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RCTC/MOU Hwy 111 07Agreement No. 07-31-097-00 MEMORANDUM OF UNDERSTANDING FOR THE FUNDING AND JOINT DEVELOPMENT OF STATE HIGHWAY 111 IMPROVEMENTS WITHIN THE CITY OF LA QUINTA Parties and Date. 1.1 This Agreement is executed and entered into this d /'day of JI, 2007, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("RCTC") and THE CITY OF LA QUINTA ("CITY"). 2. Recitals. 2.1 RCTC is a county transportation commission created and existing pursuant to California Public Utilities Code Sections 130053 and 130053.5. 2.2 On November 8, 1988 the Voters of Riverside County approved Measure A authorizing the collection of a one-half percent (1 /2%) retail transactions and use tax (the "tax") to fund transportation programs and improvements within the County of Riverside, and adopting the Riverside County Transportation Improvement Plan (the "Plan"). 2.3 The Plan allocates 20 million dollars for the construction of improvements along Route I I I from Ramon to Indio Boulevard in the Coachella Valley (the "Highway 111 Funds"). 2.4 Pursuant to Public Utility Code Sections 24000 et seq., RCTC is authorized to allocate the proceeds of the Tax in furtherance of the Plan. 2.5 The City, RCTC and Cal trans are planning certain improvements along State Highway I I I within the City of La Quinta. 2.6 RCTC has determined that the improvements referenced in Section 2.5 above and described more fully herein qualify for Highway 111 Funds. 2.7 RCTC intends, by this Agreement, to provide Highway I I I Funds for the construction of these intersection improvements, subject to the conditions provided herein, and to participate in the joint development of the Project, as defined herein. 1 RV PU B\HSHAN E\724416.3 3. Terms. 3.1 Description of Improvements. This Agreement is intended to provide Highway 111 Funds for design, construction and other services for authorized portions of the Route 111 improvements currently being planned on Highway 111, from Washington Street to the West City Limits, within the City of La Quinta (the "Project"). The Project is more fully described in Exhibit "A" attached hereto and, pursuant to Section 3.3 below, is subject to modification as requested by the City and approved by RCTC which approval will not be unreasonably withheld. It is understood and agreed that the City shall expend Highway I I I Funds only as set forth in this Agreement and only for the Project. To this end, any use of funds provided pursuant to this Agreement shall be subject to the review and approval of RCTC. 3.2 Funding Amount. RCTC hereby agrees to provide to the City, on the terms and conditions set forth herein, the maximum sum of Three Hundred Twenty -One Thousand Two Hundred Fifty -Five Dollars ($321,255.00) for project development, right of way acquisition, and constriction costs for the Project ("Total Funding Amount"). It is understood and agreed that 100% of the proposed improvements will be installed within the existing State right-of-way. The Total Funding Amount represents one hundred percent (100%) of the estimated Project Costs, as defined in Sections 3.14.1 below, and the maximum amount of funding to be provided by RCTC for the Project. 3.3 Responsibilities of Parties/Project Description. The responsibilities of the City and RCTC with respect to this Agreement and the successful completion of the Project are described in Exhibit "B", attached hereto and incorporated herein by reference. Changes to the characteristics of the Project and any responsibilities of the City or RCTC may be requested in writing by the City and are subject to the approval of RCTC's Representative, which approval will not be unreasonably withheld. 3.4 Tenn/Notice of Completion. The term of this Agreement shall be from the date first herein above written until the date the City provides a written Notice of Completion to RCTC, until termination of this Agreement pursuant to Section 3.9 or until June 30, 2009, whichever occurs first. All applicable indemnification provisions of this Agreement shall remain in effect following the termination of this Agreement. 3.5 RCTC's Representative. RCTC's Executive Director, or his or her designee, shall serve as RCTC's Representative and shall have the authority to act on behalf of RCTC for all purposes under this Agreement. RCTC's Representative shall also review and give approval, as needed, to the details of the City's work as it progresses. 3.6 The City's Representative. The City hereby designates Tom P. Genovese, City Manager, or his designee as the City's Representative to RCTC. The City's Representative 2 RVPUB\HSHANE\724416 3 shall have the authority to act on behalf of the City for all purposes under this Agreement and shall coordinate all phases of the Project under the City's responsibility. The City shall work closely and cooperate fully with RCTC's Representative and any other agencies which may have jurisdiction over or an interest in the Project. 3.7 Standard of Care; Licenses. The City and RCTC represent and maintain that they shall implement the Project in a skillful and competent manner and shall only involve in the Project persons or entities skilled in the calling(s) necessary to perform all services, duties and obligations required to fully and adequately complete the Project. 3.8 Review of Services. The City and RCTC shall allow RCTC's Representative and City's Representative, respectively, to inspect or review the progress of the Project at any reasonable time in order to determine whether the terms of this Agreement are being met. 3.9 Termination. 3.9.1 Notice. Either RCTC or City may, by written notice to the other party, terminate this Agreement for cause in whole or in part at any time, by giving written notice to the other party of such termination and specifying the effective date thereof. Upon receipt of a written notice of termination, RCTC or the City, respectively, shall cease expenditure of funds which are expected to be reimbursed with Highway I I I Funds pursuant to this Agreement. 3.9.2 Effect of Termination. Upon termination by RCTC or the City, RCTC shall provide Highway II I Funds towards the Project improvements satisfactorily completed through the date of termination. The City shall provide documentation deemed adequate by RCTC's Representative to show the Project Costs incurred and Project improvements actually completed prior to the date of termination. This Agreement shall terminate seven (7) days following receipt by the City of the written notice of termination. 3.9.3 Cumulative Remedies. The rights and remedies of the Parties provided in this Section are in addition to any other rights and remedies provided by law or under this Agreement. 3.10 Prevailing Wages. The City and RCTC and any other person or entity hired to perform services on the Project are alerted to the requirements of California Labor Code Sections 1770 et sue., which would require the payment of prevailing wages were the services or any portion thereof determined to be a public work, as defined therein. The City or RCTC, as applicable, shall ensure compliance with these prevailing wage requirements by any person or entity hired to perform services on the Project. The City shall defend, indemnify, and hold harmless RCTC, its officers, employees, consultants, and agents from any claim or liability, including without limitation attorneys, fees, arising from its failure or alleged failure to comply with California Labor Code Sections 1770 et sue. RCTC shall defend, indemnify, and hold harmless the City, its officers, 3 RV PUB\HS HANE724416.3 employees, consultants; and agents from any claim or liability, including without limitation attorneys' fees, arising from its failure or alleged failure to comply with California Labor Code Sections 1770 et SPM.0 . 3.11 Copies of Materials. Each party shall have the right to inspect and to obtain for its record copies of all records and materials which may be prepared by the other party under this Agreement. 3.12 Indemnification. 3.12.1 City Responsibilities. The City agrees to indemnify and hold harmless RCTC, its officers, agents, consultants, and employees from any and all claims, demands, costs or liability arising from or connected with all activities governed by this Agreement including all design and construction activities, due to negligent acts, errors or omissions or willful misconduct of the City or its sub -consultants. The City will reimburse RCTC for any expenditure, including reasonable attorneys' fees, incurred by RCTC, in defending against claims ultimately determined to be due to negligent acts, errors or omissions or willful misconduct of the City. 3.12.2 RCTC Responsibilities. RCTC agrees to indemnify and hold harmless the City, its officers, agents, consultants, and employees from any and all claims, demands, costs or liability arising from or connected with all activities governed by this Agreement including all design and construction activities, due to negligent acts, errors or omissions or willful misconduct of RCTC or its sub -consultants. RCTC will reimburse the City for any expenditure, including reasonable attorneys' fees, incurred by the City, in defending against claims ultimately determined to be due to negligent acts, errors or omissions or willful misconduct of RCTC. 3.12.3 Effect of Acceptance. The City and RCTC shall be responsible for the professional quality, technical accuracy and the coordination of any services provided to complete the Project. One party's review, acceptance or funding of any services performed by the other party or any other person or entity under this agreement shall not be construed to operate as a waiver of any rights the other party hereto may hold under this Agreement or of any cause of action arising out such persons, or entities, performance. Further, the City shall be and remain liable to RCTC, in accordance with applicable law, for all damages to RCTC caused by the City's negligent performance of this Agreement or supervision of any services provided to complete the Project. In addition, RCTC shall be and remain liable to the City, in accordance with applicable law, for all damages to the City caused by RCTC's negligent performance of this Agreement or supervision of any services provided to complete the Project. 0 RVPUB\HSHANE\724416 3 3.13 Insurance. The City and RCTC shall require all persons or entities hired to perform services on the Project to obtain, and require their sub -consultants to obtain, insurance of the types and in the amounts described below and satisfactory to RCTC and City. Such insurance shall be maintained throughout the term of this Agreement, or until completion of the Project, whichever occurs last. 3.13.1 Commercial General Liability Insurance. Occurrence version commercial general liability insurance or equivalent form with a combined single limit of not less than $1,000,000.00 per occurrence. If such insurance contains a general aggregate limit, it shall apply separately to the Project or be no less than two times the occurrence limit. Such insurance shall: 3.13.1.1 Name RCTC and City, their officials, officers, employees, agents, and consultants as insured with respect to performance of the services on the Project and shall contain no special limitations on the scope of coverage or the protection afforded to these insured; 3.13.1.2 Be primary with respect to any insurance or self insurance programs covering RCTC or City, their officials, officers, employees, agents, and consultants; and 3.13.1.3 Contain standard separation of insured provisions. 3.13.2 Business Automobile Liability Insurance. Business automobile liability insurance or equivalent form with a combined single limit of not less than $1,000,000.00 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. 3.13.3 Professional Liability Insurance. Errors and omissions liability insurance with a limit of not less than $1,000,000.00 Professional liability insurance shall only be required of design or engineering professionals. 3.13.4 Workers' Compensation Insurance. Workers' compensation insurance with statutory limits and employers' liability insurance with limits of not less than $1,000,000.00 each accident. 3.14 Payment of Total Funding Amount 3.14.1 Reimbursable Project Costs. Reimbursable Project costs (" Project Costs") include the following items: (1) funds expended in preparation of preliminary engineering study; (2) funds expended for preparation of environmental review documentation for the Project; (3) costs associated with right-of-way acquisition, including right-of-way engineering, appraisal, RVPUB\HSHANEl724416 3 acquisition, legal costs for condemnation procedures if authorized by the City, and costs ofreviewing appraisals and offers for property acquisition; (4) costs reasonably incurred if condemnation proceeds; (5) costs incurred in the preparation of plans, specifications, and estimates by consultants or staff; (6) staff costs associated with bidding, advertising and awarding of the Project construction contract; (7) construction costs, including change orders to construction contract approved by the City and RCTC; and (8) construction management, field inspection and material testing costs. It is understood and agreed that these costs include costs already incurred by the City towards completion of the Project. Project Costs are further described in Exhibit "C" attached hereto and incorporated herein by reference. 3.14.2 Excluded Project Costs. Project Costs shall not include the following items which shall be borne solely by the City without reimbursement: (1) City Project coordination costs; (3) City costs attributed to the preparation of invoices, billings and payments; (4) any City fees attributed to the processing of the Project. 3.14.3 Payment. RCTC shall pay for Project Costs as they are incurred and invoiced for design work, right-of-way services and any other services under its responsibilities, which payments shall serve as a credit towards the Total Funding Amount. The City shall pay for all Project contract costs and consultant and other costs for services under its responsibilities as they are incurred and invoiced. 3.14.4 Progress Reports. Either party may request the other party to inform it of delays in the Project and provide it with any requested progress reports. 3.14.5 Reimbursement for Expenses. The City shall not be reimbursed for any expenses unless authorized in writing by RCTC's Representative. 3.15 Change Orders. Any change orders in excess of ten thousand dollars ($10,000) must be reviewed and approved in writing by RCTC and City. 3.16 Conflict of Interest. For the term of this Agreement, no member, officer or employee of the City or RCTC, during the term of his or her service with the City or RCTC, as the case may be, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.17 Limited Scope of Duties. RCTC's and the City's duties and obligations under this Agreement are limited to those described herein. RCTC has no obligation with respect to the safety of the Project Site unless it knows or should know of a dangerous condition or activity and fails to report such condition or activity to the responsible party or otherwise make reasonable corrective efforts. In addition, RCTC shall not be liable for any action of City or its consultants relating to the condemnation of property undertaken by City for the Project or for the construction of the Project. 0 RVPUB\HSHAN E \724416.3 3.18 Books and Records. Each party shall maintain complete, accurate, and clearly identifiable records with respect to costs incurred for the Project or under this Agreement. They shall make available for examination by the other party, its authorized agents, officers or employees any and all ledgers and books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or related to the expenditures and disbursements charged to the other party pursuant to this disbursements charged to the other party pursuant to this Agreement. Further, each party shall furnish to the other party, its agents or employees such other evidence or information as they may require with respect to any such expense or disbursement charged by them. All such information shall be retained by the parties for at least three (3) years following termination of this Agreement, and they shall have access to such information during the three-year period for the purposes of examination or audit. 3.19 Equal Opportunity Employment The City and RCTC represent that they are equal opportunity employers and they shall not discriminate against any employee or applicant of reemployment because of race, religion, color, national origin, ancestry, sex or age. Such non- discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. 3.20 Governing Law. This Agreement shall be governed by and construed with the laws of the State of California. 3.21 Attorneys' Fees. If either party commences an action against the other party arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorneys' fees and costs of suit. 3.22 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.23 Headings. Article and Section Headings, paragraph captions or marginal headings contained in this Agreement are for convenience only and shall have no effect in the construction or interpretation of any provision herein. 3.24 Notification. All notices hereunder and communications regarding interpretation of the terms of the Agreement or changes thereto shall be provided by the mailing thereof by registered or certified mail, return receipt requested, postage prepaid and addressed as follows: 7 RVPUB\HSHANE724416 3 City of La Quinta RCTC P.O. Box 1504 Riverside County Transportation Commission 78-495 Calle Tampico 4080 Lemon, 3`a Floor La Quinta, CA 92253-1504 Riverside, CA 92501 ATTN: City Manager ATTN: Executive Director Any notice so given shall be considered served on the other party three (3) days after deposit in the U.S. mail, first class postage prepaid, return receipt requested, and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred regardless of the method of service. 3.25 Conflicting Provisions. In the event that provisions of any attached appendices or exhibits conflict in any way with the provisions set forth in this Agreement, the language, terms and conditions contained in this Agreement shall control the actions and obligations of the Parties and the interpretation of the Parties' understanding concerning the performance of the Services. 3.26 Contract Amendment. In the event that the parties determine that the provisions of this Agreement should be altered, the parties may execute a contract amendment to add any provision to this Agreement, or delete or amend any provision of this Agreement. All such contract amendments must be in the form of a written instrument signed by the original signatories to this Agreement, or their successors or designees. 3.27 Entire Agreement. This Agreement constitutes the entire agreement between the Parties relating to the subject matter hereof and supersedes any previous agreements or understandings. 3.28 Validity of Agreement. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. 3.29 Independent Contractors. Any person or entities retained by the City or any Consultant shall be retained on an independent contractor basis and shall not be employees ofRCTC. Any personnel performing services on the Project shall at all times be under the exclusive direction and control of the City or consultant, whichever is applicable. The City or consultant shall pay all wages, salaries and other amounts due such personnel in connection with their performance of services on the Project and as required by law. The City or consultant shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance and workers' compensation insurance. [Signatures on Following Page] N. RVPUB\HSHANE\724416 3 SIGNATURE PAGE TO MEMORANDUM OF UNDERSTANDING RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Terry Hen son, Chair APPROVED AS TO FORM RWersiae County Commission we RVPUB\HSHANE1724416 3 CITY OF LA QUINTA APPROVED AS TO FORM: M EXHIBIT "A" DESCRIPTION OF SERVICES The proposed improvements include the construction of curb, gutter, and connecting pavement on the north side of Highway I I I from Point Happy Entrance to West City Limits; the construction of a median island with landscape and irrigation system; and the installation of rock fall stabilization HIDMIMlt'RI The following services will be provided, as necessary, to complete the improvements: 1. Completion of Project Development Activities in accordance with Caltrans Standards and Project Development Guidelines. 2. Preparation of any needed environmental documentation in accordance with Caltrans procedures and State and Federal statutes. All needed right-of-way services and acquisition of property needed for improvements. 4. Construction of improvements as shown in attached Exhibit "D". A-1 R V P U B\ H S H AN M724416.3 EXHIBIT "B" RESPONSIBILITIES OF PARTIES RCTC SHALL: Reimburse City for Project Costs up to the Total Funding Amount, as set forth in Section 3.2 of the Agreement. Arrive at appropriate funding for overall Project, up to the Total Funding Amount, in conjunction with City La Quinta prior to award of construction contract by the City. CITY OF LA QUINTA SHALL: Be responsible for design, environmental clearance, right of way acquisition, obtaining all permits required by impacted agencies prior to start of construction. Be responsible for the bidding, awarding, and administration of the construction contract. Be responsible for all construction activities including inspection, survey and material testing. Arrive at appropriate funding for overall Project in conjunction with RCTC prior to award of construction contract by the City. CHANGES IN RESPONSIBILITIES The specific responsibilities of RCTC and the City as defined in this exhibit maybe changed pursuant to the terms of Section 3.3 of the Agreement. M. RVPUB\HSHANE1724416 3 EXHIBIT "C" IMPLEMENTATION OF POLICY FOR COST SHARING Hiehwav 111 Costs - Measure A Share Measure A funds provided by RCTC pursuant to this Agreement may be used to fund anv of the permissible Project Costs as more specifically set forth below, up to Total Funding Amount. Measure A Highway funds may be used to pay for any and all improvements that occur as a result of the widening of Route 1 I I for the Project. Those improvements might include, but not be limited to, additional through lanes, acceleration tapers, deceleration lanes, bus turnouts, utility relocations, street lighting, necessary landscaping to Caltrans Standards, traffic signal installations and modifications, and necessary right-of-way acquisition and services. Right-of-way maybe paid for by the appropriate funds dependent upon area of the take, as described below. The intersections between Highway I I I and the cross street may also be funded with Measure A Highway funds. The dividing line between Highway I I I and the cross street is defined as the projection of the Highway I I I right-of-way line across the cross street. In the event of an unclear definition of right-of-way points, a line connecting the cross street beginning and end of curbs will be drawn. If the parties disagree on a right-of-way projection the curb return limit will be used. The lines will be used as a guide for the design engineer preparing the estimate to calculate appropriate Highway 111 quantities and costs, and appropriate cross street quantities and costs. Costs for the traffic signals that control Highway 11 I and cross street may be paid entirely with Measure A Highway funds regardless of pole locations in the Highway 111 or cross street defined boundaries. Signalization, for other locations such as entrances to businesses on Highway I I I may also be funded by Measure A Highway funds if warranted and agreed to by RCTC. Cross Street Costs - City Share The City will be responsible for funding any and all cross street improvements. The cross street improvements would include any element of the project that is not included in the Highway 111 costs as defined above. Landscaping Landscaping will be in accordance with State and City standards and may be included in the cost sharing in the appropriate Route 11 I or cross street areas. Excessive landscaping will not be paid for with the Measure A Highway funds. Excessive landscaping is a subjective measure, but the intent is not to use Measure A Highway funds to pay for landscaping in excess of what is appropriate for a typical highway project in the Coachella Valley using Caltrans landscaping design standards. C-1 R V P U B\HS HAN E\7244I 6.3 EXHIBIT "D" CONSTRUCTION IMPROVEMENTS In general the Project is envisioned to consist of the construction of slope stabilization measures and rock fall protection devices, curb, gutter, median island, landscaping, and irrigation system, hauling off of excess material, the installation of A.C. pavement, and signing and striping. The following Project budget is anticipated: Project Activity Estimated Cost Construction: $373,027.00 Engineering: $63,720.00 Construction Engineering (Inspection/Testing/Survey): $41,153.00 Sub -Total: $477,900.00 Contingency. $53,100.00 Total Estimated Cost: $531,000.00 D-1 RV PUB\HSHAN E\724416.3 Agreement No. 07-31-097-01 AMENDMENT NO.1 TO THE MEMORANDUM OF UNDERSTANDING FOR THE FUNDING AND JOINT DEVELOPMENT OF STATE HIGHWAY 111 IMPROVEMENTS WITHIN THE CITY OF LA QUINTA 1. Parties and Date. �Q 1.1 This Amendment No. 1 is executed and entered into this - e4y of 2008, by and between the RIVERSIDE COUNTY TRANSPORTATION C MISSION ("RCTC" or "Commission") and the CITY OF LA QUINTA. 2. Recitals. 2.1 The Commission and the City have entered into a "Memorandum of Understanding for the Funding and Joint Development of State Highway 111 Improvements" dated March 27, 2007 ("MOU") for the purpose of providing funding to the City for the Project, as that term is defined in Section 3.1 of the MOU. 2.2 The Riverside County Transportation Improvement Plan ("Plan") allocates Twenty Million Dollars ($20,000,000) for the construction of improvements 'to and along State Highway 111 from Ramon Road to Indio Boulevard in the Coachella Valley (the "Highway 111 Funds"). 2.3 Pursuant to Public Utility Code Sections 24000, et seq, RCTC is authorized to allocate the proceeds of the Tax in furtherance of the Plan. 2.4 In 2003, the Commission provided the Coachella Valley Association of Governments ("CVAG") a Measure A revenue forecast, which identified the Coachella Valley Measure A highway funds through the end of the Measure on June 30, 2009 as Twelve Million Dollars ($12,000,000), which amount was approved and allocated by RCTC for distribution. 2.5 At its December 12, 2007 meeting, the Commission approved the distribution of additional funds to jurisdictions totaling Twelve Million Three Hundred Seventy -Six Thousand Eight Hundred Ten Dollars ($12,376,810) based on revised revenue estimates. Page 1 RCTC - LA QUINTA MOU AMENDMENT NO.1 2.6 The Commission now wishes, consistent with actions at its December 12, 2007 meeting, to amend and modify the MOU to provide, through this Amendment, for the allocation of the aforementioned additional funding. 3. Terms. 3.1 RCTC hereby agrees to make available to the City, on the terms and conditions set forth in the MOU and as modified herein, the additional sum of One Million Eight Hundred Thirty -Three Thousand Seven Hundred Forty -Five Dollars ($1,833,745) for project development, right of way acquisition, and construction costs for the Project. 3.2 The Funding Amount, as defined and provided for in paragraph 3.2 of the MOU, is hereby amended to be Two Million One Hundred Fifty -Five Thousand Dollars ($2,155,000). 3.3 Exhibit B to the MOU is hereby deleted in its entirety and replaced by Exhibit "B" attached hereto and incorporated herein by reference. 3.4 Consistent with paragraph 3.4 of the MOU, no funding shall be available to the City from RCTC under the MOU or this Amendment after June 30, 2009, unless a time extension is granted by the Commission. 3.6 Funding provided for under this Amendment shall be available to the City consistent with the schedule set forth in Exhibit `B" of this Amendment. 3.7 Except as amended by this Amendment No. 1, all provisions of the MOU, including without limitation the indemnity and insurance provisions, shall remain in full force and effect and shall govern the actions of the parties under this Amendment. [Signatures on Following Page] RCTC - LA QUINTA MOU AMENDMENT NO.1 Page 2 SIGNATURE PAGE TO AMENDMENT NO.1 TO THE MEMORANDUM OF UNDERSTANDING RIVERSIDE COUNTY CITY OF LA QUINTA TRANSPORTATION COMMISSION Lo Bye/�lilol..r..co� t ne air Thomas P. Genovese, City Manager APPROVED Cpsigel to the Riverside County Transportation Commission APPROVED AS TO FORM: By 9 - therine Jep , City Attorney RCTC - LA QUINTA MOU AMENDMENT NO.1 Page 3 EXHIBIT "B" RESPONSIBILITIES OF PARTIES RCTC SHALL: Reimburse City with appropriate funding contributions in accordance with the phased reimbursement schedule agreed to by RCTC and the Coachella Valley Association of Governments ("CVAG") and adjusted to reflect the additional funds in fiscal year 2007/2008 and 2008/2009. For eligible project components the CVAG's phased reimbursement schedule allocates: $80,000 during Fiscal Year 2007/2008 $2,075,000 during Fiscal Year 2008/2009 Total available reimbursement for the Project is $2,155,000. CITY OF LA OUINTA SHALL: Be responsible for design, environmental clearance, right of way acquisition, obtaining all permits required by impacted agencies prior to start of construction. Be responsible for the bidding, awarding, and administration of the construction contract. Be responsible for all construction activities including inspection, survey and material testing. CHANGES IN RESPONSIBILITIES The specific responsibilities of RCTC and the City, as defined in this exhibit, may be changed pursuant to the terms of Section 3.3 of the MOU.