ORIGINALg
R 6575
COOPERATIVE AGREEMENT BETWEEN CITY OF ORANGE AND CITY OF ANAHEIM
FOR FUNDING DESIGN AND CONSTRUCTION OF THE ORANGEWOOD AVENUE
BRIDGE WIDENING OVER THE SANTA ANA RIVER AND A NEW CITY OF ORANGE
WATER MAIN ALONG ORANGEWOOD AVENUE
This Cooperative Agreement is made and entered into this 1I day of Feruckry 2018 Agreement by andbetweenthe CITY OF ORANGE Orange amunicipalcorporationin theStateof California andtheCITY OF ANAHEIM Anaheim a municipal corporation in the State of California The Cities shall sometimes be referred to separately as a Party and collectively as the Parties
RECITALS
A OrangewoodAvenue from theI5 Freewayto Eckhoff Streetis adesignatedPrimary Arterial on theCity of Anaheims PlannedRoadwayNetwork andtheOrangeCounty TranspirationAuthoritys MasterPlanof Arterial HighwaysMPAH OrangewoodAvenuehas ahigh volumeAverageDaily Traffic of 25000 vehiclesper dayperOrangeCounty TransportationAuthoritys 2016 Traffic Flow Map
B The segment of Orangewood Avenue between the west bank of the Santa Ana River to theSR57 Freewayis currentlyafourlane undividedhighwaywith aneastboundright turnlane attheSR57 FreewayThis segmentof OrangewoodAvenuealsoincludesCaltransBridgeNo 55C0050 over the Santa Ana River
C OrangewoodAvenuefrom StateCollegeBoulevardto theSantaAna River is anexisting fourlane undivided highway
D Basedonthe City of Anaheims PlatinumTriangle ImplementationPlan Update4 for PublicWorksBackboneFacilitiesImprovementsPTIP theOrangewoodAvenuewidening projects include
Project 3B from the StateCollege Boulevard to SouthDuPont Drive Project3C from SouthDuPont Drive to the SantaAna River City boundarylimit Project3D from the SantaAna River to Eastof the SR57 Freewayall within the City of Orangelimits
Collectively the projectswill widen OrangewoodAvenuefrom a fourlane undivided highwayinto a sixlane dividedfacility TheOrangewoodBridgeProject 3D will bewidened to accommodateoneadditionalwestboundlaneandsidewalkswith afivelane dividedhighway configuration Project
E TheexistingOrangewoodAvenueBridgeoverthe SantaAna Riverprovidesno existing sidewalkon the southsideof the bridge Anaheimhasidentifieda needto improvepedestriang p P accessof the OrangewoodAvenue Bridge over the SantaAna River with sidewalkson both sides of the bridgeandClassII bike lanes TheProjectwill providethenecessarywidth howeverthe ClassII bike laneswill not be installed on the widenedbridge until it canbe accommodatedwith
the Caltransinterchangeimprovementsat the SR57 Freewaywhich is currentlyin the environmental study phase
F TheProjectis within themunicipaljurisdictions of the City of Anaheimandthe City of OrangetheCountyof OrangeandCaltransTheCity of Orangehasacknowledgedownership andmaintenanceresponsibilitiesof theexistingOrangewoodAvenueBridgeovertheSantaAna River
G Pursuantto Stateandlocal guidelines this projectis requiredto satisfythe requirements of theCaliforniaEnvironmentalQualityAct CEQA Thisprojectwasanalyzedon a program level by SupplementalEnvironmentalImpact Report No 339 which was certified by the Anaheim City Council on October26 2011 The project will provide an amendmentto the ImpactReportNo 339for theOrangewoodAvenueBridgeWideningfor City Councilapproval to completeandsatisfythe statutoryrequirementsof the CaliforniaEnvironmentalQualityAct of 1970CEQA as amended
H Projectimprovementsfor thebridgeandroadwaytransitionwill include 1 wideningand restripingtheexistingroadwayto five throughlaneswith abike laneanda sixtheastboundright turn lane dropping at the SR57 Freeway 2 widening of the existing bridge with raised sidewalks concrete barriers pedestrian railing 3 reconstruction of paved bike trails undercrossingramps and driveway approaches 4 drainage improvements 5 landscape improvements 6 retaining walls and 7 a new transmission water main on Orangewood Avenue through the bridge
I The Project will develop plans to accommodate a new transmission water main on OrangewoodAvenue from StateCollegeBoulevardthroughthe widenedportion of the bridge underthe SR57 Freewayand tie in at Eckhoff Street The plans for the watermain shall be preparedin accordancewith the City of Orange Standards Street restoration signing and stripingplansshallperthe City of Oranges standards
J The OrangeWater Main will be designedand constructedin two separatephases Phase I will bedesignedandconstructedaspartof Project3B and3C with the OrangewoodWidening from State College to the Orangewood Avenue Bridge at the Santa Ana River PhaseII will be designedand constructedas part of the Project 3D with the OrangewoodAvenue Bridge Widening over the SantaAna River to the Eckhoff Street
K The Cities wish to specify their respectiveresponsibilities for the design rightof way acquisition utility relocation environmental documents and construction of the Project
AGREEMENT
NOW THEREFORE in considerationof the foregoing recitals of fact the mutual covenantsand conditions containedhereinandother consideration the value and adequacyof which arehereby acknowledged the Partiesagreeasfollows
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1 Anaheim Project Funding Obligations
11 Anaheim will be responsible for one hundred percent 100 funding for completionof the streetandbridge portions of the Project including the costsfor engineering design review inspection oversight utility relocation coordination construction construction engineering financial coordination propertyacquisitionassistanceandany otherProjectrelated administration performed by Anaheim Anaheims Costs
a Anaheimshallberesponsiblefor actualproject costsandexpensesfor the work to be performed within the City of Orange from the Platinum Triangle Community FacilitiesDistrict Fundsin the estimatedamountof Nine Million Eight Hundred andTwelve Thousand SevenHundred andFifty Eight Dollars 9812758 b Anaheim shall be responsible for rightof way and permits including title and appraisal reports and administration by Anaheim required for the bridge widening
12 Orangewill be responsible for one hundred percent 100 funding for Orange Water Main design review inspection construction construction engineering and any other Project relatedadministrationcostsperformedby Anaheim Oranges Costs a Orangeshall pay Anaheim for all actual expensesan estimatedamount of Two Million Seven Hundred and EightyTwo Thousand One Hundred and Eighty Seven Dollars 2782187 for Design including right of way engineering Construction Construction Contingency and Construction Management Inspection of the Orange Water Main
b Orange shall pay Anaheim as follows
i One Hundred and Twenty Thousand Eight Hundred and Sixty Dollars 120860 for the Designwithin thirty 30 calendardaysfrom the date of this Agreement and
ii Two Million Six Hundred and SixtyOne Thousand Three
Hundred and TwentySeven Dollars 2661327 for Construction Construction Contingency and Construction Management Inspection within sixty 60 calendar days from the construction bid opening date c The Project may be constructed in segmented portions as may be determined by Anaheim in its sole discretion
d Orange shall be responsible for any and all unforeseen costs above and beyond the estimatedamounts noted in the paragraphsabove for the OrangeWater Main Anaheim shall be responsiblefor returning any unspent funds to Orange within ninety 90 calendardays from filing the Notice of Completion for the Project Page3 of 9
2 Environmental Rightof Way Acquisition Design andConstruction 21 CEQA City of Anaheim is herebydesignatedasthe LeadAgency for Project and is responsiblefor preparing processingand securing all necessaryenvironmental documents required by CEQA as amended
22 Project Engineer Anaheim is hereby designatedas Project Engineer to perform all tasksnecessaryto prepareconstructionplans specificationsandcostestimatesin accordance with all applicable criteria from Orange the County of Orange and Caltrans and to advertise award and administer the construction of Project and to execute and deliver all documents required in connection with the construction of Project Anaheim shall comply with all applicableprovisions of the Public Contract Code and other applicable federal stateand local laws Furthermore Anaheim shall coordinatewith Orangewhen dealingwith the community to ensurethat community concernsare addressedin a manneracceptableto the Parties 23 General Plan Conformance Anaheim and Orange have determined that the Project conforms to their respectiveCity GeneralPlan
24 Right of Way Acquisition Anaheim shall be responsiblefor identifying rightof way requirementswithin the Project limits and shall also be responsible for any appraisalsof properties neededfor the Project and conducting the rightof way acquisition 25 Orange Water Main Encroachment
a Repairs Renewals ReplacementsUpgrading andModifications Orangeshall be responsiblefor scheduling contracting and implementing any repairs renewals replacements upgrading andmodifications that may be required in order to maintain the integrity of the Orange Water Main and associatedfacilities All streettrenchingandrestorationsin Anaheims right of way shall be performed in accordance with any and all of Anaheims standards andrequirements
b Permit Requirements
Anaheim shall havethe right during the term of this Agreement to review any proposed alterations or improvements or attached fixtures or structures to the OrangeWater Main within Anaheims Rightof Way Anaheim shall also have the right to approve said alterations improvements and structures in its sole and reasonablediscretion Orangeshall obtainfrom Anaheim anofee Rightof Way ConstructionPermit RCP to allow Orangeandor its contractorsaccessto the OrangeWater Main facilities within Anaheims Rightof Way Any municipal property damagedor destroyedby Orange andor its contractors in the exerciseof therights hereundershallbepromptly repairedor replacedby Orangeandor its contractors and restoredto its pre existing condition at no cost to Anaheim Page4 of 9
c Relocation
Orangeunderstandsand agreesthat i Anaheim at somefuture time may needto work on the Anaheim Rightof Way under andor around the areaoccupied by the OrangeWater Main such work including but not limited to the following street improvements storm drains sewer potableand non potablewater lines electric lines etc ii suchwork may causedamageto OrangeWater Main andor may require relocation of all or part of the Orange Water Main iii except in the case of an emergency Anaheim shall consult with Orange as to whether or not such work should be performed or attemptedto be performed without relocating of all or part of the OrangeWater Main iv Orange shall be responsible for all expensesrelated to demolishing repairing andreplacing the OrangeWater Main andunder no circumstancesshall Anaheim be required to replaceor repair the OrangeWater Main or be required to compensateOrange for any expensesrelated to the demolition repair relocation or replacement of the Orange Water Main v in the event that after consultation with Orange Orangeprefers that the work be attemptedwithout relocating the OrangeWater Main ie attempt to work around the OrangeWater Main Orangeagreesto reimburseAnaheim for any additional costsAnaheim may reasonablyincur to enablethe work to be attempted and for minimizing anydamageto OrangeWater Main without relocationof the Orange Water Main provided however that suchcostsshall not include any costs including but not limited to labor equipment materials contractors or subcontractors which Anaheim would have incurred in order to perform the necessarywork in the absenceof the OrangeWater Main
d Emergency Work
In the eventof a bonafide emergency anyPartymay proceedwith enforcement measuresit reasonablydeemsnecessaryto protect the existing street improvements within Anaheims Rightof Way but suchParty shall notify the other Partyof suchaction assoonthereafteraspossible Orangeshallbe responsiblefor any damagecauseby the Orange Water Main
e Removal and Abandonment of the Orange Water Main
Should Orange at any time abandonthe use of the Orange Water Main or any part thereof or fail at anytime for a continuousperiod of ninety 90 daysto use the samefor the purposescontemplatedherein thenAnaheim shallimmediately be entitledto exclusivepossessionandownershipof theportion soabandonedor discontinued without the encumbranceof this Agreement Anaheim at its option may removeany improvementsremaining on the abandonedproperty at Oranges expense
f Orangeshall not assign subletor transferthis Agreementor any right hereunder to anyotherparty or parties Any assignmentsubletting or transferringof this Agreement shallbevoid for all purposesandAnaheimmay atits option declare a forfeiture of the samein anymannerprovidedby law andmay terminatethis Agreement
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26 Utility Relocation Anaheim and Orange shall work together to identify all conflicting utilities within the Project Anaheim shall issueall utility relocation requestletters Anaheim shall issue concurrence letters to all utilities for relocation requests assist with relocationefforts andperform relocationsof Anaheimowned utilities asrequired 27 Project Plans Insurance Warranties
a Anaheim shall submit Project plans specifications and engineers estimate to Orangefor review andapprovalprior to advertisingProject for constructionbids Prior to Anaheim advertising Project Orangeshall promptly review the plans and special provisions and either approve or provide comments on said plans and specialprovisions within fifteen 15 businessdays of receipt of such plans and special provisions from Anaheim Should Orange fail to provide timely commentson andor approval of theseplans or specialprovisions in accordance with this time period Anaheim may make a written demand to Orange for a response If Orangethereafterfails to provide commentson andor approvesuch plans or special provisions within three 3 business days of receipt of such demand suchplansor specialprovisions shallbe deemedapprovedby Orange b Anaheim shall require its contractor to identify Orange as an additional insured with insurancesufficiently broad to the satisfactionof Orange c Anaheim shall require its contractor to passthrough and assignall warranties to Orange associatedwith the project in Orange and their Water Main 28 Project Advertisement Upon written approval of the final Project plans specifications and engineers estimate by Orange Anaheim shall perform all of the administrativework required for advertising for bids dealing with bid disputesand awardingthe construction contract to the lowest responsible and responsive bidder Anaheim may in its discretion reject all bids If after bids are opened it is determined that insufficient funds are available to construct Project Anaheim and Orange shall meet and confer to determine a course of action for the Project
29 Project Inspection Orange shall have access to the Project at all times during construction for the purpose of inspection Orange at their own expense shall inspect the Project regularly Should Orange deem any remedial work to be necessary Orange shall notify Anaheim in writing thereof within three 3 business day of inspection specifically describing the neededcorrections and proposed remedial work Orange shall be solely responsible for any remedialwork that is not brought to Anaheims attention in accordancewith this paragraph 210 Contract Change Orders Anaheim shall process any contract change orders CCOs that are necessaryfor construction of the Project If CCOs are needed within the Orange Water Main Portion Orange Costs Orange shall review and approve such CCOs and provide a Project liaison City Engineer during construction to coordinate CCO approvals City Engineer shall provide concurrenceon CCOs within three 3 businessdays of Anaheims Page6 of 9
submittal to Orange If Orange fails to concur with or propose changesto CCO within such time such CCO shall be deemed approved
211 Project Acceptance Prior to Anaheims acceptanceof Project improvements and filing a notice of completion City Engineer shall review and provide written approval of all Project work The City Engineers written approval shall only be withheld for work not completed in accordancewith the construction contract documents for the Project which uncompleted work shall be dealt with during Oranges regular inspections Anaheim shall furnish Orangewith onesetof recorddrawingsfor the completedProjectanda copy of the filed notice of completion
212 OrangeObligations Post Construction Upon City Engineers written approval and Anaheims final acceptanceof the Project Orange shall assume ownership maintenanceobligations and environmental mitigation responsibilities for the Project 3 Miscellaneous Obligations
31 Time is of the Essence The funding source for the Project requires construction funds to be expendedby a date certain Therefore time is of the essence Orange agreesto execute its responsibilities in an expeditious manner so as not to jeopardize Project funding
32 Indemnification Hold Harmless The Parties shall indemnify defend with counsel approvedin writing saveandhold eachof its elected officials officers directors agents and employeesharmless from any and all claims injuries liabilities actions damages lossesor expensesof every type and description to which they may be subjectedarising out of any act or omission of its employees representatives agents and independent contractors in connection with theimplementationof the actionsdescribedin this Agreement 33 Assignment This Agreementshall be binding upon and inure to the benefit of the successorsand assigns of the Parties No assignment of either Partys interest in this Agreement shall be made without the written consent of the other Party 34 Entirety Amendments This Agreement contains the entire agreement betweenthe Partieswith respectto the mattersprovided for herein No alteration or variation of the terms of this Agreement shall be valid unlessmadein writing and signedby the Parties and no oral understanding or agreement not incorporated herein shall be binding on either of the Parties
35 Severability If any part of this Agreementis held determined or adjudicatedto be illegal void or unenforceableby a court of competentjurisdiction the remainder of this Agreementshall be given effect to the fullest extentreasonablypossible 36 Notices Notices or other communications which may be required or provided underthe terms of this Agreementshall be given asfollows Page7 of 9
CITY OF ANAHEIM CITY OF ORANGE
Public Works Department Public Works Department Water Division 200 S Anaheim Blvd 189 S Water Street
Anaheim CA 92805 Orange CA 92866
Attn City Engineer Attn Water Manager
All notices shall be in writing and deemed effective when delivered in person or deposited in the United Statesmail first class postage prepaid and addressedas above Notwithstanding the above the Parties may also provide notices by facsimile transmittal and any such notice so given shall be deemedto havebeengiven upon receipt during normal businesshours or in the event of receipt after business on the following businessday Any notices correspondence reports andor statements authorized or required by this Agreement addressedin any other fashionshallbedeemednot given
37 Governing Law Venue This Agreement has been negotiated and executed in the Stateof California and shall be governed by and construedunder the laws of the State of California In the eventof any legal actionto enforceor interpretthis Agreement the soleand exclusivevenueshall be a court of competentjurisdiction locatedin OrangeCounty California and the Parties hereto agree to and do hereby submit to the jurisdiction of such court notwithstanding Codeof Civil ProcedureSection 394
38 Counterparts This Agreement may be executed in two or more counterparts eachof which shall be deemedan original but all of which together shall constitute but one and the same instrument
39 Termination In the event Anaheim or Orange defaults in the performance of any of their obligations under this Agreement or materially breachesany of the provisions of this Agreement Anaheim and Orange shall have the option to terminate this Agreement upon thirty 30 days prior written notice to the other Party In the event Anaheim or Orangecuressuch default within suchthirty 30 day period Anaheim and Oranges election to terminate shall be deemedrevoked and of no further force and effect asto that particular default 310 Consent to Breach Not Waiver No term or provision of this Agreement shall be deemedwaived and no breach excused unless suchwaiver or consent shall be in writing and signedby the Party claimed to have waived or consented Any consentby any Party to or waiver of a breach by the other whether express or implied shall not constitute consent to waiver of or excusefor any other different or subsequentbreach Page8 of 9
IN WITNESS WHEREOF eachCity has causedthis Agreement to be executedby its respective mayor and attestedby its respective Clerk on the dates written opposite their signatures all thereunto duly authorizedby their City Council respectively
CITY OF ANAHEIM
amunicipal corporation
Date t Z5Z k 0 LBy KIToifiTait Mayor
Attest
eresaBass Acting City Clerk
Approve as to Form
ANAHEIM CITY ATTORNEY
By
Br M orley Deputy C y ttorney
CITY OF ORANGE
Date Q I I
a municipal corporation
By
ere a E Smith Mayor
Approved as to Form
Attest
By OldMarylyMurphyCityClerk124739
By
yne W Winthers City Attorney
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