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Home My WebLink AboutAGMT - Los Alamitos City of (Seal Beach Blvd Traffic Signal Synchronization) Pending returnCOOPERATIVE AGREEMENT SEAL BEACH BOULEVARD TRAFFIC SIGNAL SYNCHRONIZATION PROJECT AT SEAL BEACH BOULEVARD/LOS ALAMITOS BOULEVARD AT BRADBURY ROAD This Cooperative Agreement ("AGREEMENT") for the Seal Beach Boulevard Traffic Signal Synchronization Project is made and entered into this day of 2022 by and between the City of Los Alamitos, a charter city, hereinafter referred to as "LOS ALAMITOS", and the City of Seal Beach, a charter city, hereinafter referred to as "SEAL BEACH"). LOS ALAMITOS and SEAL BEACH are referred to individually as "PARTY" and collectively as "PARTIES" herein. RECITALS WHEREAS, the Orange County Transportation Authority ("OCTA") has awarded to SEAL BEACH a Measure M2 Regional Traffic Signal Synchronization Project ("RTSSP") grant in the amount of $546,750 (the "FUNDING") to maintain traffic signal synchronization, improve traffic flow, and reduce congestion along Seal Beach Boulevard between Pacific Coast Highway and Bradbury Road; and, WHEREAS, Bradbury Road along Seal Beach Boulevard delineates the city boundary between SEAL BEACH and LOS ALAMITOS; and, WHEREAS, the traffic signal at the intersection of Seal Beach Boulevard and Bradbury Road (the "INTERSECTION") is located within both SEAL BEACH and LOS ALAMITOS and is jointly owned by the PARTIES, but maintained by LOS ALAMITOS; and, WHEREAS, SEAL BEACH desires to install a new Global Positioning Satellite (GPS) time source receiver, traffic signal controller, and communication wiring of the traffic signal, and retime the INTERSECTION to improve traffic progression along Seal Beach Boulevard (collectively the "WORK"); and, WHEREAS, SEAL BEACH will act as the lead agency for the WORK. NOW, THEREFORE, in consideration of the promises and agreements herein contained, LOS ALAMITOS and SEAL BEACH do hereby agree as follows: SECTION 1. COMPLETE AGREEMENT A. This AGREEMENT constitutes the complete and entire agreement between SEAL BEACH and LOS ALAMITOS with respect to the subject matter hereof, and it supersedes all prior representations, understandings and communications. B. The invalidity in whole or in part of any term or condition of this AGREEMENT shall not affect the validity of any other terms or conditions of this AGREEMENT. The above - referenced Recitals are true and correct and incorporated herein by this reference. SECTION 2. RESPONSIBILITIES OF LOS ALAMITOS LOS ALAMITOS agrees to undertake the following responsibilities: A. LOS ALAMITOS will designate and does hereby so designate SEAL BEACH as the lead agency for the purpose of carrying out the WORK as described in Section 3. B. LOS ALAMITOS will allow SEAL BEACH and its contractor(s) access to the INTERSECTION to complete the WORK by issuance of a no -fee encroachment permit. C. LOS ALAMITOS will designate staff and resources to review, coordinate, and accept the WORK within five (5) working days following completion. D. LOS ALAMITOS will review and implement coordination of traffic signal timing ("TIMING PLAN"), if determined to be necessary by the PARTIES. E. LOS ALAMITOS will reimburse SEAL BEACH for any additional costs or expenses incurred by SEAL BEACH in excess the WORK performed within LOS ALAMITOS boundaries pursuant to approved change orders. SECTION 3. RESPONSIBILITIES OF SEAL BEACH SEAL BEACH agrees to undertake the following responsibilities: A. SEAL BEACH will prepare or cause to be prepared all necessary design and construction documents in connection with the WORK. B. SEAL BEACH will fund WORK as stated in this Agreement, subject to Section 2(E) and Section 3(I). C. SEAL BEACH will retain a contractor ("CONTRACTOR") in accordance with the procurement procedures of the Seal Beach Charter and Municipal Code, and any other applicable law; and administer the contract to accomplish completion of the WORK to the satisfaction of the City Engineer of SEAL BEACH. D. SEAL BEACH will cause CONTRACTOR to provide and obtain adequate insurance coverage for LOS ALAMITOS and SEAL BEACH, include with such coverage terms and minimum liability limits that are acceptable to the PARTIES, and naming of LOS ALAMITOS, SEAL BEACH and their respective officials, officers, employees, attorneys, agents, designated volunteers, and those city agents serving as independent contractors in the role of SEAL BEACH or LOS ALAMITOS officials, as additional insureds in the required insurance policies. E. SEAL BEACH will require CONTRACTOR to indemnify SEAL BEACH and LOS ALAMITOS in accordance with SEAL BEACH's standard indemnity provisions in the contract. F. SEAL BEACH will consult and coordinate with LOS ALAMITOS with regard to the construction, installation, completion and acceptance of the WORK, and any requested change orders subject to Section 2(E). G. If applicable, SEAL BEACH will prepare the TIMING PLAN for LOS ALAMITOS' review and mutual approval of the PARTIES. H. If applicable, SEAL BEACH will implement the approved TIMING PLAN. I. SEAL BEACH will pay for any additional costs or expenses incurred by SEAL BEACH in excess of the FUNDING in connection with the WORK performed within SEAL BEACH boundaries pursuant to approved change orders. SECTION 4. MISCELLANEOUS PROVISIONS: SEAL BEACH and LOS ALAMITOS agree to the following responsibilities and other terms and conditions: A. Proiect Management. SEAL BEACH will provide project management and inspection services for the WORK. LOS ALAMITOS, as a secondary agent, may, but is not obligated to, furnish its own respective project management and inspection services. The PARTIES shall cooperate and consult with each other, but the directives of SEAL BEACH shall be final. B. Cooperation. The PARTIES shall cooperate to the fullest extent possible in seeing the WORK to completion and acceptance by the PARTIES. C. Effective Date. This AGREEMENT shall be effective on the date executed by the last PARTY signatory hereto, and shall supersede all prior agreements respecting the performance of the WORK covered by this AGREEMENT. D. Term: Extension. This AGREEMENT shall continue in full force and effect through December 31, 2022, or until completion and acceptance of WORK by the PARTIES, whichever occurs later. This AGREEMENT may be extended by the mutual consent of both PARTIES. E. Termination. This AGREEMENT is null and void if the WORK is not funded. This AGREEMENT may be terminated by either PARTY after giving thirty (30) days written notice. F. Indemnification. 1) Neither LOS ALAMITOS nor any officer or employee thereof shall be responsible for any damage or liability incurred by reason of anything done or omitted to be done by SEAL BEACH under or in connection with any work, authority or jurisdiction delegated to SEAL BEACH under this AGREEMENT. Pursuant to Government Code Section 895.4, SEAL BEACH shall fully indemnify and hold LOS ALAMITOS harmless from any liability imposed for injury as defined in Section 810.8 occurring by reason of anything done or omitted to be done by SEAL BEACH under or in connection with any work, authority or jurisdiction delegated to under this AGREEMENT, except to the extent such liability arises out of the sole negligence or willful misconduct of LOS ALAMITOS. The indemnification obligations of this AGREEMENT shall survive its expiration or termination. 2) Neither SEAL BEACH nor any officer or employee thereof shall be responsible for any damage or liability incurred by reason of anything done or omitted to be done by LOS ALAMITOS under or in connection with any work, authority or jurisdiction delegated to LOS ALAMITOS under this AGREEMENT. Pursuant to Government Code Section 895.4, LOS ALAMITOS shall fully indemnify and hold SEAL BEACH harmless from any liability imposed for injury as defined in Section 810.8 occurring by reason of anything done or omitted to be done by LOS ALAMITOS under or in connection with any work, omission, authority or jurisdiction delegated under this AGREEMENT, except to the extent such liability arises out of the sole negligence or willful misconduct of SEAL BEACH. The indemnification obligations of this AGREEMENT shall survive its expiration or termination. G. Modifications. This AGREEMENT may only be modified by a writing signed by both PARTIES. H. Applicable Law: Interpretation. This AGREEMENT shall be governed by and construed in accordance with the laws of the State of California, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this AGREEMENT. Any dispute that arises under or relates to this AGREEMENT (whether contract, tort or both) shall be resolved in a superior court with geographic jurisdiction over the City of Seal Beach. Third Party Beneficiaries. This AGREEMENT is made solely for the benefit of the PARTIES to this AGREEMENT and their respective successors and assigns, and no other person or entity shall be deemed to have any rights hereunder against either PARTY by virtue of this AGREEMENT. J. Intersection Operations. Upon completion and acceptance of the WORK, LOS ALAMITOS will promptly resume operation and maintenance of the INTERSECTION. K. Notices. All notices permitted or required under this AGREEMENT shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the PARTY at the following addresses: To SEAL BEACH: City of Seal Beach 211 -8th Street Seal Beach, CA 90740 Attn: City Manager To LOS ALAMITOS: City of Los Alamitos 3191 Katella Avenue Los Alamitos, CA 90720 Attn: City Manager a L. Counterparts. 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. IN WITNESS THEREOF, the PARTIES hereto, through their respective authorized representatives have executed this AGREEMENT as of the date and year first above written. CITY OF SEAL BEACH r � By: Attest: Approved as to Form: By: raig A. Steele, City Attorney CITY OF LOS ALAMITOS IN Chet Simmons, City Manager Attest: Windmera Quintanar, City Clerk Approved as to Form: 92 Michael S. Daudt, City Attorney RESOLUTION 7251 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A COOPERATIVE AGREEMENT WITH THE CITY OF LOS ALAMITOS FOR THE SEAL BEACH BOULEVARD TRAFFIC SIGNAL SYNCHRONIZATION PROJECT AT SEAL BEACH BOULEVARD/LOS ALAMITOS BOULEVARD AT BRADBURY ROAD (CIP ST2109) WHEREAS, the Orange County Transportation Authority ("OCTA") has awarded to SEAL BEACH a Measure M2 Regional Traffic Signal Synchronization Project ("RTSSP") grant in the amount of $546,750 (the "FUNDING") to maintain traffic signal synchronization, improve traffic flow, and reduce congestion along Seal Beach Boulevard between Pacific Coast Highway and Bradbury Road; and, WHEREAS, Bradbury Road along Seal Beach Boulevard delineates the city boundary between the City of Seal Beach ("SEAL BEACH") and the City of Los Alamitos ("LOS ALAMITOS") (SEAL BEACH and LOS ALAMITOS are sometimes referred to hereinafter as "the PARTIES"); and, WHEREAS, the traffic signal at the intersection of Seal Beach Boulevard and Bradbury Road (the "INTERSECTION') is located within both SEAL BEACH and LOS ALAMITOS and is jointly owned by the PARTIES, but maintained by LOS ALAMITOS; and, WHEREAS, SEAL BEACH desires to install new traffic signal equipment and retime the INTERSECTION to improve traffic progression along Seal Beach Boulevard; and, WHEREAS, SEAL BEACH and LOS ALAMITOS desire to enter into a Cooperative Agreement to collaborate in good faith in the management of their respective activities. NOW, THEREFORE, THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE: Section 1. The City Council hereby approves the Cooperative Agreement by and between the City of Seal Beach and City of Los Alamitos. Section 2. The City Council hereby authorizes the City Manager to execute the Cooperative Agreement on behalf of the City. J PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 14th day of February, 2022 by the following vote: AYES: Council Members Kalmick Moore Sustarsic Varipapa, Massa-Lavitt NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Joe Kalmick, Mayor �. ATT ��,�►�- �� QQdt�AiEA Gloria D. H rper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } 1, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7251 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 1411' day of February, 2022. i oda D. Harper, City Clerk