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13-0329_ORANGE COUNTY TRANSPORTATION AUTHORITY_Cooperative AgreementCOOPERATIVE AGREEMENT C-2-1848 BETWEEN ORANGE COUNTY TRANSPORTATION AUTHORITY AND CITY OF SAN JUAN CAPISTRANO FOR PROPOSITION 1B STATE -LOCAL PARTNERSHIP PROGRAM CALL FOR PROJECTS THIS AGREEMENT is effective this o,7 d y of 2013, by and between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange, California 92863, a public corporation of the State of California (hereinafter referred to as "AUTHORITY"), and the City of San Juan Capistrano, 32400 Paseo Adelanto, San Juan Capistrano, California 92675, a municipal corporation duly organized and existing under the constitution and laws of the State of California (hereinafter referred to as "CITY"), mutually referred to herein as "PARTIES" or each individually as a "PARTY". RECITALS: WHEREAS, AUTHORITY and CITY desire to enter into a Cooperative Agreement to define the roles and responsibilities related to funding between AUTHORITY and CITY for the City Pavement Rehabilitation Project (hereinafter referred to as 'PROJECT') as defined by the project description provided by CITY in its application for the Stale -Local Partnership Program Formula Grant Call for Projects, incorporated herein by reference; and WHEREAS, the California Transportation Commission (CTC) programs and allocates the Proposition 1B Highway Safety, Trak Reduction, Air Quality, and Port Security Bond Act of 2006; (Proposition 1B) State -Local Partnership Program (SLPP) funds on behalf of the State of California; and WHEREAS, the California Department of Transportation (Caltrans) administers the SLPP program on behalf of the State of California and the California Transportation Commission (CTC), Page 1 of 12 1 2 3 4 s 6 7 8 9 10 11 12 13 14 1s 16 17 18 19 20 21 22 23 24 25 26 U COOPERATIVE AGREEMENT NO. C-2-1848 including direct reimbursement of SLPP funds to the CITY for project activities; and WHEREAS, AUTHORITY is responsible for programming the formula SLPP funds to specific projects within Orange County; and WHEREAS, the CITY will be the direct recipient of SLPP funds from the State and will act as lead agency for environmental, engineering, right-of-way, construction and construction management of the PROJECT; and WHEREAS, CITY is responsible to request and receive approvals from the appropriate State and Local agencies in order to proceed or commence each phase of PROJECT for performance under this Agreement; and WHEREAS, SLPP funding for PROJECT is contingent upon funding being available through both allocation by the CTC and availability of SLPP funds, and CITY maintaining eligibility for this funding for PROJECT and maintaining eligibility under Ordinance No. 3 to provide match funding; and WHEREAS, CITY commits One Hundred Sixty Eight Thousand Dollars ($168,000) in Measure M2 Fair Share (M2 Fair Share) Funds for the construction phase; and WHEREAS, on July 23, 2012, AUTHORITY's Board of Directors approved programming of Three Hundred Eighteen Thousand Dollars ($318,000) in SLPP funds for the construction phase of PROJECT, to be matched with Three Hundred Eighteen Thousand Dollars ($318,000) of Measure M2 Fair Share (M2 Fair Share) local match, and One Hundred Sixty Eight Thousand Dollars ($168,000) of additional agency M2 Fair Share funds for a total construction phase cost of Eight Hundred Four Thousand Dollars ($804,000) for the PROJECT in accordance with Exhibit A titled "SLPP Funding Plan", which is attached herein and incorporated by reference; and WHEREAS, PARTIES agree CITY will adhere to M2 Comprehensive Transportation Funding Programs Master Funding Agreement C-1-2782 executed between CITY and AUTHORITY; and J Page 2of12 L CmmMCIERICALCIMCALlWORO MOCV MMIAG 84&d= t z 3 4 5 5 7 s 9 19 11 12 13 14 1s 16 17 13 19 M 21 22 23 24 25 25 COOPERATIVE AGREEMENT NO. C-2-1848 WHEREAS, PARTIES agree that CITY's SLPP local match funding requirements for PROJECT will be provided from CITY's Measure M Turnback or M2 Fair Share distribution and shall be used as a dollar -for -dollar match for the SLPP funds approved for PROJECT; and WHEREAS, this Cooperative Agreement (Agreement) defines the specific terms and conditions and funding responsibilities between AUTHORITY and CITY for completion of the PROJECT: and WHEREAS, AUTHORITY's Board of Directors approved this Cooperative Agreement on July 23, 2012; and '�'7 �� WHEREAS, CITY's Council approved this Cooperative Agreement on this til , .day of �OY/Y l(nX1A( 2013; and 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 PARTIES 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. AUTHORITY'S failure to insist on any instance(s) of CITY's performance of any tern(s) or 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. Page 3 of 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 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 Cooperative Agreement specifies the terms and conditions, roles and responsibilities of the PARTIES as they pertain to the subjects and projects addressed herein. PARTIES 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 PROJECT: A. AUTHORITY shall formally request on behalf of CITY that the Southern California Association of Governments (SCAG) amend the Federal Transportation Improvement Program (FTIP) to program PROJECT in accordance with the funding plan outlined in Exhibit A, whereby AUTHORITY's performance under this Agreement is contingent upon SCAG, Caltrans, and Federal Highways Administration (FHWA) approval. B. AUTHORITY shall request that the CTC program Three Hundred Eighteen Thousand Dollars ($318,000) in SLPP funds for the construction phase of PROJECT contingent on the availability of funds, and is not obligated to program or provide any amount above the .funding identified in this Article. C. AUTHORITY shall provide assistance to CITY in securing the SLPP funds. D. AUTHORITY shall review and approve CITY's request for allocation prior to submittal to Caltrans District 12. L:mvnX LEMMkCLERiMWMRDPROMGPZMG2 M4W Page 4 of 12 1 2 3 4 5 6 7 s 9 10 11 12 13 14 15 16 17 1s 19 20 21 22 23 24 25 25 U COOPERATIVE AGREEMENT NO. C-2-1848 E. AUTHORITY shall cancel PROJECT if CITY has not submitted a completed CTC allocation request to the AUTHORITY by December 31, 2012. F. AUTHORITY shall cancel PROJECT if CITY has not completed preconstruction activities, including California Environmental Quality Act (CEQA) environmental approval and any required right of way certification allowing project to be ready to advertise by December 31, 2012. G. AUTHORITY shall cancel project if CITY has not awarded a construction contract for project(s) within six (6) months of CTC allocation and has not received an approved extension from the CTC. H. AUTHORITY shall cancel PROJECT if the CITY receives an approved extension from the CTC and does not award the project within the award extension deadline. If PROJECT is cancelled, CITY is not entitled to the SLPP funds. ARTICLE 4. RESPONSIBILITIES OF CITY CITY agrees to the following responsibilities for PROJECT: A. CITY is the direct recipient of SLPP funds and will act as the lead agency for the environmental, engineering, right-of-way, construction, and construction management of PROJECT. B. CITY agrees that AUTHORITY is responsible for programming Three Hundred Eighteen Thousand Dollars ($318,000) in SLPP funds for the construction phase of PROJECT and is not obligated to program or provide any amount beyond the amount identified in this Article. C. CITY is responsible for adhering to Chapter 378, Statutes of 2011 (Assembly Bill 436) Compliance Monitoring Unit. D. CITY is responsible for preparing and submitting to AUTHORITY all CTC documentation needed for allocation vote for SLPP funds and completing all tasks required in order to legally advertise the project for construction ninety (90) calendar days prior to CTC meeting and no later than December 31, 2012. E. CITY is responsible for notifying AUTHORITY immediately of any expected delays or changes to PROJECT that deviate from Exhibit A. Page 5 of 12 LcammcLEwcu%CLMCAuwaROPROL"AGREEac21 MB.ax 1 2 3 4 5 6 7 s 9 10 11 12 13 14 15 16 17 18 19 2D 21 22 23 24 25 25 COOPERATIVE AGREEMENT NO. C-2-1848 F. CITY is responsible for preparing and submitting all necessary CTC and Caltrans documentation including the allocation request. All prior approvals, including but not limited to CTC environmental approval by December 31, 2012 and right-of-way certification (if applicable) by December 31, 2012, must be attained prior to submittal of the construction allocation request. G. CITY may proceed with advertisement of PROJECT prior to CTC allocation approval, but may not award any project contract or start any construction phase work prior to CTC allocation of SLPP funds or Letter of No Prejudice (LONP) approval. H. CITY is required to award a contract within six (6) months following the date of CTC allocation but may request one six (6) month extension for contract award. Extension request must be submitted 90 calendar days before contract award deadline. If an extension is granted, CITY agrees to award a contract within the award extension deadline. I. CITY agrees to provide a dollar -far -dollar match within the construction phase to match SLPP funding in CITY's Measure M1 Turnback or M2 Fair Share revenues. Based on the existing budget, this amount is estimated to be Three Hundred Eighteen Thousand Dollars ($318,000). Actual funding amount will be determined at CTC allocation and at contract award. J. CITY agrees that the overall construction and construction management budget for PROJECT is Eight Hundred Four Thousand Dollars ($804,000); contingent on availability of SLPP funding and CTC allocation. K. CITY agrees that any cost overruns or any additional funding required to complete the project(s) shall be the responsibility of CITY and not the responsibility of AUTHORITY. L. CITY will submit semi-annual project status reports for the PROJECT to the AUTHORITY due on January 15 for the prior six (6) month period, beginning on July 1, and ending on December 31, and due on July 15 for the prior six (6) month period, beginning on January 1 and ending on June 30 with Exhibit B titled "Semi -Annual Report". M. CITY will submit a final project report to the CTC within six months of project becoming operable in accordance with the 2011-2013 CTC SLPP Guidelines and Proposition 113 Page 6 of 12 L:Cam %CLER]CAL%CLERICAL1wORDPROCAGREeAG216M,da 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 U COOPERATIVE AGREEMENT NO. C-2-1848 Project Close Out Process. N. CITY will submit a final report to AUTHORITY within six (6) months of Caltrans payment of final billing for PROJECT in accordance with Exhibit C titled "Final Project Report Form." O. CITY is responsible for completing PROJECT in accordance with the funding plan (EXHIBIT A), timely use of funds requirements, and for abiding by all 2011-2013 CTC SLPP Guidelines, OCTA SLPP Formula Grant Call for Projects program guidelines and procedures, State Transportation Improvement Program Guidelines, and any and all other requirements of the State, CTC, and Caltrans related to SLPP funding, including but not limited to the Caltrans Local Assistance Program Guidelines and Local Assistance Procedures Manual. P. CITY is responsible for submitting quarterly review reports for PROJECT to Caltrans. Reports must be copied to AUTHORITY. Q. CITY understands that if PROJECT is cancelled or cannot meet the December 31, 2012 allocation submittal deadline or allocate funds to a project by June 30, 2013, the SLPP funding will be withdrawn from CITY and will be redistributed to other AUTHORITY projects. ARTICLE 5. DELEGATED AUTHORITY The actions required to be taken by CITY in the implementation of this Agreement are delegated to each Director of Public Works, 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. AUDIT AND INSPECTION PARTIES shall maintain a complete set of records in accordance with generally accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized representatives of 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 Caltrans' payment of CITY's final billing (so noted on the invoice) under this Agreement. Page 7 of 12 L;CemmICLERICALICLEPJCALWVORDPROC41GREe AG21846.doe 1 2 3 4 s 6 7 s 9 10 11 12 13 14 1s 16 17 18 19 20 21 22 23 24 2s 26 COOPERATIVE AGREEMENT NO. C-2-1848 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 construction contracts with CITY's contractor. ARTICLE 7. INDEMNIFICATION A. CITY shall each indemnify, defend and hold harmless AUTHORITY, its officers, directors, employees and agents from and against any and all claims (including attorney's fees and reasonable expenses for litigation or settlement) for any loss or damages, bodily injuries, including death, worker's compensation subrogation claims, damage to or loss of use of property alleged to be caused by the negligent acts, omissions or willful misconduct by either CITY, its officers, directors, employees or agents in connection with or arising out of the performance of this Agreement. B. AUTHORITY shall indemnify, defend and hold harmless both CITY, its officers, directors, employees and agents from and against any and all claims (including attorney's fees and reasonable expenses for litigation or settlement) for any loss or damages, bodily injuries, including death, worker's compensation subrogation claims, damage to or loss of use of property alleged to be caused by the negligent acts, omissions or willful misconduct by either 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 S. ADDITIONAL PROVISIONS PARTIES agree to the following mutual responsibilities: A. Term of Agreement: This Agreement shall continue in full force and effect through PROJECT completion, final acceptance by AUTHORITY, Caltrans' payment of the CITY's final billing, or 42 months from the date of CTC allocation, whichever is earlier. This Agreement may be extended at the mutual consent of all PARTIES. Page 8 of 12 LCamm%CLMCAL CLEMCALWMRDPFtOC%AGRMAG2lMdoe 1 2 3 4 5 6 7 s 9 10 11 12 13 14 15 16 17 18 19 2D 21 22 23 24 25 26 U COOPERATIVE AGREEMENT NO. C-2-1848 B. Termination: This Agreement is null and void if PROJECT is not funded. AUTHORITY shall cancel PROJECT for which CITY has not awarded a contract twelve months after the date of CTC allocation, or has not advanced the PROJECT to ready to list stage as determined by AUTHORITY. This Agreement may be terminated by either PARTY after giving thirty (30) calendar days written notice. This Agreement shall not be terminated without mutual agreement of all PARTIES. C. This Agreement may be amended in writing at any time by the mutual consent of all PARTIES. No amendment shall have any force or effect unless executed in writing by all PARTIES. D. PARTIES 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: PARTIES 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 Maieure: Each of the PARTIES 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; Page 9 of 12 L•CwwiCLERICAUCLERICAL%WORDRROCIM1GREE%G218484m 1 2 3 a 6 6 7 a 9 10 11 12 13 14 1s 16 17 16 19 20 21 22 23 24 25 26 U COOPERATIVE AGREEMENT NO. C-2-1848 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 any PARTY without the prior written consent of the other PARTIES in their 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. Obligations To Comply with Law: Nothing herein shall be deemed nor construed to authorize or require any PARTY to issue bonds, notes or other evidences of indebtedness under the terms, in amounts, or for purposes other than as authorized by local, state or federal law. K. Governing Law: The laws of the State of California and applicable local and federal laws, regulations and guidelines shall govern this Agreement. L. 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. / / Page 10 of 12 LCw n%CLMCALICLERiCALWiGRDPROCV GREE%AG21e45,doa 1 2 3 4 5 6 7 6 9 10 11 12 13 14 15 18 17 18 19 2D 21 22 23 24 25 2s COOPERATIVE AGREEMENT NO. C-2-1848 M. Notices: Any notices, requests, or demands made between the PARTIES pursuant to this Cooperative Agreement are to be directed as follows: To CITY: To AUTHORITY: City of San Juan Capistrano Orange County Transportation Authority 32400 Paseo Adelanto 550 South Main Street San Juan Capistrano, California 92675 P. O. Box 14184 Orange, CA 92863-1584 Attention: Attention: Meena Katakia Nisha A. Patel Manager, Capital Projects Tel: 949-443-6350 Tel: 714-560-5694 E-mail: npatel@sanjuancapistrano.org E-mail: mkatakia@octa.net Cc: Cc: Louis Zhao, Associate Transportation Funding Analyst N. Successors and Assigns: The provisions of this Agreement shall bind and inure to the benefit of each of the PARTIES hereto, and all successors or assigns of the PARTIES hereto. O. Time is of the Essence: Time is of the essence for the work identified in Exhibit A. All work must be completed no later than 36 months from contract award or consistent with CTC timely use of funds requirements. Page 11 of 12 L.OnM%CLMCALCLERICALWi=PROCAGREE%AWea AW 1 2 3 4 5 6 e 9 10 N 12 13 14 16 16 n 1s 1s 20 21 22 23 24 25 m COOPERATIVE AGREEMENT NO. C-2-1848 This Cooperative Agreement shall be effective upon execution by all PARTIES. IN WITNESS WHEREOF, the PARTIES hereto have caused this Cooperative Agreement No. C-2-1848 to be executed on the date first above written. CITY OF SAN JUAN CAPISTRANO ORANGE O NTY TRA PORTATION AUTHORITY By: By: Jo n Taylor Darrell Jo son Mayor Chief Exec 1ve Officer ATTEST: APPROVED AS TO FORM: By:By: �JVLO Mo MC Kennard R. Smart, Jr City Clerk General Counsel APPROVED AS TO FORM B V— Wahl Van Ligten City Attorney Dated: 1- 1.7 Attachments: Exhibit A: SLPP Funding Plan Exhibit B: Semi Annual Report Form Exhibit C: Final Project Report Form APPROVAL RECOM ED: By: Kia Mortazavi Executive Director, Planning Dated: Page 12 of 12 AGREEMENT NO. C-2-1848 EXHIBIT A SLPP FUNDING PLAN PROPOSITION 1 B STATE -LOCAL PARTNERSHIP PROGRAM CALL FOR PROJECTS City Pavement Rehabilitation Project Project Schedule and Funding Schedule Completion Date Final Environmental Document 9/15/2012 Begin Design Engineering 7/1/2011 Plans, Specifications, and Cost Estimates complete 12/15/2012 Start Right -of -Way Acquisition NIA Right -of -Way Certification NIA California Transportation Commission Allocation 3/5/2013 Award Construction Deadline 9/5/2013 Project Completion (open for use 06/05/2014 Construction funding authorized through this agreement: Funding P1 B SLPP: $318,000 M1 or M2 Fair Share: $318,000 Preliminary En ineerin Fund Source Fiscal Year Original Planned Proportion TOTAL $0 NIA Allocation 40% San Juan Capistrano 2012-2013 $80,000 100% General Fund 2012-2013 $168,000 20% TOTAL $0 100% Riaht-of-Wav Fund Source Fiscal Year Original Planned Allocation Proportion NIA NIA NIA NIA TOTAL $0 NIA Construction Fund Source Fiscal Year Original Planned Allocation Range Proportion P1 B SLPP 2012-2013 $318,000 40% M2 Fair Share 2012-2013 $318,000 40% Additional M2 Fair Share 2012-2013 $168,000 20% TOTAL $804,000 100% 1. 121 SLPP and M1 or M2 Fair Share will remain equal. It needed, amounts Wil be reaucea propomonaily. AGREEMENT NO. C-2-1848 EXHIBIT B SEMI ANNUAL REPORT FORM Project Title: Agency: Date: Schedule Draft Environmental Document Final Environmental Document Begin Design Engineering Plans, Specifications, and Cost Estimates complete Start Right -of -Way Acquisition Right -of -Way Certification Submit Request for Authorization for Const E-76 Ready to Advertise Award Construction Project Completion (open for use Funding Table: Prpliminary Fnaineerina (Q000's) Original Current Completion Completion Date Date Fund Source Fiscal Year Planned Obligation Current Estimates Actual Expended Remaining Allocation Pinht-of-Wav (9000's) Fund Source Fiscal Year Planned Obligation Current Estimates Actual Expended Remaining Allocation C'nnctruntinn otnnn'sl Fund Source Fiscal Year Planned Obligation Revised Allocation Actual Expended Remaining Allocation U Major Activities: Status: Issues: NamelTitle: Phone: Email: Fri AGREEMENT NO. C-2-1848 EXHIBIT B AGREEMENT NO. C-2.1848 EXHIBIT C EXHIBIT C: FINAL PROJECT REPORT FORM OCTA Date Instructions The responsible agency should fill out the following: 1) Final Project Form, 2) Final Cost, 3) Certificate of Completion. In addition, the agency must attach before (If available) and after photographs of the project site and the address or location of the site under the Location and Scope of work section. Location and verification of Match (Actual Expenditures) Local Match Other 50% tch (ENTER (ENTER (ENTER SLPP OCTA te (Phase SOURCE SOURCE SOURCE ¢ormula $undin STotal Page 1 SLPP: FINAL COST OCTA Item w AGREEMENT NO. C-2-1848 EXHIBIT C Page 2 n SLPP: FINAL COST n AGREEMENT NO. C-2-1848 EXHIBIT C I hereby certify that the statements provided here are true and correct. Proiect Title Name Title IPublic Works Director Signature Date Page 3 Yes No NIA 1 The project is designed to city/county and other participating jurisdictions' standards. ❑ ❑ ❑ 2 The project contract was awarded on: ENTER DATE ❑ ❑ ❑ 3 The total cost of the contract is equal to or less than the total TE ❑ ❑ ❑ funds awarded and matching funds provided. 4 The city/county provided matching funds to the project. ❑ ❑ ❑ 5 Right-of-way was acquired in conformance with city/county procedures. ❑ ❑ ❑ 6 All required environmental documentation is complete and certified. ❑ ❑ ❑ 7 An updated project schedule is included with the final invoice. ❑ ❑ ❑ 8 The final invoice is attached with all the necessary documentation. ❑ ❑ ❑ Name Title IPublic Works Director Signature Date Page 3 M OCTA 60A9o avow.....s April 25, 2013 OreWO'T WinmrbWlnrn G„e1mNe Nisha A. Patel V. C„mrrmn City of San Juan Capistrano N w. W. 32400 Paseo Adelanto U.,«V' San Juan Capistrano, CA 92675 w,m"r COOPERATIVE AGREEMENT NO. C-2-184 Gz0 Ez5man SUBJECT: OCTA'S or,enar MenMw HarW, Dear Ms. Patel: urr«lar Enclosed please find one original of the above referenced subject for your records. slew donor «ior Should you have any contractual related questions, please feel free to contact d<aKy�,aw;ry by at rhashem@octa.net. or,«rm Reem Hashem at (714) 560-5446 or e-mail GXryA Millar >v ,,,, Sincerely, i",, Mom4¢Ir I l Al Mm, ` or,«m, Marla Ewing AIMNee""' Senior Office Sdeci list nr,«mr Contract Adminis ration and Materials Management Mguel MMo na, sw. Enclosure(s) )"«t" TOIXISUI, Obcao, Frank Up' �umm Ryan CYlemrLrlam S-Olfiao Mem0.v CHIEF EXECUTIVE OFFICE oxrreue"„es„" CMBI ExeeuLYe Omwr Orange County Transportation Uithonfy 550 SoWh Main Stwi d P.O. BOX 14184 /Orange /C,,hJ,,ia 92863-1564/ (714) 560.00TA (6282) 1 2 3 4 5 6 7 a 9 10 11 12 13 14 15 16 17 1s 19 20 21 22 23 u 25 25 COOPERATIVE AGREEMENT C-2-1848 BETWEEN ORANGE COUNTY TRANSPORTATION AUTHORITY AND CITY OF SAN JUAN CAPISTRANO FOR PROPOSITION 1 B STATE -LOCAL PARTNERSHIP PROGRAM CALL FOR PROJECTS THIS AGREEMENT is effective this day of 2013, by and between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange, California 92863, a public corporation of the State of California (hereinafter referred to as "AUTHORITY"), and the City of San Juan Capistrano, 32400 Paseo Adelanto, San Juan Capistrano, California 92675, a municipal corporation duly organized and existing under the constitution and laws of the State of California (hereinafter referred to as "CITY"), mutually referred to herein as "PARTIES" or each individually as a "PARTY". RECITALS: WHEREAS, AUTHORITY and CITY desire to enter into a Cooperative Agreement to define the roles and responsibilities related to funding between AUTHORITY and CITY for the City Pavement Rehabilitation Project (hereinafter referred to as "PROJECT") as defined by the project description provided by CITY in its application for the State -Local Partnership Program Formula Grant Call for Projects, incorporated herein by reference; and WHEREAS, the California Transportation Commission (CTC) programs and allocates the Proposition 16 Highway Safety, Traffic Reduction, Air Quality, and Port Security Bond Act of 2006; (Proposition 1B) State -Local Partnership Program (SLPP) funds on behalf of the State of California; and WHEREAS, the California Department of Transportation (Caltrans) administers the SLPP program on behalf of the State of California and the California Transportation Commission (CTC), L•CWWrACLERICALICLEMCALIWORDPROC%kGREMG216"4. Page 1 of 12 1 2 3 4 s 6 T 8 9 10 11 12 13 14 1s 16 1T 16 19 20 21 22 23 24 2s 25 COOPERATIVE AGREEMENT NO. C-2-1848 including direct reimbursement of SLPP funds to the CITY for project activities; and WHEREAS, AUTHORITY is responsible for programming the formula SLPP funds to specific projects within Orange County; and WHEREAS, the CITY will be the direct recipient of SLPP funds from the State and will act as lead agency for environmental, engineering, right-of-way, construction and construction management of the PROJECT; and WHEREAS, CITY is responsible to request and receive approvals from the appropriate State and Local agencies In order to proceed or commence each phase of PROJECT for performance under this Agreement; and WHEREAS, SLPP funding for PROJECT is contingent upon funding being available through both allocation by the CTC and availability of SLPP funds, and CITY maintaining eligibility for this funding for PROJECT and maintaining eligibility under Ordinance No. 3 to provide match funding; and WHEREAS, CITY commits One Hundred Sixty Eight Thousand Dollars ($168,000) in Measure M2 Fair Share (M2 Fair Share) Funds for the construction phase, and WHEREAS, on July 23, 2012, AUTHORITY's Board of Directors approved programming of Three Hundred Eighteen Thousand Dollars ($318,000) in SLPP funds for the construction phase of PROJECT, to be matched with Three Hundred Eighteen Thousand Dollars ($318,000) of Measure M2 Fair Share (M2 Fair Share) local match, and One Hundred Sixty Eight Thousand Dollars ($168,000) of additional agency M2 Fair Share funds for a total construction phase cost of Eight Hundred Four Thousand Dollars ($804,000) for the PROJECT in accordance with Exhibit A titled "SLPP Funding Plan", which is attached herein and incorporated by reference; and WHEREAS, PARTIES agree CITY will adhere to M2 Comprehensive Transportation Funding Programs Master Funding Agreement C-1-2782 executed between CITY and AUTHORITY; and J L:Camm'CLE W CAL%CLERCALIWORDPROCWGREEWG218".ft Page 2 of 12 1 2 3 4 5 6 7 a 9 10 11 12 13 14 1s 16 17 16 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 WHEREAS, PARTIES agree that CITY's SLPP local match funding requirements for PROJECT will be provided from CITY's Measure M Tumback or M2 Fair Share distribution and shall be used as a dollar -for -dollar match for the SLPP funds approved for PROJECT; and WHEREAS, this Cooperative Agreement (Agreement) defines the specific terms and conditions and funding responsibilities between AUTHORITY and CITY for completion of the PROJECT; and WHEREAS, AUTHORITY's Board of Directors approved this Cooperative Agreement on July 23, 2012; and WHEREAS, CITY's Council approved this Cooperative Agreement on this IL%ay of '(�DIDi/1 ay(1 2013; and follows: NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as 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 PARTIES 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. AUTHORITY`S failure to insist on any instance(s) of CITY's performance of any term(s) or oondition(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. Page 3 of 12 L:Camm%CLERICALICLERICALMOROPROCMOREEW621 MO gm 1 2 3 4 5 6 7 a 9 to 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 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 Cooperative Agreement specifies the terms and conditions, roles and responsibilities of the PARTIES as they pertain to the subjects and projects addressed herein. PARTIES 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 PROJECT: A. AUTHORITY shall formally request on behalf of CITY that the Southern California Association of Governments (SCAG) amend the Federal Transportation Improvement Program (FTIP) to program PROJECT in accordance with the funding plan outlined in Exhibit A, whereby AUTHORITY's performance under this Agreement is contingent upon SCAG, Caltrans, and Federal Highways Administration (FHWA) approval. B. AUTHORITY shall request that the CTC program Three Hundred Eighteen Thousand Dollars ($318,000) in SLPP funds for the construction phase of PROJECT contingent on the availability of funds, and is not obligated to program or provide any amount above the funding identified in this Article. C. AUTHORITY shall provide assistance to CITY in securing the SLPP funds. D. AUTHORITY shall review and approve CITY's request for allocation prior to submittal to Caltrans District 12. Page 4 of 12 L:c�uc�ar,�u�acr��wor�arrMcwaaEtv4cz,eae.ax 1 2 3 4 5 8 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 28 COOPERATIVE AGREEMENT NO. C-2-1848 E. AUTHORITY shall cancel PROJECT if CITY has not submitted a completed CTC allocation request to the AUTHORITY by December 31, 2012. F. AUTHORITY shall cancel PROJECT If CITY has not completed preconstruction activities, including California Environmental Quality Act (CEQA) environmental approval and any required right of way certification allowing project to be ready to advertise by December 31, 2012. G. AUTHORITY shall cancel project if CITY has not awarded a construction contract for project(s) within six (6) months of CTC allocation and has not received an approved extension from the CTC. H. AUTHORITY shall cancel PROJECT if the CITY receives an approved extension from the CTC and does not award the project within the award extension deadline. If PROJECT is cancelled, CITY is not entitled to the SLPP funds. ARTICLE 4. RESPONSIBILITIES OF CITY CITY agrees to the following responsibilities for PROJECT: A. CITY is the direct recipient of SLPP funds and will act as the lead agency for the environmental, engineering, right-of-way, construction, and construction management of PROJECT. B. CITY agrees that AUTHORITY is responsible for programming Three Hundred Eighteen Thousand Dollars ($318,000) in SLPP funds for the construction phase of PROJECT and Is not obligated to program or provide any amount beyond the amount identified in this Article. C. CITY is responsible for adhering to Chapter 378, Statutes of 2011 (Assembly Bill 436) Compliance Monitoring Unit. D. CITY is responsible for preparing and submitting to AUTHORITY all CTC documentation needed for allocation vote for SLPP funds and completing all tasks required in order to legally advertise the project for construction ninety (90) calendar days prior to CTC meeting and no later than December 31, 2012. E. CITY is responsible for notifying AUTHORITY immediately of any expected delays or changes to PROJECT that deviate from Exhibit A. Page 5 of 12 LCmrCtERRRM CLERtMWIOROPPCY IU MG21B48Qa { 1 2 3 4 5 6 7 12 1 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 F. CITY is responsible for preparing and submitting all necessary CTC and Caltrans documentation including the allocation request. All prior approvals, including but not limited to CTC environmental approval by December 31, 2012 and right-of-way certification (if applicable) by December 31, 2012, must be attained prior to submittal of the construction allocation request. G. CITY may proceed with advertisement of PROJECT prior to CTC allocation approval, but may not award any project contract or start any construction phase work prior to CTC allocation of SLPP funds or Letter of No Prejudice (LONP) approval. H. CITY is required to award a contract within six (6) months following the date of CTC allocation but may request one six (6) month extension for contract award. Extension request must be submitted 90 calendar days before contract award deadline. If an extension is granted, CITY agrees to award a contract within the award extension deadline. I. CITY agrees to provide a dollar -for -dollar match within the construction phase to match SLPP funding.in CITY's Measure M1 Tumback or M2 Fair Share revenues. Based on the existing budget, this amount is estimated to be Three Hundred Eighteen Thousand Dollars ($318,000). Actual funding amount will be determined at CTC allocation and at contract award. J. CITY agrees that the overall construction and construction management budget for PROJECT is Eight Hundred Four Thousand Dollars ($804,000); contingent on availability of SLPP funding and CTC allocation. K. CITY agrees that any cost overruns or any additional funding required to complete the project(s) shall be the responsibility of CITY and not the responsibility of AUTHORITY. L. CITY will submit semi-annual project status reports for the PROJECT to the AUTHORITY due on January 15 for the prior six (6) month period, beginning on July 1, and ending on December 31, and due on July 15 for the prior six (6) month period, beginning on January 1 and ending on June 30 with Exhibit B titled "Semi -Annual Report°. M. CITY will submit a final project report to the CTC within six months of project becoming operable in accordance with the 2011-2013 CTC SLPP Guidelines and Proposition 1B Page 6 of 12 LiDwrM CLER M%CLERICALWPORQPPJ=GRESAMI MAW 1 2' 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 25 COOPERATIVE AGREEMENT NO. C-2-1848 Project Close Out Process. N. CITY will submit a final report to AUTHORITY within six (6) months of Caltrans payment of final billing for PROJECT in accordance with Exhibit C titled "Final Project Report Form." O. CITY is responsible for completing PROJECT in accordance with the funding plan (EXHIBIT A), timely use of funds requirements, and for abiding by all 2011-2013 CTC SLPP Guidelines, OCTA SLPP Formula Grant Call for Projects program guidelines and procedures, State Transportation Improvement Program Guidelines, and any and all other requirements of the State, CTC, and Caltrans related to SLPP funding, including but not limited to the Caltrans Local Assistance Program Guidelines and Local Assistance Procedures Manual. P. CITY is responsible for submitting quarterly review reports for PROJECT to Caltrans. Reports must be copied to AUTHORITY. Q. CITY understands that if PROJECT is cancelled or cannot meet the December 31, 2012 allocation submittal deadline or allocate funds to a project by June 30, 2013, the SLPP funding will be withdrawn from CITY and will be redistributed to other AUTHORITY projects. ARTICLE 5. DELEGATED AUTHORITY The actions required to be taken by CITY in the implementation of this Agreement are delegated to each Director of Public Works, 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. AUDIT AND INSPECTION PARTIES shall maintain a complete set of records in accordance with generally accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized representatives of 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 Caltrans' payment of CITY's final billing (so noted on the invoice) under this Agreement. Page 7 of 12 L:CWMICLFA CALN CLERI CALIW ORDPRCC%AGREE'AC21 M.dx 1 2 3 4 s 6 7 B 91 10 11 12 13 14 1s 16 17 16 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 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 construction contracts with CITY's contractor. ARTICLE 7. INDEMNIFICATION A. CITY shall each indemnify, defend and hold harmless AUTHORITY, its officers, directors, employees and agents from and against any and all claims (including attorney's fees and reasonable expenses for litigation or settlement) for any loss or damages, bodily injuries, including death, worker's compensation subrogation claims, damage to or loss of use of property alleged to be caused by the negligent acts, omissions or willful misconduct by either CITY, its officers, directors, employees or agents in connection with or arising out of the performance of this Agreement. B. AUTHORITY shall indemnify, defend and hold harmless both CITY, its officers, directors, employees and agents from and against any and all claims (including attorney's fees and reasonable expenses for litigation or settlement) for any loss or damages, bodily injuries, including death, worker's compensation subrogation claims, damage to or loss of use of property alleged to be caused by the negligent acts, omissions or willful misconduct by either 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 8. ADDITIONAL PROVISIONS PARTIES agree to the following mutual responsibilities: A. Term of Agreement: This Agreement shall continue in full force and effect through PROJECT completion, final acceptance by AUTHORITY, Caltrans' payment of the CITY's final billing, or 42 months from the date of CTC allocation, whichever is earlier. This Agreement may be extended at the mutual consent of all PARTIES. Page 8 of 12 L r -=M CLERICALACLERICALIWOROPROCWGREeAG21848.dx 1 2 3 4 s 6 7 s 9 10 11 12 13 14 1s 16 17 16 19 20 21 22 23 24 2s 26 COOPERATIVE AGREEMENT NO. C-2-1848 B. Termination: This Agreement is null and void if PROJECT is not funded. AUTHORITY shall cancel PROJECT for which CITY has not awarded a contract twelve months after the date of CTC allocation, or has not advanced the PROJECT to ready to list stage as determined by AUTHORITY. This Agreement may be terminated by either PARTY after giving thirty (30) calendar days written notice. This Agreement shall not be terminated without mutual agreement of all PARTIES. C. This Agreement may be amended in writing at any time by the mutual consent of all PARTIES. No amendment shall have any force or effect unless executed in writing by all PARTIES. D. PARTIES 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: PARTIES 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: Each of the PARTIES 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; Page 9 of 12 L•CAMM CLERIC/LLICLERICALIWOROFROC"REEWG218a8.Qa 1 2 3 4, 5 6 8 9 10 11 12 13 14 15 16 17 16 19 2D 21 22 23 24 25 25 COOPERATIVE AGREEMENT NO. C-2-1848 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 any PARTY without the prior written consent of the other PARTIES in their 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. Obligations To Comply with Law: Nothing herein shall be deemed nor construed to authorize or require any PARTY to issue bonds, notes or other evidences of indebtedness under the terms, in amounts, or for purposes other than as authorized by local, state or federal law. K. Governing Law: The laws of the State of California and applicable local and federal laws, regulations and guidelines shall govem this Agreement. L. 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. Page 10 of 12 LC&.WC--MMICLMCA.Wo acPEE%AMIeaaaoo 1 2 3 4 5 61 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 M. Notices: Any notices, requests, or demands made between the PARTIES pursuant to this Cooperative Aqreement are to be directed as follows: To CITY: To AUTHORITY: City of San Juan Capistrano Orange County Transportation Authority 32400 Paseo Adelanto 550 South Main Street San Juan Capistrano, California 92675 P. 0. Box 14184 Orange, CA 92863-1584 Attention: Attention: Meena Katakia Nisha A. Patel Manager, Capital Projects Tel: 949443-6350 Tel: 714-560-5694 E-mail: npatel@sanjuancapistrano.org E-mail: mkatakia@octa.net Cc: Cc: Louis Zhao, Associate Transportation Funding Analyst N. Successors and Assigns: The provisions of this Agreement shall bind and inure to the benefit of each of the PARTIES hereto, and all successors or assigns of the PARTIES hereto. 0. Time is of the Essence: Time is of the essence for the work identified in Exhibit A. All work must be completed no later than 36 months from contract award or consistent with CTC timely use of funds requirements. / / Page 11 of 12 L:cam+va.ePJCAL%cLEwcALIwaaoaaocwaaee AG21 e48AW 1 2 3 4 s 6 7 8 9 10 11 12 13 14 1s 16 17 18 19 2D 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 This Cooperative Agreement shall be effective upon execution by all PARTIES. IN WITNESS WHEREOF, the PARTIES hereto have caused this Cooperative Agreement No. C-2-1848 to be executed on the date first above written. CITY OFS JUAN CAPISTRANO ORANGE COUNTY TRANSPORTATION AUTHORITY By: By: John Taylor Will Kempton Mayor Chief Executive Officer ATTEST: B Me a Mo MC Clerk APPROVED AS TO FORM: Bv: Kennard R. Smart, Jr. General Counsel APPROVED AS TO FORM: _APPROVAL RECOMMENDED: B By: ns n igten Kia Mortazavi City Attorney Executive Director, Planning Dated: '�� Dated: Attachments: Exhibit A: SLPP Funding Plan Exhibit B: Semi Annual Report Form Exhibit C: Final Project Report Form L•Cam ntCLEPoCALICLEPoCALIWGROPROC%GREEWG21848Aa Page 12 of 12 u SLPP FUNDING PLAN AGREEMENT NO. C-2-1848 EXHIBIT A PROPOSITION 1 B STATE -LOCAL PARTNERSHIP PROGRAM CALL FOR PROJECTS City Pavement Rehabilitation Project Project Schedule and Funding Schedule Completion Date Final Environmental Document 9/15/2012 Begin Design En (neerin 7/1/2011 Plans, Specifications, and Cost Estimates complete 12/15/2012 Start Right -of -Way Acquisition N/A Riaht-of-Way Certification N/A California Transportation Commission Allocation 3/5/2013 Award Construction Deadline 9/5/2013 Project Completion (open for use 06/05/2014 Construction funding authorized through this agreement: Funding P1 B SLPP: $318,000 M1 or M2 Fair Share: $318,000 Preliminary En ineerin Fund Source Fiscal Year Original Planned Proportion TOTAL $0 N/A 2012-2013 Allocation 40% San Juan Capistrano 2012-2013 $80,000 100% General Fund 2012-2013 $168,000 20% TOTAL $0 100% Riaht-of-Wav Fund Source Fiscal Year Original Planned Proportion Allocation N/A N/A N/A N/A TOTAL $0 N/A Construction Fund Source Fiscal Year Original Planned Allocation Range Proportion P1B SLPP 2012-2013 $318,000 40% M2 Fair Share 2012-2013 $318,000 40% Additional M2 Fair Share 2012-2013 $168,000 20% TOTAL 1 $804,000 100% 1. P18 SLPP and Mt or M2 Fair Share will remain equal. a needed, amounm win be reduced proponionauy. AGREEMENT NO. C-2-1848 EXHIBIT B SEMI ANNUAL REPORT FORM Project Title: Agency: Date: Original Current Completion Completion Date Date Schedule Draft Environmental Document Final Environmental Document Begin Design Engineering Plans Specifications, and Cost Estimates complete Start Right -of -Way Acquisition Right -of -Way Certification Submit Request for Authorization for Const E-76 Ready to Advertise Award Construction Project Completion (open for use Funding Table: AGREEMENT NO. C-2-1848 EXHIBIT B Major Activities: Status: Issues: Name/Title: Phone: Email: AGREEMENT NO. C-2.1848 EXHIBIT C MEXHIBIT C: FINAL PROJECT REPORT FORM OCTA Date Instructions The responsible agency should 611 out the following: 1) Final Project Form, 2) Final Cost, 3) Certificate of Completion. In addition, the agency must attach before (if available) and after photographs of the project site and the address or location of the site under the Location and Scope of work section. Agency Verification of Match (Actual Expenditures) Local Match Phase (ENTER SOURCE (ENTER(ENTER" SOURCE) SOURCE Other SLPP OCTA Formula Fundin Total Engineering 5 S S $ $ $ Ri hl-of-Wa $ 5 $ $ $ S Construction $ 5 5 $ S $ Total $ 5 8 $ $ $ Project Schedule Phase Proposed Actual Draft Environmental Document Final Environmental Document Begin Desi n Engineering Plans, Specifications, and Cost Estimates complete Start Right- f-WaAc uisitlon Right -of -Way CertlBcation Ready to Advertise Award Constructlon Project Com letion (open for use Page 1 W OCTA SLPP: FINAL COST AGREEMENT NO. C-2-1848 EXHIBIT C Page 2 AGREEMENT NO. C-2-1848 EXHIBIT C SLPP: FINAL COST OCTA I hereby certify that the statements provided here are true and correct. Proiect Title Name Title IPublic Works Director Signature Date—J Page 3 Yes No NIA 1 The project is designed to city/county and other participating jurisdictions' standards. ❑ ❑ ❑ 2 The project contract was awarded on: I ENTER DATE Cl ❑ ❑ 3 The total cost of the contract is equal to or less than the total TE ❑ ❑ ❑ funds awarded and matching funds provided. 4 The city/county provided matching funds to the project. ❑ ❑ ❑ 6 Right-of-way was acquired. in conformance with city/county procedures. ❑ ❑ ❑ 6 All required environmental documentation is complete and certified. ❑ ❑ ❑ 7An updated project schedule is included with the final invoice. ❑ 13 1:18 The final invoice is attached with all the necessary documentation. ❑ ❑ ❑ Name Title IPublic Works Director Signature Date—J Page 3 M 32400 PASEO ADELANTO SAN JUAN CAPISTRANO, CA 92675 (949) 493.1171 (949) 493.1053 FAX wwwsanjuancapistrano. org TRANSMITTAL TO: Orange County Transportation Authority Attn: Meena Katakie, Manager P.O. Box 14184 Orange, CA 92863-1584 DATE: February 21, 2013 FROM: Christy Jakl, Deputy City Clerk (949) 443-6310 MEMBERS OF THE CITY COUNCIL SAM ALLEVATO ROY L. BYRNES. M.D. LARRYKRAMER DEREK REEVE JOHN TAYLOR RE: Cooperative Agreement C-2-1848 — Proposition 1B State -Local Partnership Program Call for Projects Enclosure: (2) Original, Cooperative Agreements C-2-1848 — Proposition 113 State -Local Partnership Program Call for Projects Once the final signatures are received, please return 1 original agreement to the City of San Juan Capistrano, City Clerk's Office. Thank you. If you have questions concerning the agreement, please contact Nisha Patel, Associate Engineer at (949) 443-6350. Cc: Nisha Patel, Associate Engineer San Juan Capistrano: Preserving the Past to Enhance the Future 10 Printed on 100% recyded paper •,J �/ `i �(� 2/19/2013 `i.� 8 ..6 City of of San Juan Capistrano Agend , ort TO: Karen P. Brust, City M;n FROM: James G. Ross, Interim bl Works Director Prepared by: Nisha A. Patel, PE, Associate Engineery f DATE: February 19, 2013 SUBJECT: Consideration of a Cooperative Agreement with Orange County Transportation Authority for Proposition 1B State -Local Partnership Program Call for Projects (CIP 13105) (OCTA) RECOMMENDATION: By motion, approve Cooperative Agreement C-2-1848, for the Fiscal Year 2012-2013 City Pavement Rehabilitation Project. EXECUTIVE SUMMARY: City staff applied for State Proposition 1B State -Local Partnership Program (SLPP) funds for the Fiscal Year 2012-2013 City Pavement Rehabilitation Project in May 2012. The project will rehabilitate the pavement of Via Del Rey, Via Del Amo, Avenida Descanso, Avenida Cabrillo, Avenida Mariposa, Calle Miguel, Calle San Marcos, Avenida Romero, Avenida Olivera, Via Lorado, and Calle Jardin, and construction is estimated to cost $804,000 including contingency. Paseo Mono, Paseo Blanco, La Matanza, and La Calera will be bid alternates, and will also be constructed if the bids come in low. The project will also upgrade handicap ramps adjacent to the streets to bring them into American Disabilities Act compliance. In September 2012, the state programmed $318,000 of Proposition 1 B SLPP funding for the construction phase of the project. Staff is now recommending the City of San Juan Capistrano enter into a Cooperative Agreement (Attachment 1) with Orange County Transportation Authority (OCTA) to define all of the terms, conditions, and funding responsibilities for completion of the project. DISCUSSION/ANALYSIS: In April 2012, OCTA notified cities in Orange County of a Call for Projects for Proposition 1B SLPP funds. The City of San Juan Capistrano submitted the Fiscal Year 2012-2013 City Pavement Rehabilitation Project for grant funding in May 2012. The project involves rehabilitating the pavement of Via Del Rey, Via Del Amo, Avenida Descanso, Avenida Cabrillo, Avenida Mariposa, Calle Miguel, Calle San Marcos, Avenida Romero, Avenida Olivera, Via Lorado, Paseo Blanco, Paseo Mono, Calle Jardin, La Matanza, and La Calera, and reconstructing the adjacent handicap ramps. City Council Agend�4epoh--. U U February 19, 2013 Page 2 of 3 The streets were included in City Council adopted Fiscal Years 2012-2013 and 2013- 2014 Capital Improvement Program, and selection of the streets was based on their Pavement Condition Index as determined by the Pavement Management Program analysis performed in July 2011. In September 2012, the California Transportation Commission (CTC), on behalf of the State of California, programmed $318,000 of Proposition 1B SLPP funding for the construction phase of the project. The City must enter into a Cooperative Agreement with OCTA which defines all of the terms, conditions, and funding responsibilities for completion of the project in order to receive this funding allocation. The main items of importance in the agreement are the following: The City is required to match $318,000 of programmed SLPP funds with of an equal amount in Measure M Turnback or M2 Fair Share funds. The City will provide $318,000 of Measure M2 Fair Share local match, and an additional $168,000 of Measure M2 Fair Share funds for a total construction phase cost of $804,000. ■ OCTA will cancel the project if the City did not submit a completed a CTC allocation request, obtain environmental approval, and obtain right of way certification (if applicable) by December 31, 2012, and does not award a construction contract within six months after CTC allocation. ■ The City is required to submit semi-annual project status reports to OCTA for the six months prior, a final project report to the CTC within 6 months of the project being completed and operable, and quarterly project review reports to Caltrans. ■ The City is responsible for completing the project in accordance with the funding plan, timely use of fund requirements, and abiding by all OCTA, State, CTC, and Caltrans guidelines, and procedures related to SLPP funding, including Caltrans Local Assistance Program Guidelines and Local Assistance Procedures Manual. • The City may be subject to an audit of all project related documents for a period of 4 years after Caltrans final payment of the City's final billing of the construction contract. FISCAL IMPACT: The project has a total of $499,134 of Measure M2 funds budgeted which is enough to match $318,000 SLPP funding and provide an additional $168,000 of Measure M funds for the construction phase of the project. ENVIRONMENTAL IMPACT: The City's Envi ronmental Ad ministrator has completed a preliminary review of this project in accordance with Section 15061 of the California Environmental Quality Act (CEQA) Guidelines. Based on that review, the Environmental Administrator has determined the project to be Categorically Exempt (Class 1, Existing Facilities) under Section 15301 (c). City Council Agenda port— U February 19, 2013 Page 3of3 PRIOR CITY COUNCIL REVIEW: On June 19, 2012, the City Council approved application for funds of the State -Local Partnership Program for the Fiscal Year 2012-2013 City Pavement Rehabilitation Project. COMMISSION/COMMITTEE/BOARD REVIEW AND RECOMMENDATIONS: Not applicable. NOTIFICATION: Louis Zhao, Transportation Funding Analyst, Orange County Transportation Authority ATTACHMENT(S): Attachment 1 – Cooperative Agreement Attachment 2 – Project Location Map 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 16 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT C-2-1848 BETWEEN ORANGE COUNTY TRANSPORTATION AUTHORITY AND CITY OF SAN JUAN CAPISTRANO FOR PROPOSITION 1B STATE -LOCAL PARTNERSHIP PROGRAM CALL FOR PROJECTS THIS AGREEMENT is effective this day of 2013, by and between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange, California 92863, a public corporation of the State of California (hereinafter referred to as "AUTHORITY"), and the City of San Juan Capistrano, 32400 Paseo Adelanto, San Juan Capistrano, California 92675, a municipal corporation duly organized and existing under the constitution and laws of the State of California (hereinafter referred to as "CITY"), mutually referred to herein as "PARTIES" or each individually as a "PARTY". RECITALS: WHEREAS, AUTHORITY and CITY desire to enter into a Cooperative Agreement to define the roles and responsibilities related to funding between AUTHORITY and CITY for the City Pavement Rehabilitation Project (hereinafter referred to as "PROJECT") as defined by the project description provided by CITY in its application for the State -Local Partnership Program Formula Grant Call for Projects, incorporated herein by reference; and WHEREAS, the California Transportation Commission (CTC) programs and allocates the Proposition 113 Highway Safety, Traffic Reduction, Air Quality, and Port Security Bond Act of 2006; (Proposition 1 B) State -Local Partnership Program (SLPP) funds on behalf of the State of California; and WHEREAS, the California Department of Transportation (Caltrans) administers the SLPP program on behalf of the State of California and the California Transportation Commission (CTC), Page 1 of 12 L:CsrmdCLER[CALICLERtCALIW ORDPROCWGREEIAG21848.do 0 ATTACHMENT 1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 including direct reimbursement of SLPP funds to the CITY for project activities; and WHEREAS, AUTHORITY is responsible for programming the formula SLPP funds to specific projects within Orange County; and WHEREAS, the CITY will be the direct recipient of SLPP funds from the State and will act as lead agency for environmental, engineering, right-of-way, construction and construction management of the PROJECT; and WHEREAS, CITY is responsible to request and receive approvals from the appropriate State and Local agencies in order to proceed or commence each phase of PROJECT for performance under this Agreement; and WHEREAS, SLPP funding for PROJECT is contingent upon funding being available through both allocation by the CTC and availability of SLPP funds, and CITY maintaining eligibility for this funding for PROJECT and maintaining eligibility under Ordinance No. 3 to provide match funding; and WHEREAS, CITY commits One Hundred Sixty Eight Thousand Dollars ($168,000) in Measure M2 Fair Share (M2 Fair Share) Funds for the construction phase; and WHEREAS, on July 23, 2012, AUTHORITY's Board of Directors approved programming of Three Hundred Eighteen Thousand Dollars ($318,000) in SLPP funds for the construction phase of PROJECT, to be matched with Three Hundred Eighteen Thousand Dollars ($318,000) of Measure M2 Fair Share (M2 Fair Share) local match, and One Hundred Sixty Eight Thousand Dollars ($168,000) of additional agency M2 Fair Share funds for a total construction phase cost of Eight Hundred Four Thousand Dollars ($804,000) for the PROJECT in accordance with Exhibit A titled "SLPP Funding Plan", which is attached herein and incorporated by reference; and WHEREAS, PARTIES agree CITY will adhere to M2 Comprehensive Transportation Funding Programs Master Funding Agreement C-1-2782 executed between CITY and AUTHORITY; and Page 2 of 12 L;CSnm1CLERICALV:LEPJCALIW ORO PRGC WGREEV1G21848.doc 1 2 3 4 5 6 7 a 9 10' 11 12 13 14 15 16 17 16 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 WHEREAS, PARTIES agree that CITY's SLPP local match funding requirements for PROJECT will be provided from CITY's Measure M Turnback or M2 Fair Share distribution and shall be used as a dollar -for -dollar match for the SLPP funds approved for PROJECT; and WHEREAS, this Cooperative Agreement (Agreement) defines the specific terms and conditions and funding responsibilities between AUTHORITY and CITY for completion of the PROJECT; and WHEREAS, AUTHORITY's Board of Directors approved this Cooperative Agreement on July 23, 2012; and WHEREAS, CITY's Council approved this Cooperative Agreement on this day of 2013; and 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 PARTIES 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. AUTHORITY'S failure to insist on any instance(s) of CITY's performance of any term(s) or 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. Page 3of12 l:cam.mcxERtClu.MIMCALWVOROPROCAGPEEwcz, 8484m COOPERATIVE AGREEMENT NO. C-2-1848 1 C. CITY's failure to insist on any instance(s) of AUTHORITY's performance of any 2 term(s) or condition(s) of this Agreement shall not be construed as a waiver or relinquishment of 3 CITY's right to such performance or to future performance of such term(s) or condition(s), and 4 AUTHORITY's obligation in respect thereto shall continue in full force and effect. Changes to any s portion of this Agreement shall not be binding upon CITY except when specifically confirmed in s writing by an authorized representative of CITY by way of a written amendment to this Agreement 7 and issued in accordance with the provisions of this Agreement. 8 ARTICLE 2. SCOPE OF AGREEMENT 9 This Cooperative Agreement specifies the terms and conditions, roles and responsibilities of 10 the PARTIES as they pertain to the subjects and projects addressed herein. PARTIES agree that 11 each will cooperate and coordinate with the other in all activities covered by this Agreement and any 12 other supplemental agreements that may be required to facilitate purposes thereof. 13 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY 14 AUTHORITY agrees to the following responsibilities for PROJECT: 15 A. AUTHORITY shall formally request on behalf of CITY that the Southern California 16 Association of Governments (SLAG) amend the Federal Transportation Improvement Program 17 (FTIP) to program PROJECT in accordance with the funding plan outlined in Exhibit A, whereby 18 AUTHORITY's performance under this Agreement is contingent upon SCAG, Caltrans, and Federal 19 Highways Administration (FHWA) approval. 20 B. AUTHORITY shall request that the CTC program Three Hundred Eighteen Thousand 21 Dollars ($318,000) in SLPP funds for the construction phase of PROJECT contingent on the 22 availability of funds, and is not obligated to program or provide any amount above the funding 23 identified in this Article. 24 C. AUTHORITY shall provide assistance to CITY in securing the SLPP funds. 25 D. AUTHORITY shall review and approve CITY's request for allocation prior to submittal 26 to Caltrans District 12. Page 4 of 12 L•CmmAaERtCALLER[CALMOROPROC%AGREEWG2184UM 1 2 3 4 5 6 7 s 9 10 11 12 13 14 15 16 17 16 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 E. AUTHORITY shall cancel PROJECT if CITY has not submitted a completed CTC allocation request to the AUTHORITY by December 31, 2012. F. AUTHORITY shall cancel PROJECT if CITY has not completed preconstruction activities, including California Environmental Quality Act (CEQA) environmental approval and any required right of way certification allowing project to be ready to advertise by December 31, 2012. G. AUTHORITY shall cancel project if CITY has not awarded a construction contract for project(s) within six (6) months of CTC allocation and has not received an approved extension from the CTC. H. AUTHORITY shall cancel PROJECT if the CITY receives an approved extension from the CTC and does not award the project within the award extension deadline. If PROJECT is cancelled, CITY is not entitled to the SLPP funds. ARTICLE 4. RESPONSIBILITIES OF CITY CITY agrees to the following responsibilities for PROJECT: A. CITY is the direct recipient of SLPP funds and will act as the lead agency for the environmental, engineering, right-of-way, construction, and construction management of PROJECT. B. CITY agrees that AUTHORITY is responsible for programming Three Hundred Eighteen Thousand Dollars ($318,000) in SLPP funds for the construction phase of PROJECT and is not obligated to program or provide any amount beyond the amount identified in this Article. C. CITY is responsible for adhering to Chapter 378, Statutes of 2011 (Assembly Bill 436) Compliance Monitoring Unit. D. CITY is responsible for preparing and submitting to AUTHORII Y all CTC documentation needed for allocation vote for SLPP funds and completing all tasks required in order to legally advertise the project for construction ninety (90) calendar days prior to CTC meeting and no later than December 31, 2012. E. CITY is responsible for notifying AUTHORITY immediately of any expected delays or changes to PROJECT that deviate from Exhibit A. Page 5 of 12 L:Cami1CLERIGLLICLEPoCAL%WORDPROC W GREE%AG21848.dx 1 2 3 4 5 6 7 s 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 v COOPERATIVE AGREEMENT NO. C-2-1848 F. CITY is responsible for preparing and submitting all necessary CTC and Caltrans documentation including the allocation request. All prior approvals, including but not limited to CTC environmental approval by December 31, 2012 and right-of-way certification (if applicable) by December 31, 2012, must be attained prior to submittal of the construction allocation request. G. CITY may proceed with advertisement of PROJECT prior to CTC allocation approval, but may not award any project contract or start any construction phase work prior to CTC allocation of SLPP funds or Letter of No Prejudice (LONP) approval. H. CITY is required to award a contract within six (6) months following the date of CTC allocation but may request one six (6) month extension for contract award. Extension request must be submitted 90 calendar days before contract award deadline. If an extension is granted, CITY agrees to award a contract within the award extension deadline. I. CITY agrees to provide a dollar -for -dollar match within the construction phase to match SLPP funding in CITY's Measure M1 Turnback or M2 Fair Share revenues. Based on the existing budget, this amount is estimated to be Three Hundred Eighteen Thousand Dollars ($318,000). Actual funding amount will be determined at CTC allocation and at contract award. J. CITY agrees that the overall construction and construction management budget for PROJECT is Eight Hundred Four Thousand Dollars ($804,000); contingent on availability of SLPP funding and CTC allocation. K. CITY agrees that any cost overruns or any additional funding required to complete the project(s) shall be the responsibility of CITY and not the responsibility of AUTHORITY. L. CITY will submit semi-annual project status reports for the PROJECT to the AUTHORITY due on January 15 for the prior six (6) month period, beginning on July 1, and ending on December 31, and due on July 15 for the prior six (6) month period, beginning on January 1 and ending on June 30 with Exhibit B titled "Semi -Annual Report". M. CITY will submit a final project report to the CTC within six months of project becoming operable in accordance with the 2011-2013 CTC SLPP Guidelines and Proposition 1B Page 6 of 12 LtanndCLERICALUN EMC41WOROPROMC,PEEV=84890C 1 2 3 4 5 6 7 8 9 10 11 12 13 14 1S 16 17 18 19 20 21 22 23 24 25 26 Project Close Out Process. COOPERATIVE AGREEMENT NO. C-2-1848 N. CITY will submit a final report to AUTHORITY within six (6) months of Caltrans payment of final billing for PROJECT in accordance with Exhibit C titled "Final Project Report Form." O. CITY is responsible for completing PROJECT in accordance with the funding plan (EXHIBIT A), timely use of funds requirements, and for abiding by all 2011-2013 CTC SLPP Guidelines, OCTA SLPP Formula Grant Call for Projects program guidelines and procedures, State Transportation Improvement Program Guidelines, and any and all other requirements of the State, CTC, and Caltrans related to SLPP funding, including but not limited to the Caltrans Local Assistance Program Guidelines and Local Assistance Procedures Manual. P. CITY is responsible for submitting quarterly review reports for PROJECT to Caltrans. Reports must be copied to AUTHORITY. Q. CITY understands that if PROJECT is cancelled or cannot meet the December 31, 2012 allocation submittal deadline or allocate funds to a project by June 30, 2013, the SLPP funding will be withdrawn from CITY and will be redistributed to other AUTHORITY projects. ARTICLE 5. DELEGATED AUTHORITY The actions required to be taken by CITY in the implementation of this Agreement are delegated to each Director of Public Works, 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. AUDIT AND INSPECTION PARTIES shall maintain a complete set of records in accordance with generally accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized representatives of 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 Caltrans' payment of CITY's final billing (so noted on the invoice) under this Agreement. Page 7 of 12 4CmmRq.ERICALICLERtCALkWOiOPROCAGREEWGz1MAW 1 2 3 4 5 6 7 6 9 10 11 12 13 14 1s 16 17 16 19 20 21 22 23 24 25 25 COOPERATIVE AGREEMENT NO. C-2-1848 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 construction contracts with CITY's contractor. ARTICLE 7. INDEMNIFICATION A. CITY shall each indemnify, defend and hold harmless AUTHORITY, its officers, directors, employees and agents from and against any and all claims (including attorney's fees and reasonable expenses for litigation or settlement) for any loss or damages, bodily injuries, including death, worker's compensation subrogation claims, damage to or loss of use of property alleged to be caused by the negligent acts, omissions or willful misconduct by either CITY, its officers, directors, employees or agents in connection with or arising out of the performance of this Agreement. B. AUTHORITY shall indemnify, defend and hold harmless both CITY, its officers, directors, employees and agents from and against any and all claims (including attorney's fees and reasonable expenses for litigation or settlement) for any loss or damages, bodily injuries, including death, worker's compensation subrogation claims, damage to or loss of use of property alleged to be caused by the negligent acts, omissions or willful misconduct by either 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 8. ADDITIONAL PROVISIONS PARTIES agree to the following mutual responsibilities: A. Term of Agreement: This Agreement shall continue in full force and effect through PROJECT completion, final acceptance by AUTHORITY, Caltrans' payment of the CITY's final billing, or 42 months from the date of CTC allocation, whichever is earlier. This Agreement may be extended at the mutual consent of all PARTIES. Page 8 of 12 L:CamrACLERICAIICL ERICALIW ORDPROCVIGREEW021 B48.doo 1 2 3 4 5i 6 7'' 6 9 10 11 12 13 14 15 16 17 16 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 B. Termination: This Agreement is null and void if PROJECT is not funded. AUTHORITY shall cancel PROJECT for which CITY has not awarded a contract twelve months after the date of CTC allocation, or has not advanced the PROJECT to ready to list stage as determined by AUTHORITY. This Agreement may be terminated by either PARTY after giving thirty (30) calendar days written notice. This Agreement shall not be terminated without mutual agreement of all PARTIES. C. This Agreement may be amended in writing at any time by the mutual consent of all PARTIES. No amendment shall have any force or effect unless executed in writing by all PARTIES. D. PARTIES 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: PARTIES 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: Each of the PARTIES 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; Page 9 of 12 L:CBmMCLERICAL%CLERI CAL%W ORDPROC W GREE WG2/ 848.dx 1 2 3 4 5 6 7 s 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 V COOPERATIVE AGREEMENT NO. C-2-1848 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 any PARTY without the prior written consent of the other PARTIES in their 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. Obligations To Comply with Law: Nothing herein shall be deemed nor construed to authorize or require any PARTY to issue bonds, notes or other evidences of indebtedness under the terms, in amounts, or for purposes other than as authorized by local, state or federal law. K. Governing Law: The laws of the State of California and applicable local and federal laws, regulations and guidelines shall govern this Agreement. L. 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. Page 10 of 12 L:CNW&UERICALn WCALtWOROPROC'AGREEVPM1804x 1 2 3 4 s 6 7 6 9 10 11 12 13 14 1s 16 17 18 19 23 24 25 26 COOPERATIVE AGREEMENT NO. C-2-1848 M. Notices: Any notices, requests, or demands made between the PARTIES pursuant to this Cooperative Agreement are to be directed as follows: To CITY: To AUTHORITY: City of San Juan Capistrano Orange County Transportation Authority 32400 Paseo Adelanto 550 South Main Street San Juan Capistrano, California 92675 P. O. Box 14184 Orange, CA 92863-1584 Attention: Attention: Meena Katakia Nisha A. Patel Manager, Capital Projects Tel: 949-443-6350 Tel: 714-560-5694 E-mail: npatel@sanjuancapistrano.org E-mail: mkatakia@octa.net Cc: Cc: Louis Zhao, Associate Transportation Funding Analyst N. Successors and Assigns: The provisions of this Agreement shall bind and inure to the benefit of each of the PARTIES hereto, and all successors or assigns of the PARTIES hereto. O. Time is of the Essence: Time is of the essence for the work identified in Exhibit A. All work must be completed no later than 36 months from contract award or consistent with CTC timely use of funds requirements. J Page 11 of 12 L:canvd4LMc L%CLERcniwvoaoPROC%AGREE%AG2,aaBdoc 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 16 19 20 21 22 23 24 25 26 I COOPERATIVE AGREEMENT NO. C-2-1848 This Cooperative Agreement shall be effective upon execution by all PARTIES. IN WITNESS WHEREOF, the PARTIES hereto have caused this Cooperative Agreement No. C-2-1848 to be executed on the date first above written. CITY OF SAN JUAN CAPISTRANO By: John Taylor Mayor ATTEST: By: Maria Morris, CMC City Clerk ORANGE COUNTY TRANSPORTATION AUTHORITY Bv: Will Kempton Chief Executive Officer APPROVED AS TO FORM: By: Kennard R. Smart, Jr. General Counsel APPROVED AS TO FORM: APPROVAL RECOMMENDED: B By: ns n igten Kia Mortazavi City Attorney Executive Director, Planning Dated: Dated: Attachments: Exhibit A. SLPP Funding Plan Exhibit B: Semi Annual Report Form Exhibit C: Final Project Report Form Page 12 of 12 LCa TnAME W CALCLERIMUCROPP40CAGRMAM1 84ddw SLPP FUNDING PLAN AGREEMENT NO. C-2-1848 EXHIBIT A PROPOSITION 1 B STATE -LOCAL PARTNERSHIP PROGRAM CALL FOR PROJECTS City Pavement Rehabilitation Project Project Schedule and Fundina Schedule Completion Date Final Environmental Document 9/15/2012 Begin Design Engineering 7/1/2011 Plans, Specifications, and Cost Estimates complete 12/15/2012 Start Right -of -Way Acquisition NIA Right -of -Way Certification NIA California Transportation Commission Allocation 3/5/2013 Award Construction Deadline 9/5/2013 Project Completion (open for use 06/05/2014 Construction funding authorized through this agreement: Funding P1 B SLPP: $318,000 Preliminary Enaineerino M1 or M2 Fair Share: $318,000 Fund Source Fiscal Year Original Planned Proportion TOTAL $0 NIA Allocation 40% San Juan Capistrano 2012-2013 $80,000 100% General Fund 2012-2013 $168,000 20% TOTAL $0 100% Rinht_nf-Wnv Fund Source Fiscal Year Original Planned Allocation Proportion NIA NIA NIA NIA TOTAL $0 NIA r ..nnefri irtfinn v Fund Source Fiscal Year Original Planned Allocation Range Proportion P1 B SLPP 2012-2013 $318,000 40% M2 Fair Share 2012-2013 $318,000 40% Additional M2 Fair Share 2012-2013 $168,000 20% TOTAL $804,000 100% 1. P18 SLPP and M1 or M2 Fair Share will remain equal. If needed, amounts will be reduced proportionally. AGREEMENT NO. C-2-1848 EXHIBIT B SEMI ANNUAL REPORT FORM Project Title: Agency: Date: Schedule Draft Environmental Document Final Environmental Document Begin Design Engineering Plans, Specifications, and Cost Estimates complete Start Right -of -Way Acquisition Right -of -Way Certification Submit Request for Authorization for Const E-76 Ready to Advertise Award Construction Project Completion (open for use Funding Table: Preliminary Enaineerina ($000's) Original Current Completion Completion Date Date Fund Source Fiscal Year Planned Obligation Current Estimates Actual Expended Remaining Allocation Riaht-of-Wav ($000's) Fund Source Fiscal Year Planned Obligation Current Estimates Actual Expended Remaining Allocation Construction $000's Fund Source Fiscal Year Planned Obligation Revised Allocation Actual Expended Remaining Allocation AGREEMENT NO. C-2-1848 EXHIBIT B Major Activities: Status: Issues: Name/Title: Phone: Email: AGREEMENT NO. C-2-1848 EXHIBIT C FAEXHIBIT C: FINAL PROJECT REPORT FORM OCTA Date Instructions The responsible agency should fill out the following: 1) Final Project Form, 2) Final Cost, 3) Certificate of Completion. In addition, the agency must attach before (if available) and after photographs of the project site and the address or location of the site under the Location and Scope of work section. Location and Scope of Work Verification of Match (Actual Expenditures) Local Match _. (ENTER';'(ENTER" Phase SOURCE) SOURCE) (ENTER. SOURCE SLPP Formula Other OCTA Funding Total Engineering $ - $ - $ - $ - $ - $ - Right -of -Way $ - $ - $ - $ - $ - $ - Construction $ - $ - $ - $ - $ - $ - Total $ - $ - $ - $ - $ - $ _ Project Schedule Phase Proposed Actual Draft Environmental Document Final Environmental Document Begin Design Engineering Plans, Specifications, and Cost Estimates complete Start Right -of -Way Acquisition Right -of -Way Certification Ready to Advertise Award Construction ,Project Completion (open for use Match Rate 0% Page 1 SLPP: FINAL COST OCTA Item AGREEMENT NO. C-2.1848 EXHIBIT C Page 2 U AGREEMENT NO. C-2-1848 EXHIBIT C SLPP: FINAL COST OCTA I hereby certify that the statements provided here are true and correct. Proiect Title 4 The city/county provided matching funds to the project. Yes No NIA 1 The project is designed to city/county and other participating jurisdictions' standards. ❑ ❑ ❑ 2 The project contract was awarded on: I ENTER DATE ❑ ❑ ❑ 3 The total cost of the contract is equal to or less than the total TE ❑ ❑ ❑ funds awarded and matching funds provided. ❑ ❑ ❑ 4 The city/county provided matching funds to the project. ❑ ❑ ❑ 5 Right-of-way was acquired in conformance with city/county procedures. ❑ ❑ ❑ 6 All required environmental documentation is complete and certified. ❑ ❑ ❑ 7An updated project schedule is included with the final invoice. ❑ ❑ ❑ 8 The final invoice is attached with all the necessary documentation. ❑ ❑ ❑ Name Title Signature Date Page 3 La Motion Street, San Juan Cap".mo,\_,, - `,dgle Maps `j `, Page I of 2 To aee all the detalis that are visible on the th "Print' link next to the map screen, use e n n GO'. gle „Z.M• St Two servioe. 0 N we B lip � to Pa GeeaeCe Gr,oupp b EI E1eB�Y it ? n Mencnn � N A d AGlcheme si 2sr.c�cn,�Rt ems 6t Ac o MapdstaWO13Gwp%- http://maps.google.com/maps?hl=en&tab=wl ATTACHMENT 2 Calle Jardin, San Juan Capistrani - 6. glo..(aps Page 1 of I To See all the details that are visible on the Gooste ecroed, the "Print" link next to the Mao. Y c2 m Blue Fin Or 4 i '^ »pp. S Na Sall, S E w ip Life HPf)t0fidei 4 e rM wklcrpm Mission Bell Park Dcm Hour " y S.i Lwrp t y Nr Ttthro i 5 tCciDae,ion m� _ v. �+e http://maps.gmglc.com/maps?hl=en&tabes l 1/1112013 W O I M V �j .y O 31ene ,� Q 4F s Z �y 0 o a ,N I „ C -A -LE SHN rrl9iZCOS fv.. cone Miguel �� Avevda Deswnso V <_ Avenida Del Rosa) $n' Oler �i f° V alu<ero a a' T 3� �?0 g fe0 oneD e eea¢i CITY OF SAN JUAN CAPISTRANO CONTRACT TRANSMITTAL FORM Date: 211v13 City Council, SJCHA or SACRA Meeting Date (if applicable): ra., r •-•q 2x19/t3 Brief description of services to be provided: Submitting Department: Public works Staff Contact: Nisha Patel Please sign each original of the attached Agreement/Contract, where indicated and circulate in the below route order (Please note the procurement limitations below). When the contract is fully executed, the City Clerk will provide a signed copy to the submitting department and to the Financial Services Department, and will mail a signed original to the contractor/consultant. Route To: ❑ Department Flead N/A O Approccd � Not Approved Director's Initials/Datc ❑0 Cite Auonxp Approved as to Form Not Approved 1 City Attomay's Initial s/D n ❑ CFO/Tratsurer N/A 0 Funding Available 0 No Funding Available = Budget Resolution Required Notes: CFO(rreasurer's Initials/Date ❑ Cily Manager N/A r0 Approved Denied City Manager's Initial's,Date: 7 ❑ City Clerk (For Final Routing) Procurement: N/A $10,000 or less — (Oryurm,rm eeudtrAvhorio) $10,001 - $45,000- (Co afuregerSAurhoriry) $45,001 or over - (City CoundtApprmW Required) •Dine of Council Approval: or Resolution. N..:- =Public o.:=Public Contracts $45,000 or less -(Cry Mnnnx+r'+eurhorio xeplrM) =Public Contracts over $45,000- (City Council}Avrhoriry Requ/red•) •DeteofCouncil Approval. or Resoluslon. No.: Insurance Requirements: N/A 0 Commercial/General Liability 0 Auto Liability Professional/Errars and Omissions 0 Worker's Compensation Additional Insured Endorsement i�Public Works Contracts — Labor/Material & Performance Bonds LL Approval Process Completed — Copy of Contract Transmittal Form with documents forwarded to FS Department. Denied— Returned to submitting depamnent. Please provide the following and return to the City Clerk's Office: City Clerk's Initial's/Date: I . Contractor/Consultant Name: OCTA 2. Business License: ❑ Yes 0 No License Number: WA Date of Expiration 3. ContractAmount: 8316,000-GRANTAMT 4. Budget Account Number: 50-83399-67401-13105-000 5. City Services and Facilities to be provided (If Applicable): WA 6. Is this a standard City contract? ❑ Yes No If no, explain: It is a Cooperative Agreement 7. Are two original contracts submitted? 0 Yes ❑ No If no, explain: Two Cooperative Agreements are attached. 8. Contract Date: 2/19113 Expiration Date: WA 9. Insurance Certificate attached: ❑ Yes M No If no, explain: 10. Purchase Requisition attached: ❑ Yes M No If no, explain: 11. Bid Recap Attached: ❑ Yes ❑E No If no, explain: NIA 12. W-9 Form Attached: ❑ Yes 0 No If no, explain: NIA 13. New Vendor Application Form Attached: ❑ Yes 9 No If no, explain: NIA 14. Does this document need to be recorded? ❑ Yes W No The Financial Services Department will issue a Purchase Order (PO) to the submitting department, once all of the information on this Contract Transmittal Form has been received by finance through the City Clerk's Office.