TRANSPORTATION CORRIDOR AGENCY - SAN JOAQUIN CORRIDOR

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If the Agency has entered into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency has been formed as authorized by Section 2.3 of this Agreement, such Joint Transportation Corridor Agency Agreement may authorize the Joint Transportation Corridor Agency to manage the finds collected pursuant to said fee program. In such event, each Party agrees (i) to hold said fees in trust for the Joint Transportation Corridor Agency, (ii) to pay such fees to the Joint Transportation Corridor Agency as provided herein with respect to the Agency, (iii) to permit the Joint Transportation Corridor Agency to audit such Party as provided herein with respect to the Agency, and (iv) that in the event any dispute arises as to the amount of fees assessed any person under the fee program, if the Joint Transportation Corridor Agency Agreement so provides, such dispute shall be managed by the Joint Transportation Corridor Agency and its board of directors in the same manner as described in the third paragraph of this Section 4.3 with respect to the Agency. 4.4 Compensation of Agency for Acquisition of Rights -of -Way. When it is within its power to do so, each Party shall be individually responsible for the preservation and acquisition by dedication pursuant to Title 7, Divisions 1 and 2 of the Government Code of rights -of -way and similar property interests within its territory which are necessary to accomplish the purposes of this Agreement. Except as provided in Recital H of this Agreement, in the event that a Party fails to acquire these rights -of -way by the above - mentioned means after the route alignment for the San Joaquin Hills Transportation Corridor is established and accepted by the Agency, or fails to preserve such rights -of -way and property interests by the above - mentioned means which were established by the County of Orange prior to such establishment and acceptance by the Agency, that Party shall compensate the Agency for all costs (including attorneys' fees) incurred by the Agency in acquiring said rights -of -way and property interests. If the Agency has entered into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency has been formed as authorized by Section 2.3 of this Agreement, the Joint Transportation Corridor Agency shall be entitled to enforce the respective obligations of each Party arising pursuant to this Section 4.4. LTA RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES 5.1 Joint Action with Other Agencies. In the event that other major thoroughfare and bridge fee agencies are formed for the purpose of planning, coordinating, acquiring, financing, constructing, maintaining, repairing, managing, operating and controlling major thoroughfares and bridges in the Foothill and Eastern Transportation Corridors or other transportation corridors, the Board is authorized to make or perform any agreement to join with said agencies in the planning and implementation of said thoroughfares and bridges, when for any purpose otherwise permitted by law, the Board deems it appropriate. 5.2 Communications Between Corridor Agencies. In the event that the agencies described in Section 5.1 above (other than the Joint Transportation Corridor Agency) are formed, the chairman or his designate shall meet with the -11-