COOPERATIVE AGREEMENT
BETWEEN
CITY OF POMONA AND CITY OF LA VERNE
FOR THE MAINTENANCE OF TWO TRAFFIC SIGNALS ON FULTON ROAD
AT ARROW HIGHWAY AND AT RAILROAD TRACKS
PARTIES AND DATE.
This Cooperative and Maintenance Agreement ("Agreement") is made and entered into this ____ day of _______, 2024, by and between the City of Pomona, a municipal corporation organized under the laws of the State of California with its principal address located at 505 S. Garey Avenue, Pomona, California 91766 ("POMONA") and the City Of La Verne, a municipal corporation organized under the laws of the State of California with its principal address located at 3660 D Street, La Verne, California 91750 ("LA VERNE"). POMONA and LA VERNE are sometimes referred to individually as "party" or “City” and collectively as "parties" or “Cities” herein.
RECITALS.
2.1 The intersection of Fulton Road at Arrow Highway is currently shared approximately seventy five percent (75%) POMONA and twenty five percent (25%) by LA VERNE.
2.2 The intersection of Fulton Road at Railroad Tracks is currently shared approximately fifty percent (50%) POMONA and fifty percent (50%) by LA VERNE.
2.3 POMONA and LA VERNE have jointly determined that traffic signals will be constructed at the intersections of Fulton Road at Arrow Highway and Fulton Road at Railroad Tracks as part of the Metro Gold Line Foothill Extension Project, as reflected in Exhibit A, incorporated herein by this reference.
2.4 POMONA and LA VERNE recognize the benefits to the public to improve traffic operation and safety at these two intersections and would like to share the future maintenance obligations for the signals.
NOW, THEREFORE, the parties agree as follows:
3. TERMS.
3.1 POMONA AGREES:
3.1.1. To be responsible for all regular maintenance, and minor repair of the Fulton Road at Arrow Highway traffic signal equipment and operation. Regular maintenance means cleaning and upkeep of the signal system. POMONA will solely cover the cost of all minor repairs and maintenance. Minor maintenance means replacing defective LED modules, defective push buttons, signage, striping, etc.
3.1.2. To be responsible for 100% of electricity bills for the Fulton Road at Arrow Highway traffic signal.
3.2 LA VERNE AGREES:
3.2.1. By execution of this Agreement, to grant POMONA and its contractors a license providing Pomona with the right to install or replace traffic signal equipment necessary to ensure proper operation within LA VERNE rights-of-way.
3.2.2 To be responsible for all regular maintenance, and minor repair of the Fulton Road at Railroad Tracks traffic signal equipment and operation. Regular maintenance means cleaning and upkeep of the signal system. LA VERNE will solely cover the cost of all minor repairs and maintenance. Minor maintenance means replacing defective LED modules, defective push buttons, signage, striping, etc.
3.2.3. To be responsible for 100% of electricity bills for the Fulton Road at Railroad Tracks traffic signal.
3.3 IT IS MUTUALLY AGREED AS FOLLOWS:
3.3.1. POMONA and LA VERNE agree to split the cost of any major repair necessary for the continuous operation of the traffic signals, with such costs split based on proportionate ownership as provided in Section 2.1 (Intersection of Fulton Road at Arrow Highway – 75% Pomona and 25% La Verne) and 2.2 (Intersection of Fulton Road at Railroad Tracks - 50% Pomona and 50% La Verne). Major repair means replacing defective or damaged controllers, loop or video detections, poles, mast arms, luminaire arms, controller cabinets, service pedestals, foundations, underground conduits, signal/ped heads, rewiring, battery backup system, ADA ramps, hanging street name signs, and any permit fees from applicable railroad agencies. Unless major repairs are emergency in nature, improvements shall be coordinated with each agency’s respective budgeting processes.
3.3.2. POMONA and LA VERNE agree to evenly split any required training and/or permit fees for any major repairs or required improvements by the railroad operators, Caltrans, California Public Utilities Commission (CPUC), or Federal Railroad Association (FRA) for the intersection at Fulton Road and Railroad Tracks.
3.3.3. POMONA and LA VERNE agree to evenly split the cost to implement any required improvements by the railroad operators, Caltrans, CPUC, or FRA for the intersection at Fulton Road and Railroad Tracks. Should any improvements be required by these agencies at the Fulton and Arrow Traffic Signal, the costs will be shared based on ownership as provided in Section 2.1.
3.3.4. POMONA and LA VERNE agree to cooperate on any project necessary for any future upgrade of the traffic signals. The agencies will utilize the typical plan check and Capital Improvement Program (CIP) Project processes.
3.3.5. Ownership and title to all materials, equipment, and appurtenances installed as part of this agreement will automatically be vested with the jurisdiction for which the improvements reside and no further agreement will be necessary to transfer ownership.
3.3.6. POMONA and LA VERNE shall each defend, indemnify and hold the other party and its officials, officers, employees, consultants, subcontractors, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, to the extent arising out of or incident to any negligent acts, omissions or willful misconduct of the indemnifying party or its officials, officers, employees, consultants, subcontractors, volunteers and agents arising out of or in connection with the performance of this agreement, including without limitation, the payment of all consequential damages and attorney’s fees and other related costs and expenses. Each City shall require all contractors and subcontractors performing work at either intersection to carry Comprehensive General Liability insurance in the minimum amount of One Million Dollars ($1,000,000) per occurrence and Three Million Dollars ($3,000,000) in the aggregate, including completed operations coverage, naming both Cities as additional insureds. Each City shall also require all contractors and subcontractors performing work at either intersection to carry Workers’ Compensation coverage as required by law. This insurance amount is to be reviewed and updated every three years beginning with the effective date of the agreement.
3.3.7. This Agreement may be executed in one or more counterparts and when a counterpart shall have been signed by each party hereto, each shall be deemed an original, but all of which constitute one and the same instrument.
3.3.8. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements. The license granted hereunder shall be perpetual but may be terminated by either party by providing sixty (60) day written notice to the other party. Notwithstanding such termination, the indemnity obligations contained in Section 3.36 shall remain in full force and effect for actions taken during the time this Agreement was effective. This Agreement may only be modified by a written document signed by both parties.
3.3.9. The parties declare that each party has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective party.
3.3.10. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.4 NOTICES: All notices required shall be sent by regular mail, postage prepaid, and addressed as follows:
CITY OF POMONA
Public Works Department
505 S. Garey Ave
Pomona, CA 91766
Attention: Rene Guerrero, Public Works Director
CITY OF LA VERNE
Public Works Department
3660 D Street
La Verne, CA 91750
Attention: Meg McWade, Public Works Director
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their authorized representatives on the date first written above. [SIGNATURES ON NEXT PAGE]
CITY OF POMONA: CITY OF LA VERNE:
By: _________________________ By: _________________________ Tim Sandoval, Mayor Tim Hepburn, Mayor
City of Pomona City of La Verne
Attest: Attest:
By: _________________________ By: _________________________ Rosalia Butler, City Clerk Debra Fritz, Deputy City Clerk Approved as to Form: Approved as to Form:
By: _________________________ By: _________________________ Sonia Carvalho, City Attorney Kimberly Hall Barlow, City Attorney Exhibit A
Project Location
Fulton Rd and Arrow HwySignal Ownership Percentage:La Verne 25%; Pomona 75%Fulton Rd and Arrow HwySignal Ownership Percentage:La Verne 25%; Pomona 75%Fulton Rd and Railroad Tracks Signal Ownership Percentage:La Verne 50%; Pomona 50%Fulton Rd and Railroad Tracks Signal Ownership Percentage:La Verne 50%; Pomona 50%Project LocationProject LocationCity of La VerneCity of La VerneCity of PomonaCity of Pomona Fulton Rd and Arrow Hwy
Signal Ownership Percentage:
La Verne 25%; Pomona 75%
Fulton Rd and Arrow Hwy
Signal Ownership Percentage:
La Verne 25%; Pomona 75%
Fulton Rd and Railroad Tracks
Signal Ownership Percentage:
La Verne 50%; Pomona 50%
Fulton Rd and Railroad Tracks
Signal Ownership Percentage:
La Verne 50%; Pomona 50%
Project Location
Project Location
City of La Verne
City of La Verne
City of Pomona
City of Pomona
6 Attachment No. 1