. 13 City of Huntington Beach Orange County Transportation Authority. 14 Public:Works DepartMent 658SOUth Main Street 15 2000 Main Street. i P.OBox14184 16 Huntington Beach,CA 92648 Orange,CA 92863,1584 17 Attertitkirt:Chau VU Attention:Ms. Reem Hashem 1.8 Acting DireCtor Of Public WOrka Section Manager,:Capital:Project; 19 Tel:(714)374 6345 Tel:(714)-560444S 20 Erna cliti@Surfdty,hbxrg Entail:rtiashent@oOtainet 21 22 / 23 / 24 25 H / 26 1 Page 18 Of 17 217 COOPERATIVE AGREEMENT:NO.C4-2654 ., 1 . Tilts Acpeetnentehall be matte effective upon execution I3y both.Patties., 2 IN WITNESS WHEREOF,tie patties hereto have cause. this Agreement Na..C44654 to:be. 3 exec:del seat the clateof the lastsighature Wow. 4 CITY OF HUNTINGTON BEACH ORANGE COUNTY TRANSPORTATION AUTHORITY 5: Darrell 6.. Johilsofri 6 .13y:".1.7:'''...:. . . ' Eir,Dsfreit E.Johnson:pct.e,20230857,f0Ty 7 torly Strickland Darrell E.Johnson Mayor Chief Exolotithie Offiter 8 ATTEITn• APPROVEDASTOPORM: 9 • 10 . Bv:, ir---•••1,-•zet,-(44.114,A0414"` By:.JainesDbo- .Od 5i,20230840 POT)' ObirtEstehislau JaroeeM.Ddlich 11 • Cibi•Clerk Gem*CatlOsof 12 APPROVAL RECOMIIMNDED: APPROVAL.RE_COMMENI3ED; 13 Al5i1V . 41,449 . 14 By - . , •• :- -: " ,....M s'.G peit.(Oct5,21Y23.12t12'PDT): 15 ChatiVu James G.:1301,,P.E. . Pubic Works Directot &et**Okada,.Capital Pregrarns 16 .. 17 i.. l18a .. APP. R....OsiVi..-EL,.GAST0 Fs : I , — 0v • . . ,-:i 10;3,01 E.Gates . 20 'City Attorney 21 ,22 Attatishent 23 .ScheduleA—Maximum Redrribursementfor Combined.City Services ... L'L• ' ' 25 7.8 Page 17 of 17 218 • • • COOPERATIVE AGREEMENT NM:C-34054 • SCHEDULE . • • REIMBURSEMENT SCHEDULE FOR COMBINED CITY SERVICES. • CITY OF HUNTINGTON BEACH . . --Item No. Description of city Services Maximum Reimbursement • Amount(1) _ _ _ .• _ _ _ _ _ _ _ _ „ Review and approval of plans,specifications, plans,And other pertinent engineering plans and 1 reports;Traffic Management Plan(TMP)review and concurrence,and.construction oversight -$180,000 Inspection services related to CITY FACILITIES: 2 • Traffic engineering and detourldspection $14,000 • •. . • • 3 Police services(including overtime costs). $6,000 . • TOTAL MAXIMUM REIMBURSEMENT. $200;000 (1)SnhedUle A shows estimated reimbursement amounts for each CITY SERVICES'tern of work. During the tetrad this Agreement,the CITY may redistribute hinds for items of Work as needed;however,the total combined amount for CITY SERVICES shall not exceed the Total Maximum Reimbursement amount shown herein. • 219 4 i FA 40 FA FA 0 Or:1 PP:4 I 0 I 1 1), 1(fAir 114111/S' Approve iNG , ..........• Ik V w .6. 4? 0 lib 4 Amendment to . \ :Tt • ,........_ ......... ,.....„... . , c _3 _2654 , . ., _.... .... ___ ....... ,.... Orange County Transportation Authority for 1-405 Improvement Project tc,,------:.: ----- Is) . 40 °le)40z) "k .06 17 1$0ti .. s, 0 June 18, 2024 66 egg%410106.46 \COUNTN Of A, AlOW 40100" Al 41.111:110P40,410rAfr 220 BAC KG ROU N • Initial work for the 1-405 project started in 2001 — planning and programming • OCTA awarded design-build project to 0C405 Builders January 2017 • OCTA entered into Cooperative Agreements with all of the local agencies along the project corridor in 2016 to facilitate tasks needed to complete the project and compensate agencies for expenses/efforts that ,URt11tRApFry°•, ° °. expired in 2023 °.- • A new Cooperative Agreement was approved in +. September 2023 ® '° 8 . g4• P ��t� 0i p �'�'v�.� c� e 221 NEED/WHY/BENEFITS • The Cooperative Agreement outlines various efforts that each party will undertake or participate in to complete the project • The agreement also includes financial reimbursement terms and amounts for various City efforts needed to complete the project • Current agreement expires June 30, 2024 ld ������ t � �NTING� , • 6 �� ,`Moro RATE • Amendment to current agreement needed to exten a -....1;. duration to December 31 , 2024 R��9bf O �e -QTRpp Q io AUNTY C 1 222 DETAILS • The City has already received more than $682,737 for pavement mitigation costs — pavement life impacts due to freeway detours onto local streets • The City has received more than $215,000 for other direct staff expenses/efforts related to the project • Current agreement authorizes a maximum reimbursement amount for additional expenses of $200,000 through the completion of the projectet� ,Fo 223 RECOMMENDATION • Approve the amendment to Cooperative Agreement C-3-2654 with OCTA and authorize the Interim City Manager to execute the agreement 4W441;i4UN OttON`S 1r 224 hil it } '; i a,�� „''i.ss a; a e �z 4 a � ad � *nw av:3 ,_ ,,,. , ,, , . . .., . f ill fib =F Questions ? i ( i 4yai .. `4..kj4t,,4,N,., , aA ��F j'L F.i i jd c ' � �� e q' a o' w " iit, i: f.h.`b 1 }... a.4k 'fi mn. fi 225 Switzer, Donna From: Stachelski, Bob. Sent: Monday,June 24, 2024 11:01 AM To: Switzer, Donna Cc: Esquivel,Juan Subject: FW: 1-405 Project-City of Huntington Beach Cooperative Agreement(C-3-2654) Donna—Just heard back from OCTA. I don't need to deliver it. A color copy of the executed agreement will work. All of the contact information is provided below for Ms. Reem Hashem at OCTA. Bob Stachelski Traffic and Transportation Manager Department of Public Works Office:(714)536-5523 Cell:(714)615-0004 bstachelski@surfcity-hb.org H3000 CITY OF HUNTINGTON BEACH 2000 Main Street,Huntington Beach,CA 92648 From: Reem Hashem <rhashem@octa.net> Sent: Monday,June 24,2024 10:58 AM To:Stachelski, Bob<bstachelski@surfcity-hb.org>;Andy Muth<amuth@octa.net> Cc: Dennis Mak<dmak@octa.net> Subject: RE: 1-405 Project-City of Huntington Beach Cooperative Agreement(C-3-2654) Hi Bob,, We don't need an original by mail nor delivered to OCTA. It can be emailed to me in color. I use that to get it executed in Adobe Sign. Thank you, Ms.Reem Hashem Section Manager St 714.560.5446 18 714.560.5792 1 1-405 Off(858)251-2213 From:Stachelski, Bob<bstachelski@surfcity-hb.org> Sent: Monday,June 24, 2024 10:56 AM To:Andy Muth<amuth@octa.net>;.Reem Hashem<rhashem@octa.net> Cc: Dennis Mak<dmaki octa.net> Subject: RE: I-405 Project-City of Huntington Beach Cooperative Agreement(C-3-2654) I.checked with our City Clerks office and they expect to have the fully executed agreement no later than tomorrow. I know that you need the originals. Do you need it delivered to OCTA tomorrow as soon as it is ready? Bob Stachelski. Traffic and Transportation Manager Department of Public Works Office:(714)536-5523 1 Cell:(714)615-0004 bstachelski(a surfcity-hb.orq- H3 000 CITY OF HUNTINGTON BEACH 2000 Main Street,Huntington Beach,CA 92648 From:Andy Muth<amuth@octa.net> Sent: Monday,June 24,2024 9:50 AM To: Reem Hashem<rhashem@octa.net>;Stachelski, Bob<bstachelski@surfcity-hb.org> Cc: Dennis Mak<dmak@octa.net> Subject: RE: 1-405 Project-City of Huntington Beach Cooperative Agreement(C-3-2654) Hi Bob, Checking on the City-signed cooperative agreement amendment. Reem needs to get this into the OCTA signature cycle ASAP(no later than tomorrow)to ensure the agreement does not expire. Please let us know. Thanks Andy From: Reem Hashem<rhashem@octa.net> Sent:Thursday,June 20, 2024 12:31 PM To: Bob Stachelski<bstachelski@surfcitv-hb.org>;Andy Muth<amuth@octa.net> Cc: Dennis Mak<dmak@octa.net> Subject: RE: 1-405 Project-City of Huntington Beach Cooperative Agreement(C-3-2654) Hi Bob, That is great news. A signed color copy from the City, transmitted by email is sufficient for OCTA.We will enter it in Adobe Sign, so the final will come back to me be in electronic format, and in color. We will distribute the executed amendment to City by email and by certified mail. Please send me name and address of recipient at the City. Thank you, Ms. Reem Hashem Section Manager i? 714.560.5446 18 714.560.57921 1-405 Off(858)251-2213 From:Stachelski, Bob<bstachelski@surfcity-hb.org> Sent:Thursday,June 20, 2024 11:18 AM To:Andy Muth<amuth@octa.net> Cc: Dennis Mak<dmak@octa.net>; Reem Hashem<rhashem@octa.net> Subject: RE: 1-405 Project-City of Huntington Beach Cooperative Agreement(C-3-2654) All—Circling back on the coop agreement extension. The amendment was approved by our City Council on. Tuesday. We are waiting on the final signatures from the City Manager and City Attorney and will forward on to you. Do we need to generate 2 originals or is one sufficient? I know that OCTA needs the original to get their signatures. Our attorneys also like having an original for our files. Bob Stachelski Traffic and Transportation Manager Department of Public Works 2 Office:(714)536-5523 Cell:(714)615-0004 bstachelskilesurfcity-h b.orq FE 0 0 0 CITY OF HUNTINGTON BEACH 2000 Main Street,Huntington Beach,CA 92648 From:Andy Muth<amuth@octa.net> Sent: Friday, May 3, 2024 3:04 PM To:Stachelski, Bob<bstachelski@surfcity-hb.org> Cc: Dennis Mak<dmak@octa.net>; Reem Hashem<rhashem@octa.net> Subject: RE: I-405 Project-City of Huntington Beach Cooperative Agreement(C-3-2654) Hi Bob, Attached is the draft amendment for extension of your cooperative agreement term. Please review and provide any comments or questions regarding the amendment via track changes mark- up. Please include Reem Hashem(CAMM), Dennis and myself on your e-mail response. Once the amendment is reviewed and finalized, Reem will process for signatures and executions. Thanks Andy From:Andy Muth Sent:Tuesday,April 23,2024 2:30 PM To: Bob Stachelski (bstachelski@surfcity-hb.org)<bstachelski@surfcitv-hb.org> Cc: Dennis Mak<dmak@octa.net> Subject: I-405 Project-City of Huntington Beach Cooperative Agreement(C-3-2654) Hi Bob, The subject cooperative agreement term ends on June 30,2024. Since we will likely need more time to complete closeout activities with the City,we are working on an amendment to extend the term through December of this year. Thus,you will be receiving an email from Reem Hashem of OCTA CAMM with the draft amendment in the near future. Please let me know if you have any questions. Thanks Andy Andrew R. Muth, P.E. S Orange County Transportation Authority 550 South Main.Street Orange, CA 92868 phone: 714.560.5408 cell: 714.267.6501 j Please consider the environment before printing this e-mail 3 The information in this e-mail and any attachments are for the sole use of the intended recipient and may contain privileged and confidential information. If you are not the intended recipient, any use, disclosure, copying or distribution of this message or attachment is strictly prohibited. If you believe that you have received this e-mail in error, please contact the sender immediately and delete the e-mail and all of its attachments. 4 • ��tvtlNGTo 2000 Main Street, oFf „ »,tip Huntington Beach,CA 92648 = City of Huntington Beach APPROVED 6-0-1 9 =J (BURNS-ABSENT) COUNT CP File #: 23-696 MEETING DATE: 9/19/2023 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Al Zelinka, City Manager VIA: Alvin Papa, Deputy Director of Public Works PREPARED BY: Bob Stachelski, Traffic and Transportation Manager Subject: Authorize the Mayor and City Attorney to execute Cooperative Agreement No. C-3-2654 between the Orange County Transportation Authority and the City of Huntington Beach for the 1-405 Improvement Project Statement of Issue: The City of Huntington Beach entered into a cooperative agreement with the Orange County Transportation Authority (OCTA) in 2016 to facilitate administration, permitting, staffing and construction of the 1-405 Freeway Improvement Project and provide a mechanism to reimburse the City for expensed incurred as a result of the project effort. That agreement expired on April 30, 2023. The current action would adopt a new cooperative agreement to provide the same support and reimbursement authorization through the completion of the project, extending to June 30, 2024. Financial Impact: Execution of the agreement will allow the City of Huntington Beach to receive reimbursement for direct expenses and staff time for the administration, assistance, processing and other services provided by the City in support of the completion of the 1-405 Freeway Improvement Project. Recommended Action: Authorize the Mayor and City Attorney to execute Cooperative Agreement No. C-3-2654 between the Orange County Transportation Authority and the City of Huntington Beach for the 1-405 Improvement Project Alternative Action(s): Do not approve the Cooperative Agreement and forego reimbursement for remaining efforts on the project. Council may direct staff to negotiate revised terms with OCTA and return with a revised agreement. Analysis: The City of Huntington Beach, along with other corridor agencies, has been actively working in City of Huntington Beach Page 1 of 2 Printed on 9/14/2023 powered by LegistarTM File #: 23-696 MEETING DATE: 9/19/2023 cooperation with OCTA for more than 20 years to pursue the improvement of Interstate 405 from the Interstate 605 interchange to the State Route 73 interchange. The initial goal of this effort was to help ensure that the corridor would provide sufficient capacity and operations to support transportation needs for the next 20-30 years. The initial planning and design efforts culminated in the funding of construction and hiring of 0C405 Partners in January 2017 to complete the project in under a design- build delivery method. Prior to awarding the design-build contract, OCTA recognized that each of the corridor agencies would be required to provide significant staff resources in support of the project including: • Plan review • Permitting • Emergency services • Inspections • Public Outreach • Administration • Contract services • Coordination with OCTA, 0C405 Partners, Caltrans and corridor agencies To date, the City has received a total of$217,605 in direct reimbursement for staff time and other direct expenses incurred as a direct result of the project. OCTA also recognized that traffic diversion due to freeway closures and general construction traffic had the potential to accelerate deterioration of local roadway pavement. The original agreement also included a lump sum payment to Huntington Beach for the estimated value of those impacts of $682,737. That lump sum payment was received early in the project construction process. The original agreement had an expiration date of April 30, 2023, based on the anticipated schedule for completion of the project. Due to delays that inevitably occurred on the project due to a variety of reasons, work is expected to continue into early 2024. The new cooperative agreement will provide additional financial resources to fund City efforts through the anticipated completion of the project in 2024. The agreement identifies authorization for reimbursement for a maximum of$200,000 for the completion of the project. Staff believes that the amount allocated will adequately cover staff efforts and expenses through completion of the project. Environmental Status: Pursuant to CEQA Guidelines Section 15378(b)(5), administrative activities of governments that will not result in direct or indirect physical changes in the environment do not constitute a project. Strategic Plan Goal: Financial Sustainability, Public Safety or Other Attachment(s): 1. Cooperative Agreement No. C-3-2654 between the Orange County Transportation Authority and the City of Huntington Beach for the 1-405 Freeway Project 2. Presentation of overview of City efforts on the 1-405 Project and the Cooperative Agreement City of Huntington Beach Page 2 of 2 Printed on 9/14/2023 powered by LegistarTM Distributed 10/10/2023 Accounting ❑ CAMM FPA ❑ PM J Mills, D Mak, D Bui, S Grish ❑ Vendor✓ CAMM R Hashem 1 COOPERATIVE AGREEMENT NO. C-3-2654 2 BETWEEN 3 ORANGE COUNTY TRANSPORTATION AUTHORITY 4 AND 5 CITY OF HUNTINGTON BEACH 6 FOR 7 1-405 IMPROVEMENT PROJECT 8 THIS COOPERATIVE AGREEMENT (Agreement), is effective this 6th day of 9 October , 2023 (Effective Date), by and between the Orange County Transportation 10 Authority, 550 South Main Street, P.O. Box 14184, Orange California 92863-1584, a public corporation 11 of the State of California (herein referred to as "AUTHORITY") and the City of Huntington Beach, 2000 12 Main Street, Huntington Beach, California 92648, a municipal corporation duly organized and existing 13 under the constitution and laws of the State of California (herein referred to as "CITY") each individually 14 known as "Party" and collectively known as the"Parties". 15 RECITALS: 16 WHEREAS, AUTHORITY, in cooperation and partnership with the California Department of 17 Transportation, herein referred to as "CALTRANS", is proposing to reduce congestion and improve 18 lane continuity through the Interstate 405 (1-405) corridor with improvements to mainline and 19 interchanges on the 1-405 between State Route 73 (SR-73) and Interstate 605 (1-605); and 20 WHEREAS,the improvements are generally defined as adding one general-purpose lane from 21 Euclid Street to 1-605, plus adding an additional median lane which will be combined with the existing 22 high-occupancy vehicle (NOV) lane and operated as dual express lanes in each direction of the 1-405 23 from SR-73 to 1-605, replacing and/or widening structures, and other additional geometric and 24 interchange improvements, including improvements to CITY-owned and operated streets, and traffic 25 facilities hereinafter referred to as CITY FACILITIES potentially impacted by this project, all of which 26 are hereinafter referred to as"PROJECT". Page 1 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 WHEREAS,AUTHORITY has hired a design-build team, 0C405 Partners, JV, herein referred 2 to as "CONTRACTOR", to design, and construct PROJECT via a design-build delivery method, and 3 design-build contract was executed January 31, 2017. Contract documents (CONTRACT 4 DOCUMENTS) refer to all documents as part of the contract with 0C405 Partners, JV; and 5 WHEREAS, Cooperative Agreement C-5-3614 between AUTHORITY and CITY concerning 6 this Project has expired on April 30, 2023,; and WHEREAS,this Cooperative Agreement defines the 7 specific terms, conditions, and funding responsibilities between the AUTHORITY and CITY regarding 8 the design and construction.of PROJECT in regards to CITY FACILITIES through Project closeout 9 anticipated June 30, 2024; and 10 WHEREAS, AUTHORITY is the sponsor and the primary funding agency for PROJECT; and 11 WHEREAS, CITY-owned and operated utilities will be subject to an utility agreement(s) and 12 separate from, and outside of this Agreement; and 13 WHEREAS, PROJECT is located within and adjacent to the CALTRANS right of way in the Cities 14 of Costa Mesa, Fountain Valley, Huntington Beach, Westminster, Garden Grove, Seal Beach, Los 15 Alamitos, and County of Orange;and 16 WHEREAS, AUTHORITY has contracted with Parsons Transportation Group, Inc., as the 17 Program Management Consultant (PMC) for this PROJECT, to assist with the administration and 18 oversight of the procurement, and design and construction phases of PROJECT; and 19 WHEREAS, AUTHORITY has contracted with Jacobs Project Management Co., as the 20 Construction Management Consultant(CMC)for this PROJECT,to assist with the administration and 21 oversight of the procurement, and construction phases of PROJECT; and 22 WHEREAS, AUTHORITY agrees to acquire right of way; and 23 WHEREAS, AUTHORITY shall ensure CONTRACTOR's compliance with all applicable 24 requirements contained in this Agreement;.and 25 WHEREAS, CITY FACILITIES will potentially be impacted by PROJECT, and AUTHORITY 26 desires to collaborate with CITY during the design and construction of PROJECT; and Page 2 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 WHEREAS, AUTHORITY will provide contract administration for all phases of PROJECT work 2 on CITY FACILITIES, and work within CITY right of way, while adhering to State, Federal, and CITY 3 standards and requirements, as applicable; and 4 WHEREAS, AUTHORITY will reimburse CITY for actual costs for CITY SERVICES, as related to 5 improvements to CITY FACILITIES, and defined as: 6 • Review and approval of plans, specifications, and other pertinent engineering plans, 7 and reports, and for oversight construction inspection services 8 • Review and acceptance of Transportation Management Plan (TMP) 9 • Traffic engineering, and oversight detour inspections 10 • CITY police services; and 11 WHEREAS, AUTHORITY has paid to CITY, in the amount of Six Hundred Eighty Two Thousand 12 Seven Hundred Thirty Seven Dollars($682,737), for pavement mitigation costs, as quantified and priced 13 by the AUTHORITY, and identified in the Structural Pavement Investigation and Report, 1-405 Final 14 Concept Detour Routes Impact Study, 1-405 Improvement Project, dated October 11, 2018; and 15 WHEREAS, in addition to the pavement mitigation reimbursement by AUTHORITY as set forth 16 above, Parties agree to assess and evaluate actual post-construction impacts to CITY streets, on a case- 17 by case basis, as a result of PROJECT's signed, long-term detours within CITY's jurisdiction, as well as 18 the costs of mitigating such impacts, if any; and 19 WHEREAS, CITY agrees to manage its staff and consultants to provide CITY SERVICES within 20 the Maximum Obligation amount as amended herein; and 21 WHEREAS,AUTHORITY's Board of Directors authorized this Agreement on the 12th day of 22 June , 2023; and 23 WHEREAS, CITY's City Council approved this Agreement on the 19th day of 24 September , 2023. 25 NOW,THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as follows: 26 I Page 3 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1_ ARTICLE 1. COMPLETE AGREEMENT 2 A. This Agreement, including any attachments incorporated herein and made applicable by 3 reference, constitutes the complete and exclusive statement of the term(s) and conditions(s) of this 4 Agreement between AUTHORITY and CITY and it supersedes all prior representations, understandings, 5 and communications. The invalidity in whole or in part of any term or condition of this Agreement shall 6 not affect the validity of other term(s) or conditions(s) of this Agreement. The above referenced Recitals 7 are true and correct and incorporated by reference herein. 8 B. AUTHORITYS' failure to insist on any instance(s) of CITY's performance of any term(s) 9 or condition(s) of this Agreement shall not be construed as a waiver or relinquishment of AUTHORITY's 10. right to such performance or to future performance of such term(s)or condition(s), and CITY's obligation 11 in respect thereto shall continue in full force and effect. Changes toany portion of this Agreement shall 12 not be binding upon AUTHORITY except when specifically confirmed in writing.by an authorized 13 representative of AUTHORITY by way of a written amendment to this Agreement and issued in 14 accordance with the provisions of this Agreement. 15. C. CITY's failure to insist on any instance(s)of AUTHORITY's performance of any term(s)or 16 . condition(s)of this Agreement shall not be construed as a waiver or relinquishmentof CITY's right to such 17 performance or to future performance of such term(s) or condition(s), and AUTHORITY's obligation in 18 respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall not 19 be binding upon CITY except when specifically confirmed in writing by an authorized representative of 20 CITY by way of a written amendment to this Agreement and issued in accordance with the provisions of 21 this Agreement. 22 ARTICLE 2. SCOPE OF AGREEMENT 23 This Agreement specifies the roles and responsibilities of the Parties as they pertain to the 24 subjects and projects addressed herein. Both AUTHORITY and CITY agree that each will cooperate and 25 coordinate with the other in all activities covered by this Agreement and any amendments to. this 26 . Agreement. Page 4 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY 2 AUTHORITY agrees to the following responsibilities for PROJECT: 3 A. To be the sponsor and funding agency to manage and administer the design-build 4 contract for PROJECT, which includes preliminary engineering, right of way acquisition, , and other 5 related services,including improvements to CITY FACILITIES which are necessary as part of PROJECT. 6 B. To perform right of way acquisition and right of way certification for PROJECT, and 7 specifically,for CITY FACILITIES, if necessary. 8 C. To include within the CONTRACT DOCUMENTS, in regard to CITY FACILITIES, design 9 criteria which meets acceptable CITY standards, and are applicable at the time of Contract execution. 10 This responsibility was achieved through, and referenced in, Cooperative Agreement C-5-3614. 11 D. To coordinate with CITY during the development of the CONTRACT DOCUMENTS, and 12 afford the CITY the opportunity to review, and comment on the CONTRACT DOCUMENTS,in regard to 13 CITY FACILITIES, and in accordance with the terms of this Agreement.This responsibility was achieved 14 through, and referenced in, Cooperative Agreement C-5-3614. 15 E. The CITY review times will be applicable to the design and construction of PROJECT in 16 regard to CITY FACILITIES. AUTHORITY will hold Joint Resolution Meetings(JRT)with CITY to resolve 17 CITY comments and obtain approvals, if applicable. 18 F. To coordinate the design and construction of PROJECT with the CITY and hold regular 19 technical and partnering meetings to brief the CITY on the status of PROJECT, solicit input,and provide 20 a forum to discuss and resolve PROJECT issues which impact the CITY. 21 G. To comply with all requirements of the Final Environmental Impact Report/Environmental 22 Impact Statement (FEIR/FEIS) for the PROJECT, including but not limited to the preparation and 23 processing of any, and all supplemental environmental documents, including those required for CITY 24 FACILITY improvements as part of PROJECT. 25 / 26 / Page 5 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 H. If AUTHORITY encounters hazardous, archeological, paleontological, cultural, or other 2 protected materials and/or species within any existing or future CITY-owned right of way for the CITY 3 FACILITIES,.AUTHORITY shall notify the CITY and responsible control agencies of such discovery. 4 I. The costs for any remediation or protection for Article 3, Paragraph H, shall be covered 5 as a PROJECT cost, provided that AUTHORITY may seek reimbursement from other third parties which 6 may be jointly or severally liable for such removal or protection. 7 J. To protect in place, rearrange or relocate after CITY consultation and concurrence,CITY 8 . owned public utility facilities found to be in conflict with PROJECT. All conditions of this clause shall be 9 subject to utility agreements which are separate from, and outside of this Agreement. 10 K. To secure and comply with any, and all other governmental and/or regulatory approvals, 11 permits and/or clearances required for the design and construction of CITY FACILITIES included in 12 PROJECT. 13 L. In the event CITY requests additional improvements, they shall be evaluated and 14 processed in accordance with Article 4, Paragraph L, of this Agreement. 15 M. To implement a Quality Management Plan during all phases of PROJECT. 16 N. To monitor all PROJECT activities to ensure compliance with the approved PROJECT 17 schedule,quality and budget goals of PROJECT. 18 O. To obtain concurrence for permanent easements, if required,for CITY FACILITIES. 19 P. To facilitate discussion between CITY, local agencies, and others regarding resolution of 20 ownership, operation, and maintenance of CITY FACILITIES. 21 Q. To coordinate with CALTRANS and CITY for preparation and execution of Maintenance 22 Agreements. 23 R. To convey ownership of any property acquired by AUTHORITY for PROJECT,and which 24 is necessary for CITY FACILITIES upon completion of the CITY FACILITIES, and title to such right of 25 way having been acquired by AUTHORITY. Conveyance of such property to the CITY shall be completed 26 / Page 6 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 through an executed Property Transfer Agreement with AUTHORITY. AUTHORITY shall convey such 2 property in a condition acceptable to the CITY and in accordance with CALTRANS' Right of Way Manual. 3 S. To require CONTRACTOR to submit to CITY for review and approval, including but not 4 limited to, plans,specifications,and other pertinent engineering plans,and reports,for CITY FACILITIES 5 prior to construction thereof. During construction, CITY may provide construction oversight inspection 6 services. Such reviews and approvals,and construction oversight inspection,services(CITY SERVICES) 7 shall be in accordance with the CONTRACT.DOCUMENTS, and reimbursable to CITY by this 8 Agreement. 9 T. To require CONTRACTOR to implement all applicable elements of the approved 10 Transportation Management Plan (TMP) and TMP amendments.. The TMP addresses construction- 11 related impacts to existing CITY street traffic, and includes normal traffic handling requirements during 12 PROJECT construction including staging, lane closures, re-striping, detours, and signalization, and 13 specifies 'requirements for communicating with the public and local agencies during construction. 14 Modifications to streets,intersections,signals,etc.,required to address traffic impacts during construction 15 will be borne as a PROJECT cost. Such review and acceptance of TMP(CITY SERVICES)shall be in 16 accordance with the CONTRACT DOCUMENTS, and reimbursable to CITY by this Agreement. 17 U. To obtain a written acceptance of TMP amendments from CITY. 18 V. To reimburse the CITY for its actual costs for oversight detour inspections, traffic 19 engineering services(including staff overhead and third-party traffic signal maintenance service costs 20 contracted out by CITY), and police services (including overtime costs). Ongoing deployment of 21 police services related to.PROJECT traffic management will require prior approval by AUTHORITY. 22 Such traffic engineering,oversight detour inspections, and police services(CITY SERVICES)shall be 23 in accordance with the CONTRACT DOCUMENTS, and reimbursable to CITY by this Agreement. 24 W. To monitor and ensure CONTRACTOR compliance with the TMP. 25 X. To work collaboratively with CITY to prepare a methodology for approval by Parties,for 26 post-detour analysis of pavement conditions of CITY streets that were used for signed, long-term and Page 7 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 alternate route detours. As part of the pre-detour analysis of pavement conditions of CITY streets, 2 AUTHORITY has previously reimbursed CITY the amount of Six Hundred Eighty Two Thousand.Seven 3 Hundred Thirty Seven Dollars($682,737),for pavement mitigation costs,as quantified and priced by the 4 AUTHORITY, and identified in the Structural Pavement Investigation and Report, 1-405 Final Concept 5 Detour Routes Impact Study, 1-405 Improvement Project, dated October 11, 2018. The pre-detour 6 pavement analysis. identified CITY street segments that were determined to need pavement repair due 7 to signed, long-term and alternate route detours, based on the existing pavement conditions and 8 forecasted impacts .resulting from the PROJECT. Analysis of post-detour pavement conditions for 9 signed,long-term and alternate route detours, will be performed when the respective detour(s) is no 10 longer needed. Parties will agree on the final AUTHORITY reimbursement cost for the individual detours 11 upon review of the post-detour pavement analysis for each specific detour,at which time CITY can invoice 12 for that agreed upon cost. Pavement mitigation amounts for street pavement repairs(CITY SERVICES) 13 shall be in accordance with the CONTRACT DOCUMENTS,and reimbursable to CITY by this Agreement 14 and applicable amendments. 15 Y. To require CONTRACTOR to repair street pavements that receive damage as a result of 16 construction. CONTRACTOR will be required to adhere to CITY's requirements for removal and 17 replacement,of pavement in accordance with the CONTRACT DOCUMENTS and this Agreement. 18 Z. To require CONTRACTOR to obtain a no fee encroachment permit from CITY prior to 19 commencing construction of PROJECT. Provided all conditions of such permit have been fulfilled, the 20 permits shall authorize CONTRACTOR to commence work within CITY right of way, or areas which affect 21 CITY FACILITIES. 22 AA. To monitor and ensure CONTRACTOR compliance with CITY's permit. 23 BB. To implement a Public Awareness Campaign during PROJECT that advises CITY, local 24. businesses, residents, elected officials, motorists,and media, of construction status, street detours, and 25 ramp and freeway closures, if and where applicable. 26 CC. To provide PROJECT closeout activities, including walk-through, punch list,final payment Page 8 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 accounting, and furnish approved"As-builts"to CITY for CITY FACILITIES. 2 DD. To develop, for CITY, a record of survey, final maps, and all necessary title transfers 3 relative to PROJECT. 4 EE. To reimburse CITY for combined costs identified as "CITY SERVICES", and in 5 accordance with the attached SCHEDULE A, "REIMBURSEMENT SCHEDULE FOR 6 COMBINED CITY SERVICES." 7 EE. To reimburse CITY for actual costs,within 30 days from receipt of an acceptable invoice, 8 which is complete, properly prepared and complies with the requirements of ARTICLE 5,REQUEST FOR 9 REIMBURSEMENT,below. 10 FF. AUTHORITY's reimbursement for CITY SERVICES will not exceed the combined 11 maximum amount shown on SCHEDULE A. 12 GG. To perform all work associated with the PROJECT at no cost to the CITY, unless 13 specifically provided otherwise herein or in any amendment to this Agreement. 14 HH. To cause all contractors and vendors who perform work or provide supplies for CITY 15 FACILITIES to name the CITY as an additional insured on policies of insurance wherein AUTHORITY 16 requires CITY to be named as an additional insured and, prior to the commencement of work, provide 17 certificates of insurance to CITY showing the CITY as an additional insured. 18 ARTICLE 4. RESPONSIBILITIES OF CITY 19 CITY agrees to the following responsibilities for PROJECT: 20 A. To collaborate and cooperate with AUTHORITY during the development of the 21 CONTRACT DOCUMENTS and during the design and construction of PROJECT. 22 B. To provide CITY SERVICES for PROJECT as agreed by CITY and AUTHORITY. 23 C. To review, and provide comment on, in a timely manner, and in accordance with the 24 CONTRACT DOCUMENTS and this Agreement,all plans and other submittals related to PROJECT,and 25 approve and/or concur with AUTHORITY or CONTRACTOR's submittals when CITY determines such 26 submittals comply with CITY's standards and criteria to facilitate AUTHORITY's delivery of PROJECT. Page9of17 COOPERATIVE AGREEMENT NO.C-3-2654 1 D. To make available to AUTHORITY all necessary CITY regulations, policies, procedures, 2 manuals, standard plans, and specifications required for the construction of PROJECT when requested 3 by AUTHORITY. 4 E. To attend and participate in the PROJECT's regular technical and partnering meetings for 5 AUTHORITY to brief CITY on the status of PROJECT, and to provide a forum to discuss and to resolve 6 CITY's concerns and issues. 7 F. To make reasonable efforts and devote reasonable resources for the issuance of 8 encroachment permits,and other necessary permits,if applicable,to CONTRACTOR at no fee,and upon 9 CONTRACTOR's compliance with permit requirements,to not cause delay to PROJECTS'construction 10 schedule. Such permits shall authorize CONTRACTOR to commence work within CITY right-of-way, or 11 areas which affect CITY FACILITIES. 12 G. To make necessary efforts to coordinate and cooperate with AUTHORITY,its agents,and 13 contractors,to meet or exceed design-build schedule criteria as identified by AUTHORITY. 14 H. To waive any moratorium on the excavation or trenching work on CITY streets that were 15 recently resurfaced where such excavation or trenching are necessary for PROJECT. CONTRACTOR 16 will be required to adhere to CITY's requirements for the removal and replacement of pavement in 17 accordance with the CONTRACT DOCUMENTS and this Agreement. 18 I. To cooperate with AUTHORITY and use its best efforts to cause the rearrangement or 19 relocation of all municipal and public utility facilities,in accordance with applicable State or local franchises 20 or laws,that may be determined by the AUTHORITY and the CITY to be within CITY's jurisdiction and 21 pose a conflict with the PROJECT. The CITY hereby agrees to exercise and invoke its rights under 22 any applicable State or local franchises or laws, or any prior rights or superior rights the CITY may 23 have to effectuate such rearrangement or relocation at the expense of the affected public utility as 24 necessary to conform to PROJECT. The CITY shall cooperate with the AUTHORITY and provide all 25 appropriate and necessary support to achieve this result. In the event the public utility fails to make 26 the rearrangement or relocation or fails to agree to make the rearrangement or relocation in a timely Page 10 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 manner, the CITY shall assign its rights .as they apply to such rearrangement or relocation as 2 necessary to permit the AUTHORITY to cause rearrangement or relocation in'a timely manner. The 3 'CITY shall cooperate with the AUTHORITY, provide assistance to the AUTHORITY as needed, and 4 join with the AUTHORITY as a party in the prosecution or defense of the CITY's and the AUTHORITY's 5 rights under the laws of the State of California to cause such rearrangements or relocations.Wherever 6 possible, any rearrangement or relocation of a public utility shall be made to an area covered by a 7 State or local franchises or laws. All conditions of this clause shall be subject to utility agreements 8 which are separate.from and outside of this Agreement. 9" J. To agree to take ownership of property acquired by AUTHORITY for PROJECT, and 10 which is necessary for CITY FACILITIES upon completion of the CITY FACILITIES, and title to such right 11 of way having been acquired by AUTHORITY. Conveyance of such property to the CITY shall be 12 completed through an executed Property Transfer Agreement with AUTHORITY. AUTHORITY shall 13 convey such property in a condition acceptable to CITY and in accordance with CALTRANS Right of Way 14 Manual. 15: K. To accept operation and maintenance of the CITY FACILITIES, or portion thereof, upon 16 their acceptance by AUTHORITY, and based upon the AUTHORITY's written certification that the 17 AUTHORITY has complied with all terms of the Agreement. The acceptance of the CITY FACILITIES 18 and written certification shall not unreasonably be withheld. CITY acknowledges that CITY FACILITIES 19 may be completed at different times and accepted in different stages of PROJECT., 20 L. In the event CITY requests additional CITY FACILITY improvements to be incorporated 21 into PROJECT,CITY shall be solely responsible for all costs and expenses related thereto, including: 22 1)the costs incurred to incorporate:the improvements into the PROJECT's scope of work;2)additional 23 design,construction and oversight costs arising from or associated with the improvements, including 24 change orders related thereto; 3) additional operations and maintenance costs arising from or 25 associated with the improvements, including change orders related thereto; and 4) costs associated 26 with any impact on the design and construction schedule associated with the improvements,including Page 11 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 any associated PROJECT delay costs and damages. This is not intended to eliminate mitigations 2 for required PROJECT changes identified during construction. AUTHORITY, at its sole discretion, 3 may agree to incorporate such CITY FACILITY improvements, via an amendment to this 4 Agreement, identifying the CITY FACILITY improvements, estimated costs, and funding sources from 5 CITY forthese improvements. 6 M. To submit monthly invoices to AUTHORITY for work completed and actual costs incurred 7. by CITY for CITY SERVICES,pursuant to.ARTICLE 5.REQUEST FOR REIMBURSEMENT. CITY shall 8 submit final invoice no later than ninety (90) days after final acceptance of PROJECT. Any costs in 9 excess of the amounts specified herein shall not be incurred without a written amendment to this 10. Agreement. 11 ARTICLE 5. REQUEST FOR REIMBURSEMENT 12 In order for CITY to be reimbursed for incurred costs relative to PROJECT, CITY agrees: 13 A. To prepare and submit to AUTHORITY a monthly invoice with supporting 14 documentation. CITY's invoice shall include allowable PROJECT costs incurred and paid for by CITY. 15 The invoice submitted by CITY shall be signed by an authorized agent who can duly certify the 16 accuracy of the included information. 17 B. The invoice shall be submitted on CITY's letterhead. 18 C. The invoice shall be submitted by CITY, and in duplicate, to AUTHORITY's Accounts 19 Payable Office. Each invoice shall include the following information: 20 1. Agreement Number C-X-XXXX 21 2. The total of PROJECT expenditures shall specify the percent and amount of funds 22 to be reimbursed, and include support documentation for all expenses invoiced. 23 3. Adequate detail describing all work completed. 24 4. Such other information as requested by AUTHORITY. 25 D. To consult with AUTHORITY's Project Manager for questions regarding non-reimbursable 26 expenses. Page 12 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 E. That total payments shall not exceed the maximum obligation specified in ARTICLE 7. 2 MAXIMUM OBLIGATION. 3 ARTICLE 6. DELEGATED AUTHORITY 4 The actions required to be taken by CITY in the implementation of this Agreement are delegated 5 to its CITY's Public Works Director,or designee, and the actions required to be taken by AUTHORITY in 6 the implementation of this Agreement are delegated to AUTHORITY's Chief Executive Officer or 7 designee. 8 ARTICLE 7. MAXIMUM OBLIGATION 9 Notwithstanding any provisions of this Agreement to the contrary, AUTHORITY and CITY 10 mutually agree that AUTHORITY's maximum cumulative payment obligation hereunder shall be Two 11 Hundred Thousand dollars($200,000), unless agreed to and amended by both Parties. 12 ARTICLE 8. AUDIT AND INSPECTION 13 AUTHORITY and CITY shall maintain a complete set of records in accordance with generally 14 accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized 15• representatives of the AUTHORITY to inspect and audit all work, materials,payroll, books,accounts,and 16 other data and records of CITY for a period of four (4) years after final payment, or until any on-going 17 audit is completed. For purposes of audit, the date of completion of this Agreement shall be the date of 18 AUTHORITY's payment of CITY's final billing (so noted on the invoice) under this Agreement. 19 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above 20 provision with respect to audits shall extend to and/or be included in contracts with CITY's contractor or 21 consultant. 22 ARTICLE 9. INDEMNIFICATION 23 A. To the fullest extent permitted by law,CITY shall defend(at CITY's sole cost and expense 24 with legal counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless 25 AUTHORITY, its officers, directors, employees, and agents(collectively the"Indemnified Parties"),from 26 and against any and all liabilities, actions, suits, claims, demands, losses, costs,judgments, arbitration Page 13 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and 2 attorney fees(collectively"Claims"), including but not limited to Claims arising from injuries to or death of 3 persons(CITY's employees included),for damage to property,including property owned by AUTHORITY, 4 or from any violation of any federal,state,or local law or ordinance,alleged to be caused by the negligent 5 acts, omissions or willful misconduct of CITY, its officers, directors, employees or agents in connection 6 with or arising out ofthe performance of this Agreement. 7 B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole 8 cost and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold 9 harmless CITY,its officers,directors,employees,and agents(collectively the"Indemnified Parties"),from 10 and against any and all liabilities, actions, suits, claims, demands, losses, costs,judgments, arbitration 11 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and 12 attorney fees(collectively"Claims"), including but not limited to Claims arising from injuries to or death of 13 persons(AUTHORITY's employees included),for damage to property,including property owned by CITY, 14 or from any violation of any federal,state,or local law or ordinance,alleged to be caused by the negligent 15 acts, omissions or willful misconduct of AUTHORITY, its officers, directors, employees or agents in 16 connection with or arising out of the performance of this Agreement. 17 C. The indemnification and defense obligations of this Agreement shall survive its expiration 18 or termination. 19 ARTICLE 10. ADDITIONAL PROVISIONS 20 A. Term of Agreement:The term of this Agreement shall be in full force and effect through 21 June 30,2024. 22 B. Termination: In the event either Party defaults in the performance of its obligations under 23 this Agreement or breaches any of the provisions of this Agreement,the non-defaulting Party shall provide 24 written notice to the defaulting Party to cure such default within thirty (30) days of such default. If the 25 default cannot be cured within such time, as determined by the non-defaulting Party,then the defaulting 26 Party shall have such additional time as provided in the written notice or such time as the Parties may Page 14 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 otherwise agree in writing. In any event,the non-defaulting Party shall promptly take such actions as are 2 reasonably.necessary to cure the default. If the default or breach is material and not cured within the 3 time provided herein, either Party has the option, in addition to any other remedies available at law, to 4 terminate this Agreement upon thirty(30)days'prior written notice to the other Party. 5 C. Compliance with All Laws: AUTHORITY and CITY shall comply with all applicable federal, 6. state, and local laws, statues, ordinances and regulations of any governmental authority having 7 jurisdiction over the PROJECT. 8 D. Legal Authority: AUTHORITY and CITY hereto warrants that the persons executing this 9 Agreement are authorized to execute this Agreement on behalf of said Parties and that by so executing 10 this Agreement,the Parties hereto are formally bound to the provisions of this Agreement. 11 E. Severability: If any term,provision,covenant or condition of this Agreement is held to be 12 invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction,the 13 remainder of this Agreement shall not be affected thereby, and each term, provision, covenant or 14 condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 15 F. ' Counterparts of Agreement: This Agreement may be executed and delivered in any 16 , number of counterparts,each of which,when executed and delivered shall be deemed an original and all 17 of which together shall constitute the same agreement. Facsimile signatures will be permitted. 18 G. Force Maieure: Either Party shall be excused from performing its obligations under this 19 Agreement during the time and to the extent that it is prevented from performing by an unforeseeable 20 cause beyond its control, including but not limited to; any incidence of fire, flood; acts of God; 21 commandeering of material,products,plants or facilities by the federal,state or local government;national 22 fuel shortage; or a material act or omission by the other Party;when satisfactory evidence of such cause 23. is presented to the other Party,and provided further that such nonperformance is unforeseeable, beyond 24 the control and is not due to the fault or negligence of the Party not performing. 25 H. .Assignment: Neither this Agreement, nor any of the Parties'rights,obligations,duties, or 26 authority hereunder may be assigned in whole or in part by either Party without the prior written consent Page 15 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 of the other Party in its sole and absolute discretion. Any such attempt of assignment shall be deemed 2 void and of no force and effect. Consent to one assignment shall not be deemed consent to any 3 subsequent assignment, nor the waiver of any right to consent to such subsequent assignment. 4 I. Governing Law: The laws of the State of California and applicable local and federal laws, 5 regulations and guidelines shall govern this Agreement. 6 J. Litigation fees: In the event that either Party to this Agreement shall commence any legal 7 or equitable action to enforce or interpret this Agreement, the prevailing party shall be entitled to recover 8 its costs of suit, including reasonable costs and attorney's fees as determined by the court. 9 K. Notices: Any notices, requests, or demands made between the Parties pursuant to this 10 Agreement are to be directed as follows: 11 12 To CITY To AUTHORITY 13 City of Huntington Beach Orange County Transportation Authority 14 Public Works Department 550 South Main Street 15 2000 Main Street P.O. Box 14184 16 Huntington Beach, CA 92648 Orange, CA 92863-1584 17 Attention: Chau Vu Attention: Ms. Reem Hashem 18 Acting Director of Public Works Section Manager, Capital Projects 19 Tel: (714) 374 5345 Tel: (714) 560-5446 20 Email: cvu@surfcity-hb.org Email: rhashem©octa.net 21 / 22 / 23 / 24 / 25 / 26 / Page 16 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 This Agreement shall be made effective upon execution by both Parties. 2 IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-3-2654 to be 3 executed as of the date of the last signature below. 4 CITY OF HUNTINGTON BEACH ORANGE COUNTY TRANSPORTATION AUTHORITY 5 Dowel E Johnson 6 By: "7 By: Darrell E.Johnson(Oct 6,2023 08:57 PDT) Tony Strickland Darrell E. Johnson 7 Mayor Chief Executive Officer 8 ATTEST: APPROVED AS TO FORM: 9 10 By: Irb—frit-' By: James Don ;Oct 5,2023 09:40 PDT) 11 obin Estanislau James M. Donich City Clerk General Counsel 12 APPROVAL RECOMMENDED: APPROVAL RECOMMENDED: 14 By: ( v�_ By: Ja s G Beil(Oct 5,2023 12:12 PDT) � 15 Chau Vu James G. Beil, P.E. Public Works Director Executive Director, Capital Programs 16 17 APPROVED AS TO F M: 18 19 By: C /1,47 ichael E. Gates 20 City Attorney 21 22 Attachment: 23 Schedule A—Maximum Reimbursement for Combined City Services 24 - 25 26 Page 17 of 17 COOPERATIVE AGREEMENT NO..C-3-265.4 SCHEDULE A REIMBURSEMENT SCHEDULE FOR COMBINED CITY SERVICES. CITY OF HUNTINGTON BEACH Item No. Description of City Services Maximum Reimbursement Amount(1) Review and approval of plans, specifications, plans,and other pertinent engineering plans and 1 reports, Traffic Management Plan (TMP)review and concurrence, and construction oversight $180,000 inspection services related to CITY FACILITIES. 2 Traffic engineering and detour inspection $14,000 3 Police services(including overtime.costs) $6,000 TOTAL MAXIMUM REIMBURSEMENT. $200,000 (1)Schedule A shows estimated reimbursement amounts for each CITY SERVICES item of work. During the term of this Agreement,the CITY may redistribute funds for items of work as needed;however,the total combined amount for CITY SERVICES shall,not exceed the Total Maximum Reimbursement amount shown herein. 1 COOPERATIVE AGREEMENT NO. C-3-2654 2 BETWEEN 3 ORANGE COUNTY TRANSPORTATION AUTHORITY 4 AND 5 CITY OF HUNTINGTON BEACH 6 FOR 7 1-405 IMPROVEMENT PROJECT 8 THIS COOPERATIVE AGREEMENT (Agreement), is effective this day of 9 . , 2023 (Effective Date), by and between the Orange County Transportation 10 Authority, 550 South Main Street, P.O. Box 14184, Orange California 92863-1584, a public corporation 11 of the State of California (herein referred to as "AUTHORITY") and the City of Huntington Beach, 2000 12 Main Street, Huntington Beach, California 92648, a municipal corporation duly organized and existing 13 under the constitution and laws of the State of California (herein referred to as "CITY") each individually 14 known as"Party"and collectively known as the"Parties". 15 RECITALS: 16 WHEREAS, AUTHORITY, in cooperation and partnership with the California Department of 17 Transportation, herein referred to as "CALTRANS", is proposing to reduce congestion and improve 18 lane continuity through the Interstate 405 (1-405) corridor with improvements to mainline and 19 interchanges on the 1-405 between State Route 73 (SR-73) and Interstate 605 (1-605); and 20 WHEREAS,the improvements are generally defined as adding one general-purpose lane from 21 Euclid Street to 1-605, plus adding an additional median lane which will be combined with the existing 22 high-occupancy vehicle(HOV) lane and operated as dual express lanes in each direction of the 1-405 23 from SR-73 to 1-605, replacing and/or widening structures, and other additional geometric and 24 interchange improvements, including improvements to CITY-owned and operated streets, and traffic 25 facilities hereinafter referred to as CITY FACILITIES potentially impacted by this project, all of which 26 are hereinafter referred to as"PROJECT". Page 1 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 , WHEREAS,AUTHORITY has hired a design-build team, 0C405 Partners, JV, herein referred 2 to as "CONTRACTOR", to design, and construct PROJECT via a design-build delivery method, and 3 design-build contract was executed January 31, 2017. Contract documents (CONTRACT 4 DOCUMENTS) refer to all documents as part of the contract with 0C405 Partners, JV; and 5 WHEREAS, Cooperative Agreement C-5-3614 between AUTHORITY and CITY concerning 6 this Project has expired on April 30, 2023,; and WHEREAS, this Cooperative Agreement defines the 7 specific terms, conditions, and funding responsibilities between the AUTHORITY and CITY regarding 8 the design and construction of PROJECT in regards to CITY FACILITIES through Project closeout 9 anticipated June 30, 2024; and 10 WHEREAS, AUTHORITY is the sponsor and the primary funding agency for PROJECT; and 11 WHEREAS, CITY-owned and operated utilities will be subject to an utility agreement(s) and 12 separate from, and outside of this Agreement; and 13 WHEREAS, PROJECT is located within and adjacent to the CALTRANS right of way in the Cities 14 of Costa Mesa, Fountain Valley, Huntington Beach, Westminster, Garden Grove, Seal Beach, Los 15 Alamitos, and County of Orange; and 16 WHEREAS, AUTHORITY has contracted with Parsons Transportation Group, Inc., as the 17 Program Management Consultant (PMC) for this PROJECT, to assist with the administration and 18 oversight of the procurement, and design and construction phases of PROJECT; and 19 WHEREAS, AUTHORITY has contracted with Jacobs Project Management Co., as the 20 Construction Management Consultant(CMC)for this PROJECT, to assist with the administration and 21 oversight of the procurement, and construction phases of PROJECT; and 22 WHEREAS, AUTHORITY agrees to acquire right of way; and 23 WHEREAS, AUTHORITY shall ensure CONTRACTOR's compliance with all applicable 24 requirements contained in this Agreement; and 25 WHEREAS, CITY FACILITIES will potentially be impacted by PROJECT, and AUTHORITY 26 desires to collaborate with CITY during the design and construction of PROJECT; and Page 2 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 WHEREAS,AUTHORITY will provide contract administration for all phases of PROJECT work 2 on CITY FACILITIES, and work within CITY right of way, while adhering to State, Federal, and CITY 3 standards and requirements, as applicable; and 4 WHEREAS,AUTHORITY will reimburse CITY for actual costs for CITY SERVICES, as related to 5 improvements to CITY FACILITIES, and defined as: 6 • Review and approval of plans, specifications, and other pertinent engineering plans, 7 and reports, and for oversight construction inspection services 8 • Review and acceptance of Transportation Management Plan (TMP) 9 • Traffic engineering, and oversight detour inspections 10 • CITY police services; and 11 WHEREAS,AUTHORITY has paid to CITY, in the amount of Six Hundred Eighty Two Thousand 12 Seven Hundred Thirty Seven Dollars($682,737), for pavement mitigation costs, as quantified and priced 13 by the AUTHORITY, and identified in the Structural Pavement Investigation and Report, 1-405 Final 14 Concept Detour Routes Impact Study, 1-405 Improvement Project, dated October 11, 2018; and 15 WHEREAS, in addition to the pavement mitigation reimbursement by AUTHORITY as set forth 16 above, Parties agree to assess and evaluate actual post-construction impacts to CITY streets, on a case- 17 by case basis, as a result of PROJECT's signed, long-term detours within CITY's jurisdiction, as well as 18 the costs of mitigating such impacts, if any; and 19 WHEREAS, CITY agrees to manage its staff and consultants to provide CITY SERVICES within 20 the Maximum Obligation amount as amended herein; and 21 WHEREAS,AUTHORITY's Board of Directors authorized this Agreement on the day of 22 , 2023; and 23 WHEREAS, CITY's City Council approved this Agreement on the 19th day of 24 September , 2023. 25 NOW,THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as follows: 26 / Page 3 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 ARTICLE 1. COMPLETE AGREEMENT 2 A. This Agreement, including any attachments incorporated herein and made applicable by 3 reference, constitutes the complete and exclusive statement of the term(s) and conditions(s) of this 4 Agreement between AUTHORITY and CITY and it supersedes all prior representations, understandings, 5 and communications. The invalidity in whole or in part of any term or condition of this Agreement shall 6 not affect the validity of other term(s) or conditions(s) of this Agreement. The above referenced Recitals 7 are true and correct and incorporated by reference herein. 8 B. AUTHORITYS' failure to insist on any instance(s) of CITY's performance of any term(s) 9 or condition(s) of this Agreement shall not be construed as a waiver or relinquishment of AUTHORITY's 10 right to such performance or to future performance of such term(s) or condition(s), and CITY's obligation 11 in respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall 12 not be binding upon AUTHORITY except when specifically confirmed in writing by an authorized 13 representative of AUTHORITY by way of a written amendment to this Agreement and issued in 14 accordance with the provisions of this Agreement. 15 C. CITY's failure to insist on any instance(s)of AUTHORITY's performance of any term(s)or 16 condition(s)of this Agreement shall not be construed as a waiver or relinquishment of CITY's right to such 17 performance or to future performance of such term(s) or condition(s), and AUTHORITY's obligation in 18 respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall not 19 be binding upon CITY except when specifically confirmed in writing by an authorized representative of 20 CITY by way of a written amendment to this Agreement and issued in accordance with the provisions of 21 this Agreement. 22 ARTICLE 2. SCOPE OF AGREEMENT 23 This Agreement specifies the roles and responsibilities of the Parties as they pertain to the 24 subjects and projects addressed herein. Both AUTHORITY and CITY agree that each will cooperate and 25 coordinate with the other in all activities covered by this Agreement and any amendments to this 26 Agreement. Page 4 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY 2 AUTHORITY agrees to the following responsibilities for PROJECT: 3 A. To be the sponsor and funding agency to manage and administer the design-build 4 contract for PROJECT, which includes preliminary engineering, right of way acquisition, , and other 5 related services, including improvements to CITY FACILITIES which are necessary as part of PROJECT. 6 B. To perform right of way acquisition and right of way certification for PROJECT, and 7 specifically, for CITY FACILITIES, if necessary. 8 C. To include within the CONTRACT DOCUMENTS, in regard to CITY FACILITIES, design 9 criteria which meets acceptable CITY standards, and are applicable at the time of Contract execution. 10 This responsibility was achieved through, and referenced in, Cooperative Agreement C-5-3614. 11 D. To coordinate with CITY during the development of the CONTRACT DOCUMENTS, and 12 afford the CITY the opportunity to review, and comment on the CONTRACT DOCUMENTS, in regard to 13 CITY FACILITIES, and in accordance with the terms of this Agreement.This responsibility was achieved 14 through, and referenced in, Cooperative Agreement C-5-3614. 15 E. The CITY review times will be applicable to the design and construction of PROJECT in 16 regard to CITY FACILITIES. AUTHORITY will hold Joint Resolution Meetings(JRT)with CITY to resolve 17 CITY comments and obtain approvals, if applicable. 18 F. To coordinate the design and construction of PROJECT with the CITY and hold regular 19 technical and partnering meetings to brief the CITY on the status of PROJECT, solicit input, and provide 20 a forum to discuss and resolve PROJECT issues which impact the CITY. 21 G. To comply with all requirements of the Final Environmental Impact Report/Environmental 22 Impact Statement (FEIR/FEIS) for the PROJECT, including but not limited to the preparation and 23 processing of any, and all supplemental environmental documents, including those required for CITY 24 FACILITY improvements as part of PROJECT. 25 / 26 / Page 5 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 H. If AUTHORITY encounters hazardous, archeological, paleontological, cultural, or other 2 protected materials and/or species within any existing or future CITY-owned right of way for the CITY 3 FACILITIES,AUTHORITY shall notify the CITY and responsible control agencies of such discovery. 4 I. The costs for any remediation or protection for Article 3, Paragraph H, shall be covered 5 as a PROJECT cost, provided that AUTHORITY may seek reimbursement from other third parties which 6 may be jointly or severally liable for such removal or protection. 7 J. To protect in place, rearrange or relocate after CITY consultation and concurrence, CITY 8 owned public utility facilities found to be in conflict with PROJECT. All conditions of this clause shall be 9 subject to utility agreements which are separate from, and outside of this Agreement. 10 K. To secure and comply with any, and all other governmental and/or regulatory approvals, 11 permits and/or clearances required for the design and construction of CITY FACILITIES included in 12 PROJECT. 13 L. In the event CITY requests additional improvements, they shall be evaluated and 14 processed in accordance with Article 4, Paragraph L, of this Agreement. 15 M. To implement a Quality Management Plan during all phases of PROJECT. 16 N. To monitor all PROJECT activities to ensure compliance with the approved PROJECT 17 schedule, quality and budget goals of PROJECT. 18 O. To obtain concurrence for permanent easements, if required,for CITY FACILITIES. 19 P. To facilitate discussion between CITY, local agencies, and others regarding resolution of 20 ownership, operation, and maintenance of CITY FACILITIES. 21 Q. To coordinate with CALTRANS and CITY for preparation and execution of Maintenance 22 Agreements. 23 R. To convey ownership of any property acquired by AUTHORITY for PROJECT, and which 24 is necessary for CITY FACILITIES upon completion of the CITY FACILITIES, and title to such right of 25 way having been acquired by AUTHORITY. Conveyance of such property to the CITY shall be completed 26 / Page 6 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 through an executed Property Transfer Agreement with AUTHORITY. AUTHORITY shall convey such 2 property in a condition acceptable to the CITY and in accordance with CALTRANS' Right of Way Manual. 3 S. To require CONTRACTOR to submit to CITY for review and approval, including but not 4 limited to, plans, specifications, and other pertinent engineering plans, and reports,for CITY FACILITIES 5 prior to construction thereof. During construction, CITY may provide construction oversight inspection 6 services. Such reviews and approvals,and construction oversight inspection services(CITY SERVICES) 7 shall be in accordance with the CONTRACT DOCUMENTS, and reimbursable to CITY by this 8 Agreement. 9 T. To require CONTRACTOR to implement all applicable elements of the approved 10 Transportation Management Plan (TMP) and TMP amendments.. The TMP addresses construction- 11 related impacts to existing CITY street traffic, and includes normal traffic handling requirements during 12 PROJECT construction including staging, lane closures, re-striping, detours, and signalization, and 13 specifies requirements for communicating with the public and local agencies during construction. 14 Modifications to streets, intersections,signals,etc.,required to address traffic impacts during construction 15 will be borne as a PROJECT cost. Such review and acceptance of TMP (CITY SERVICES) shall be in 16 accordance with the CONTRACT DOCUMENTS, and reimbursable to CITY by this Agreement. 17 U. To obtain a written acceptance of TMP amendments from CITY. 18 V. To reimburse the CITY for its actual costs for oversight detour inspections, traffic 19 engineering services (including staff overhead and third-party traffic signal maintenance service costs 20 contracted out by CITY), and police services (including overtime costs). Ongoing deployment of 21 police services related to PROJECT traffic management will require prior approval by AUTHORITY. 22 Such traffic engineering, oversight detour inspections, and police services(CITY SERVICES)shall be 23 in accordance with the CONTRACT DOCUMENTS, and reimbursable to CITY by this Agreement. 24 W. To monitor and ensure CONTRACTOR compliance with the TMP. 25 X. To work collaboratively with CITY to prepare a methodology for approval by Parties, for 26 post-detour analysis of pavement conditions of CITY streets that were used for signed, long-term and Page 7 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 alternate route detours. As part of the pre-detour analysis of pavement conditions of CITY streets, 2 AUTHORITY has previously reimbursed CITY the amount of Six Hundred Eighty Two Thousand Seven 3 Hundred Thirty Seven Dollars($682,737),for pavement mitigation costs, as quantified and priced by the 4 AUTHORITY, and identified in the Structural Pavement Investigation and Report, 1-405 Final Concept 5 Detour Routes Impact Study, 1-405 Improvement Project, dated October 11, 2018. The pre-detour 6 pavement analysis identified CITY street segments that were determined to need pavement repair due 7 to signed, long-term and alternate route detours, based on the existing pavement conditions and 8 forecasted impacts resulting from the PROJECT. Analysis of post-detour pavement conditions for 9 signed, long-term and alternate route detours, will be performed when the respective detour(s) is no 10 longer needed. Parties will agree on the final AUTHORITY reimbursement cost for the individual detours 11 upon review of the post-detour pavement analysis for each specific detour,at which time CITY can invoice 12 for that agreed upon cost. Pavement mitigation amounts for street pavement repairs (CITY SERVICES) 13 shall be in accordance with the CONTRACT DOCUMENTS,and reimbursable to CITY by this Agreement 14 and applicable amendments. 15 Y. To require CONTRACTOR to repair street pavements that receive damage as a result of 16 construction. CONTRACTOR will be required to adhere to CITY's requirements for removal and 17 replacement of pavement in accordance with the CONTRACT DOCUMENTS and this Agreement. 18 Z. To require CONTRACTOR to obtain a no fee encroachment permit from CITY prior to 19 commencing construction of PROJECT. Provided all conditions of such permit have been fulfilled, the 20 permits shall authorize CONTRACTOR to commence work within CITY right of way, or areas which affect 21 CITY FACILITIES. 22 AA. To monitor and ensure CONTRACTOR compliance with CITY's permit. 23 BB. To implement a Public Awareness Campaign during PROJECT that advises CITY, local 24 businesses, residents, elected officials, motorists, and media, of construction status, street detours, and 25 ramp and freeway closures, if and where applicable. 26 CC. To provide PROJECT closeout activities, including walk-through, punch list,final payment Page 8 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 accounting, and furnish approved"As-builts"to CITY for CITY FACILITIES. 2 DD. To develop, for CITY, a record of survey, final maps, and all necessary title transfers 3 relative to PROJECT. 4 EE. To reimburse CITY for combined costs identified as "CITY SERVICES", and in 5 accordance with the attached SCHEDULE A, "REIMBURSEMENT SCHEDULE FOR 6 COMBINED CITY SERVICES." 7 EE. To reimburse CITY for actual costs,within 30 days from receipt of an acceptable invoice, 8 which is complete, properly prepared and complies with the requirements of ARTICLE 5, REQUEST FOR 9 REIMBURSEMENT, below. 10 FF. AUTHORITY's reimbursement for CITY SERVICES will not exceed the combined 11 maximum amount shown on SCHEDULE A. 12 GG. To perform all work associated with the PROJECT at no cost to the CITY, unless 13 specifically provided otherwise herein or in any amendment to this Agreement. 14 HH. To cause all contractors and vendors who perform work or provide supplies for CITY 15 FACILITIES to name the CITY as an additional insured on policies of insurance wherein AUTHORITY 16 requires CITY to be named as an additional insured and, prior to the commencement of work, provide 17 certificates of insurance to CITY showing the CITY as an additional insured. 18 ARTICLE 4. RESPONSIBILITIES OF CITY 19 CITY agrees to the following responsibilities for PROJECT: 20 A. To collaborate and cooperate with AUTHORITY during the development of the 21 CONTRACT DOCUMENTS and during the design and construction of PROJECT. 22 B. To provide CITY SERVICES for PROJECT as agreed by CITY and AUTHORITY. 23 C. To review, and provide comment on, in a timely manner, and in accordance with the 24 CONTRACT DOCUMENTS and this Agreement,all plans and other submittals related to PROJECT,and 25 approve and/or concur with AUTHORITY or CONTRACTOR's submittals when CITY determines such 26 submittals comply with CITY's standards and criteria to facilitate AUTHORITY's delivery of PROJECT. Page 9 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 D. To make available to AUTHORITY all necessary CITY regulations, policies, procedures, 2 manuals, standard plans, and specifications required for the construction of PROJECT when requested 3 by AUTHORITY. 4 E. To attend and participate in the PROJECT's regular technical and partnering meetings for 5 AUTHORITY to brief CITY on the status of PROJECT, and to provide a forum to discuss and to resolve 6 CITY's concerns and issues. 7 F. To make reasonable efforts and devote reasonable resources for the issuance of 8 encroachment permits,and other necessary permits, if applicable,to CONTRACTOR at no fee,and upon 9 CONTRACTOR's compliance with permit requirements, to not cause delay to PROJECTS' construction 10 schedule. Such permits shall authorize CONTRACTOR to commence work within CITY right-of-way, or 11 areas which affect CITY FACILITIES. 12 G. To make necessary efforts to coordinate and cooperate with AUTHORITY, its agents,and 13 contractors,to meet or exceed design-build schedule criteria as identified by AUTHORITY. 14 H. To waive any moratorium on the excavation or trenching work on CITY streets that were 15 recently resurfaced where such excavation or trenching are necessary for PROJECT. CONTRACTOR 16 will be required to adhere to CITY's requirements for the removal and replacement of pavement in 17 accordance with the CONTRACT DOCUMENTS and this Agreement. 18 I. To cooperate with AUTHORITY and use its best efforts to cause the rearrangement or 19 relocation of all municipal and public utility facilities, in accordance with applicable State or local franchises 20 or laws, that may be determined by the AUTHORITY and the CITY to be within CITY's jurisdiction and 21 pose a conflict with the PROJECT. The CITY hereby agrees to exercise and invoke its rights under 22 any applicable State or local franchises or laws, or any prior rights or superior rights the CITY may 23 have to effectuate such rearrangement or relocation at the expense of the affected public utility as 24 necessary to conform to PROJECT. The CITY shall cooperate with the AUTHORITY and provide all 25 appropriate and necessary support to achieve this result. In the event the public utility fails to make 26 the rearrangement or relocation or fails to agree to make the rearrangement or relocation in a timely Page 10 of 17 COOPERATIVE AGREEMENT NO.C-3-2654 1 manner, the CITY shall assign its rights as they apply to such rearrangement or relocation as 2 necessary to permit the AUTHORITY to cause rearrangement or relocation in a timely manner. The 3 CITY shall cooperate with the AUTHORITY, provide assistance to the AUTHORITY as needed, and 4 join with the AUTHORITY as a party in the prosecution or defense of the CITY's and the AUTHORITY's 5 rights under the laws of the State of California to cause such rearrangements or relocations. Wherever 6 possible, any rearrangement or relocation of a public utility shall be made to an area covered by a 7 State or local franchises or laws. All conditions of this clause shall be subject to utility agreements 8 which are separate from and outside of this Agreement. 9 J. To agree to take ownership of property acquired by AUTHORITY for PROJECT, and 10 which is necessary for CITY FACILITIES upon completion of the CITY FACILITIES, and title to such right 11 of way having been acquired by AUTHORITY. Conveyance of such property to the CITY shall be 12 completed through an executed Property Transfer Agreement with AUTHORITY. AUTHORITY shall 13 convey such property in a condition acceptable to CITY and in accordance with CALTRANS Right of Way 14 Manual. 15 K. To accept operation and maintenance of the CITY FACILITIES, or portion thereof, upon 16 their acceptance by AUTHORITY, and based upon the AUTHORITY's written certification that the 17 AUTHORITY has complied with all terms of the Agreement. The acceptance of the CITY FACILITIES 18 and written certification shall not unreasonably be withheld. CITY acknowledges that CITY FACILITIES 19 may be completed at different times and accepted in different stages of PROJECT. 20 L. In the event CITY requests additional CITY FACILITY improvements to be incorporated 21 into PROJECT, CITY shall be solely responsible for all costs and expenses related thereto, including: 22 1)the costs incurred to incorporate the improvements into the PROJECT's scope of work;2)additional 23 design, construction and oversight costs arising from or associated with the improvements, including 24 change orders related thereto; 3) additional operations and maintenance costs arising from or 25 associated with the improvements, including change orders related thereto; and 4) costs associated 26 with any impact on the design and construction schedule associated with the improvements, including Page 11 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 any associated PROJECT delay costs and damages. This is not intended to eliminate mitigations 2 for required PROJECT changes identified during construction. AUTHORITY, at its sole discretion, 3 may agree to incorporate such CITY FACILITY improvements, via an amendment to this 4 Agreement, identifying the CITY FACILITY improvements, estimated costs, and funding sources from 5 CITY for these improvements. 6 M. To submit monthly invoices to AUTHORITY for work completed and actual costs incurred 7 by CITY for CITY SERVICES, pursuant to ARTICLE 5. REQUEST FOR REIMBURSEMENT. CITY shall 8 submit final invoice no later than ninety (90) days after final acceptance of PROJECT. Any costs in 9 excess of the amounts specified herein shall not be incurred without a written amendment to this 10 Agreement. 11 ARTICLE 5. REQUEST FOR REIMBURSEMENT 12 In order for CITY to be reimbursed for incurred costs relative to PROJECT, CITY agrees: 13 A. To prepare and submit to AUTHORITY a monthly invoice with supporting 14 documentation. CITY's invoice shall include allowable PROJECT costs incurred and paid for by CITY. 15 The invoice submitted by CITY shall be signed by an authorized agent who can duly certify the 16 accuracy of the included information. 17 B. The invoice shall be submitted on CITY's letterhead. 18 C. The invoice shall be submitted by CITY, and in duplicate, to AUTHORITY's Accounts 19 Payable Office. Each invoice shall include the following information: 20 1. Agreement Number C-X-XXXX 21 2. The total of PROJECT expenditures shall specify the percent and amount of funds 22 to be reimbursed, and include support documentation for all expenses invoiced. 23 3. Adequate detail describing all work completed. 24 4. Such other information as requested by AUTHORITY. 25 D. To consult with AUTHORITY's Project Manager for questions regarding non-reimbursable 26 expenses. Page 12 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 E. That total payments shall not exceed the maximum obligation specified in ARTICLE 7. 2 MAXIMUM OBLIGATION. 3 ARTICLE 6. DELEGATED AUTHORITY 4 The actions required to be taken by CITY in the implementation of this Agreement are delegated 5 to its CITY's Public Works Director, or designee, and the actions required to be taken by AUTHORITY in 6 the implementation of this Agreement are delegated to AUTHORITY's Chief Executive Officer or 7 designee. 8 ARTICLE 7. MAXIMUM OBLIGATION 9 Notwithstanding any provisions of this Agreement to the contrary, AUTHORITY and CITY 10 mutually agree that AUTHORITY's maximum cumulative payment obligation hereunder shall be Two 11 Hundred Thousand dollars($200,000), unless.agreed to and amended by both Parties. 12 ARTICLE 8. AUDIT AND INSPECTION 13 AUTHORITY and CITY shall maintain a complete set of records in accordance with generally 14 accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized 15 representatives of the AUTHORITY to inspect and audit all work, materials, payroll, books,accounts, and 16 other data and records of CITY for a period of four (4) years after final payment, or until any on-going 17 audit is completed. For purposes of audit, the date of completion of this Agreement shall be the date of 18 AUTHORITY's payment of CITY's final billing (so noted on the invoice) under this Agreement. 19 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above 20 provision with respect to audits shall extend to and/or be included in contracts with CITY's contractor or 21 consultant. 22 ARTICLE 9. INDEMNIFICATION 23 A. To the fullest extent permitted by law, CITY shall defend(at CITY's sole cost and expense 24 with legal counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless 25 AUTHORITY, its officers, directors, employees, and agents (collectively the"Indemnified Parties"), from 26 and against any and all liabilities, actions, suits, claims, demands, losses, costs,judgments, arbitration Page 13 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and 2 attorney fees(collectively"Claims"), including but not limited to Claims arising from injuries to or death of 3 persons(CITY's employees included),for damage to property,including property owned by AUTHORITY, 4 or from any violation of any federal,state,or local law or ordinance, alleged to be caused by the negligent 5 acts, omissions or willful misconduct of CITY, its officers, directors, employees or agents in connection 6 with or arising out of the performance of this Agreement. 7 B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole 8 cost and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold 9 harmless CITY, its officers,directors, employees,and agents(collectively the"Indemnified Parties"),from 10 and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration 11 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and 12 attorney fees(collectively"Claims"), including but not limited to Claims arising from injuries to or death of 13 persons(AUTHORITY's employees included),for damage to property, including property owned by CITY, 14 or from any violation of any federal,state,or local law or ordinance, alleged to be caused by the negligent 15 acts, omissions or willful misconduct of AUTHORITY, its officers, directors, employees or agents in 16 connection with or arising out of the performance of this Agreement. 17 C. The indemnification and defense obligations of this Agreement shall survive its expiration 18 or termination. 19 ARTICLE 10. ADDITIONAL PROVISIONS 20 A. Term of Agreement: The term of this Agreement shall be in full force and effect through 21 June 30, 2024. 22 B. Termination: In the event either Party defaults in the performance of its obligations under 23 this Agreement or breaches any of the provisions of this Agreement,the non-defaulting Party shall provide 24 written notice to the defaulting Party to cure such default within thirty (30) days of such default. If the 25 default cannot be cured within such time, as determined by the non-defaulting Party, then the defaulting 26 Party shall have such additional time as provided in the written notice or such time as the Parties may Page 14 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 otherwise agree in writing. In any event,the non-defaulting Party shall promptly take such actions as are 2 reasonably necessary to cure the default. If the default or breach is material and not cured within the 3 time provided herein, either Party has the option, in addition to any other remedies available at law, to 4 terminate this Agreement upon thirty(30) days'prior written notice to the other Party. 5 C. Compliance with All Laws: AUTHORITY and CITY shall comply with all applicable federal, 6 state, and local laws, statues, ordinances and regulations of any governmental authority having 7 jurisdiction over the PROJECT. 8 D. Legal Authority: AUTHORITY and CITY hereto warrants that the persons executing this 9 Agreement are authorized to execute this Agreement on behalf of said Parties and that by so executing 10 this Agreement, the Parties hereto are formally bound to the provisions of this Agreement. 11 E. Severability: If any term, provision, covenant or condition of this Agreement is held to be 12 invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the 13 remainder of this Agreement shall not be affected thereby, and each term, provision, covenant or 14 condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 15 F. Counterparts of Agreement: This Agreement may be executed and delivered in any 16 number of counterparts,each of which,when executed and delivered shall be deemed an original and all 17 of which together shall constitute the same agreement. Facsimile signatures will be permitted. 18 G. Force Maieure: Either Party shall be excused from performing its obligations under this 19 Agreement during the time and to the extent that it is prevented from performing by an unforeseeable 20 cause beyond its control, including but not limited to; any incidence of fire, flood; acts of God; 21 commandeering of material,products,plants or facilities by the federal,state or local government;national 22 fuel shortage; or a material act or omission by the other Party; when satisfactory evidence of such cause 23 is presented to the other Party, and provided further that such nonperformance is unforeseeable, beyond 24 the control and is not due to the fault or negligence of the Party not performing. 25 H. Assignment: Neither this Agreement, nor any of the Parties' rights, obligations, duties, or 26 authority hereunder may be assigned in whole or in part by either Party without the prior written consent Page 15 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 of the other Party in its sole and absolute discretion. Any such attempt of assignment shall be deemed 2 void and of no force and effect. Consent to one assignment shall not be deemed consent to any 3 subsequent assignment, nor the waiver of any right to consent to such subsequent assignment. 4 I. Governing Law: The laws of the State of California and applicable local and federal laws, 5 regulations and guidelines shall govern this Agreement. 6 J. Litigation fees: In the event that either Party to this Agreement shall commence any legal 7 or equitable action to enforce or interpret this Agreement, the prevailing party shall be entitled to recover 8 its costs of suit, including reasonable costs and attorney's fees as determined by the court. 9 K. Notices: Any notices, requests, or demands made between the Parties pursuant to this 10 Agreement are to be directed as follows: 11 12 `i,•�, arc'=�`,s _ L-.S r +tip - At,;JT' O 'l • �, ` "h �i';.p•„,r..,`�i,:,ti� a . .ate ,.. >... v n sr .. .+. e—:. � a� 13 City of Huntington Beach Orange County Transportation Authority 14 Public Works Department 550 South Main Street 15 2000 Main Street P.O. Box 14184 16 Huntington Beach, CA 92648 Orange, CA 92863-1584 17 Attention: Chau Vu Attention: Ms. Reem Hashem 18 Acting Director of Public Works Section Manager, Capital Projects 19 Tel: (714) 374 5345 Tel: (714) 560-5446 20 Email: cvu@surfcity-hb.org Email: rhashem@octa.net 21 / 22 / 23 / 24 / 25 / 26 / Page 16 of 17 COOPERATIVE AGREEMENT NO. C-3-2654 1 This Agreement shall be made effective upon execution by both Parties. 2 IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-3-2654 to be 3 executed as of the date of the last signature below. 4 CITY OF HUNTINGTON BEACH ORANGE COUNTY TRANSPORTATION AUTHORITY 5 6 By: ^1 By: Tony Strickland Darrell E. Johnson 7 Mayor Chief Executive Officer 8 ATTEST: APPROVED AS TO FORM: 9 10 By: ?1t' '!V By: obis Estanislau James M. Donich 11 City Clerk General Counsel 12 APPROVAL RECOMMENDED: APPROVAL RECOMMENDED: 13 14 By: Z----1"2 By: 15 Chau Vu James G. Beil, P.E. Public Works Director Executive Director, Capital Programs 16 17 APPROVED AS TO F M: 18 19 By: ichael E. Gates 20 `City Attorney 21 22 Attachment: 23 Schedule A—Maximum Reimbursement for Combined City Services 24 25 26 Page 17 of 17 • COOPERATIVE AGREEMENT NO.C-3-2654 SCHEDULE A REIMBURSEMENT SCHEDULE FOR COMBINED CITY SERVICES CITY OF HUNTINGTON BEACH Maximum Reimbursement item No. Description of City Services. Amount(1) 1 Review and approval of plans,specifications,plans,and other pertinent engineering plans and $180,000 reports,Traffic Management Plan(TMP)review and concurrence,and construction oversight inspection services related to CITY FACILITIES. 2 Traffic engineering and detour inspection $14,000 3 Police services(including overtime costs) $6,000 TOTAL MAXIMUM REIMBURSEMENT $200,000 (1)Schedule A shows estimated reimbursement amounts for each CITY SERVICES item of work. During the term of this Agreement,the CITY may redistribute funds for items of work as needed;however,the total combined amount for CITY SERVICES shall not exceed the Total Maximum Reimbursement amount shown herein. �UTINGT " ��a` .• ; R1," cp°��� City of . -J.untington Beach 200o Main Street ♦ Huntington Beach, CA 92648 Qqo (714) 536-5227 • www.huntingtonbeachca.gov coUNTY Os A° Office of the City Clerk ®.0es�s Robin Estanislau, City Clerk September 22, 2023 Orange County Transportation Authority Attn: Ms. Reem Hashem 550 South Main Street P.O. Box 14184 Orange, CA 92863-1584 Dear Ms. Hashem: Enclosed is the partially executed original Cooperative Agreement No. C-3-2654 between Orange County Transportation Authority and City of Huntington Beach for 1-405 Improvement Project, approved by City Council on September 19, 2023. Upon final execution, please provide a fully executed copy to: City of Huntington Beach City Clerk's Office Attn: Donna Switzer, Senior Deputy City Clerk 2000 Main Street, 2nd Floor Huntington Beach CA 92648 Your attention to this matter is greatly appreciated. Sincerely, 9,4'/4114Ad Robin Estanislau, CMC City Clerk RE:ds Enclosure Sister City: Anjo, Japan Approve .„,..4.......... „A. ..... • TING to ' 41,_ 0o era ive 4, ,... •.•'�� pRPORq'T'••• \ Agreement p. ‘ --- „,(1 II' IP' C =3 _2654 , \ , ,, (, N V" % is - - - . % - - - ` - - _�- Orange County Transportation ,, ,, _ ��, Authority for 1-405 Improvement --- - v : $ Project o • •• IT w ,� ••• ••;7, 190 Ø September 5, 2023 ••...• 0 C C0UNTN � BAC KG RO U N • Initial work for the 1-405 project started in 2001 — planning and programming • OCTA awarded design-build project to 0C405 Builders January 2017 • OCTA entered into Cooperative Agreements with all of the local agencies along the project corridor in 2016 to facilitate tasks needed to complete the project and ,/ANT IN��. �i,. II tt-- .. •��RPOR••�'.. \ O` .' NCO Ar£�..•� \ compensate agencies for expenses/efforts ••6.V i =c01/NTY C;;//I NEED/WHY/ BENEFITS • The Cooperative Agreement outlines various efforts that each party will undertake or participate in to complete the project • The agreement also includes financial reimbursement terms and amounts for various City efforts needed to complete the project • Prior agreement expired in April 2023 ING +0, \\.- iNcroe • New agreement needed to continue all aspects of °``��'N`�flP��ArF°•.'' prior agreement through the completion of the �� .,: q , project in 2024 �‘VeN8�7;�-�o9A°=� o��+'� DETAILS • The City has already received $682,737 for pavement mitigation costs — pavement life impacts due to freeway detours onto local streets • The City has received $217,605 to date for other direct staff expenses/efforts related to the project • New agreement authorizes a maximum reimbursement amount for additional expenses of $200,000 through the completion of the project to ,o "vt""I'Are>: 5> C51 � G ••.s. n g:. RECOMMENDATION • Approve Cooperative Agreement C-3-2654 with OCTA and authorize the Mayor and City Attorney to execute the agreement , '�II O�••.• ...................... \N�pRPORg • 6°11NTY qii1 a y°acxi _y ':>.,: O `: ,." % aY ;-:::r; ' '1':: 9"111)'(ii f ' ,•r * ,} w� �;#s• . Q,,t�,''es�fit`.;jj -f eM`o 1i d { i'- • ` r .- 3.• it=f L. t.'a'1- ,''• \ Ya r rk '. • lic '‘.:7t'.7.'.4.!. 1 t.It i " ..",; I. 4. ' � - !T` o.I - r� ,- S ! >" v. Y `$ -kV?' R _ `r ' - ,. 6 e I ;A lM+i.M..It s j{i : X '4k- .,� 'j 2° Sa c , '' ' \, ayy , ''."^- z u aszt :.r te #s= -`4;: Ye' bx, t t.;::::::*;:: .1: • C%1■ U) 0 u) a)