ATTACHMENT 1
1 AMENDMENT NO. 7 TO
2 AGREEMENT NO. C-5-3612
3 BETWEEN
4 ORANGE COUNTY TRANSPORTATION AUTHORITY
5 AND
6 CITY OF COSTA MESA
7 FOR
8 1-405 IMPROVEMENT PROJECT
THIS AMENDMENT NO. 7 is effective this_ _ day of _ _ 2025 ("Effective Date"), 10 by and between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange, California, a public entity of the State of California (hereinafter referred to as "AUTHORITY"), 12 and the City of Costa Mesa, 77 Fair Drive, Costa Mesa, California 92626, a municipal corporation duly 13 organized and existing under the constitution and laws of the State of California (hereinafter referred to 14 as "CITY"), each individually known as "Party", and collectively known as "Parties". 15 WITNESSETH:
16 WHEREAS, by Agreement No C-5-3612 dated May 10, 2016 (Agreement), as last changed by 17 Amendment No. 6 dated June 10, 2025, AUTHORITY and CITY entered into a cooperative agreement, 18 in cooperation and partnership with the California Department of Transportation, herein referred to as 19 "CALTRANS", for the specific terms, conditions, and funding responsibilities between the AUTHORITY 20 and CITY for improvements defined as adding one general purpose lane from Euclid Street to Interstate 21 605 (1-605), plus adding an additional median lane which will be combined with the existing high- 22 occupancy vehicle (HOV) lane and operated as dual express lanes in each direction of the Interstate 405 23 (1-405) from State Route 73 (SR-73) to I-605, replacing and/or widening structures, and other additional 24 geometric and interchange improvements, including improvements to CITY-owned and operated streets, 25 and traffic facilities hereafter referred to as CITY FACILITIES potentially impacted by this project, all of 26 which are hereafter referred to as "PROJECT", and
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AMENDMENT NO. 7 TO
AGREEMENT NO. C-5-3612
1 WHEREAS, construction of CITY FACILITIES is complete, inclusive of punchlist items, and CITY 2 has accepted operation and maintenance of CITY FACILITIES for the PROJECT; and 3 WHEREAS, the three-year plant establishment period has commenced for all PROJECT 4 landscaped areas within CITY jurisdiction; and
5 WHEREAS, AUTHORITY. is committed to working with AUTHORITY's CONTRACTOR to 6 achieve final acceptance of the PROJECT; and
7 WHEREAS, CITY is committed to execute the CITY's Freeway Maintenance Agreement and 8 Electrical Cost Share Agreement with CALTRANS no later than October 1, 2025; and 9 WHEREAS, the Agreement considers a certain level of effort and negotiated dollar amount for 10 CITY SERVICES as related to improvements to CITY FACILITIES, and as later modified by the 11 Amendments; and
12 WHEREAS, AUTHORITY and CITY have agreed to amend this Agreement, in the amount of 13 One Million Nine Hundred Eighty Nine Thousand Dollars ($1,989,000), to reimburse CITY for 14 AUTHORITY's fair share of additional pavement impacts on PROJECT detour routes as identified in 15 AUTHORITY's post-construction final pavement studies and other related PROJECT impacts to 16 pavement, safety and appurtenant elements beyond the scope of the design-build contract scope of 17 work; and
18 WHEREAS, AUTHORITY and CITY agree that the total amendment amount is in accordance 19 with final negotiations between the AUTHORITY and CITY and represents final compensation to CITY for 20 all PROJECT impacts.
21 WHEREAS, AUTHORITY and CITY agree that this Amendment No. 7 brings the total agreement 22 amount to Three Million Two Hundred Ninety Five Thousand Three Hundred Eighty Dollars ($3,295,380); 23 and
25 WHEREAS, CITY agrees to manage the staff and consultants to provide CITY SERVICES within 26 the Maximum Obligation amount as amended herein; and
AMENDMENT NO. 7 TO
AGREEMENT NO. C-5-3612
1 WHEREAS, the AUTHORITY's Board of Directors approved this Amendment No. 7 on the 2 8th day of September, 2025; and
3 WHEREAS, the CITY's Council approved this Amendment No. 7 on the _day of 4 , 2025.
NOW, THEREFORE, it is mutually understood and agreed by the AUTHORITY and CITY that the Agreement, is hereby amended in the following particulars only:
7 Amend ARTICLE 3. RESPONSIBILITY OF AUTHORITY, as follows:
8 a) Page 8 of 17, paragraph GG, as last changed by Amendment No. 3 dated February 20, 2023, to delete in its entirety and, in lieu thereof, insert:
10 "GG. To reimburse CITY for combined costs identified as "CITY SERVICES", and in 11 accordance with Attachment A "REVISED SCHEDULE A, REIMBURSEMENT SCHEDULE FOR 12 COMBINED CITY SERVICES, CITY OF COSTA MESA, AMENDMENT NO. 7." 13 b) Page 9 of 17, paragraph Il, as last changed by Amendment No. 3 dated February 20, 14 2023, to delete in its entirety and, in lieu thereof, insert:
15 "Il. AUTHORITY's reimbursement for CITY SERVICES shall not exceed the combined 16 maximum amount shown on Schedule A "REVISED SCHEDULE A, REIMBURSEMENT SCHEDULE 17 FOR COMBINED CITY SERVICES, CITY OF COSTA MESA, AMENDMENT NO. 7." 18 c) Page 9 of 17, to add the following new paragraphs as follows:
19 "LL. To reimburse CITY, in a lump sum amount of One Million Nine Hundred Eighty Nine 20 Thousand Dollars ($1,989,000), for additional funds to cover the AUTHORITY's share of pavement impacts on the PROJECT's detour routes as identified in AUTHORITY's post construction final pavement 22 studies, and in accordance with Amendment No. 1 to this Agreement dated June 20, 2019, and to cover 23 other related PROJECT impacts to pavement, safety and appurtenant elements beyond the scope of the 25 design-build contract scope of work."
26
AMENDMENT NO. 7 TO
AGREEMENT NO. C-5-3612
Amend ARTICLE 4. RESPONSIBILITY OF CITY, as follows:
2 a) Page 12 of 17, as last changed by Amendment No. 2 dated February 12, 2020, to add the 3 following new paragraphs as follows:
4 To submit invoices to AUTHORITY for one-time, lump sum payments upon execution of 5 this Amendment to the Agreement."
6 "P. To execute the CITY's Freeway Maintenance Agreement and Electrical Cost Share 7 Agreement with Caltrans no later than October 1, 2025." 8 3. Amend ARTICLE T. MAXIMUM OBLIGATION, page 13 of 17, as last changed by 9 Amendment No. 3 dated February 20, 2023, to delete in its entirety and, in lieu thereof, insert:
10 "Notwithstanding any provisions of the Agreement to the contrary, AUTHORITY and CITY 11 mutually agree that AUTHORITY's maximum cumulative payment obligation hereunder shall be Three 12 Million Two Hundred Ninety Five Thousand Three Hundred Eighty Dollars ($3,295,380.00), including, but 13 not limited to, street pavement obligation for pavement mitigation, unless maximum obligation is modified 14 by an amendment to this Agreement and agreed to by both Parties." 15 4. Amend Agreement's "SCHEDULE A, REIMBURSEMENT SCHEDULE FOR COMBINED 16 CITY SERVICES CITY OF COSTA MESA Amendment No. 3", as amended, to delete SCHEDULE A in 17 its entirety and, in lieu thereof, replace with the "REVISED SCHEDULE A, REIMBURSEMENT 18 SCHEDULE FOR COMBINED CITY SERVICES, CITY OF COSTA MESA Amendment No. 7" attached 19 to this Amendment.
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AMENDMENT NO. 7 TO
AGREEMENT NO. C-5-3612
1 The balance of Agreement No. C-5-3612, as amended, remains unchanged 2 IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 7 to Agreement 3 No. C-5-3612 to be executed as of the date of the last signature below. 4 CITY OF COSTA MESA ORANGE COUNTY TRANSPORTATION AUTHORITY 5 6 By: By:
John Stephens Darrell E. Johnson
7 Mayor Chief Executive Officer
8 ATTEST: APPROVED AS TO FORM:
9 10
By: _ By: _
11 Brenda Green James M. Donich
City Clerk General Counsel
12 13 APPROVAL RECOMMENDED APPROVAL RECOMMENDED:
14 15
By: _ By:
16 Raja Sethuraman James G. Beil
Public Works Director Executive Director, Capital Programs 17 18 APPROVED AS TO FORM:
19 20 By:
B Kimberly H. Barlow
21 City Attorney
22 Attachment:
23 Revised Schedule A -Reimbursement Schedule for Combined City Services, City of Costa Mesa 25 26
AMENDMENT NO. 7 TO
COOPERATIVE AGREEMENT NO. C-5-3612
REVISED SCHEDULE A
REIMBURSEMENT SCHEDULE FOR COMBINED CITY SERVICES
CITY OF COSTA MESA
Maximum Reimbursement
Item No. Reimbursement Description Amount (")
$425,400
1 2 Traffic engineering and detour inspection
$132,300
3 Police services (including overtime costs) $86,700
4 Pavement mitigation $661,980 (z)
5 Post project pavement mitigation $1,989,000 (3)
TOTAL MAXIMUM REIMBURSEMENT $3,295,380
(1) Revised Schedule A shows estimated reimbursement amounts for each CITY SERVICES item of work. During the term of this No. 2 to the Agreement.
(3) This amount has been determined by AUTHORITY, and will be reimbursed as a one-time, lump sum amount upon execution of