HomeMy WebLinkAboutAGMT - OCTA (C-8-0385 GO LOCAL) •
1 COOPERATIVE AGREEMENT NO. C -8 -0385
2 BETWEEN
3 ORANGE COUNTY TRANSPORTATION AUTHORITY
4 AND
5 CITY OF SEAL BEACH
6 FOR
7 CITY INITIATED TRANSIT EXTENSIONS TO METROLINK
8 THIS AGREEMENT is made and entered into this 3 day of ' c_-
9 2008, by and between the Orange County Transportation Authority, 550 South Main Street, P.O.
10 Box 14184, Orange, California 92863 -1584, a public corporation of the State of California
11 (hereinafter referred to as "AUTHORITY "), acting on behalf of the Orange County Local
12 Transportation Authority, and the City of Seal Beach, 211 8th Street, Seal Beach, California, 90740, a
13 municipal corporation and charter city duly organized and existing under the constitution and laws of
14 the State of California (hereinafter referred to as "CITY ").
15 RECITALS:
16 WHEREAS, AUTHORITY considers its railroad lines linking Los Angeles and San Diego
17 Counties and the Inland Empire to be the core of Orange County's future rail transit system; and
18 WHEREAS, CITY and AUTHORITY wish to work as partners to develop a community -based
19 transit vision that increases use of Metrolink by Seal Beach residents, visitors, and /or employees;
20 and
21 WHEREAS, the funds allocated through this program must comply with the 1990 Measure M
22 ordinance which states in part that the intent is to provide matching funds to encourage development
23 of extensions to major activity centers and providing access between the primary rail system and
24 employment centers; and
25 WHEREAS, CITY is encouraged to enter into written agreements with other cities to
26 collaborate in some or all facets of a planning and needs assessment to support this vision; and
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• AGREEMENT C -8 -0385
1 WHEREAS, Measure M funds have been designated for cities to study ways to accomplish
2 this; and
3 WHEREAS, CITY will develop a proposed Project Concept (further defined hereunder) which
4 will factor in, among other elements, community interests and desires; and
5 WHEREAS, the AUTHORITY's Board of Directors on February 27, 2006, allocated Measure
6 M funds to a program designed to enable cities that wish to develop a local transit vision including
7 defined enhancements and transit extensions to Metrolink that work best with their local
8 community's short and long -term priorities (hereinafter referred to as "GO LOCAL Step 1"); and
9 WHEREAS, CITY has completed the GO LOCAL Step 1 Project Concept form, and
10 AUTHORITY has found such concept acceptable; and
11 WHEREAS, CITY, upon AUTHORITY's execution of this Agreement, will pursue the Project
12 Concept; and
13 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as
14 follows:
15 ARTICLE 1. COMPLETE AGREEMENT -
16 This Agreement, including all exhibits and documents incorporated herein and made
17 applicable by reference, constitutes the complete and exclusive statement of the terms and
18 conditions of the agreement between AUTHORITY and CITY concerning the GO LOCAL Step 1
19 work and supersedes all prior representations, understandings and communications between the
20 parties. The invalidity in whole or part of any term or condition of this Agreement shall not affect the
21 validity of the other terms or conditions.
22 ARTICLE 2. SCOPE
23 A. This Agreement specifies the procedures that AUTHORITY and CITY will follow in
24 connection with the GO LOCAL Step 1 work to be performed. CITY agrees to provide all services
25 identified in Project Concept, identified herein as Exhibit A to this Agreement. Both AUTHORITY
26 /
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AGREEMENT C -8 -0385
1 and CITY agree that each will cooperate and coordinate with the other in all activities covered by this
2 Agreement and any other supplemental agreements.
3 B. AUTHORITY's failure to insist upon CITY's performance of any terms or conditions of
4 this Agreement shall not be construed as a waiver or relinquishment of AUTHORITY's right to such
5 performance or to future performance of such terms or conditions and CITY's obligation in respect to
6 performance shall continue in full force and effect.
7 C. Changes to any portion of this Agreement shall not be binding upon AUTHORITY
8 unless confirmed in writing by an authorized representative of AUTHORITY by way of a written
9 amendment to this Agreement and issued in accordance with the provisions of this Agreement.
w ARTICLE 3. RESPONSIBILITES OF AUTHORITY
ii AUTHORITY agrees to the following responsibilities for the GO LOCAL Step 1 work:
12 A. Payment- AUTHORITY shall pay CITY the amount identified in Article 5. PAYMENT,
13 for the GO LOCAL Step 1 work within 30 days of receipt of acceptable invoice. Funds will not be
14 distributed to CITY if AUTHORITY has not accepted CITY's Project Concept. CITY may resubmit an
15 amended Project Concept for review by AUTHORITY: AUTHORITY has the sole and exclusive right
16 to accept or reject any Project Concept.
17 B. Should CITY not complete the services identified in Exhibit A, or does not meet the
18 terms and conditions of this Agreement, the CITY will return to AUTHORITY all monies funded to the
19 CITY within sixty (60) days of AUTHORITY's written demand.
20 C. Additional Funding Funding beyond what has been identified in Article 5.
21 PAYMENT, shall be pursuant to a competitive process for projects initiated by AUTHORITY at a
22 date to be determined. AUTHORITY does not guarantee that CITY will be selected to advance to
23 the any future step in the GO LOCAL process.
24 /
25 /
26 /
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• AGREEMENT C -8 -0385
1 ARTICLE 4. RESPONSIBILITIES OF CITY
2 CITY agrees to the following responsibilities for GO LOCAL Step 1 work:
3 A. Lead Agency- CITY will act as the lead agency for the GO LOCAL Step 1 work.
4 However, CITY may designate pursuant to a written partnership letter of agreement that another city
5 participating in the GO LOCAL program is serving as lead agency. AUTHORITY shall be provided a
6 copy of this letter within ten (10) days after the agreement has been executed.
7 B. Third Party Partnerships- CITY is encouraged to collaborate with and enter into written
8 agreements with adjacent cities to advance the project consistent with the Project Concept. CITY shall
9 deliver to AUTHORITY a copy of each executed agreement within ten (10) days of execution.
10 C. Project Reporting- Within six months from the receipt of funds, CITY shall submit to
11 AUTHORITY a progress report similar to that detailed in Exhibit B, entitled "GO LOCAL Initial
12 Progress Report," attached to and, by this reference, incorporated in and made part of this
13 Agreement. CITY shall be required to produce a final written report of its findings,
14 recommendations, and next steps according to a mutually agreed upon date, but no later than the
is completion date of this Agreement. The Final Report - will include the elements described in- Exhibit
16 C, entitled "GO LOCAL Project Concept Final Report Outline." Exhibit C is attached to and, by this
17 reference, incorporated in and made part of this Agreement.
18 D. Use Of Funding CITY shall use funding provided by AUTHORITY exclusively for the
19 services identified in Exhibit A. All funding released to CITY shall be spent in accordance with Local
20 Transportation Ordinance Number 2: The Revised Orange County Traffic Improvement and Growth
21 Management Ordinance. If CITY fails to develop and /or pursue the Project Concept in accordance
22 with said Ordinance, or the CITY uses the Funds to support or facilitate acquisition of property
23 through eminent domain or as matching funds to implement land development, all monies funded to
24 the CITY shall be returned to AUTHORITY within sixty (60) days of AUTHORITY's written demand.
25 AUTHORITY shall have sole discretion in determining whether the Project Concept has been
26 developed and /or pursued in accordance with said Ordinance. AUTHORITY may terminate this
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AGREEMENT C -8 -0385
1 Agreement, in whole or part, if the AUTHORITY determines in its sole discretion that CITY has
2 utilized funds in a manner leading to use of eminent domain powers. Upon AUTHORITY's
3 determination and written request, CITY shall return all monies in accordance with this Article.
4 E. Third Party Work- CITY shall deliver to AUTHORITY a copy of each executed
5 agreement and scope of work for services to be performed by third parties in fulfillment of the Project
6 Concept within thirty (30) days after the agreement has been executed.
7 F. Conduct- CITY shall conduct all of its activities in association with GO LOCAL Step 1
8 in a good and competent and professional manner and in compliance with all applicable federal,
9 state and local rules and regulations.
10 G. Modeling —CITY shall utilize existing AUTHORITY modeling results to ensure that
11 project results are compatible with AUTHORITY planning efforts. AUTHORITY shall make modeling
12 available.
13 ARTICLE 5. PAYMENT
14 A. For CITY's full and complete performance of its obligations under this Agreement and
15 subject to the maximum cumulative payment obligation provisions set - -forth in this Agreement - -- --
16 AUTHORITY shall pay CITY the not to exceed lump sum amount of One Hundred Thousand Dollars
17 ($100,000.00) within thirty (30) days after execution of this Agreement and upon receipt of
18 acceptable invoice.
19 B. As a supplement to the Final Report, CITY shall submit to AUTHORITY a Project
20 Expenditures Certification, as detailed in Exhibit D, which is attached to this Agreement, and
21 incorporated by reference, for work performed under this Agreement. The Certification shall include,
22 but not be limited to, period of performance, actual expenses; classification, hours and rates of in-
23 house personnel, vendors, contractors, for work performed exclusively for the GO LOCAL Step 1
24 phase. Additionally, CITY may be required to submit this information to the AUTHORITY at any time
25 during the performance of this Agreement. CITY will be required to submit to AUTHORITY all
26 information requested within thirty (30) days from AUTHORITY's request.
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• AGREEMENT C -8 -0385
1 ARTICLE 6. MAXIMUM OBLIGATION
2 Notwithstanding any provisions of this Agreement to the contrary, AUTHORITY and CITY
3 agree that AUTHORITY's maximum cumulative payment obligation hereunder (including CITY's
4 direct and indirect costs) shall be One Hundred Thousand Dollars ($100,000.00) which shall include
5 all amounts payable incurred solely for the purposes of the GO LOCAL Step 1 work.
6 ARTICLE 7. AUDIT AND INSPECTION
7 CITY shall maintain a complete set of records in accordance with generally accepted
8 accounting principles and in accordance with Local Transportation Ordinance Number 2: The
9 Revised Traffic Improvement and Growth Management Ordinance. The original records shall be
io maintained within the CITY limits. Upon reasonable notice, CITY shall permit the authorized
11 representatives of the AUTHORITY to inspect and audit all work, materials, payroll, books, accounts
12 and other data and records of CITY for a period of not less than four (4) years after final payment, or
13 until any on -going audit is completed whichever is longer. For purposes of audit, the date of
14 completion of this Agreement shall be the date of AUTHORITY's payment for CITY's final billing (so
is _- noted .on -the invoice) under this Agreement. AUTHORITY shall also have the right to reproduce any -
16 documents related to this Agreement by whatever means necessary.
17 ARTICLE 8. INDEMNIFICATION
18 Each Party shall indemnify, defend and hold harmless the other Party, its officers, directors,
19 employees and agents from and against any and all claims (including attorney's fees and reasonable
20 expenses for litigation or settlement) for any loss or damages, bodily injuries, including death,
21 worker's compensation subrogation claims, damage to or loss of use of property caused by the
22 negligent acts, omissions or willful misconduct by the Parties, its officers, directors, employees or
23 agents in connection with or arising out of the performance of this Agreement.
24 ARTICLE 9. ADDITIONAL PROVISIONS:
25 The AUTHORITY and CITY agree to the following mutual responsibilities:
26 /
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AGREEMENT C -8 -0385
1 A. Term for Funding- AUTHORITY and CITY shall execute a Cooperative Agreement on
2 or before March 1, 2008 for Step 1 funds.
3 B. Term of Agreement- This Agreement shall continue in full force and effect through
4 June 30, 2008, unless terminated by mutual written consent by both Parties. The term of this
5 Agreement may only be extended upon mutual written agreement by both Parties.
6 C. Termination- The AUTHORITY may terminate this Agreement for its convenience any
7 time, in whole or part, by giving CITY written notice thereof.
8 D. Modifications- This Agreement may be amended in writing at any time by the mutual
9 consent of both Parties. No amendment shall have any force or effect unless executed in writing by
10 both AUTHORITY and CITY.
11 E. Legal Authority- AUTHORITY and CITY hereto warrant that they are duly authorized
12 to execute this Agreement on behalf of said Parties and that, by so executing this Agreement, the
13 Parties hereto are formally bound to the provisions of this Agreement.
14 F. Notices- Any notices, requests or demands made between the parties pursuant to
15 this Agreement are to be directed as followed: -- -
16 To CITY: To AUTHORITY:
17 City of Seal Beach Orange County Transportation Authority
18 211 8 Street 550 South Main Street
19 / P. O. Box 14184
20 Seal Beach, CA 90740 Orange, CA 92863 -1584
21 ATTENTION: Vince Mastrosimone ATTENTION: Kathy Peale
22 Public Works Director Senior Contract Administrator
23 (562/431 - 25278) (714/560- 5609); kpeale @octa.net
24 vmastrosimone @ci.seal - beach.ca.us c: Kia Mortazavi, Executive Director,
25 / Development Division
26 /
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AGREEMENT C -8 -0385
1 G. Severability- If any term, provision, covenant or condition of this Agreement is held to
2 be invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the
3 remainder to this Agreement shall not be affected thereby, and each term, provision, covenant or
4 condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
5 H. Counterparts of Agreement- This Agreement may be executed and delivered in any
6 number of counterparts, each of which, when executed and delivered shall be deemed an original
7 and all of which together shall constitute the same agreement. Facsimile signatures will be
8 permitted.
9 I. Force Majeure- Either Party shall be excused from performing its obligations under this
10 Agreement during the time and to the extent that it is prevented from performing by an unforeseeable
11 cause beyond its control, including but not limited to: any incidence of fire, flood; acts of God;
12 commandeering of material, products, plants or facilities by the federal, state or local government;
13 national fuel shortage; or a material act or omission by the other party; when satisfactory evidence of
14 such cause is presented to the other Party, and provided further that such nonperformance is
15 - unforeseeable, beyond the control and is not due to the fault or- negligence of the Party not performing. -
16 J. Assignment- Neither this Agreement, nor any of a Party's rights, obligations, duties, or
17 authority hereunder may be assigned in whole or in part by either Party without the prior written consent
18 of the other Party. Any such attempt of assignment shall be deemed void and of no force and effect.
19 Consent to one assignment shall not be deemed consent to any subsequent assignment, nor the
20 waiver of any right to consent to such subsequent assignment.
21 K. Obligations Comply with Law- Nothing herein shall be deemed nor construed to
22 authorize or require any Party to issue bonds, notes or other evidences of indebtedness under terms, in
23 amounts, or for purposes other than as authorized by local, State or Federal law.
24 L. Governing Law- The laws of the State of California and applicable Federal, State, local
25 laws, regulations and guidelines shall govern hereunder.
26 /
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AGREEMENT C -8 -0385
1 laws, regulations and guidelines shall govern hereunder.
2 /
3 This Agreement shall be made effective upon execution by both parties.
4 IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C -8 -0385 to be
5 executed on the date first above written.
6 CITY OF. SEAL BEACH 0 ' GE COUNTY RANSPORTATION AUTHORITY
7 By: By: Ye
David Carmany Arthur T. ilk by
8 City Manager Chief Executive Officer
9
10 ATTEST: APPROVAL - • END a:
11 BY:
_L .1�1Lt/L.' B B. �� '��d'% �
12 Linda Devine •
Kia Mortazavi, :} utive Director
City Clerk Development Division
13
14 APPROVED: APPROVED AS TO FORM:
15
16 By By: 6-^74212 A
17 Quinn M. Barrow Kennard R. Smart, Jr.
City Attorney General Counsel
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AGREEMENT C-8-0385
EXHIBIT A
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PROJECT CONCEPT
To qualify for funds your city project must focus on assessing ways to provide transit
connections to Metrolink. Complete the Project Concept, and return with the Cooperative
Agreement.
A. Study Type
Project Concept assessments can cover or study any of the following topics. Please review
the descriptions below and indicate the type of analysis you expect to perform by placing
an (x) next to one (or more) of the following:
x Needs Assessments
What are the transit needs? Identify populations, congestion areas, etc.
x Coordinating Transit and Land Use
How can a transit project support your city's land use planning policies/projects and
vice versa?
x Route Planning
Existing data has identified activity centers, populations or congestion hot spots
which warrant transit service. What are possible routes and types of transit?
x Public policy/public support
Does the community support transit as evidenced by land use designations and the
commitment of local stakeholders?
x Project Concepts
Does the city have one or more general transit concepts which it would like to
explore more fully in a detailed technical analysis?
x Make your own case
Is there a concept that addresses a need in your city that you would like the Board of
Directors to consider? Is this need consistent with the Measure M requirements that
funds be spent on transit-related purposes to extend the reach of Metrolink?
B. Project Overview
Introduction
The Cities of Los Alamitos and Seal Beach have elected to partner to study use and access
to Metrolink
Opinion Survey
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It is proposed to study the use of a rubber-tire, mixed-flow local circulator by both residents
and employees of each city. Due to staff resource constraints, it is proposed to retain a
consultant to conduct the survey and prepare the report described below. Through a
consultant, the Cities will survey a statistically valid number of survey respondents to obtain
information about:
• Local transportation issues;
• Current travel patterns, mode choice and use of transit including:
- Use of Metrolink (employees and residents)
- Use of the Metro Blue Line (employees and residents)
- Use of the Metro Green Line (employees and residents)
- Use of fixed route bus services including BRT
• Most likely origins (employees) and destinations (residents) / local and regional
activity centers;
• Reasons for or impediments to using public transportation modes; and
• Potential service improvements/desirability of various possible enhancements to
encourage usage and/or affect travel behavior and mode choice.
Surveys will be administered to households (in Los Alamitos and Seal Beach) as well as a
select number of employees. It is proposed to provide an incentive (a drawing for gift
certificates) to enhance the survey response rate in both communities (recognizing the
success of this strategy in another Orange County city), using gift certificates from local
restaurants.
Needs Assessment Report
In addition to the survey research the proposed project concept for the two cities will
include complementary Needs Assessment tasks including a community demographic
profile and a profile of existing transit services. This will be a concise report which will
articulate the community's "transit vision" for the two cities to connect the cities to Metrolink
stations. Further, based on the research and analysis, opportunities and conceptual
alternatives will be identified and evaluated. These may include:
• Potential transit station site selection and analysis, looking at the advantages of one
larger transit center serving both communities versus two smaller ones;
• Opportunities for Park and Ride with shuttle services to Metrolink
• Community circulator bus services providing connectivity to Metrolink, BRT,
employment centers or other activity centers/destinations in Los Alamitos and/or
Seal Beach.
This information will be used to formulate a public transit strategy report to: (a) best meet
the transportation and mobility needs of residents and employees in the two city area; and
(b) to improve access to and from both Metrolink The transit vision for each community will
be outlined in a brief report, and preliminary cost estimates (capital and long term
operations and maintenance) will be provided. Maps depicting potential shuttle routes and
a potential transit center will also be included. The financial analysis will also include a
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commentary on potential cost savings for OCTA. The report shall address traffic
congestion relief, compatibility of land uses, and cost effectiveness of the consultant's
recommendations. The report shall also outline a project schedule, assuming a Step Two
allocation from OCTA.
Two Community Workshops (one in Los Alamitos and one in Seal Beach) shall be
conducted, and the consultant will provide one presentation to each City Council. The
consultant shall also provide a presentation to the City of Los Alamitos Traffic Commission.
The Cities will provide a completed Step 1 report including an application for Step 2 funding
for the implementation of a recommended strategy, by the end of June 2008. Below is a
timeline for the project:
• February 2008 Cooperative Agreements to Cities and OCTA
• March 2008 Conduct Opinion Survey
• April 2008 Present Results of Opinion Survey to Cities
• April 2008 Conduct Community Workshops
• May 2008 Draft Report Presented to Traffic Commission (Los Al.)
• June 2008 Reports Presented to City Councils
• Final Report to OCTA June 30, 2008
C. Partners
Please attach any letters of agreements, which identify other jurisdictions participating in
this Project Concept, and your respective roles (see Checklist on Website).
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AGREEMENT C-8-0385
EXHIBIT B
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LOCAL
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-
3
PROJECT CONCEPT
SIX-MONTH PROGRESS REPORT
City/Date: Prepared
By
A. Project Overview Progress Report
Please include a 200-300 word description of progress to date. To the extent possible, you
should describe what you are working on, your methodology, key staff and/or stakeholders,
and any preliminary results.
B. Project Resources
Please indicate all that apply:
♦ We've been utilizing consultants
(Name(s):
♦ We've been doing some or all
of the work in-house
♦ We have partnerships with:
(Include if not listed in Exhibit A)
C. Financial Report
Percentage of funding Committed Expended
We foresee obstacles to completion with funding. No Yes
If yes, please explain in attachment:
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AGREEMENT C-8-0385
EXHIBIT C
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PROJECT CONCEPT
FINAL REPORT OUTLINE
At the conclusion of Project Concept work, all cities will submit a Final Report within
days utilizing the outline below. Sections Five and Six below will constitute your
proposal for the next phase of work.
1. Summary of Project (1 page)
2. Study Questions (1 page)
3. Methodology Used (1 page)
4. Results (3-5 pages)
Report against the Evaluation Criteria, i.e. financial considerations,
community factors, transportation benefit.
5. Findings (4-5 pages)
Your analysis of the results
6. Next Steps (5-7 pages)
Identify:
• what you wish to do next,
• the methods you would use,
• the staff, resources, and time you would need;
• what you would expect to determine, and
• the budget, your agency contribution, any partnerships and their
contributions.
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AGREEMENT C-8-0385
EXHIBIT D
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PROJECT CONCEPT
Project Expenditures Certification
SAMPLE
Consultant Contract •-Cost 3?,1 In-house Total hours charged to %Cos TOTAL
Number '.Co%umn:A" Labor project x fully burdened Column B. ", add A &B
.. :, hourly rate
ABC 001 2;5000'•:; Sr. 500 hours x $85/hr42Y500�
Planner :• psfA.. :,. .
XYZ 002 311 000 "-f`; Admin 100 x $25/hr •4245 00-" `,
Asst. : _ ,
WZI
455;000 m 45;000 : a:: 100,000
I hereby certify that the above is a true and correct statement of the work performed and
costs incurred on the Project Concept.
Date Signed
Title
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