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San Bernardino County Transportation Commission-2016-06 2016-06 COOPERATIVE AGREEMENT NO. 16-1001384 BETWEEN SAN BERNARDINO COUNTY TRANSPORTATION COMMISSION AND CITY OF GRAND TERRACE FOR DESIGN,RIGHT-OF-WAY(ROW),AND CONSTRUCTION PHASES FOR THE INTERCHANGE AT BARTON ROAD AND INTERSTATE 215 IN THE CITY OF GRANDTERRACE THIS COOPERATIVE AGREEMENT ("Agreement") is made and entered into by and between the San Bernardino County Transportation Commission (hereinafter referred to as "SANBAG") and the City of GRAND TERRACE ("CITY'), (SANBAG and CITY may be referred to herein as a"Party" and collectively"Parties"). WHEREAS, SANBAG is the lead agency for all phases of a project located in the City of Grand Terrace on Barton Road to lengthen and widen the Barton Road Bridge over the 1-215 and to widen and reconfigure ramps, modify traffic signals and construct a roundabout at intersection of Barton Road/southbound ramps/La Crosse Avenue ("Project"); and WHEREAS, the Parties consider the PROJECT to be high priority and are willing to participate in funding the PROJECT pursuant to the provisions of Measure 12010-2040 Expenditure Plan; and WHEREAS, the PROJECT cost for all phases shall be funded by SANBAG; and WHEREAS, the Parties wish to delineate roles, responsibilities, and funding commitments relative to the Design, Right-of-Way ("ROW"), and Construction activities of the PROJECT. NOW, THEREFORE, in consideration of the foregoing recitals and the mutual promises herein, the Parties agree as follows: I. SANBAG RESPONSIBILITIES SANBAG agrees: A. To be lead agency on Project Management and to diligently undertake and complete all phases of work on the PROJECT, including the selection and retention of consultants and procurement of a contractor. Performance of services under these consultant contracts shall Cmn.aat No.1 6-10 013 8 4 be subject to the technical direction of SANBAG's Director of Project Delivery, or his designee,with input and consultation from CITY. B. To provide all necessary ROW services to acquire right-of-way for the PROJECT through negotiated purchases of property, or if necessary, through eminent domain. Voluntary acquisitions may be acquired in the name of the jurisdiction in which the property lies. C. To coordinate with Caltrans for District condemnation evaluation and condemnation panel review meetings related to property acquisitions, if necessary, and to provide all documents necessary for Hearings of Resolutions of Necessity to be conducted before the San Bernardino County Transportation Commission in the event voluntary acquisition is not agreed to after the making of a statutory offer. D. To fully fund the Project, including expenses related to property management of all properties acquired for the Project via property manager or contractor until construction is completed. E. To include CITY in Project Development Team (PDT) meetings and related communications on PROJECT progress as well as to provide CITY with copies of PDT meeting minutes and action items. F. To provide CITY an opportunity to review and comment on the Plans, Specifications and Estimate (PS&E), ROW, and Construction documents. G. To make reasonable efforts to relocate businesses affected by the PROJECT within the boundaries of the CITY to the extent feasible. H. To address, prior to incorporation into the project, any requests made by the CITY for any betterments and/or additional work and the source of funding of same under separate agreements or amendments to this agreement approved between the Parties. I. To require that the Contractor agree to indemnify and defend CITY from any and all claims that arise out of Contractor's negligence in performing its duties under the Contract. J. To require the Contractor to name the CITY as an additional insured on all liability insurance required in the agreement between SANBAG and the Contractor. H. CITY RESPONSIBILITIES CITY agrees: A. To designate a responsible staff member that will be CITY's representative in attending the PDT meetings,receiving day-to-day communication and reviewing the Project documents. B. To complete review and provide comments on the Project documents within two (2) weeks of receiving the review request from SANBAG. Conlrvet No.16-1081384 C. To accept title to properties acquired for the Project and under the jurisdiction of the City upon close of escrow for voluntary purchases, and within thirty (30) days of presentation of quit claims for property acquired by SANBAG through eminent domain. D. To provide permits, inspections, reviews, acceptance of the transfer of title of properties and oversight at no cost to SANBAG or to consultants and contractors contracted by SANBAG, for the work on the PROJECT. CITY's Director of the Department of Community Development is authorized to act on behalf of CITY under this section of the Agreement. E. City shall assist SANBAG as requested, and when necessary, exercise its rights under utility relocation law or under any franchise agreement, to cause each utility to relocate or rearrange its utility facilities. III. MUTUAL RESPONSIBILITIES The Parties agree: A. To abide by all applicable federal, state and local laws and regulations pertaining to the PROJECT, including policies in the applicable program in the Measure 1 2010-2040 Strategic Plan, as amended, as of the Effective Date of this Agreement. B. This Agreement will be considered terminated upon completion of SANBAG's property conveyance and Project closeout. C. The Recitals to this Agreement are true and correct and are incorporated into this Agreement. D. All signatories hereto warrant that they are duly authorized to execute this Agreement on behalf of said Parties and that by executing this Agreement, the Parties hereto are formally bound to this Agreement. E. Except on subjects preempted by federal law, this Agreement shall be governed by and construed in accordance with the laws of the State of California. F. If any clause or provision of this Agreement is fully and finally determined by a court of competent jurisdiction to be illegal, invalid or unenforceable under applicable present or future laws, then it is the intention of the Parties that the illegal, invalid or unenforceable clause or provision shall be deemed severed from this Agreement and the remainder of this Agreement shall not be affected but shall remain in full force and effect. G. This Agreement cannot be amended or modified in any way except in writing, signed by all Parties hereto. H. Neither this Agreement, nor any of the Parties' rights, obligations, duties, or authority hereunder may be assigned in whole or in part by either Party without the prior written consent of the other Party in its sole, and absolute, discretion. Any such attempt of assignment shall be deemed void and of no force and effect. C.wnl No.16-1001384 1. No waiver of any default shall constitute a waiver of any other default whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. J. In the event of litigation arising from this Agreement, each Party to this Agreement shall bear its own costs, including attomey(s) fees. K. This Agreement may be signed in counterparts, each of which shall constitute an original. This Agreement is effective and shall be dated on the date executed by SANBAG. L. Any notice required, authorized or permitted to be given hereunder or any other communications between the Parties provided for under the terms of this Agreement shall be in writing, unless otherwise provided for herein, and shall be served personally or by reputable courier addressed to the relevant party at the address/fax number stated below: If to SANBAG: Garry Cohoe Director of Project Delivery 1170 West Third Street, Second Floor San Bernardino, CA 92410-1715 Telephone: (909) 884-8276 If to CITY: Sandra Molina Community Development Director 22795 Barton Road Grand Terrace, CA 92313 Telephone: (909) 824-6621 ext. 225 IN WITNESS THEREOF, this Agreement has been executed by the Parties hereto and is effective on the date signed by SANBAG. SIGNATURES ON FOLLOWING PAGE: Coal N..16-1001384 SIGNATURE PAGE TO COOPERATIVE AGREEMENT NO. C16-1001384 BETWEEN SAN BERNARDINO TRANSPORTATION COMMISSION and CITY OF GRAND TERRACE SAN BERNARDINO COUNTY CITY OF GRAND TERRACE TRANSPORTATION COMMISSION By yl B — �an Mc�Eachron rcy r President, Board of Directors Cit Grand Te e Date: °�- .12j[rc Date: a/-23��(, APPROVED AS TO FORM AND PROCEDURE: By✓���� Richard L. Adams, II CITY Attorney APPROVED AS TO FORM By: Z— 31 Iy Been Mokaghan Teichert General Counsel By: Jeffe 1 Procurement Manager Contract No.16-1001384