HomeMy WebLinkAboutAGMT - OCTA (C-9-0631 SBB Bridge Widening) • •
1 AMENDMENT No. 1 to
2 COOPERATIVE AGREEMENT NO. C-9-0631
3 BETWEEN
4 ORANGE COUNTY TRANSPORTATION AUTHORITY
5 AND
6 CITY OF SEAL BEACH
7 THIS AMENDMENT NO. 1, is effective this 80 day of 4 , 2011, by and
8 between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange
9 California 92863-1584, a public corporation of the State of California (herein referred to as
10 "AUTHORITY") and the City of Seal Beach, 211 8th Street, Seal Beach, California 90740, a municipal
11 corporation duly organized and existing under the constitution and laws of the State of California (herein
12 referred to as "CITY").
13 RECITALS:
14 WHEREAS, the AUTHORITY, in cooperation and partnership with the California Department of
15 Transportation (herein referred to as "STATE") is proposing to implement capacity and operational
16 improvements on the San Diego Freeway (1-405) that will link High Occupancy Vehicle (HOV) lanes
17 with those on the Garden Grove Freeway (SR-22) and San Gabriel River Freeway (1-605) to create a
18 seamless HOV connection amongst the three freeways (herein referred to as "PROJECT"); and
19 WHEREAS, based on construction bid savings for the CITY IMPROVEMENTS, the
20 AUTHORITY will reimburse the CITY an amount not to exceed Five Hundred Thousand Dollars
21 ($500,000.00); and
22 WHEREAS, the CITY has changed the name of a street mentioned in this Agreement and
23 AUTHORITY desires to update the Agreement with the new name; and
24 WHEREAS, the AUTHORITY's Board of Directors approved this Amendment on June 13,
25 2011;
26 /
Page 1 of 4
. a • •
AMENDMENT NO. 1 TO
AGREEMENT NO. C-9-0631
1 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY that
2 Agreement No. C-9-0631 is hereby amended in the following particulars only:
3 1. Amend RECITALS, page 2 of 8, lines 1 and 2, to change "Beverly Manor Drive"to
4 "North Gate Road", per CITY's recent change of the street name.
5 2. Amend RECITALS, page 2 of 8, lines 4 to 12, to delete in their entirety and, in lieu
6 thereof, insert:
7 "WHEREAS, both parties hereto shall agree that final design and construction of CITY
8 IMPROVEMENTS shall be performed as part of the PROJECT. Furthermore, the CITY agrees to fund
9 its share of the cost of the CITY IMPROVEMENTS as defined herein in the amount of Six Million Six
10 Hundred Seventy Four Thousand Dollars ($6,674,000.00), which consists of One Million Three
11 Hundred Sixty Nine Thousand Seventeen Dollars ($1,369,017.00) in CITY funds and Five Million Three
12 Hundred and Four Thousand Nine Hundred Eighty Three Dollars ($5,304,983.00) in funds provided to
13 CITY by AUTHORITY under separate agreements. AUTHORITY agrees that the amount of
14 reimbursement may be adjusted by written amendment to this Agreement based upon the bid and
15 award of construction contract to the lowest responsible bidder for CITY IMPROVEMENTS; and"
16 3. Amend ARTICLE 2. RESPONSIBILITIES OF AUTHORITY, page 3 of 8, paragraph D,
17 to delete in its entirety and, in lieu thereof, insert:
18 "D. To prepare and submit to CITY a lump sum invoice in the amount of One Million Three
19 Hundred Sixty Nine Thousand Seventeen Dollars ($1,369,017.00)for a portion of the costs incurred or
20 to be incurred by AUTHORITY for design, right-of-way acquisition, construction and completion of
21 CITY IMPROVEMENTS. The remaining portion of the costs in the amount of Five Million Three
22 Hundred and Four Thousand Nine Hundred Eighty Three Dollars ($5,304,983.00) in AUTHORITY
23 awarded funds to the CITY, will be drawn down directly by the AUTHORITY.
24 4. Amend ARTICLE 3. RESPONSIBILITIES OF CITY, page 4 of 8, paragraph B, to delete
25 in its entirety and, in lieu thereof, insert:
26 "B. To Credit AUTHORITY, in accordance with ARTICLE 2, Section D, above, within thirty
Page 2 of 4
• •
AMENDMENT NO. 1 TO
AGREEMENT NO. C-9-0631
1 (30) days of receipt of invoice in the amount of One Million Three Hundred Sixty Nine Thousand
2 Seventeen Dollars ($1,369,017.00), for completion of CITY IMPROVEMTS by AUTHORITY and to
3 approve the AUTHORITY to directly draw down the amount of Five Million Three Hundred and Four
4 Thousand Nine Hundred Eighty Three Dollars ($5,304,983.00) in CITY funds awarded by the
5 AUTHORITY."
6 5. Amend ARTICLE 6. ADDITIONAL PROVISIONS, page 7 of 8, paragraph F, to delete
7 in its entirety and, in lieu thereof, insert:
8 To CITY: To AUTHORITY:
9 City of Seal Beach Orange County Transportation Authority
10 211 8th Street 550 South Main Street
11 Seal Beach, CA 90740 P.O. Box 14184
12 Orange, CA 92863-1584
13 Attention: Sean Crumby, P.E. Attention: Reem Hashem
14 Director of Public Works Principal Contract Administrator
15 cc: Kenneth Oh, Project Manager
16 Tel: 562-431-2527, ext. 1318 Tel: 714-560-5446
17 E-mail: scrumby @sealbeachca.gov E-mail: rhashem @octa.net
18 /
19 /
20 /
21 /
22 /
23 /
24 /
25 /
26 /
Page 3 of 4
AMENDMENT NO. 1 TO
AGREEMENT NO. C-9-0631
This Amendment shall be made effective upon execution by both parties.
2 IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to Agreement
3 No. C-9-0631 to be executed on the date first written above.
4 CITY OF SEAL BEACH ORANGE COUNTY TRANSPORTATION
AUTHORITY
5
6 By:S 1 $ l\• By: 10 CA 11-<eAktir+IN
7 '• ': .-EINKM Jill . Ingram Will Kempton
bkqmx City Manager Chief Executive Officer
8
9 ATTEST: APPROVED AS TO FORM:
10
11 B y Aki
AL i B
12 Linda Devine Kennard R. Smart, Jr.
City Clerk General Counsel
13
14 APPROVED AS TO FORM: APPROVAL RECOMMENDED:
1s
69-1/17-1
17 Quinn Barrow Ji T il, P.E.
City Attorney E cutive Director, Capital Programs
18
19 Dated: Dated: 8 2 Y /t
20
21
22
23
24
25
26
%.*/ Page 4 of 4
•
DBE N ) pu, 6 sh i S ✓)
1 COOPERATIVE AGREEMENT NO. C -9- 0631
2 BET)NEEN
3 ORANGE COUNTY TRANSPORTATION AUTHORITY
4 AND
5 CITY OF SEAL BEACH
6 THIS AGREEMENT, is made and entered into this day of VG--✓, 2009, by and between
7 the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange,
8 California 92863 -1584, a public corporation of the State of California (herein referred to as
9 "AUTHORITY "), and -the CITY OF SEAL BEACH, 211 8th Street, Seal Beach, California 90740, a
10 municipal corporation (herein referred to as "CITY ").
11 RECITALS:
12 WHEREAS, the AUTHORITY, in cooperation and partnership with the California Department of
13 Transportation (herein referred to as "STATE ") is proposing to implement capacity and operational
14 improvements on the San Diego Freeway (1 -405) that will Zink High Occupancy Vehicle (HOV) lanes
15 with those on the Garden Grove Freeway (SR -22) and San Gabriel River Freeway (1 -605) to create a
16 seamless HOV connection amongst the three freeways (herein referred to as "PROJECT "); and
17 WHEREAS, the PROJECT will add direct HOV bridge connectors, add an additional HOV lane
18 in each direction on 1-405 between SR -22, extend HOV lanes on SR -22 to 1 -405, extend HOV lanes on
19 1 -605 to 1-405, demolish and reconstruct over - crossings, reconstruct on -ramps and off - ramps, and other
20 improvements; and
21 WHEREAS, the existing Seal Beach Boulevard bridge over - crossing, see Exhibit A, will need to
22 be demolished and reconstructed to accommodate the widening of 1-405 to add the aforementioned
23 additional HOV lanes; and
24 WHEREAS, the CITY, as part of the PROJECT, desires to widen the Seal Beach Boulevard
25 bridge over - crossing from two lanes in each direction to three lanes in each direction plus an auxiliary
26 lane in the NB direction from the southbound Interstate 405 off -ramp to the northbound Interstate 405
Page 1 of 8
• COOPERA. AGREEMENT NO. C -9 -0631
1 on -ramp, with the project limits extending from the intersection of Seal Beach Boulevard /Beverly Manor
2 Drive to the intersection of Seal Beach Boulevard /Old Ranch Parkway, as described in Exhibit B (herein
3 referred to as CITY IMPROVEMENTS); and
4 WHEREAS, both parties hereto agree that final design and construction of the CITY
5 IMPROVEMENTS shall be performed as part of the PROJECT. Furthermore, the CITY agrees to fund
6 its share of the cost of the CITY IMPROVEMENTS as defined herein in the amount of Seven Million
7 One Hundred Seventy Four Thousand Dollars ($7,174,000), which consists of One Million Eight
8 Hundred Sixty Nine Thousand and Seventeen Dollars ($1,869,017) in CITY funds and Five Million
9 Three Hundred and Four Thousand, Nine Hundred and Eighty Three Dollars ($5,304,983) in funds
10 provided to CITY by AUTHORITY under separate agreements. AUTHORITY agrees that the amount of
11 reimbursement may be adjusted by written amendment to this Agreement based upon the bid and
12 award of construction contract to the lowest responsible bidder for CITY IMPROVEMENTS; and
13 WHEREAS, the CITY acknowledges that the purpose of the CITY IMPROVEMENTS is
14 consistent with and in furtherance of the CITY's adopted plans and policies, recognizes that it has a
15 beneficial or legal interest in the CITY IMPROVEMENTS and its concomitant parts, and acknowledges
16 that the CITY IMPROVEMENTS constitute a government project for the benefit of the residents of the
17 CITY and the persons who use CITY streets and public rights -of -way; and
18 WHEREAS, this Cooperative Agreement defines the specific terms, conditions and funding
19 responsibilities between the AUTHORITY and CITY for the completion of CITY IMPROVEMENTS.
20 NOW, THEREFORE, it is mutually understood and agreed by the AUTHORITY and the CITY
21 as follows: -
22 ARTICLE 1. COMPLETE AGREEMENT
23 This Agreement, including all exhibits and documents incorporated herein and made. applicable
24 by reference, constitutes the complete and exclusive statement of the terms and conditions of the
25 Agreement between the AUTHORITY and the CITY and supersedes all prior representations,
26 understandings and communications. The invalidity in whole or in part of any term or condition of this
Page2of8
• COOPERA. AGREEMENT NO. C -9 -0631
•
1 Agreement shall not affect the validity of other terms or conditions.
2 ARTICLE 2. RESPONSIBILITES OF AUTHORITY
3 AUTHORITY agrees to the following responsibilities for the PROJECT and the CITY
4 IMPROVEMENTS:
5 A. To include in the PROJECT the herein described CITY IMPROVEMENTS and to
6 construct and complete, or cause to be constructed and completed, the PROJECT and the CITY
7 IMPROVEMENTS.
8 B. To act as the lead agency during design of CITY IMPROVEMENTS and oversee
9 STATE's construction of CITY IMPROVEMENTS. To ensure compliance with all terms and conditions
10 set forth in any applicable local, state, federal regulations, which govern the performance of work
11 necessary to complete CITY IMPROVEMENTS.
12 C. To conduct all of its activities in association with CITY IMPROVEMENTS in a good and
13 competent manner and in compliance with all applicable federal, state and local rules and regulations.
14 D. To prepare and submit to CITY a lump sum invoice in the amount of One Million Eight
15 Hundred Sixty Nine Thousand and Seventeen Dollars ($1,869,017) for a portion of the costs incurred or
16 to be incurred by AUTHORITY for design, right -of -way acquisition, construction and completion of CITY
17 IMPROVEMENTS. The remaining portion of the costs in the amount of Five Million Three Hundred and
18 Four Thousand, Nine Hundred and Eighty Three Dollars ($5,304,983) in Authority awarded funds to the
19 City, will be drawn down directly by the Authority.
20 E. To provide all staff, employees, agents, consultants and contractors deemed necessary
21 and appropriate by AUTHORITY to manage, administer, coordinate, and oversee final engineering
22 design and construction of PROJECT and CITY IMPROVEMENTS.
23 F. To be responsible for any right -of -way acquisition deemed necessary and appropriate by
24 AUTHORITY for PROJECT and CITY IMPROVEMENTS, and certification for PROJECT.
25 G. To monitor the activities of all AUTHORITY staff, agents, contractors, consultants and
26 employees to ensure that all such staff, agents, contractors, consultants and employees comply with
Page3of8
COOPERAIIE AGREEMENT NO. C -9 -0631
1 the approved PROJECT schedule, quality, and budget goals.
2 H. To require AUTHORITY's contractor to obtain permits and receive approval for design
3 and construction from CITY for any work done within the jurisdictional boundaries of CITY. Design and
4 construction work within the jurisdictional boundaries of CITY will conform to applicable CITY standards,
5 as determined by CITY's Director of Public Works /City Engineer.
6 ARTICLE 3. RESPONSIBILITIES OF CITY
7 CITY agrees to the following responsibilities:
8 A. To collaborate with AUTHORITY staff, its consultants, employees, agents, and
9 contractors during design and construction of PROJECT, and to' issue permits at no. cost to Authority or
10 its contractor.
11 B. To credit AUTHORITY, in accordance with ARTICLE 2, Section D, above, within thirty
12 (30) days of receipt of invoice in the amount of One Million Eight Hundred Sixty Nine Thousand and
13 Seventeen Dollars ($1,869,017), for completion of CITY IMPROVEMENTS by AUTHORITY and to
14 approve the Authority to directly draw down the amount of Five Million Three Hundred and Four
15 Thousand, Nine Hundred and Eighty Three Dollars ($5,304,983) in City funds awarded by the Authority.
16 C. Upon request from the AUTHORITY, the CITY shall use its best efforts to cause each
17 public utility to rearrange or relocate its public utility facilities that may be determined by AUTHORITY
18 and CITY to conflict with CITY IMPROVEMENTS. The CITY hereby agrees to exercise and invoke its
19 rights under any applicable state franchise laws or under any applicable local franchise issued or
20 provided by CITY to effectuate such rearrangement or relocation at the expense of the affected public.
21 utility as necessary to conform to the CITY IMPROVEMENTS. The CITY shall cooperate with
22 AUTHORITY and provide all appropriate and necessary support to achieve this result. In the event the
23 public utility fails to make the rearrangement or relocation or fails to agree to make the rearrangement
24 or relocation in a timely manner, CITY shall assign its rights under the Agreement to permit
25 AUTHORITY to cause the rearrangement or realignment in a timely manner. The CITY shall cooperate
26 and provide assistance to AUTHORITY as needed, and shall join with AUTHORITY as a party in the
Page4of8
•
COOPERA, AGREEMENT NO. C -9 -0631
1 prosecution or defense of CITY and AUTHORITY's respective rights under the laws of the State of
2 California to cause such rearrangements and relocations. In the event a public utility is not subject to a
3 state or local franchise and the public utility is entitled under the laws of the State of California to be
4 reimbursed or paid for the cost of relocation of such public utility, the AUTHORITY shall be responsible
5 for all costs incurred, if any, including the design, construction and costs of any interest in land that may
6 need to be acquired to accommodate such rearrangement or relocation. Wherever possible, any
7 relocation of a public utility shall be made to an area covered by a state franchise or local franchise.
8 ARTICLE 4. AUDIT AND INSPECTION
9 AUTHORITY and CITY shall maintain a complete set of records in accordance with generally accepted
10 accounting principles. Upon reasonable notice, AUTHORITY shall permit the authorized
11 representatives of the CITY to inspect and audit all work, materials, payroll, books, accounts, and other
12 data and records of AUTHORITY for a period of four (4) years after final payment, or until any on -going
13 audit is completed. For purposes of audit, the date of completion of this Agreement shall be the date of
14 CITY's payment of AUTHORITY's final billing (so noted on the invoice) under this Agreement.
15 AUTHORITY and CITY shall have the right to reproduce any such books, records, and accounts. The
16 above provision with respect to audits shall extend to and /or be included in contracts with
17 AUTHORITY's contractor.
18 ARTICLE 5. INDEMNIFICATION AND INSURANCE
19 A. AUTHORITY shall defend, indemnify and hold harmless the CITY, its officers, agents,
20 elected officials, and employees, from all liability, claims, losses and demands, including defense costs
21 and reasonable attorneys' fees, whether resulting from court action or otherwise, arising out of the acts
22 or omissions of AUTHORITY, its officers, agents, or employees, in the performance of the Agreement,
23 excepting acts or omissions directed by the CITY, its officers, agents, or employees, acting within the
24 scope of their employment, for which the CITY agrees to defend and indemnify AUTHORITY in a like
25 manner. This indemnity shall survive even after the termination of this Agreement.
26 B. CITY shall defend, indemnify and hold harmless the AUTHORITY, its officers, agents,
Page 5 of 8
• COOPERAS AGREEMENT NO. C -9 -0631
1 elected officials, and employees, from all liability, claims, losses and demands, including defense costs
2 and reasonable attorneys' fees, whether resulting from court action or otherwise, arising out of the acts
3 or omissions of CITY, its officers, agents, or employees, in the performance of the Agreement,
4 excepting acts or omissions directed by the AUTHORITY, its officers, agents, or employees, acting
5 within the scope of their employment, for which the AUTHORITY agrees to defend and indemnify CITY
6 in a like manner. This indemnity shall survive even after the termination of this Agreement
7 ARTICLE 6. ADDITIONAL PROVISIONS
8 A. This Agreement shall continue in full force and effect through final acceptance of CITY
9 IMPROVEMENTS by AUTHORITY or November 1, 2014, whichever is later. This Agreement may be
10 extended upon mutual agreement by both parties.
11 B. The cost borne by the CITY represents agreed upon actual costs for CITY
12 IMPROVEMENTS.
13 C. This Agreement may be amended in writing at any time by the mutual consent of both
14 parties. No amendment shall have any force or effect unless executed in writing by both parties.
15 D. The persons executing this Agreement on behalf of the parties hereto warrant that they
16 are duly authorized to execute this Agreement on behalf of said parties and that, by so executing this
17 Agreement, the parties hereto are formally bound to the provisions of this Agreement.
18 E. The AUTHORITY and the CITY shall comply with all applicable federal, state, and local
19 laws, statues, ordinances, and regulations of any governmental authority having jurisdiction over
20 PROJECT and /or CITY IMPROVEMENTS.
21 F. Notification and mailing address:
22 Any notices, requests, or demands made between the parties pursuant to this Agreement are to
23 be directed as follows:
24 /
25 /
26 /
Page 6 of 8
• COOPERAS AGREEMENT NO. C -9 -0631
1 To CITY: To AUTHORITY:
2 City of Seal Beach Orange County Transportation Authority
3 211 8 Street 550 South Main Street
4 , Seal Beach, CA 90740 P. O. Box 14184
5 Orange, CA 92863 -1584
6 Attention: Vince Mastrosimone Attention: Reem Hashem
7 Director of Public Works Principal Contract Administrator
8 562 - 431 -2527 714- 560 -5446
9
10 G. The headings of all sections of this Agreement are inserted solely for the convenience of
11 reference and are not part of and not intended to govern, limit or aid in the construction or interpretation
12 of any terms or provision thereof.
13 H. The provision of this Agreement shall bind and inure to the benefit of each of the parties
14 hereto and all successors or assigns of the parties hereto.
15 I. If any term, provision, covenant or condition of this Agreement is held to be invalid, void
16 or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the remainder to this
17 Agreement shall not be affected thereby, and each term, provision, covenant or condition of this
18 Agreement shall be valid and enforceable to the fullest extent permitted by law.
19 J. This Agreement may be executed and delivered in any number of counterparts, each of
20 which, when executed and delivered shall be deemed an original and all of which together shall
21 constitute the same agreement. Facsimile signatures will not be permitted.
22 /
23 /
24 /
25 /
26 /
Page7of8
• COOPERAO AGREEMENT NO. C -9 -0631
1 This Agreement shall be made effective upon execution by both parties.
2 IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C -9 -0631 to be
3 executed on the date first above written.
4 CITY OF SEAL BEACH ORANGE COUNTY TRANSPORTATION AUTHORITY
5
• .r
6 By: �li�, /. ' / '' By: di 140001
7 Gordon Shanks Will Kempton
Mayor Chief Executive Officer
8
9 ATTEST: APPROVED AS TO FORM:
11
By: / yLA, 1--OW / By: (^ �
Linda Devine Kennard R. Smart, Jr.
12 City Clerk General Counsel
13
14 APPROVED AS TO FORM: APPROVAL RECO MENDED:
15
16 By: 0391
17 Quinn Barrow Kia Mortazavi
City Attorney Executive Direct evelopment
18
19 Dated: Dated: to / 9
20
21
22
23
24
25
26
Page 8 of 8
• •
EXHIBIT B
SCOPE OF WORK
SEAL BEACH BOULEVARD OVER - CROSSING WIDENING
The work consists of the following:
• Widen Seal Beach Boulevard Over - crossing to accommodate an additional lane in each direction
plus a northbound (NB) auxiliary lane for 1 -405 southbound (SB) off -ramp traffic and 1-405 NB on-
ramp traffic, for a total of seven (7) lanes of traffic and a striped median.
• Widen NB and SB Seal Beach Boulevard to three lanes of traffic and add a NB auxiliary lane north
of the Seal Beach Boulevard Over - crossing and south of Old Ranch Parkway.
• Widen NB and SB Seal Beach Boulevard to three lanes of traffic and add a NB auxiliary lane north
of Beverly Manor Drive and south of the Seal Beach Boulevard Over - crossing.
• Improve the curb return at the north -west corner of the intersection at Seal Beach
Boulevard /Beverly Manor Drive.
• Provide pavement overlay north of the intersection at Seal Beach Boulevard /Beverly Manor Drive.
• Provide pavement overlay and improve the curb returns at the intersection at Seal Beach
Boulevard /Old Ranch Parkway.
• Widen NB Seal Beach Boulevard north of Old Ranch Parkway for a distance of 150 feet to
accommodate three lanes of traffic.
COOPERA AGRE EMENT N O . C- 9-0631
E XHIBIT A
SEAL BEACH BOULEVARD OVER - CROSSING WIDENING
nag r F "u B, r c � r : ' �z � :. 'a +` �d
P .T. ? ,.. ESE : : S w 0, A . d zr., x ..S .y.a? .t a. h ,8 v'
z
E - • Pro L . '.. .i,,, „ . ye t, i a.c �a , - B ,' `om A +n n.
... F � 5a.r.. �n��r � iiBa, �y '- 4 ; � °'�.� `"�' � ? • f , ' /' �, �1 "-E
' v as ,
,a
Si ' r^ 3 ', d b 9. M'. [ s •
i
k ° � � �,Y4AFY �6
pp c N a
It
m � b 7 t � ..S 5 S f A S V ` T. � , `:
t �r� � { .ffiry � vs3 �' �
a , �, z
lk:...., i 1 ' E d' ° i
d � �l
z i s r a' j C s�:r� y, .. � .� ..
1 s 33 , a �4 -a 4>
o-
a °h rr I.,..-00" ! , ' a i � � " ?P , ':''''':,Tee T .. . .'. '' ^s3' -: ,' r :.P �.. vit. , , ..4. 1 .1 4 „. #
'Ed a . �..- �«�,»*'' 7 , . ry rya r s k " � �
�s a I
' ' ` x :� . 8
Exhibit A