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1 <br />2 <br />3 <br />4 <br />5 <br />6 <br />7 <br />8 <br />9 <br />10 <br />11 <br />12 <br />13 <br />14 <br />15 <br />16 <br />17 <br />18 <br />19 <br />20 <br />21 <br />22 <br />23 <br />24 <br />25 <br />26 <br />MEMORANDUM OF UNDERSTANDING NO. C-0-2700 <br />WHEREAS, an internet portal hosting the SPM data of the CITY TRAFFIC SIGNALS is required <br />for OCTA and CITY to monitor the signal performance from a remote location (hereinafter referred to as <br />"ACCESS'); and <br />WHEREAS, CITY signal performance data (hereinafter referred to as "DATA") includes Real <br />Time Traffic Signal Data, Traffic Signal Timing Plan, and any other traffic signal data provided to ITERIS <br />by CITY under this MOU; and <br />WHEREAS, CITY is responsible for its jurisdictional portion of the operation and maintenance of <br />CITY TRAFFIC SIGNALS; and <br />WHEREAS, OCTA and CITY have previously cooperated, and will continue to cooperate, in <br />carrying out traffic signal synchronization and other Intelligent Transportation Systems (ITS) <br />improvements on the CITY TRAFFIC SIGNALS; and <br />WHEREAS, OCTA and CITY wish to make available the DATA that is being collected along CITY <br />TRAFFIC SIGNALS through the SPM platform for the purposes of traffic signal coordination and <br />maintenance operations; and <br />WHEREAS, this exchange of information will facilitate the optimization of traffic signal <br />synchronization as well as the ability to provide a multi -jurisdictional coordinated response to traffic <br />congestion. <br />NOW, THEREFORE, in consideration of the mutual benefits to be derived by OCTA and CITY <br />and the promises herein contained, it is hereby agreed as follows: <br />ARTICLE 1. COMPLETE AGREEMENT: <br />This MOU, including all exhibits and documents incorporated herein and made applicable by <br />reference, constitutes the complete and exclusive statement of the terms and conditions of the MOU <br />between OCTA and CITY concerning the PROJECT and supersedes all prior representations, <br />understandings and communications between the PARTIES. The above -referenced Recitals are true <br />and correct and are incorporated by reference herein. The invalidity in whole or part of any term or <br />condition of this MOU shall not affect the validity of other term(s) or condition(s). <br />Page 2 of 7 <br />