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COOPERATIVE AGREEMENT C -1 -3022 <br />1 to designate the AUTHORITY and AUTHORITY agrees to act as the implementing agency to carry out <br />2 the signal coordination PROJECT; and <br />3 WHEREAS, the PROJECT will include approximately twenty -six (26) traffic signals as <br />4 identified in the APPLICATION and illustrated in the PROJECT Scope of Work, which is attached <br />5 and referred to herein as Attachment A; and <br />6 WHEREAS, the PROJECT will include elements identified in the APPLICATION including <br />7 certain hardware and software upgrades to traffic controllers, traffic telecommunications and intertie <br />8 systems, central traffic master controllers and associated systems (hereinafter collectively referred <br />9 to as "TRAFFIC CONTROL ELEMENTS'), will be constructed and /or installed and implemented as <br />10 part of the PROJECT as identified in Attachment A; and <br />11 WHEREAS, AUTHORITY agrees to work with PARTICIPATING AGENCIES to coordinate <br />12 the inclusion of other traffic control elements that must be installed at the same time as the <br />13 construction of the PROJECT that are NOT included in Attachment A and will be the responsibility of <br />14 the AGENCY owning each and any of those traffic control elements during the course of the project; <br />15 and <br />16 WHEREAS AUTHORITY agrees to implement the PROJECT based on Attachment A and with <br />17 a combined cash and in -kind match of ninety -eight thousand, sixty -four Dollars ($98,064.00), equivalent <br />18 to twenty percent (20 %) of the PROJECT cost (see Attachment B); and <br />19 WHEREAS, AUTHORITY and the PARTICIPATING AGENCIES desire to enter into this <br />20 Agreement to implement the PROJECT in support of Project P as part of M2; and <br />21 WHEREAS, this Cooperative Agreement defines the specific terms, conditions and funding <br />22 responsibilities between the AUTHORITY and the PARTICIPATING AGENCIES for the implementation <br />23 of the PROJECT. <br />24 WHEREAS, the Orange County Transportation Authority Board of Directors approved funding <br />25 for the PROJECT and authorized the Chief Executive Officer to negotiate and execute this cooperative <br />26 agreement on June 13, 2011. <br />Page 2 of 14 <br />