20-0505_SADDLEBACK VALLEY COMMUNITY CHURCH_Agenda Report_E8City of San Juan Capistrano
Agenda Report
TO: Honorable Mayor and Members of the City Council
FROM: Benjamin Siegel, City Manager
SUBMITTED BY: George Alvarez, Project Manager
Sam Penrod, Human Resources and Risk Manager
DATE: May 5, 2020
SUBJECT: Maintenance Agreement with Saddleback Valley Community Church
and Cooperative Agreement with Orange County Transportation
Authority Regarding the Rancho Capistrano Rail Crossing
RECOMMENDATION:
1.Approve and authorize the City Manager to execute the proposed maintenance
agreement with Saddleback Valley Community Church regarding the Rancho
Capistrano rail crossing improvements;
2.Approve and authorize the City Manager to execute the Cooperative Agreement
with the Orange County Transportation Authority for the Rancho Capistrano rail
crossing improvements; and
3.Authorize the City Manager to approve any and all license agreements and
easements associated with the rail crossing project.
EXECUTIVE SUMMARY:
Saddleback Valley Community Church (Saddleback Church) and the City of San Juan
Capistrano have been engaged in a collaborative effort to convert the existing, at-grade
private rail crossing located at the entrance to Saddleback Church to a public, Quiet Zone
crossing. A location map is included as Attachment 1. Saddleback Church has agreed
to pay all costs associated with the conversion. The proposed maintenance agreement
obligates Saddleback Church to pay for supplemental safety measure (SSM)
improvements, the initial and annual cost for a license to the Orange County
Transportation Authority (OCTA), and for the ongoing maintenance of the improvements
(Attachment 2).
5/5/2020
E8
City Council Agenda Report
May 5, 2020
Page 2 of 4
Additionally, OCTA is currently constructing a rail siding project at the location of the
proposed public crossing, which will add a second track to improve rail operations in the
region. In order to benefit from the economies of scale associated with combining the
siding project with the SSM improvements, staff recommends approval of the proposed
cooperative agreement between the City and OCTA (Attachment 3). The cooperative
agreement identifies the roles and responsibilities of both agencies to construct and fund
the SSM improvements, with the funds ultimately being paid by Saddleback Church.
DISCUSSION/ANALYSIS:
The process to convert the Rancho Capistrano rail crossing from a private to public
crossing, and eventually to a federally-approved Quiet Zone, involves separate
agreements.
Cooperative Agreement with OCTA
The first step to convert the Rancho Capistrano rail crossing from a private to a public
crossing involved filing an application with the California Public Utilities Commission
(CPUC). This task has been completed and the City received CPUC approval in March
2020. The City is now working on the process to apply to the Federal Railroad
Administration for a Quiet Zone designation. A Quiet Zone designation allows rail
operators to pass through designated areas without sounding their horns because certain
safety precautions – known as supplemental safety measures (SSM) – have been put in
place to mitigate the potential of an accident. The SSM improvements for the proposed
project include signage, striping, and an eight-inch raised median that runs from near the
rail tracks westward approximately 170 feet.
OCTA is currently constructing a second rail line (i.e. Siding Project) at this same location.
The Siding Project will add 1.8 miles of new passing siding rail track between the Laguna
Niguel/Mission Viejo Metrolink Station and Trabuco Creek in San Juan Capistrano. The
passing siding track will run adjacent to the existing track, connecting to it at each end,
which will allow trains traveling in opposite directions to pass each other without stopping.
According to OCTA, the project will reduce delays, increase safety, and provide for more
reliable rail service.
OCTA has agreed to construct the proposed SSM improvements at the Saddleback
Church crossing in coordination with its Siding Project, and the proposed Cooperative
Agreement identifies the estimated costs as well as the roles and responsibilities of the
City and OCTA to construct the improvements. Construction costs for the SSM
improvements are estimated at $163,452, and Saddleback Church has agreed to pay
those costs and any ongoing maintenance costs associated with said improvements.
City Council Agenda Report
May 5, 2020
Page 3 of 4
Maintenance Agreement with Saddleback Valley Community Church
One key condition of the CPUC approval was how the initial and long-term maintenance
costs of the SSM improvements are processed. While the CPUC application required that
a public agency be the responsible party for the required improvements, the City is not
precluded from entering into a private agreement with another entity who would be
responsible for the actual payment of those costs. As a condition of the City’s
participation, Saddleback Church has agreed to reimburse the City for all costs
associated with establishing and maintaining the crossing as a public crossing and
federally-approved Quiet Zone.
The ongoing maintenance of the proposed SSM improvements involves general upkeep
of the safety measures as well as roadway maintenance, exclusive of the bridge over
Oso Creek. The proposed maintenance agreement provides the City with the ability to
conduct any necessary maintenance if needed and, if costs are not reimbursed to the City
within a specified timeframe, place a lien on the property to recover the costs.
Next Steps and City Manager Approval of Agreements and Easement
The next major milestones include executing a license agreement with OCTA, a roadway
easement with Saddleback Church, and a maintenance agreement with Metrolink;
beginning construction of the SSM improvements, which should begin about June 2020
and be completed within eight weeks thereafter; and then preparing and submitting the
application to the Federal Railroad Administration (FRA) requesting the crossing be
designated a Quiet Zone. It is recommended that the Council authorize the City Manager
to approve the agreements and easement noted in this paragraph.
FISCAL IMPACT:
There is no direct fiscal impact to the City associated with approval of the proposed
agreements. As stated previously in this report, Saddleback Church will reimburse the
City for all costs associated with construction of the SSM improvements, ongoing
maintenance of said improvements, and licensing fees and insurance. Saddleback
Church is also paying for all staff and legal costs associated with the process of changing
the crossing designation to a public, Quiet Zone crossing.
ENVIRONMENTAL IMPACT:
The project to convert from a private to a public crossing received a Notice of Exemption,
filed on August 19, 2019. In accordance with the California Environmental Quality Act
(CEQA), the recommended action is exempt from CEQA per Section 15061(b)(3), the
general rule that CEQA applies only to projects which have the potential for causing a
significant effect on the environment. Where if it can be seen with certainty that there is
no possibility that the activity in question may have a significant effect on the environment,
City Council Agenda Report
May 5, 2020
Page 4 of 4
the activity is not subject to CEQA. A maintenance agreement with Saddleback Church
for ongoing maintenance and a cooperative agreement with OCTA would not be an
activity with potential to cause significant effect on the environment and is therefore
exempt from CEQA.
PRIOR CITY COUNCIL REVIEW:
On September 4, 2018, the City Council approved a Deposit and Reimbursement
Agreement with Saddleback Valley Community Church for a potential public Quiet Rail
Crossing.
COMMISSION/COMMITTEE/BOARD REVIEW AND RECOMMENDATIONS:
This action does not require commission, committee, or board review.
NOTIFICATIONS:
Steven Johnson, Saddleback Valley Community Church
Jason Lee, OCTA
Gerard Reminiskey, HDR Inc.
Mike Recupero, Recupero and Associates
ATTACHMENT(S):
Attachment 1: Location Map
Attachment 2: Proposed Maintenance Agreement with Saddleback Valley
Community Church
Attachment 3: Proposed Cooperative Agreement with OCTA
ATTACHMENT 2 WILL BE DISTRIBUTED SEPARATELY
Last Rev: 5/14/2019
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COOPERATIVE AGREEMENT NO. C-0-2036
BETWEEN
ORANGE COUNTY TRANSPORTATION AUTHORITY
AND
THE CITY OF SAN JUAN CAPISTRANO
FOR
RANCHO CAPISTRANO AT-GRADE RAILROAD CROSSING IMPROVEMENTS
THIS COOPERATIVE AGREEMENT (Agreement), is effective this _______ day of
_________________, 2020 (“Effective Date”), by and between the Orange County Transportation
Authority, 550 South Main Street, P.O. Box 14184, Orange California 92863-1584, a public corporation
of the State of California (herein referred to as “AUTHORITY”) and the City of San Juan Capistrano
(hereinafter referred to as “CITY”) each individually known as “Party” and collectively known as the
“Parties”.
RECITALS:
WHEREAS, AUTHORITY and the CITY agree to enter into a Cooperative Agreement to define
the specific terms, conditions and funding responsibilities between the AUTHORITY and CITY for
completion of the Rancho Capistrano At-Grade Railroad Crossing Improvements (hereinafter referred to
as “CROSSING IMPROVEMENTS”); and
WHEREAS, AUTHORITY, as Orange County’s transportation agency and a member agency of
the Southern California Regional Rail Authority (SCRRA) executed a Cooperative Agreement No. C-4-
1726 with SCRRA on December 1, 2014 to develop the Laguna Niguel to San Juan Capistrano Passing
Siding Project (PROJECT) within the cities of Laguna Niguel and San Juan Capistrano within the County
of Orange (CITIES); and
WHEREAS, the CITIES wherein the PROJECT is to be developed are the jurisdictional public
authorities within the County of Orange; and
/
ATTACHMENT 3
COOPERATIVE AGREEMENT NO. C-0-2036
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/
WHEREAS, AUTHORITY executed Agreement No. C-4-1370 on March 25, 2015 for Design
Consultant services to prepare Plans, Specifications and Estimates for the PROJECT. The contract is
currently in the Design Support During Construction (DSDC) phase; and
WHEREAS, AUTHORITY executed Agreement No. C-7-2018 on March 12, 2019 for the
construction of the PROJECT. The scope of the PROJECT includes constructing a controlled siding track
through Rancho Capistrano private at-grade rail crossing (USDOT Crossing No. 026782R, CPUC
101OR-194.32-X), automatic warning devices, and associated roadway improvements on Camino
Capistrano and the Rancho Capistrano drive intersection within the CITY. Notice to Proceed for
Construction (NTPC) was given to the Construction Contractor on March 12, 2019; and
WHEREAS, the Rancho Capistrano private at-grade crossing (CROSSING) serves the purpose
of private access to the Rancho Capistrano ministry facility that is owned and operated by Saddleback
Church; and
WHEREAS, the CITY proposes to establish a quiet zone at the CROSSING; and
WHEREAS, the establishment of a quiet zone requires the CITY to file a formal application with
the California Public Utilities Commission (CPUC) for authorization to convert a private crossing to a
public crossing; and
WHEREAS, CITY intends to file a Public Authority Application to the Federal Railroad
Administration (FRA) for quiet zone approval after authorization is received from the CPUC to convert the
private crossing into a public crossing; and
WHEREAS, the required quiet zone features at the crossing are anticipated to be in addition to
those provided by the PROJECT as defined by the executed Agreement No. C-7-2018 and shall be
considered a PROJECT betterment as described in Exhibit A – Scope of Work and Attachment A -
Rancho Capistrano At-Grade Crossing Concept Drawings; and
/
/
COOPERATIVE AGREEMENT NO. C-0-2036
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WHEREAS, street improvements are anticipated to extend approximately 125 feet to the west of
the westerly limits of the crossing and approximately 25 feet to the east of the easterly limits of the
crossing and along Camino Capistrano; and
WHEREAS, the FRA requires that quiet zone treatments must be on public street right-of-way;
and
WHEREAS, to the west, street improvements for the at-grade crossing extend beyond the limits
of the proposed western grade-crossing panel, through the westerly limit of the AUTHORITY railroad
right-of-way and through private property (Assessor Parcel Number: 637-082-68) owned by Saddleback
Church. Therefore, the CITY shall obtain a permanent roadway easement on Saddleback Church right-
of-way for the west approach to the crossing; and
WHEREAS, based on the executed easement agreement between CITY and Saddleback
Church, and CITY approved encroachment permit, the CITY shall provide an NTPC to the AUTHORITY
to construct the CROSSING IMPROVEMENTS within the newly acquired CITY right of way prior to
AUTHORITY’s contractor mobilization for the CROSSING IMPROVEMENTS work, tentatively scheduled
for August 2020; and
WHEREAS, the CITY’s street right-of-way terminates on the easterly limit of the AUTHORITY
railroad right-of-way. Therefore, the CITY shall obtain a license agreement on AUTHORITY right-of-way
for the east approach to the crossing; and
WHEREAS, the AUTHORITY shall undertake the construction of CROSSING IMPROVEMENTS
proposed within AUTHORITY right-of-way and Camino Capistrano in coordination with the CITY. The
completion of these improvements is not contingent upon the commencement or completion of the work
outside of public right-of-way; and
WHEREAS, Final license and easement shall be defined in the legal descriptions contained in
deed documents/executed agreements between CITY and AUTHORITY/Saddleback Church; and
WHEREAS, the CITY requests the AUTHORITY to authorize by Contract Amendment to
Agreement No. C-4-1370 any changes to services resulting from the modifications to the contract
COOPERATIVE AGREEMENT NO. C-0-2036
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drawings, specifications and quantities for the CROSSING to address stakeholder review comments as
necessary to obtain the CPUC approval of the CROSSING conversion improvements; and
WHEREAS, the CITY requests the AUTHORITY to implement the modification of infrastructure
and facilities at the CROSSING as approved by the CPUC for a public crossing by construction Contract
Change Order to Agreement No. C-7-2018; and
WHEREAS, the CITY agrees to compensate AUTHORITY for all engineering and construction
costs associated with CROSSING IMPROVEMENTS as detailed in Exhibit B – Preliminary Project Cost
Estimate. The estimate shall include a mutually agreed upon project contingency to establish the Not-To-
Exceed amount in this agreement; and
WHEREAS, this Agreement defines roles, responsibilities, commitments and obligations for the
AUTHORITY and the CITY as they relate to the construction of the CROSSING IMPROVEMENTS
including financial obligations; and
WHEREAS, Notwithstanding the term of this agreement, the warranty period for damage or
displacement of work associated with the CROSSING IMPROVEMENTS resulting from defective
workmanship, materials, or operation shall be in accordance to the terms and conditions of Agreement
No. C-7-2018, commencing from the date of final acceptance by the AUTHORITY for the PROJECT; and
WHEREAS, the CITY approved this Agreement on May 5, 2020.
NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as follows:
ARTICLE 1. COMPLETE AGREEMENT
A. This Agreement, including any attachments incorporated herein and made applicable by
reference, constitutes the complete and exclusive statement of the term(s) and conditions(s) of this
Agreement between AUTHORITY and CITY and it supersedes all prior representations, understandings,
and communications. The invalidity in whole or in part of any term or condition of this Agreement shall
not affect the validity of other term(s) or conditions(s) of this Agreement. The above referenced Recitals
are true and correct and are incorporated by reference herein.
B. AUTHORITYS’ failure to insist on any instance(s) of CITY’s performance of any term(s) or
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condition(s) of this Agreement shall not be construed as a waiver or relinquishment of AUTHORITY’s
right to such performance or to future performance of such term(s) or condition(s), and CITY's obligation
in respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall
not be binding upon AUTHORITY except when specifically confirmed in writing by an authorized
representative of AUTHORITY by way of a written amendment to this Agreement and issued in
accordance with the provisions of this Agreement.
C. CITY’s failure to insist on any instance(s) of AUTHORITY’s performance of any term(s) or
condition(s) of this Agreement shall not be construed as a waiver or relinquishment of CITY’s right to such
performance or to future performance of such term(s) or condition(s), and AUTHORITY’s obligation in
respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall not
be binding upon CITY except when specifically confirmed in writing by an authorized representative of
CITY by way of a written amendment to this Agreement and issued in accordance with the provisions of
this Agreement.
ARTICLE 2. SCOPE OF AGREEMENT
This Agreement specifies the roles and responsibilities of the Parties as they pertain to the
subjects and projects addressed herein. Both AUTHORITY and CITY agree that each will cooperate and
coordinate with the other in all activities covered by this Agreement and any other supplemental
agreements that may be required to facilitate purposes thereof.
ARTICLE 3. RESPONSIBILITIES OF AUTHORITY
AUTHORITY agrees to the following responsibilities for CROSSING IMPROVEMENTS:
A. To provide a Project Manager or designee as its single point of contact to coordinate with
CITY for the CROSSING IMPROVEMENTS.
B. To comply and require its consultants/contractors, if applicable, to comply with all CITY
standards, safety and inspection requirements.
C. To revise the plans, specifications, and estimates prepared by AUTHORITY’s consultants to
incorporate the necessary elements for CROSSING IMPROVEMENTS as approved by the CPUC.
COOPERATIVE AGREEMENT NO. C-0-2036
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D. To authorize an amendment to Design Consultant Services Agreement No. C-4-1370 for
preparation of such plans, specifications and estimates and provide Design Support Services During
Construction associated with CROSSING IMPROVEMENTS,
E. To authorize the issuance of Change Directive(s) and/or Construction Change Order(s) to
incorporate such changes in the construction Agreement No. C-7-2018.
F. To provide project management, legal, contract administration, construction management,
and other related support to facilitate the completion of CROSSING IMPROVEMENTS and required
license agreement in AUTHORITY right-of-way and Camino Capistrano as well as the execution of the
license agreement between the CITY and the AUTHORITY at no cost to the CITY.
G. To monitor and review all work performed for compliance with the obligation of the
AUTHORITY under any grant, agreement, regulation, law, or other requirements.
H. To provide timely notice to CITY of any obligation of AUTHORITY under any grant,
agreement, regulation, law, or other requirements governing AUTHORITY and affecting the work which
would require the CITY to furnish any reports, studies, information, or other documentation as needed by
AUTHORITY to meet its obligations.
I. To implement tasks in Article 3.C. through 3.F. within seven (7) days of execution of this
agreement and subsequently implement tasks in Article 3.G. and 3.H. through final completion of the
CROSSING IMPROVEMENTS.
J. To invoice the CITY for the total actual costs associated with the CROSSING
IMPROVEMENTS within sixty (60) days of the completion of the work. The invoice(s) shall be supported
by details of the CROSSING IMPROVEMENTS labor and expenses associated with work efforts
performed by AUTHORITY, design consultant, construction management consultant, program
management consultant and the actual cost of construction. AUTHORITY shall submit the invoice(s) for
all work performed, and in duplicate, to the CITY’S Accounts Payable office. AUTHORITY invoice shall
include the following information:
1. Agreement Number C-0-2036;
COOPERATIVE AGREEMENT NO. C-0-2036
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2. The time period covered by the invoices;
3. Itemized expenses including support documentation incurred during the billing period.
K. To notify the CITY of changes to the CROSSING IMPROVEMENTS within seven (7) days of
identifying the change if additional funds are anticipated to be needed to complete the CROSSING
IMPROVEMENTS contemplated under this Agreement. Details of the cost of the changes shall be for
CITY’s review and approval within seven (7) days of the initial notification of a change in cost or within
three (3) days of the initial notification if the change in cost is related to construction.
ARTICLE 4. RESPONSIBILITIES OF CITY
CITY agrees to the following responsibilities for the CROSSING IMPROVEMENTS:
A. To designate a Project Manager as the point of contact for coordination issues through
completion of the Project.
B. To provide timely review and responses to all requests from AUTHORITY, which include
engineering plans, technical reports, and Requests for Reimbursement and Progress and Expenditure
Reports, and to not unreasonably withhold approval of any requests.
C. To enter into agreements for any services associated with the CROSSING
IMPROVEMENTS. CITY shall be responsible for payments to consultants and/or contractors for
services rendered.
D. To perform all required technical, administrative and legal services associated with the
application, approval, construction and implementation of the CROSSING IMPROVEMENTS at CITY’s
cost and shall not seek reimbursement thereof from AUTHORITY.
E. To fund the CROSSING IMPROVEMENTS up to the Not to Exceed (NTE) amount specified
in Article 4.F. Should AUTHORITY not complete the work identified in Exhibit A – Scope of Work, or
should AUTHORITY not meet the terms and conditions of this Agreement, AUTHORITY will return to
CITY all unspent monies funded, if any, as part of the Agreement within sixty (60) days of CITY’s written
demand.
F. To agree to pay AUTHORITY a total NTE amount of One Hundred Sixty-Three Thousand
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Four Hundred and Fifty-Two Dollars ($163,452.00) for all work performed pursuant to Exhibit B –
Preliminary Project Cost Estimate, and the following provisions:
1. At the completion of CROSSING IMPROVEMENTS, only actual costs up to the NTE
amount will be paid to AUTHORITY for all work performed pursuant to Exhibit A – Scope of Work and
Attachment A – Rancho Capistrano At-Grade Crossing Concept Drawings.
2. To review changes to the costs within seven (7) business days and provide
AUTHORITY with written approval, comments and/or objections in writing. As CITY is responsible for
advance approval of CROSSING IMPROVEMENTS costs, and payments of all such costs, AUTHORITY
is not authorized to exceed the total NTE amount without prior CITY written approval.
3. Notwithstanding the amount of any estimate for services by AUTHORITY, the CITY
agrees to reimburse AUTHORITY only for approved work associated with CROSSING IMPROVEMENTS
incurred by AUTHORITY up to the NTE amount including but not limited to, actual costs of engineering,
which shall include direct and indirect overhead costs, and allowable expenses associated therewith, and
cost of construction.
4. Agree to review invoices and authorize payment within sixty (60) days of
AUTHORITY’s submitted invoice(s).
G. To provide to AUTHORITY a copy of the executed easement agreement between CITY and
Saddleback Church, within seven (7) days of the execution of this agreement or the execution of the
easement agreement, whichever the later. The executed easement agreement between CITY and
Saddleback Church shall be received prior to issuance of an NTPC for CROSSING IMPROVEMENTS.
H. CITY shall conduct all its activities in association with the CROSSING IMPROVEMENTS in
a good and competent manner and in compliance with all applicable federal, state and local rules, grant
requirements and regulations and CITY's standards, policies, practices and guidelines.
I. CITY shall inspect and accept all street improvements associated with the construction of
CROSSING infrastructure and facilities.
COOPERATIVE AGREEMENT NO. C-0-2036
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J. CITY shall assume ongoing maintenance of street improvements after CROSSING
IMPROVEMENTS completion.
K. Enter into a Maintenance Agreement with SCRRA for long-term maintenance of the street
improvements and facilities at the CROSSING located within AUTHORITY right-of-way.
L. Enter into a Maintenance Agreement with Saddleback Church for the long-term maintenance
of the street improvements and facilities at the CROSSING within the Saddleback Church right-of-way.
ARTICLE 5. DELEGATED AUTHORITY
The actions required to be taken by CITY in the implementation of this Agreement are delegated
to its City Manager or designee, and the actions required to be taken by AUTHORITY in the
implementation of this Agreement are delegated to AUTHORITY’s Chief Executive Officer or designee.
ARTICLE 6. MAXIMUM OBLIGATION
Notwithstanding any provisions of this Agreement to the contrary, AUTHORITY and CITY
mutually agree that CTY’s maximum cumulative payment obligation hereunder shall be One Hundred
Sixty-Three Thousand Four Hundred and Fifty-Two Dollars ($163,452.00), unless agreed to and
amended by both Parties.
ARTICLE 7. AUDIT AND INSPECTION
AUTHORITY and CITY shall maintain a complete set of records in accordance with generally
accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized
representatives of the AUTHORITY to inspect and audit all work, materials, payroll, books, accounts, and
other data and records of CITY for a period of four (4) years after final payment, or until any on-going
audit is completed. For purposes of audit, the date of completion of this Agreement shall be the date of
CITY’s payment of AUTHORITY’s final billing (so noted on the invoice) under this Agreement.
AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above
provision with respect to audits shall extend to and/or be included in contracts with CITY’s contractor.
ARTICLE 8. INDEMNIFICATION
A. To the fullest extent permitted by law, CITY shall defend (at CITY’s sole cost and expense
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with legal counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless
AUTHORITY, its officers, directors, employees, and agents (collectively the “Indemnified Parties”), from
and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of
persons (CITY’s employees included), for damage to property, including property owned by AUTHORITY,
or from any violation of any federal, state, or local law or ordinance, by the negligent acts, omissions or
willful misconduct of CITY, its officers, directors, employees or agents in connection with or arising out of
the performance of this Agreement.
B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY’s sole cost
and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold harmless
CITY, its officers, directors, employees, and agents (collectively the “Indemnified Parties”), from and
against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of
persons (AUTHORITY’s employees included), for damage to property, including property owned by CITY,
or from any violation of any federal, state, or local law or ordinance, by the negligent acts, omissions or
willful misconduct of AUTHORITY, its officers, directors, employees or agents in connection with or arising
out of the performance of this Agreement.
C. The indemnification and defense obligations of this Agreement shall survive its expiration or
termination.
ARTICLE 9. ADDITIONAL PROVISIONS
Parties agree to the following mutual responsibilities:
A. Term of Agreement: This Agreement shall continue to be in full force and effect for 24 months
through ___________ 2020.
B. Termination: In the event either Party defaults in the performance of their obligations under
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this Agreement or breaches any of the provisions of this Agreement, the non-defaulting Party shall have
the option to terminate this Agreement upon thirty (30) days' prior written notice to the other Party.
C. Termination for Convenience: Either Party may terminate this Agreement for its convenience
by providing thirty (30) days' prior written notice of its intent to terminate for convenience to the other
Party.
D. AUTHORITY and CITY shall comply with all applicable federal, state, and local laws, statutes,
ordinances and regulations of any governmental authority having jurisdiction over the PROJECT.
E. Legal Authority: AUTHORITY and CITY hereto consent that they are authorized to execute
this Agreement on behalf of said Parties and that, by so executing this Agreement, the Parties hereto are
formally bound to the provisions of this Agreement.
F. Severability: If any term, provision, covenant or condition of this Agreement is held to be
invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the
remainder of this Agreement shall not be affected thereby, and each term, provision, covenant or
condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
G. Counterparts of Agreement: This Agreement may be executed and delivered in any number
of counterparts, each of which, when executed and delivered shall be deemed an original and all of which
together shall constitute the same agreement. Facsimile signatures will be permitted.
H. Force Majeure: Either Party shall be excused from performing its obligations under this
Agreement during the time and to the extent that it is prevented from performing by an unforeseeable
cause beyond its control, including but not limited to; any incidence of fire, flood; acts of God;
commandeering of material, products, plants or facilities by the federal, state or local government; national
fuel shortage; or a material act or omission by the other Party; when satisfactory evidence of such cause
is presented to the other Party, and provided further that such nonperformance is unforeseeable, beyond
the control and is not due to the fault or negligence of the Party not performing.
I. Assignment: Neither this Agreement, nor any of the Parties’ rights, obligations, duties, or
authority hereunder may be assigned in whole or in part by either Party without the prior written consent
COOPERATIVE AGREEMENT NO. C-0-2036
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of the other Party in its sole and absolute discretion. Any such attempt of assignment shall be deemed
void and of no force and effect. Consent to one assignment shall not be deemed consent to any
subsequent assignment, nor the waiver of any right to consent to such subsequent assignment.
J. Governing Law: The laws of the State of California and applicable local and federal laws,
regulations and guidelines shall govern this Agreement.
K. Litigation fees: Should litigation arise out of this Agreement for the performance thereof, the
court shall award costs and expenses, including attorney’s fees, to the prevailing party.
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COOPERATIVE AGREEMENT NO. C-0-2036
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L. Notices: Any notices, requests, or demands made between the Parties pursuant to this
Agreement are to be directed as follows:
To CITY: To AUTHORITY:
City of San Juan Capistrano Orange County Transportation Authority
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
550 South Main Street
P. O. Box 14184
Orange, CA 92863-1584
Attention:
George Alvarez
Project Manager
Tel: (949-443-6315
E-mail: galvarez@sanjuancapistrano.org
Attention:
Meena Katakia
Department Manager
Tel: (714) 560-5694
E-mail: mkatakia@octa.net
Cc.:
Thomas Toman
Public Works Director
Tel: (949) 443-6337
E-mail: smay@sanjuancapistrano.org
Cc.
Jason Lee.
Project Manager
Tel: (714) 560-5833
E-mail: jlee1@octa.net
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COOPERATIVE AGREEMENT NO. C-0-2036
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IN WITNESS WHEREOF, the Parties hereto have caused this Agreement No. C-0-2036 to be
executed as of the date of the last signature below.
CITY OF SAN JUAN CAPISTRANO ORANGE COUNTY TRANSPORTATION AUTHORITY
By: ___________________________ By: _________________________________
Benjamin Seigel Meena Katakia
City Manager Manager, Capital Projects
Date: _________________________ Date: _______________________________
APPROVED AS TO FORM: APPROVED AS TO FORM:
By: ___________________________ By: ________________________________
Jeffrey S. Ballinger James M. Donich
City Attorney General Counsel
Date: _________________________ Date: _______________________________
ATTEST:
By: ___________________________
Maria Morris
City Clerk
Date: _________________________
ATTACHMENT A
RANCHO CAPISTRANO AT-GRADE
CROSSING CONCEPT DRAWINGS
15'
13'16'
23'14'5'13'11'2'10'2'11'5'13'11'11'5'
5'15'N4.5'12'12'SCALE:
DATE:9/30/2019pw:\\pwhdruswes01:HDR_US_West_01\Documents\5506\CAD_STD\V8iSTD\Plotdrv\PlotStamp.tblc:\pwworking\west01\d1104155\Exhibit-HW-CLR.pltcfgpw:\\pwhdruswes01:HDR_US_West_01\Documents\4398\10138293\6.0_CAD_BIM\6.2_WIP\6.2.5 Working\W_Zhao\Rancho Capistrano Grade Crossing_MKI_cross detail1:45:45 PMRANCHO CAPISTRANO GRADE CROSSING
09-27-2019KEEPCLEARKEEP
CLEAR 1"24"
1" EMBEDMENT
DELINEATOR
2" R (TYP)
2" R (TYP)
NOT TO SCALE
TYP.
MOUNTABLE CURB (24")
PRECAST DUAL FACED
DETAIL B - MOUNTABLE MEDIAN CURB42"FINISHED SURFACE
24"
2" R (TYP)
NOT TO SCALE
CONCRETE MEDIAN
DETAIL A - NON-MOUNTABLE RAISED 8"SURFACE
FINISHED RANCHO CAPISTRANOCAMINO CAPISTRANO
PROPOSED BIKE LANEPROPOSED BIKE LANE
OCTA R/W
1"=10'
NO.9 SIGNALS WITH GATE
NO.9 SIGNALS WITH GATE
10 0 10 20
SCALE IN FEET
R=22'
R=55'
SEE DETAIL B
WITH DELINEATORS
MOUNTABLE MEDIAN
SLOTTED UNDERDRAINS
MOUNTED MEDIAN WITH
MEDIAN
RAISED 8" CONCRETE
NON-MOUNTABLE
SEE DETAIL A
RAISED CONCRETE MEDIAN
NON-MOUNTABLE 2' x 170' x 8"
PROPOSED CROSSING MODIFICATIONS
EXHIBIT F-1
N100'31'
226'
103'
170'
23'
(TYP) - 270'
MOUNTABLE MEDIAN
NON-MOUNTABLE RAISED MEDIAN (TYP) - 170'
SCALE:
DATE:9/30/2019pw:\\pwhdruswes01:HDR_US_West_01\Documents\5506\CAD_STD\V8iSTD\Plotdrv\PlotStamp.tblc:\pwworking\west01\d1104155\Exhibit-HW-CLR.pltcfgpw:\\pwhdruswes01:HDR_US_West_01\Documents\4398\10138293\6.0_CAD_BIM\6.2_WIP\6.2.5 Working\W_Zhao\Rancho Capistrano Grade Crossing_MKI9:17:43 AMRANCHO CAPISTRANO GRADE CROSSING
09-27-2019
9'
15'
13'
STRIPING
EXISTING
JOIN
PASSING SIDING TRACK
CAMINO CAPISTRANO
SR 73 (SB)
I-5 RANCHO CAPISTRANOSTRIPING
JOIN EXISTING
14'
11'
10'
11'
5'
5'
5'
12'
11'
5'
11'
5'
13'
13'
2'
12'
12'
14'
12'
VAR
VAR
8'
STRIPING
EXISTING
JOIN
MAIN TRACK
STRIPING
PROPOSED
STRIPING
EXISTING
JOIN
W48(CA)
W48(CA)
W48(CA)
16'
40 0 40 80
SCALE IN FEET
1"=40'
OCTA R/W
ONLY
MUST
TURN RIGHT
RIGHT LANE
8'52'R R STOP
DO NOT
TRACKS
ON
SHARE
THE
ROAD
BIKE LANE BEGIN
SIGN LEGEND:
30"x30"
W10-3L
RAILROAD CROSSING SYMBOL
48"x9"
W10-1
36"x45"
R3-5
30"x30"
W10-3R
36"x36"
R3-7
18"x24"
W16-1P
12"x8"
R81(CA)
12"x5"
R81A(CA)
24"x30"
R8-8
24"x24"
W11-1
TRACKS
2
30"x24"
W48(CA)
PAVEMENT MARKINGS:
HELMETED BICYCLIST SYMBOL
LEFT TURN SYMBOL RIGHT TURN SYMBOL
LEGEND:
W10-1
W16-1P
W11-1
R3-5
W10-3L
W10-3R
R3-7
11'2'
TRAIN HORN
NO
18"x12"
W10-9
W10-9
R8-8
W10-9
W10-9
R81(CA)
R81A(CA)
W10-9
W10-9
R8-8
2'
SIGNAGE AND STRIPING
EXHIBIT F-3
RAISED MEDIAN
MOUNTED MEDIAN WITH SLOTTED UNDERDRAINSKEEPCLEARKEEP
CLEAR
RAISED MEDIAN - 11'
NON-MOUNTABLE