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Home My WebLink AboutAGMT - Los Alamitos, City of (Coop Agmt - SBB/Los Al Blvd Traffic Signal) - • • COOPERATIVE AGREEMENT SEAL BEACH /LOS ALAMITOS BOULEVARD TRAFFIC SIGNAL IMPROVEMENT PROJECT FROM CERRITOS AVENUE (CITY OF LOS ALAMITOS) TO PACIFIC COAST HIGHWAY (CITY OF SEAL BEACH) This Cooperative Agreement for the Sal Beach /Los Alamitos Traffic Signal Agreement ( "Agreement ") is made and entered into this —0 f day of, 2008 by and between the City of Los Alamitos, a municipal corporation ( "Los Al mitos ") and the City of Seal Beach, a municipal corporation ( "Seal Beach "). Los Alamitos and Seal Beach are at times referred to individually as "Party" and collectively as "Parties" herein. WITNESSETH: Whereas, the Orange County Transportation Authority ( "OCTA ") has awarded to Los Alamitos a Signal Improvement Project ( "SIP ") grant in the amount of One Hundred and Ninety Thousand and Five Hundred and Fifty -Four Dollars ($190,554.00) ( "Funding ") to install fiber optic cable and controllers to connect the Seal Beach Boulevard signal system with the Los Alamitos Boulevard signal system ( "Project No. 03 -LSAL- SIP - 1177 "); and Whereas, Los Alamitos and Seal Beach propose to implement a multi - jurisdictional traffic signal coordination on Seal Beach Boulevard and Los Alamitos Boulevard ( "Improvements "), from Pacific Coast Highway to Cerritos Avenue. The Improvements are more specifically described in the attached Exhibit "A "; and Whereas, the Improvements will consist of design and construction of new Global Positioning Satellite ( "GPS ") time source receivers, wireless communication systems, controller cabinet upgrades and minor traffic signal modifications to improve traffic flow operations at twenty -three (23) signalized traffic signals along said limits; and Whereas, Los Alamitos and Seal Beach will submit a request to OCTA to change the scope of Project No. 03 -LSAL- SIP- 1177's to incorporate all Improvements shown on Exhibit A; and Whereas, Seal Beach will act as the lead agency for the Improvements. NOW, THEREFORE, in consideration of the promises and agreements herein contained, Los Alamitos and Seal Beach do hereby agree as follows: I. Los Alamitos agrees to: A. Designate and does hereby so designate Seal Beach as the lead agency for the purpose of accomplishing the Improvements as provided in Section II. B. Forward the Funding to Seal Beach within thirty (30) calendar days of the receipt of the Funding by Los Alamitos. C. Pay for one hundred percent (100 %) of any additional costs or expenses, in excess of the Funding, incurred by Seal Beach in connection with the Improvements within the boundaries of Los Alamitos. Any necessary change , orders for such additional costs or expenses shall be subject to the approval of Agreement w_ Los Alamitos re Trafic Signal improvements.DOC- 1 - • • Los Alamitos and Seal Beach in advance of any work to be performed. Seal Beach's City Engineer shall submit such change order requests, in writing, to Los Alamitos' City Engineer. Los Alamitos' City Engineer shall seek approval of the change order, as appropriate, and respond to Seal Beach's City Engineer in a timely manner. D. Maintain sufficient funds in the Los Alamitos's CIP for the Los Alamitos share of local match, which is currently estimated at $6,000. II. Seal Beach agrees to: A. Prepare or cause to be prepared all environmental documents, plans and specifications required in connection with the construction of the Improvements; to take bids and award a contract to a contractor ( "Contractor ") pursuant to its Charter and any applicable law; and to administer the contract to complete the Improvements. B. Require and obtain adequate insurance coverage from the Contractor that is acceptable to Los Alamitos and Seal Beach and that names Los Alamitos and Seal Beach as additional insureds. Additionally, Seal Beach will require contractors and sub- contractors to indemnify Los Alamitos and Seal Beach Pursuant to Seal Beach's standard indemnity provisions for public works contracts. Such indemnity shall survive this Agreement and any agreement between Seal Beach and the Contractor. C. Prepare periodic status reports for Los Alamitos detailing the costs associated with the Improvements. D Pay for one hundred percent (100 %) of any additional costs or expenses, in excess of the Funding, incurred in connection with the Improvements within Seal Beach's boundaries. E. Coordinate the Improvements with Caltrans and the County of Orange. F. Consult with Los Alamitos in the selection of a design engineer. G. Consult with Los Alamitos in the selection of a construction contractor. H Inform the Los Alamitos City Engineer if there is any indication, from the design engineer or the construction contractor, that the project expenses may exceed the project budget. III. Miscellaneous Provisions: A. All obligations of the Parties under this Agreement are contingent upon Los Alamitos both actually receiving the Funding and forwarding the Funding to Seal Beach. B. Seal Beach shall furnish a resident engineer to perform the usual functions of a resident engineer during construction. Los Alamitos, as a secondary agent, may, but is not obligated to, furnish its own respective resident engineer. The resident Agreement w_ Los Alamitos re Trafic Signal improvements.DOC- 2 - engineers shall cooperate and consult with each other and reach mutually agreed upon decisions with respect to the Improvements. C. Los Alamitos and Seal Beach shall cooperate to the fullest extent possible in seeing the Improvements to completion. D. This Agreement shall be effective on the date executed by the last Party signatory hereto, and shall supersede all prior agreements respecting the construction of the Improvements covered by this Agreement. D. 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 unposed 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. This indemnity language shall survive the termination /expiration of this Agreement. E. 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, authority or jurisdiction delegated to under this Agreement. This indemnity language shall survive the termination /expiration of this Agreement. F. This Agreement represents the entire understanding of the Parties hereto as to those matters contained herein, and no prior or oral understanding shall be any force or effect with ,regard to those matters covered by this Agreement. This Agreement may not be modified, altered or amended except in writing signed by both Parties. G. All notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective Parties may provide in writing for this purpose: City of Los Alamitos City of Seal Beach 3191 Katella Avenue 211 8 Street Los Alamitos, CA 90720 Seal Beach, CA 90740 Attn: City Engineer Attn: City Engineer Agreement w_ Los Alamitos re Trafic Signal improvements.DOC- 3 - H. This Agreement shall be construed in accordance with and governed by the laws of the State of California. Any lawsuit brought in connection with this Agreement shall be brought in the appropriate court in the County of Orange, California I. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect. J. The signatories hereto represent that they have been appropriately authorized to execute this Agreement on behalf of the Party for whom they sign. K. This Agreement may be signed in counterparts, each of which shall constitute an original and which collectively shall constitute one instrument. L. This Agreement shall terminate upon completion of the Improvements and -payment of final billing by Los Alamitos and Seal Beach for their respective share of the Improvements. M. If any legal action or other proceeding is brought in connection with this Agreement, the prevailing Party shall be entitled to recover reasonable attorneys' fees and other related costs, in addition to any other relief to which the Party is entitled. N. Neither Party shall transfer or assign their interests in this Agreement to a third - party without the written permission of the other Party. Any transfer or assignment without permission shall be of no effect. O. Upon completion of the Improvements each Party shall be responsible for the maintenance of the portion of the Improvements that are located within their respective jurisdiction. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement by and through their authorized officers on the date set forth below. CITY OF LOS. •∎. OS By: Mayor DATE OF EXECUTION: A 1.0 . 4.'- ..• /�: _ / City Clerk APPROVED AS TO FORM: C f orney 1 04- 07 -08 -XX -Los Al Blvd Traffic Signal Interconnect Coop Agmt with Seal Beach - Agreement.doc - 4 - CITY OF SEAL BEACH By: e Mayor DATE OF EXECUTION: ATTEST City Clerk APPROVED AS TO FORM: ,f y Attorney Agreement w_ Los Alamitos re Trafic Signal improvements.DOC- 5 -