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<br />EXHIBIT 1 <br />MASTER REIMBURSEMENT AGREEMENT <br />BETWEEN <br />CITY OF SANTA ANA <br />AND <br />ORANGE COUNTY SANITATION DISTRICT <br />This cooperative cost reimbursement agreement (“Agreement”) is made <br />and entered into as of August 5, 2025 (“Effective Date”), by and between the City of <br />Santa Ana (a municipal corporation organized and operating under the laws of the State <br />of California with its principal place of business at 20 Civic Center Plaza, M-21, Santa <br />Ana, California 92701) (“City”) and Orange County Sanitation District (a municipal <br />corporation organized and operating under the laws of the State of California with its <br />principal place of business at 18480 Bandilier Circle, Fountain Valley, California <br />92708) (“OC San”). City and OC San are hereinafter sometimes referred to <br />individually as “Party” and collectively as the “Parties”. <br />RECITALS <br />WHEREAS, City initiates any particular street rehabilitation project ("Project") to <br />improve pavement conditions City-wide; and <br />WHEREAS, City’s Projects routinely involve the adjustment of OC San’s manhole <br />frames and covers (“Manhole Adjustments”) that are within the Project’s area; and <br />WHEREAS, City has agreed to perform the Manhole Adjustments as part of its <br />Projects and seek reimbursement from OC San for the costs associated with the Manhole <br />Adjustments (“Manhole Adjustment Costs”); and <br />WHEREAS, OC San has agreed to reimburse City for the Manhole Adjustment <br />Costs; and <br />WHEREAS, the Parties desire to enter into this Agreement to establish the general <br />terms for OC San’s to reimburse the City for the Manhole Adjustment Costs. <br />NOW, THEREFORE, the Parties agree as follows: <br />AGREEMENT <br />1.Incorporation of Recitals. The recitals above are true and correct, and are <br />hereby incorporated herein by this reference. <br />2.Scope of Agreement. This Agreement applies to any City Project that <br />involves Manhole Adjustments. For each Project where Manhole Adjustments are <br />required, the City will include the Manhole Adjustment Cost in its Project scope. <br />3.Term. This Agreement shall commence on the Effective Date and continue <br />for a term of ten (10) years from the Effective Date, unless terminated earlier in <br />accordance with Section 16, below. <br />Page 1 of 7 <br />55880.00002\43166451.1 <br />  <br />  <br />City Council 18 – 3 8/5/2025