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EXHIBIT 1 <br />COOPERATIVE AGREEMENT NO. C-3-2323 <br />1 COOPERATIVE AGREEMENT NO. C-3-2323 <br />2 BETWEEN <br />3 ORANGE COUNTY TRANSPORTATION AUTHORITY <br />4 AND <br />5 CITY OF SANTA ANA <br />6 FOR <br />7 OPERATIONS AND MAINTENANCE OF THE <br />8 OC STREETCAR SYSTEM <br />9 THIS COOPERATIVE AGREEMENT ("Agreement"), is effective this day of <br />10 , 2024 ("Effective Date"), by and between the Orange County Transportation <br />11 Authority, 550 South Main Street, P.O. Box 14184, Orange California 92863-1584, a public corporation <br />12 of the State of California (hereinafter referred to as "AUTHORITY") and the City of Santa Ana, 20 Civic <br />13 Center Plaza, P.O. Box 1988, Santa Ana, CA 92701, a charter city and municipal corporation duly <br />14 organized and existing under the laws of the State of California (hereinafter referred to as "CITY") each <br />15 individually known as "Party" and collectively known as the "Parties". <br />16 RECITALS <br />17 WHEREAS, the AUTHORITY and the CITY entered into a Memorandum of Understanding <br />18 No. C-5-3295, ("MOU") on August 31, 2015 for the OC Streetcar Project, which MOU provides for the <br />19 Parties to work in partnership for the implementation of the OC Streetcar Project and the commitment by <br />20 the CITY to provide a portion of operating costs to the AUTHORITY; <br />21 WHEREAS, the AUTHORITY and the CITY entered into Cooperative Agreement No. C-5-3583 <br />22 dated August 1, 2015, for the design phase of the OC Streetcar Project ("Design Agreement"), which set <br />23 forth the terms and conditions for the OC Streetcar Project design including, but not limited to, <br />24 AUTHORITY and CITY infrastructure; <br />25 WHEREAS, the AUTHORITY and the CITY entered into Cooperative Agreement No. C-6-1516, <br />26 dated April 18, 2017 for the construction phase of the OC Streetcar Project ("Construction Agreement"), <br />Page 1 of 14 <br />