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HomeMy WebLinkAboutC-7099-1 - Cooperative Agreement No. C-5-3588 for Coast Highway Regional Traffic Signal Synchronization Project1 2 3 4 s 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Distributed: 7 Accounting CAMM FPA PM AVend r CA /7" 79�� AMENDMENT NO. 1 TO COOPERATIVE AGREEMENT NO. C-5-3588 BETWEEN ORANGE COUNTY TRANSPORTATION AUTHORITY AND CITY OF NEWPORT BEACH FOR COAST HIGHWAY REGIONAL TRAFFIC SIGNAL SYCHRONIZATION PROJECT THIS AMENDMENT NO. 1 is made and entered into this ►" day ofli 2019 ("Effective Date"), by and between the Orange County Transportation Authority, ("AUTHORITY"), and the City of Newport Beach, 100 Civic Center Drive, P.O. Box 14184, Orange, California 92660 (hereinafter referred to as the "PARTICIPATING AGENCIES"). WITNESSETH: WHEREAS, by Agreement No. C-5-3588 dated June 13, 2016, AUTHORITY and PARTICIPATING AGENCIES entered into a cooperative agreement for coordination of traffic signals across multiple jurisdictional boundaries as a part of the Renewed Measure M (M2) Regional Traffic Signal Synchronization Program (Project P) to enhance countywide traffic flow and reduce congestion; and WHEREAS, AUTHORITY and PARTICIPATING AGENCIES agree to extend the term of the agreement to December 31, 2021; NOW, THEREFORE, it is mutually understood and agreed that Agreement No. C-5-3588 is hereby amended in the following particulars only: 1. Amend ARTICLE 9. ADDITIONAL PROVISIONS, page 8 of 11, Paragraph A, lines 22 and 23, to delete "June 2019", as the expiration date of the Agreement and in lieu thereof, insert "December 31, 2021". Page 1 of 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 AMENDMENT NO. 1 TO COOPERATIVE AGREEMENT NO. C-5-3588 COAST HIGHWAY - RTSSP The balance of Agreement No. C-5-3588 remains unchanged. IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to Agreement No. C-5-3588 to be executed on the date of the last signature below. CITY OF NEWPORT BEACH ORANGE COU N'CY TRRAN O TATION AUTHORITY By: By: G K. Leung Meena Kata .- Manager Manager, Capital Projects Date: �`� �s�t a1 Date: [ ATTEST: APPROVED AS TO FORM: r By: Po By: Leilani I Brown Jarrpdso M. Donich City Clerk t neral Counsel �� 3 Date: 16• d I�� .P Date: APPROVED AS TO FORM: Aaron C. Har—pp City Attorney Date: It t-01la Page 2 of 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-5-3588 BETWEEN ORANGE COUNTY TRANSPORTATION AUTHORITY AND CITY OF NEWPORT BEACH FOR COAST HIGHWAY REGIONAL TRAFFIC SIGNAL SYNCHRONIZATION PROJECT THIS COOPERATIVE AGREEMENT (Agreement), is effective this /3 day of 201 , by and between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange California 92863-1584, a public corporation of the State of Califomia (herein referred to as "AUTHORITY" or "Party") and the City of Newport Beach, 100 Civic Center Drive, P.O. Box 1768, Newport Beach, California 92660, a California municipal corporation and charter city (hereinafter referred to as "PARTICIPATING AGENCY' or "Party") collectively known as "Parties". RECITALS: WHEREAS, the AUTHORITY in cooperation with the PARTICIPATING AGENCY is working together in coordinating traffic signals across multiple jurisdictional boundaries as a part of the Renewed Measure M (M2) Regional Traffic Signal Synchronization Program (Project P) to enhance countywide traffic flow and reduce congestion; and WHEREAS, the AUTHORITY has completed the competitive 2015 Call for Projects (hereinafter, "2015 CALL") in support of Project P and awarded Project P funds based on the application (hereinafter, "APPLICATION") prepared by the City of Newport Beach (hereinafter referred to as the "APPLICANT AGENCY") for implementation of signal synchronization of traffic signals along Coast Highway (hereinafter, "PROJECT"); and WHEREAS, the PARTICIPATING AGENCY in their approved APPLICATION has elected to designate the AUTHORITY and the AUTHORITY agrees to act as the implementing agency to carry out PROJECT: and Page 1 of 11 COOPERATIVE AGREEMENT NO. C-5-3588 COAST HIGHWAY - RTSSP 1 WHEREAS, the PROJECT will include approximately twenty seven (27) traffic signalized 2 intersections as identified in the APPLICATION; and 3 WHEREAS, the PROJECT will include Intelligent Transportation System (ITS) elements 4 identified in the APPLICATION including certain hardware and software upgrades to intersection traffic 5 controller units, traffic telematics and intertie systems, Advanced Transportation Management 6 Systems (ATMS), and other associated systems (hereinafter collectively referred to as "ITS 7 ELEMENTS"), will be constructed and/or installed and implemented as part of the PROJECT as 8 identified in the APPLICATION; and 9 WHEREAS, the AUTHORITY agrees to work with PARTICIPATING AGENCY to coordinate 10 the inclusion of other ITS elements (hereinafter OTHER ELEMENTS) that should be installed at the 11 same time as the construction of the PROJECT and are not part of this Agreement; and 12 WHEREAS, all costs associated with the inclusion of these OTHER ELEMENTS are the sole 13 responsibility of the AGENCY owning each and any of those OTHER ELEMENTS during the course 14 of the project; and 15 WHEREAS, based on APPLICATION, the AUTHORITY agrees to implement the PROJECT; and 16 WHEREAS, the PARTICIPATING AGENCY, perthe M2 Ordinance, agrees to provide PROJECT 17 funding in a combined cash and in-kind services match of Four Hundred Forty Nine Thousand Eight 18 Hundred Three Dollars$449,803.00 , as shown in Attachment A, ore equivalent to twenty ( ) q y percent (20%) 19 of PROJECT cost; and 20 WHEREAS, the AUTHORITY and the PARTICIPATING AGENCY desire to enter into this 21 Agreement to implement the PROJECT in support of Project P; and 22 WHEREAS, this Agreement defines the speck terms, conditions, and funding responsibilities 23 between the AUTHORITY and the PARTICIPATING AGENCY for the implementation of the PROJECT; 24 and 25 / 26 Page 2 of 11 COOPERATIVE AGREEMENT NO. C-5-3588 COAST HIGHWAY - RTSSP 1 WHEREAS, the Orange County Transportation Authority Board of Directors approved funding for 2 the PROJECT and authorized the Chief Executive Officer to negotiate and execute this cooperative 3 agreement on April 27, 2015; and 4WHEREAS, the City of Newport Beach's City Council approved this Agreement on the i7� day 5 of ( G�ti2l"t, 20_ L 6 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and the 7 PARTICIPATING AGENCY as follows: 8 ARTICLE 1. COMPLETE AGREEMENT 9 A. This Agreement, including any attachments incorporated herein and made applicable by 10 reference, constitutes the complete and exclusive statement of the term(s) and conditions(s) of this 11 Agreement between AUTHORITY and PARTICIPATING AGENCY and it supersedes all prior 12 representations, understandings, and communications. The invalidity in whole or in part of any term or 13 condition of this Agreement shall not affect the validity of other term(s) or conditions(s) of this Agreement. 14 The above referenced Recitals are true and correct and are incorporated by reference herein. 15 B. AUTHORITY's failure to insist on any instance(s) of PARTICIPATING AGENCY's 16 performance of any term(s) or condition(s) of this Agreement shall not be construed as a waiver or 17 relinquishment of AUTHORITY's right to such performance or to future performance of such terms) or 18 condition(s), and PARTICIPATING AGENCY's obligation in respect thereto shall continue in full force and 19 effect. Changes to any y portion of this Agreement shall not be binding upon AUTHORITY except when 20 specifically confirmed in writing by an authorized representative of AUTHORITY by way of a written 21 amendment to this Agreement and issued in accordance with the provisions of this Agreement. 22 C. PARTICIPATING AGENCY's failure to insist on any instance(s) of AUTHORITY's 23 performance of any term(s) or condition(s) of this Agreement shall not be construed as a waiver or 24 relinquishment of PARTICIPATING AGENCY' s right to such performance or to future performance of 25 such term(s) or condition(s), and AUTHORITY's obligation in respect thereto shall continue in full force 26 and effect. Changes to any portion of this Agreement shall not be binding upon PARTICIPATING Page 3 of 11 COOPERATIVE AGREEMENT NO. C-5-3588 COAST HIGHWAY - RTSSP 1 AGENCY except when specifically confirmed in writing by an authorized representative of 2 PARTICIPATING AGENCY by way of a written amendment to this Agreement and issued in accordance 3 with the provisions of this Agreement. 4 ARTICLE 2. SCOPE OF AGREEMENT 5 This Agreement specifies the roles and responsibilities of the Parties as they pertain to the 6 subjects and projects addressed herein. Both AUTHORITY and PARTICIPATING AGENCY agree that 7 each will cooperate and coordinate with the other in all activities covered by this Agreement and any other 8 supplemental agreements that may be required to facilitate purposes thereof. 9 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY 10 AUTHORITY agrees to the following responsibilities for funding of the PROJECT; 11 A. AUTHORITY shall implement the PROJECT based on the intent of the usage in the 12 APPLICATION prepared by the APPLICANT AGENCY in accordance with the policies and procedures 13 contained in the Comprehensive Transportation Funding Program (CTFP) guidelines. 14 B. AUTHORITY shall provide oversight in order to maintain inter -jurisdictional traffic signal 15 operational integrity between PROJECT and other similar type projects not older than three (3) years. 16 C. AUTHORITY will act as the LEAD AGENCY and provide and file all documentation 17 necessary to comply with California Environmental Quality Act (CEQA) regulations for PROJECT. 18 D. AUTHORITY shall perform web -based public outreach activities for the PROJECT to 19 communicate major project milestones and results. 20 E. AUTHORITY shall provide formats, templates, and guidance in reporting requirements as 21 described in the CTFP. 22 F. AUTHORITY, or agents of AUTHORITY, under this Agreement and upon closeout of 23 PROJECT, may perform a technical and/or field review to ensure that the CTFP guidelines, policies, and 24 procedures were followed. Such a review may be performed one hundred and eighty (180) days after the 25 PROJECT three-year grant period is complete. If the technical and orfield review determines that any of 26 / Page 4 of 11 COOPERATIVE AGREEMENT NO. C-53588 COAST HIGHWAY - RTSSP 1 the activities performed are ineligible for CTFP funding, PARTICIPATING AGENCY must reimburse and 2 return the amount of funding used to perform the ineligible activity to AUTHORITY. 3 G. AUTHORITY shall invoice the PARTICIPATING AGENCY as identified in APPLICATION 4 and Attachment A for the dollar cash match at the start of the PROJECT or at a mutually agreed upon 5 time to facilitate any respective AGENCY funding timeframes. 6 H. AUTHORITY shall request updates on the PROJECT as part of semi-annual review 7 process, including documentation of in-kind match conforming to Attachment A and will include the 8 PROJECT in the list of active projects in OCfundTrAcker until completion of the three-year grant period. 9 Documents to be provided include, but are not limited to, payroll records, contracts, and purchase orders. 10 ARTICLE 4. RESPONSIBILITIES OF THE AUTHORITY AS PROJECT LEAD AGENCY 11 The AUTHORITY as the LEAD AGENCY agrees to the following responsibilities for the 12 implementation of the PROJECT: 13 A. AUTHORITY shall act as the LEAD AGENCY for the work necessary to manage, procure, 14 and complete the PROJECT as identified in the APPLICATION. 15 B. To coordinate outreach with PARTICIPATING AGENCY for PROJECT. 16 C. To collect all data necessary to provide new optimized timing plans including, but not 17 limited to, manual intersection all movement counts, and twenty four (24) hour / seven (7) day automated 18 machine traffic counts with vehicle classification. 19 D. To develop and implement new timing plans optimized for signal synchronization. 20 E. To provide updated timing plans for all control systems and all relevant data used to 21 develop said plans to PARTICIPATING AGENCY. 22 F. To prepare a "Before and After Study" for PROJECT as described in the Measure M2 23 Eligibility Guidelines adopted by the AUTHORITY. The "Before and After Study" for the project is 24 considered the equivalent of the required Project Final Report (Measure M2 Ordinance No. 3, Section 25 8.111.9) for PROJECT. The AUTHORITY shall provide the "Before and After Study" to the 26 PARTICIPATING AGENCY in draft and final formats for review and comment. AGENCY comments shall Page 5of11 COOPERATIVE AGREEMENT NO. C-5-3588 COAST HIGHWAY - RTSSP 1 be noted in the final study. If specked in APPLICATION, AUTHORITY shall provide a "Before and After 2 Study" video of a representative portion of PROJECT at up to two (2) public meetings. 3 ARTICLE 5. RESPONSIBILITIES OF THE PARTICIPATING AGENCY 4 PARTICIPATING AGENCY agrees to the following responsibilities for implementation and 5 funding of PROJECT: 6 A. Provide a technical representative to meet and p participate as a member of the 7 PROJECT's Traffic Forum. 8 B. To authorize the AUTHORITY to manage, procure, and implement all aspects of 9 PROJECT. 10 C. To participate and support PROJECT implementation within the timeframe outlined in 11 APPLICATION and consistent with the CTFP guidelines adopted by AUTHORITY. 12 D. To provide AUTHORITY all current intersection, local field master, and/or ATMS timing 13 plans and related data upon request. 14 E. To provide the local cash match and/or documentation for the in-kind services match 15 for PROJECT in accordance with Attachment A. Failure to provide included local cash match and or 16 evidence of in-kind services match may result in the loss of future participation for competitive funding 17 opportunities. 18 F. PARTICIPATING AGENCY that has included a dollar match as identified in Attachment 19 A shall provide payment for the dollar match to AUTHORITY within thirty (30) calendar days of receipt 20 of an invoice. 21 G. PARTICIPATING AGENCY that has included an in-kind services match as identified in 22 Attachment A shall provide documentation of conformance as part of the semi-annual review process. 23 H. To waive all fees associated with an local agency g enc y permits that may be required of the 24 consultant, subconsultants, and/or service or equipment providers in the performance of the PROJECT. 25 / 26 / Page 6 of 11 COOPERATIVE AGREEMENT NO. C5-3588 COAST HIGHWAY - RTSSP 1 I. PARTICIPATING AGENCY shall provide updates on PROJECT to AUTHORITY as part 2 of semi-annual review process until completion of the three-year PROJECT grant period. Documents to 3 be provided include, but are not limited to, payroll records, contracts, and purchase orders. 4 J. PARTICIPATING AGENCY shall, if specified in APPLICATION, continue ongoing 5 monitoring and maintenance after the three-year grant period is complete and continue until the end of 6 the PROJECT per additional maintenance of effort in APPLICATION. 7 ARTICLE 6. DELEGATED AUTHORITY 8 The actions required to be taken by PARTICIPATING AGENCY in the implementation of this g Agreement are delegated to it's respective City Manager, or designee, and the actions required to be 10 taken by AUTHORITY in the implementation of this Agreement are delegated to AUTHORITY's Chief 11 Executive Officer or designee. 12 ARTICLE 7. AUDIT AND INSPECTION 13 AUTHORITY and PARTICIPATING AGENCY shall maintain a complete set of records in 14 accordance with generally accepted accounting principles. Upon reasonable notice, PARTICIPATING 15 AGENCY shall permit the authorized representatives of AUTHORITY to inspect and audit all work, 16 materials, payroll, books, accounts, and other data and records of PARTICIPATING AGENCY for a period 17 of five (5) years after final payment, or until any on-going audit is completed. For purposes of audit, the 18 date of completion of this Agreement shall be the date of AUTHORITY's payment of OCTA Consultant's 19 final billing (so noted on the invoice) under this Agreement. AUTHORITY shall have the right to reproduce 20 any such books, records, and accounts. The above provision with respect to audits shall extend to and/or 21 be included in contracts with PARTICIPATING AGENCY's contractor. 22 ARTICLE 8. INDEMNIFICATION 23 A. To the fullest extent permitted by law, PARTICIPATING AGENCY shall defend (at 24 PARTICIPATING AGENCY's sole cost and expense with legal counsel reasonably acceptable to 25 AUTHORITY), indemnify, protect, and hold harmless AUTHORITY, its officers, directors, employees, and 26 agents (collectively the "Indemnified Parties"), from and against any and all liabilities, actions, suits, Page 7 of 11 COOPERATIVE AGREEMENT NO. C-5-3588 COAST HIGHWAY - RTSSP 1 claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, 2 penalties, and expenses including legal costs and attorney fees (collectively 'Claims"), including but not 3 limited to Claims arising from injuries to or death of persons (PARTICIPATING AGENCY's employees 4 included), for damage to property, including property owned by AUTHORITY, or from any violation of any 5 federal, state, or local law or ordinance, alleged to be caused by the negligent acts, omissions or willful 6 misconduct of PARTICIPATING AGENCY, its officers, directors, employees or agents in connection with 7 or arising out of the performance of this Agreement. 8 B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY'S sole 9 cost and expense with legal counsel reasonably acceptable to PARTICIPATING AGENCY), indemnify, 10 protect, and hold harmless PARTICIPATING AGENCY, City Council, boards and commissions, its 11 officers, directors, employees, volunteers, and agents (collectively the "Indemnified Parties"), from and 12 against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration 13 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and 14 attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of 15 persons (AUTHORITY's employees included), for damage to property, including property owned by 16 PARTICIPATING AGENCY, or from any violation of any federal, state, or local law or ordinance, alleged 17 to be caused by the negligent acts, omissions or willful misconduct of AUTHORITY, its officers, directors, 18 employees or agents in connection with or arising out of the performance of this Agreement. 19 C. The indemnification and defense obligations of this Agreement shall survive its expiration 20 or termination. 21 ARTICLE 9. ADDITIONAL PROVISIONS r 22 A. Term of Agreement: This Agreement shall be in full force and effect through 26-- 23 u-_23 20 L 24 B. Amendment: This Agreement may be extended or amended in writing at any time by the 25 mutual consent of the PARTICIPATING AGENCY and AUTHORITY. No amendment shall have any 26 force or effect unless executed in writing by the PARTICIPATING AGENCY and AUTHORITY. Page 8 of 11 COOPERATIVE AGREEMENT NO. C-5-3588 COAST HIGHWAY - RTSSP 1 C. Termination: In the event either Party defaults in the performance of their respective 2 obligations under this Agreement or breaches any of the provisions of this Agreement, the non -defaulting 3 Party shall have the option to terminate this Agreement upon thirty (30) calendar days prior written notice 4 to the Party in default. 5 D. Termination for Convenience: Either Party may terminate this Agreement for its 6 convenience by providing thirty (30) calendar day prior written notice of its intent to terminate for 7 convenience to the other Party. 8 E. AUTHORITY and PARTICIPATING AGENCY shall comply with all applicable federal, 9 state, and local laws, statues, ordinances and regulations of any y governmental authority having 10 jurisdiction over the PROJECT. 11 F. Legal Authority: AUTHORITY and PARTICIPATING AGENCY hereto consent that they 12 are authorized to execute this Agreement on behalf of said Party and that, by so executing this 13 Agreement, the Parties hereto are formally bound to the provisions of this Agreement. 14 G. Severability: If any term, provision, covenant or condition of this Agreement is held to be 15 invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the 16 remainder of this Agreement shall not be affected thereby, and each term, g y provision, covenant or 17 condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 18 H. Counterparts of Agreement: This Agreement may be executed and delivered in any 19 number of counterparts, each of which, when executed and delivered shall be deemed an original and all 20 of which together shall constitute the same agreement. Facsimile signatures shall be permitted. 21 I. Force Maieure: Either Party shall be excused from performing its obligations under this 22 Agreement during the time and to the extent that it is prevented from performing by an unforeseeable 23 cause beyond its control, including but not limited to: any incidence of fire, flood; acts of God; 24 commandeering of material, products, plants orfacilities by the federal, state or local government; national 25 fuel shortage; or a material act or omission by the other Party, when satisfactory evidence of such cause 26 Page 9 of 11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C5-3588 COAST HIGHWAY - RTSSP is presented to the other Party, and provided further that such nonperformance is unforeseeable, beyond the control and is not due to the fault or negligence of the Party not performing. J. Assignment: 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. Consent to one assignment shall be deemed consent to any subsequent assignment, nor the waiver of any right to consent to such subsequent assignment. K. Governing Law: The laws of the State of California and applicable local and federal laws, regulations and guidelines shall govern this Agreement. L. Litigation fees: Should litigation arise out of this Agreement for the performance thereof, the court shall award costs and expenses, including attorney's fees, to the prevailing Party. M. Notices: Any notices, requests, or demands made between the Parties pursuant to this Agreement are to be directed as follows: To NEWPORT BEACH: To AUTHORITY: City of Newport Beach Orange County Transportation Authority 100 Civic Center Drive 550 South Main Street P.O. Box 1768 P. O. Box 14184 Newport Beach, CA 92658-8915 Orange, CA 92863-1584 Attention: Brad Sommers Attention: Venita Anderson Senior Civil Engineer Senior Contract Administrator Tel: (949) 644-3326 Tel: (714) 560-5427 Email: bsommers(o)newoortbeachca.gov E-mail: vanderson(a)octa.net Page 10 of 11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 COOPERATIVE AGREEMENT NO. C-5-3588 COAST HIGHWAY - RTSSP This Agreement shall be made effective upon execution by both Parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-5-3588 to be executed on the date first written above. // CIN EWPORT BE ORANGE COUNTY T NSPORTAT�THORITY By: By: Diane B. Dixon Darrell Johnso Mayor Chief Executive Officer ATTEST: APPROVED AS TO FORM By: Aaron C. Harp CAM0114111' City Attorney Dated: APPROVED AS TO FORM: By: l i� �J1yt� A tiZe/�`71 i L -11 - James M. Donich General Counsel Approval Recommen ed: By:, Kia Mortazavi Executive Director, Dated: 6 " (— /G Page 11 of 11 COOPERATIVE AGREEMENT NO. G53588 COAST HIGHWAY - RTSSP ATTACHMENT A DETAILED LOCAL MATCH COMMITMENT SECTION 1: AGENCY TOTAL MATCH SUMMARY AGENCY CASH IN-KIND TOTAL MATCH City of Newport Beach $449,803 $0 $449,803 TOTAL $449,803 $0 $449,803 SECTION 2: MATCH BREAKDOWN (CASH VS IN-KIND SERVICES) A. Cash Match AGENCY FUNDING SOURCE. AMOUNT OFCASH CONTRIBUTION City of Newport Beach TBD $449,803 TOTAL $449,803 B. In -Kind Services i. Specific Improvements (List items and Cost): Agency' Improvement Date of Construction Expenditure N/A TOTAL* $ TOTAL HOURS ii. Staffing Commitment: AGENCY STAFF POSITION TYPE OF SERVICE - NO. FULLY BURDENED TOTAL* TO PROJECT.; ,. HOURS HOURLY RATE N/A TOTAL IN-KIND MATCH*: *Total amount is the required participation by the identified agency. The numberof hours and houdy rate will be based on each agency's actual fully burdened billing rates, which must collectively equal the same value of the assigned "Total" dollars. Each agency will be responsible forkeeping detailed records of hours worked and description of work. An accounting record of personnel, hours at fully burdened rate is expected to be included with the final submittal. Records will be subject to auditing. Page A —1