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15-0818_ORANGE COUNTY TRANSPORTATION AUTHORITY_Supplementary Agenda Report_F13City of San Juan Capistrano Supplementary Agenda Report TO: Honorable Mayor and Members of the City Council FROM: George Alvarez , P.E., City Engineer ~~ DATE: August 18, 2015 8/18/2015 F13 SUBJECT: Consideration of Approval of an Agreement with the Orange County Transportation Authority to In stall a Second Eastbound Left-Turn Lane on Del Obispo Street and Camino Capistrano ; and Adjustment to the Fiscal Year 2014-2015 Capital Improvement Program (CIP 16103) RECOMMENDAT ION : By motion, 1) Authorize the City Manager to execute an Agreement with the Orange County Transportation Authority to install a second eastbound left-turn lane on Del Obispo Street and Camino Capistrano ; and , 2) Increase funding for CIP 16103 by $7 ,000 and recognize the Grant Funding in the amount of $28 ,160 ; and, 3) Approve an adjustment to the Fiscal Year 2015/2016 Capita l Improvement Program to reduce Measure M funding from $25,000 by $21,160 down to $3 ,840 in Measure M funds as the City's match to the grant. SITUATION : On August 14, 2015 , the City received the Cooperative Agreement from the Orange County Transportation Authority (OCTA) to provide funding for the insta lla tion of a second eastbound left-turn la ne on Del Obispo Street and Camino Capistrano . T he City Attorney has reviewed and approved the Cooperative Agreement. ATIACHMENT(S): Attachment 1 -Cooperative Agreement 1 COOPERATIVE AGREEMENT NO. C-X-XXXX 2 BETWEEN 3 ORANGE COUNTY TRANSPORTATION AUTHORITY 4 ~D 5 CITY OF SAN JUAN CAPISTRANO 6 FOR 7 TRAFFIC CIRCULATION IMPROVEMENTS AT THE DEL OBISPO RAILROAD CROSSING 8 9 10 ll 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 This COOPERATIVE AGREEMENT (Agreement}, is effective this ----day of ____ , 2015, by and between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange, California 92862-1584, 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 (hereinafter referred to as "CITY"). AUTHORITY and CITY are hereinafter collectively referred to as "PARTIES" or individually referred to as "PARTY". RECITALS: WHEREAS, the AUTHORITY, in partnership with the CITY and the Southern California Regional Rail Authority (SCRRA) have been working diligently to improve the traffic circulation at the Del Obispo Street railroad crossing; and WHEREAS, SCRRA's consultant, Campbell Technologies Corporation, prepared a report (REPORT) identifying options to address the traffic circulation at the Del Obispo Street railroad crossing; and WHEREAS, the CITY has reviewed the REPORT and identified preferred options in a letter dated June 23, 2015, for a queue cutter limited operation device and the installation of a second eastbound left-turn lane on Del Obispo and Camino Capistrano; and WHEREAS, the PARTIES acknowledge that a queue cutter limited operation device will continue to be analyzed with a goal of further limiting the impact of railroad gate downtime, and that Page 1 of9 ATTACHMENT 1 COOPERATIVE AGREEMENT NO. C-X-XXXX this is an undeveloped and unproven technology that requires additional study and may not result in 2 a viable opportunity; and 3 WHEREAS, CITY and AUTHORITY agree to proceed with the installation of a second 4 eastbound left-turn lane on Del Obispo and Camino Capistrano and wish to enter into this 5 Agreement to define roles and responsibilities, terms, and conditions as defined in the Exhibit A, 6 "Scope of Workn (hereinafter referred to as "PROJECr); and 7 WHEREAS, CITY agrees to complete all work required including, but not limited to 8 environmental clearance, design, right-of-way, permits, public outreach, construction, construction 9 management, and project management for the PROJECT; and to WHEREAS, the CITY is the lead agency for the California Environmental Quality Act 11 (CEQA); and 12 WHEREAS, the AUTHORITY and CITY agree to a cost sharing formula of 88 percent tJ provided by the AUTHORITY and 12 percent provided by the CITY for the PROJECT; and t4 WHEREAS, the intent of the PARTIES is that the PROJECT shall be implemented with the ts least amount of disruption to pedestrian, bicycle, vehicle, and rail traffic; and 16 WHEREAS, these efforts constitute the foreseeable planned enhancements and are 17 considered resolution of railroad improvements to resolve the traffic circulation improvements at the 18 Del Obispo railroad crossing; and t9 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as 20 follows: 21 ARTICLE 1. COMPLETE AGREEMENT 22 A. This Agreement, including all exhibits and documents incorporated herein and made 23 applicable by reference, constitutes the complete and exclusive statement of the term(s) and 24 condition(s) of the agreement between AUTHORITY and CITY and it supersedes all prior 25 representations, understandings and communications. The invalidity in whole or part of any term or 26 condition of this Agreement shall not affect the validity of other terms or conditions. Page 2 of9 COOPERATIVE AGREEMENT NO. C-X-XXXX B. AUTHORITY's failure to insist on any instance(s) of CITY's performance of any 2 term(s) or conditions(s) of this Agreement shall not be construed as a waiver or relinquishment of 3 AUTHORITY's right to such performance or to future performance of such term(s) or condition(s), 4 and CITY'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 AUTHORITY except when specifically confirmed 6 in writing by an authorized representative of AUTHORITY by way of a written amendment to this 1 Agreement and issued in accordance with the provisions of this Agreement. 8 C. CITY's failure to insist on any instance(s) of AUTHORITY's performance of any 9 term(s) or condition(s) of this Agreement shall not be construed as a waiver or relinquishment of 10 CITY's right to such performance or to future performance of such term(s) or condition(s), and 11 AUTHORITY's obligation in respect thereto continue in full force and effect. Changes to any portion 12 of this Agreement shall not be binding upon CITY except when specifically confirmed in writing by an 13 authorized representative of CITY by way of a written amendment to this Agreement and issued in 14 accordance with the provisions of this Agreement. IS ARTICLE 2. RESPONSIBILITIES OF AUTHORITY 16 AUTHORITY agrees to the following responsibility for PROJECT: 11 A. To provide staff to perform its duties, and to manage, administer, and oversee its 18 obligations under this Agreement. 19 B. To fund the actual cost of the improvements proposed for the PROJECT in an amount 20 not to exceed Thirty Two Thousand Dollars $32,000 per estimates contained in Exhibit B, "Cost 21 Estimate", using funding provided by Renewed Measure M funds and the required 12 percent funding 22 match provided by the CITY. 23 C. To pay to CITY within thirty (30) days following the submittal of an approved invoice with 24 the required supporting documentation. 2s D. To continue to work with SCRRA and the CITY on the review and analysis of a queue 26 cutter limited operation device with a goal of further reducing impacts of railroad gate downtime. If this Page 3 of9 COOPERATIVE AGREEMENT NO. C-X-XXXX analysis and review yields a positive position for the implementation of this device, AUTHORITY will 2 seek to implement it through SCRRA contract forces. 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 ARTICLE 3. RESPONSIBILITIES OF CITY CITY agrees to the following responsibilities for PROJECT: A. To serve as the lead agency for the PROJECT. B. To assign staff to manage the PROJECT and ensure successful completion of the PROJECT as defined in Exhibit A, "Scope of Work". C. To agree to notify AUTHORITY a minimum of thirty (30) days in advance of any planned PROJECT work that will impact the operation of the Del Obispo grade crossing. D. To be responsible to complete the PROJECT and all associated activities in a good and competent manner and in compliance with all applicable federal, state, and local laws and regulations and railroad standards, policies, practices, and guidelines where applicable. E. To be responsible for any fees, permits, licenses, easements, environmental clearances, and other approvals required for the PROJECT. F. To prepare and submit a monthly project summary report to AUTHORITY detailing the activities completed within the reporting period. G. To prepare and submit a monthly invoice to AUTHORITY along with supporting documentation. The invoice shall be submitted on CITY's letterhead and shall be signed by an authorized agent who can duly certify the accuracy of the included information. The invoice shall be submitted by CITY and in duplicate to AUTHORITY's Accounts Payable Office. Each CITY invoice shall include the following information: 1. Agreement Number C-X-XXXX; 2. The time period covered by the invoice; 3. Total monthly invoice amount; 4. Progress Report, which includes a detailed description of the services performed; Page 4 of9 COOPERATIVE AGREEMENT NO. C-X-XXXX 5. Itemized expenses including support documentation incurred during the billing period. 6. Such other information as requested by AUTHORITY. 2 3 H. To assume ongoing maintenance responsibility associated with the PROJECT upon 4 completion. s I. CITY will be responsible for additional traffic modeling necessary for the review and analysis 6 of a queue cutter limited operation device. 7 ARTICLE 4. DELEGATED AUTHORITY 8 The actions required to be taken by CITY in the implementation of this Agreement are 9 delegated to its City Manager, or his/her designee, and the actions required to be taken by to AUTHORITY in the implementation for this Agreement are delegated to its Chief Executive Officer, 11 or his designee. 12 ARTICLE 5. AUDIT AND INSPECTION 13 CITY shall maintain a complete set of records in accordance with generally accepted t4 accounting principles. Upon reasonable notice, CITY shall permit the authorized representative of the ts AUTHORITY to inspect and audit all work, materials, payroll, books, accounts, and other data and t6 records of CITY for a period of four (4) years after final payment, or until any on-going audit is 17 completed. For purposes of audit, the date of completion of this Agreement shall be six months after t8 the date of AUTHORITY's payment of CITY's final billing (so noted on the invoice) under this t9 Agreement. AUTHORITY shall have the right to reproduce any such books, records and accounts. 20 The above provision with respect to audits shall extend to and/or be included in contracts with CITY's 21 contractors. 22 ARTICLE 6. INDEMNIFICATION 23 A CITY shall indemnify and hold harmless AUTHORITY, its officers, directors, 24 employees and agents from and against any and all claims (including attorney's fees and reasonable 2s expenses for litigation or settlement) for any loss or damages, bodily injuries, including death, 26 worker's compensation subrogation claims, damage to property to the extent a trier of fact Page 5 of9 COOPERATIVE AGREEMENT NO. C-X-XXXX determines same is actually caused by the negligent acts, omissions or willful misconduct of CITY, 2 its officers, directors, employees or agents in the performance of this Agreement. 3 B. AUTHORITY shall indemnify, defend and hold harmless CITY, its officers, directors, 4 employees and agents from and against any and all claims (including attorney's fees and reasonable s expenses for litigation or settlement) for any loss or damages, bodily injuries, including death, 6 worker's compensation subrogation claims, damage to property to the extent actually caused by the 1 negligent acts, omissions or willfur misconduct by AUTHORITY, its officers, directors, employees or 8 agents in connection with or arising out of the performance of this Agreement. 9 ARTICLE 7. ADDITIONAL PROVISIONS 10 The AUTHORITY and CITY agree to the following mutual responsibilities for PROJECT: 11 A. Term of Agreement: All work under this Agreement shall be completed no later than June 12 30, 2016, unless terminated earlier, or extended, by mutual written consent by both PARTIES. 13 B. Termination: In the event either Party defaults in the performance of their obligations, under 14 this Agreement or breaches any of the provisions of this Agreement, the non-defaulting Party shall have IS the option to terminate this Agreement upon thirty (30) days' prior written notice to the other Party. 16 C. Termination for Convenience: Either Party may terminate this Agreement for its 17 convenience by providing thirty (30) days' prior written notice of its intent to terminate for convenience to 18 the other Party. 19 D. Amendments: This Agreement may only be modified or amended in writing. All 20 modifications, amendments, changes and revisions of this Agreement in whole or part, and from time to 21 time, shall be binding upon the parties, so long as the same shall be in writing and executed by both 22 PARTIES. 23 E. Comoliance: Both PARTIES shall comply with all applicable federal, state and local laws, 24 statutes, ordinances, and regulations of any governmental authority having jurisdiction over the 2s PROJECT. 26 F. Legal Authoritv: The PARTIES hereto consent that they are authorized to execute this Page 6 of9 COOPERATIVE AGREEMENT NO. C-X-XXXX Agreement on behalf of said PARTIES and that, by so executing this Agreement, the PARTIES hereto 1 are formally bound to the provisions of this Agreement. 3 G. Severability: If any term, provision, covenant or condition of this Agreement is held to be 4 invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the s remainder of this Agreement shall not be affected thereby, and each term, provision, covenant or 6 condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 7 H. Counterparts of Agreement: This Agreement may be executed and delivered in any number s of counterparts, each of which, when executed and delivered shall be deemed an original and all of 9 which together shall constitute the same agreement. Facsimile signatures will be permitted. 10 I. Assignment: Neither this Agreement, nor any of the PARTIES' rights, obligations, duties, nor 11 authority hereunder may be assigned in whole or in part by either Party without the prior written consent 11 of the other Party. Any such attempt of assignment shall be deemed void and of no force and effect. 13 Consent to one assignment shall not be deemed consent to any subsequent assignment, nor the 14 waiver of any right to consent to such subsequent assignment. 1s J. Obligations To Comply with Law: Nothing herein shall be deemed nor construed to 16 authorize or require any Party to issue bonds, notes or other evidences of indebtedness under the 17 terms, in amounts, or for purposes other than as authorized by local, state or federal law. 18 K. Governing Law: The laws of the State of California and applicable local and federal laws, I9 regulations and guidelines shall govern this Agreement. 10 L. Litigation Fees: Should litigation arise out of this Agreement for the performance thereof, li the court shall awards costs and expenses, including attorney's fees, to the prevailing Party. 11 M. Force Majeure: Either party shall be excused from performing its obligations under this 23 Agreement during the time and to the extent that it is prevented from performing by an unforeseeable 24 cause beyond its control, including but not limited to: any incidence of fire, flood; acts of God; zs commandeering of material, products, plants or facilities by federal, state or local government; national 26 fuel shortage: or a material act or omission by any party; when satisfactory evidence of such cause is Page 7 of9 COOPERATIVE AGREEMENT NO. C-X-XXXX presented to that other party, and provided further such nonperformance is unforeseeable, beyond the 2 control and is not due to the fault or negligence of the party not performing. 3 N. Notices: Any notice sent by first class mail, postage paid, to the address and addressee, 4 shall be deemed to have been given when in the ordinary course it would be delivered. The 5 representatives of the parties who are primarily responsible for the administration of this Agreement, 6 and to whom notices, demands and communications shall be given are as follows: 7 To CITY: To AUTHORITY: 8 9 10 II 12 13 14 15 City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attention: George Alvarez, City Engineer I Traffic Engineer E-mail: galvarez@sanjuancapistrano.org Telephone: (949) 443-6351 Orange County Transportation Authority 550 South Main Street P. 0. Box 14184 Orange, CA 92863-1584 Attention: XXX, Senior Contract Administrator E-mail: XXX@octa.net Telephone: (714) 560-XXXX 16 If there are any changes in the above names and/or addresses, the party desiring to make 17 such change shall give a written notice to the other respective party within five (5) days of such 18 change. 19 I 20 I 21 I 22 I 23 IN WITNESS WHEREOF, the parties hereto have caused this Cooperative Agreement No. 24 25 26 C-x-xxxx to be executed on the date first above written. Page 8 of 9 2 3 4 s 6 7 8 9 10 II 12 13 14 15 CITY OF SAN JUAN CAPISTRANO By: ___________ _ Karen P. Burst City Manager ATTEST: By: ___________ _ Maria Morris City Clerk APPROVED AS TO FORM: By:. ___________________ _ Jeffrey Ballinger City Attorney Date:. __________ _ COOPERATIVE AGREEMENT NO. C-X-XXXX ORANGE COUNTY TRANSPORTATION AUTHORITY By:. ___________ _ Darrell Johnson Chief Executive Officer APPROVED AS TO FORM: By: ___________ _ James M. Donich General Counsel APPROVAL RECOMMENDED: By:. ___________ _ JimBeil Executive Director, Rail Programs Date:. __________ _ 16 ATTACHMENT: Exhibit A, "Scope ofWork" Exhibit B, "Cost Estimate" 17 18 19 20 21 22 23 24 25 26 Page 9 of9 COOPERATIVE AGREEMENT NO C-X-XXXX EXHIBIT A EXHIBIT A-SCOPE OF WORK City of San Juan Capistrano Second Eastbound Left-Turn Lane Del Obispo Street and Camino Capistrano CITY will provide all necessary services to complete the PROJECT and as noted below: 1. Remove existing striping on eastbound Del Obispo Street from Camino Capistrano to approximately 500 feet westerly. 2. Remove existing striping and parking on northbound Camino Capistrano from Del Obispo Street to approximately 600 feet northerly. 3. Remove existing striping on southbound Camino Capistrano from Del Obispo Street to approximately 600 feet northerly. 4. Strip eastbound Del Obispo Street to provide two eastbound left-turn lanes, two through lanes, and a right turn lane from Camino Capistrano to approximately 500 feet westerly per plan. 5. Strip northbound and southbound Camino Capistrano from Del Obispo Street to approximately 600 feet northerly per plan in Attachment 1. 6. Install new traffic loops on eastbound Del Obispo Street and Camino Capistrano and on southbound Camino Capistrano and Del Obispo Street per plan. 7. Adjust signal head on mast arm for eastbound left turns on Del Obispo and Camino Capistrano. .. ---\ i \ \ \ \ \ I \ \ \ \ \ \ \ \ COOPERATIVE AGREEMENT NO C-x-xxxx EXHIBITS EXHIBIT 8-COST ESTIMATE City of San Juan Capistrano Second Eastbound Left-Turn Lane Del Obispo Street and Camino Capistrano Item Design Traffic loops Remove existing striping Install new striping Traffic control Adjust signal on mast arm Construction management Contingency (15%) Total (Not to Exceed) Cost $4,000 $9,600 $4,000 $4,000 $2,000 $1,000 $2,400 $5,000 $32,000