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HomeMy WebLinkAbout05-053 - King County Water District #125 - Cascade View Improvement Construction Projectc i O C 4c` INTERLOCAL AGREEMENT BETWEEN CITY OF TUKWILA AND WATER DISTRICT 125 REGARDING CONSTRUCTION OF WATER IMPROVEMENTS IN CONJUNCTION WITH THE CASCADE VIEW IMPROVEMENT PROJECT THIS AGREEMENT is entered into between the CITY OF TUKWILA, a Washington municipal corporation "City and Water District 125 a Washington municipal corporation "Water Distnct 125" or "District ")(individually a "Party" and collectively the "Parties WHEREAS, the City is making nght -of -way improvements "City Work to Cascade View Neighborhood, and WHEREAS, Water District 125 has requested that certain water improvements "District Work be constructed in conjunction with the City Work; and WHEREAS, the Parties recognize the efficiencies of combining the City Work and the District Work into one construction project (the "Project" or "Project Work whereby the nght- of -way pavement will be disturbed only once. NOW THEREFORE, in consideration of the terms and conditions contained herein, the Parties agree as follows 1 SCOPE OF WORK RECITALS The City will advertise for bids and enter into a contract with a contractor for the construction of the District Work as described and depicted on the Bid Documents dated February 2005 for the Cascade View Improvement Project. 2. RESPONSIBILITIES OF THE PARTIES A. WATER DISTRICT 125 GUS ()53 AGREEMENT 1) Water District 125 shall provide to the City engineered drawings, specifications, construction standards, quantities, and cost estimates for the Distnct Work. The drawings shall show in detail the location, quantity, and size of the piping, meters, hydrants, and valve boxes. 2) Water District 125 shall review the portion of the Project's final drawings and specifications for the District Work and shall approve or reject those drawings and specifications within seven days of receipt. C: \DOCIJME- 1 \imilne \LOCAI S- 1 \Temn \FINALW -1.DOC 358829100081315499 01 16rfv01!.DOC (3/9/053/8105) to .l. ENT'D 2 0 2005 OR GNA...S 3) Water District 125 will provide the inspection services needed for overseeing the proper installation of the District Work. Water District 125's inspector will coordinate with the City's inspector, and the City's inspector will give all direction to the contractor 4) Water Distnct 125 will notify its customers of the Project, perform any water system shut downs necessary for the Distnct Work, and notify its customers of any scheduled water service interruptions related to the Project. 5) Water District 125 will provide any new water meters required for its existing connections at no cost to the City or its contractor 6) Water District 125 will provide all water permits required for its existing connections at no cost to the City or its contractor 7) Water District 125 shall maintain continued coordination with the City regarding the performance of the District Work. This coordination shall include but not be limited to the following: B. CITY a. Water Distnct 125 will attend the Project bid opening and pre construction meeting. b City will provide Water Distnct 125 a copy of the Contractor's proposed work schedule showing date, location and extent of work to be performed. This schedule will be subject to change at any time c Water District 125 will attend weekly construction meetings. d. Water District 125 will be given no less than five (5) days wntten notice that City's Contractor is beginning construction of the water facilities. 1 The City will incorporate Water District 125's design for the District Work into the Project construction contract documents. The City will advertise for bids, evaluate bids, and award a construction contract for the Project "Project Contract to the lowest responsible bidder (the "Contractor The City shall administer the Project Contract and monitor the Contractor's activities. 2 The City will be responsible for providing all traffic control associated with the construction of the District Work. 3 The City shall require the Contractor to install and perform the Distnct Work in accordance with the Project's final plans and Water District 125's standards and specifications. 4 The City will provide all flagging and traffic control, including Uniformed Officers when required, for the District Work. 5 The City will provide Water District 125 with not less than five (5) working days written notice prior to the start of water construction to allow Water District 125's scheduling of the on -site Inspector 6 City will schedule and attend weekly construction meetings with the City's Contractor, Water District 125, and other franchise utilities involved in the Project. C: \DOCUME --t \Temn \FINA I .W —I .DOC 358829100081315499 0116rfv01 !.DOC (3/9/053/8105) -2- ,.Sabi i.nt.DOC 3 COST ALLOCATION The City has no responsibility for costs related to the Distnct Work. The costs shown on this exhibit are estimates only The final breakdown of costs will be based on the actual lump sum bid price on the "Water System Improvements" schedule included in the City Bid Documents, as adjusted by construction change orders Water Distnct 125 will also be responsible for the following City's costs A. Water Facility Installation Water District 125 agrees to pay the actual cost that the City incurs for constructing the Distnct Work including excavation costs. B Adjustments and Relocations Water Distnct 125 agrees to pay the actual costs the City incurs for adjustments and relocations of water service lines, meter boxes, and valve boxes throughout the Project limits as reasonably required to match grades or avoid conflicts with proposed City improvements. C Consultant Costs Water Distnct 125 agrees to pay the actual cost that the City incurs, including consultant costs, for incorporating the District Work into the Project's construction contract documents and the City's cost for construction management and inspection coordination for the Distnct Work. D Additional Expenses Water Distnct 125 agrees to pay any additional expenses incurred in installing the Distnct Work due to any over excavation required or any other unforeseen conditions related to the District Work which reasonably require additional work and expense, including any additional trench width or depth attributable to errors in Water District 125's design or conflicts not accounted for in Water District 125's design. Any changes to the District Work perceived as necessary by the Contractor and any change orders therefore must be approved in wnting by Water District 125 in advance of such changes to the Distnct Work and any change orders related thereto E Claims by Contractor Water Distnct 125 agrees to pay any claims made by the Contractor relating to the Distnct Work that are valid and proximately caused by Water Distnct 125, provided, Water Distnct 125 at its sole expense shall have the nght to defend any claims made by the Contractor relating to the Distnct Work if Water Distnct 125 determines all or any part of the claim is not valid. These claims may include delays caused by installing the Distnct Work, delays caused by Water District 125 providing meters, or any other conflicts between the Contractor and Water Distnct 125 Any such claims must comply with the definition and procedure regarding claims in the Project contract and must be venfiable or substantiated claims and be subject to binding arbitration. F Invoice. Water Distnct 125 agrees to pay the City within forty -five (45) days of receiving a correct invoice by the City for amounts that the City has been invoiced by the C: \DOCIIMF.- 1 \imi1ne \LOCALS -1 \Temp \FINALW- 1.DOCP: \PROJECTS \A DR Projects \00dr06 (Cascade Vicw) \WD125Agrccmcnt.DOC 358829100081315499.01 16rfvOJLDOC (3/9/053/8105) -3- Contractor for work that has been completed by the Contractor and approved by Water Distnct 125 and which Water Distnct 125 has agreed to pay under this Agreement. G Defective or Unauthorized Work. Pursuant to the Project Contract between the City and Contractor, Water District 125 reserves the nght to withhold payment from the City for any defective, incomplete or unauthonzed work performed by the Contractor; provided, Water Distnct 125 shall notify the City of its claim of defective, incomplete or unauthonzed work pnor to the City making payment to the Contractor for such work. For all work which is determined by Water District 125 to be defective, incomplete or unauthorized after the City has paid the Contractor for such work, Water Distnct 125 shall pay the City for such work provided that Water Distnct 125 shall not waive any rights in doing so and any claims regarding the work shall be addressed as a claim against the Contractor by Water Distnct 125 If a defect in the District Work is identified dunng the one -year warranty period, the City will enforce the warranty provisions of the Contract on behalf of Water District 125 Defective, incomplete or unauthonzed work includes, without limitation. work and materials that do not conform to the requirements of this Agreement, and extra work and materials furnished without Water District 125's written approval. If for any reason it is necessary to satisfactonly complete any portion of the work, Water Distnct 125 may complete the work using its own means and the Contractor shall be liable to Water District 125 for any additional costs incurred by Water District 125 "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the Parties beyond the pnce for the Distnct Work included in the Contractor's bid accepted by the City Water District 125 further reserves the right to offset the cost to complete the work, mcludmg any additional costs, from any and all amounts due or to become due the Contractor H. Final Acceptance. The City shall provide Water Distnct 125 with wntten notice of completion of the Distnct Work. The District inspector shall perform final inspection of the Distnct Work. The Distnct shall, within forty -eight (48) hours of its final inspection, provide to the City written final acceptance of the District Work, or, alternatively, provide an itemized and detailed response why final acceptance of the Distnct Work cannot be given. If the Distnct fails to respond to the City within forty -eight hours, the District shall be deemed to have given final acceptance of the Distnct Work. Upon final acceptance of the Distnct Work, the City shall assign its nghts under the Project Contract relating to the Distnct Work to the District, including any warranties and maintenance obligations by and from the City's Contractor arising out of the Project Contract for the District Work. The City shall also require the City's Contractor, as a condition of the Project contract, to provide a maintenance bond at the District's cost to insure that the Distnct Work is free from defects in workmanship and materials for a penod of one (1) year following final acceptance of the Project Work by the City I. As -Built Drawings The City shall provide the Distnct with "as built" drawings for the District Work within thirty (30) days following the City's final acceptance of the Project Work. J Final Payment /Waiver of Claims The making of final payment by the Parties shall constitute a waiver of claims by the Contractor, except those previously and properly C: \DOCI7MF.-- 1 \imilne\i.00'ATS --1 \Temn \F[NAI,W- i .DOC 358829100081315499 .01I6rfv01!.DOC (3/9/053,8/03) -4- it.DOC made and identified as required by the Project Contract by the Contractor as unsettled at the time request for final payment is made. 4. WITHDRAWAL FROM AGREEMENT Should Water District 125, upon review of the bid, which is acceptable to the City, elect not to have the City's contractor install the District Work, Water District 125 shall promptly issue to the City notice of withdrawal from this agreement and this agreement shall terminate. Water District 125 shall be responsible to reimburse the City for its reasonable costs related to the District Work through the date of termination. It will then be the responsibility of Water Distnct 125 to coordinate and install their facilities in a time and manner that will not delay the City's contractor Water District 125 shall be held liable for any delay to the City's project due to Water District 125's water improvement work. 5. CHANGES After the City executes a contract with the Contractor, Water Distnct 125 shall submit any changes requested to be performed by the City's Contractor to the City The City shall submit this to the Contractor; obtain a price from the Contractor to perform the work, and notify Water District 125 of this pnce Pnces supplied by the Contractor for Water Distnct 125 change orders shall be in conformance with the 25% limit in subsection 1 -04 4 of the WSDOT Standard Specifications. Water Distnct 125 shall have two (2) business days from receiving the pnce from the City within which to respond to the City If Water Distnct 125 chooses not to accept the Contractor's price then this work shall only be performed by Water Distnct 125 according to a mutually agreed upon schedule with the Contractor so as not to cause delay to the Contractor 6. INDEMNIFICATION, LIENS AND ENCUMBRANCES Each Party shall defend, indemnify and hold the other Party, its officers, officials, employees and agents harmless from any and all claims, mjunes, damages, losses or suits including all legal costs and attorney fees, ansing out of or in connection with the performance of the Party's work required under this Agreement, except to the extent such injunes and damages are caused by the negligence or willful misconduct of the other Party Should a court of competent junsdiction determine that this Agreement is subject to RCW 4.24 115, then, in the event of habihty for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the parties, its officials, employees and agents, a party's liability hereunder shall be only to the extent of the party's negligence The provisions of this section shall survive the expiration or termination of this Agreement. 7 INSURANCE The contract between the City and the Contractor shall require that the Contractor procure and maintain for the duration of the project insurance of the types and in the amounts CADOCITME- 1 \imilne \LOCAI 5--1 \Temp \FIN AI,W_t 11(1r 358829100081315499.0116rfv01 !.DOC (3/9/053/8'05) -5- described below against claims for injunes to persons or damage to property which may arise from or in connection with the performance of the work by the Contractor, its agents, representative, employees, subconsultants or subcontractors. a. Automobile Liability insurance with limits no less than $1,000,000 combined single limit per accident for bodily injury and property damage; and b Commercial General Liability insurance wntten on an occurrence basis with limits no less than $1,000,000 single limit per occurrence and $2,000,000 general aggregate for personal injury, bodily injury and property damage. Coverage shall include but not be limited to blanket contractual, products /completed operations/broad form property damage; explosion, collapse and underground (XCU), and employer's liability; and c Excess Liability insurance with limits not less than $1,000,000 per occurrence and aggregate. Any payment of deductible or self insured retention shall be the sole responsibility of the Contractor The Parties, their elected and appointed officials, employees, agents and volunteers shall be named as additional insureds on the insurance policy, as respects work performed by or on behalf of the Parties and a copy of the endorsement naming the Parties as additional insured shall be attached to the Certificate of Insurance, copies of which shall be provided to the Parties prior to commencement of construction by the Contractor The Contractor's insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability The City shall also require the Contractor to indemnify, defend and save the Distract and its elected and appointed officials, employees, agents and volunteers harmless from any and all costs, claims, damages, judgments and liabilities against the District caused by or relating to the Contractor's performance of the District Work. The City shall also require the Contractor to be solely and completely responsible for safety and safety conditions at the Project site, including the safety of all persons and property dunng the performance of the Project Work. The Contractor shall be required to comply with all applicable City, County and State rules, regulations, ordinances, orders and codes regarding safety 8. FRANCHISE AGREEMENT The City and Water District 125 agree that as to future projects, by entenng into this Agreement, neither Party has waived any nghts it may have under the existing franchise agreement between the City and Water Distract 125, and the City and Water Distnct 125 expressly herein reserve such nghts. Notwithstanding anything in this Agreement to the contrary, Water Distnct 125's participation in the project contemplated in this Agreement, and its very participation in this Agreement, shall in no event be construed as a waiver of Water Distnct 125's obligation to relocate underground utilities pursuant to the franchise agreement, and parties understand and agree that the terms and conditions of this Agreement shall not be C: \DOCUME- 1 \imifie \LOCALS -1 \Temn \FINALW 358829100081315499.01 16rfv01!.DOC (3/9/053/8/03) O. -6- considered as a basis for future relocation projects that may be franchise required. The Distnct shall retain the rights of exclusive use, regulation and control of the completed Distnct Work and full ownership of the Distnct Work including, but not limited to, the right to sell, transfer or assign its nghts in and to the Distnct Work. 9 MISCELLANEOUS g. C: \DOCUiv1E-1 \imilne \LOCAL S- 1 \Temn \FINALW --I.DOC 358829100081315499.0116rfv01 !.DOC (3/9/053,4W05) a. Compliance with Laws The parties shall comply with all federal, state and local laws, rules and regulations throughout every aspect in the performance of this Agreement. b Nonwaiver of Breach. The failure of a party to insist upon stnct performance of any of the terms and rights contained herein, or to exercise any option herein conferred in one or more instances, shall not be constructed to be a waiver or relinquishment of those terms and nghts and they shall remain in full force and effect. c Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of Washington. If any dispute apses between the parties or between any party and the Contractor under any of the provisions of this Agreement, resolution of that dispute shall be available only through the junsdiction, venue and rules of the King County Supenor Court, King County, Washington. d. Attorney s Fees In the event any suit, arbitration, or other proceeding is instituted to enforce any term of this Agreement, the parties specifically understand and agree that the prevailing party in any such action shall be entitled to its attorneys' fees and costs of suit. e Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of this Agreement, unless otherwise notified. Any wntten notice shall become effective upon delivery, but in any event three (3) calendar days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated on this Agreement. f. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in wntmg and signed by a duly authorized representative of each of affected party Severability If any one or more sections, sub sections, or sentences of this Agreement are held to be unconstitutional or invalid, that decision shall not affect the validity of the remaining portion of this Agreement and the remainder shall remain in full force and effect. 1 t.-!. -7- J h. Relationship It is understood and agreed that no agency, employment, joint venture, co- employer or partnership is created by this Agreement. No party hereto shall (i) have the power or authonty to act for another in any manner to create obligations or debts which would be binding upon another, and, (ii) be responsible for any obligation or expense whatsoever of another Force Majeure. Parties shall not be deemed to be in breach of this Agreement if unable to perform their respective obligations hereunder as a result of the occurrence of an event of "force majeure," which shall include, but not be limited to, acts of God, acts of the government of the United States or of any state or political subdivision thereof, strikes, civil nots or disturbances, fire, floods, explosions, earthquakes, wind, storms, humcanes, lightning or other similar catastrophes or other causes beyond the parties' reasonable control. The scope of events of force majeure shall not extend to payment of money owed hereunder Entire Agreement The wntten provisions and terms of this Agreement, together with any attached Exhibits, supersede all pnor verbal statements by any representative of the City, and those statements shall not be construed as forming a part of or altenng in any manner this agreement. This Agreement and any attached Exhibits contain the entire Agreement between the parties. Should any language in any Exhibit to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. IN WITNESS WHEREOF, the parties below have executed this Agreement. WATER DISTRICT 125 DISTRICT bv: t Pnnt Name uSS Title cniet ..S' DATE 3 9 0_5 Notices to be sent to r. i ,clfE.J�,J C: \DOCI JMF —I \imilne \LOC A i_S ---1 \Temp \FINALW -1.DOC 358829 00081315499 01 16rfv01 !.DOC (3/9/053445) -8- CITY OF TUKWILA r by. 1/L ti i /l>�� t P If Name �,4��J���} Y Title:( CI 7 -1 /94/ DATE v `d Notices to be sent to `Ii .v) \WD125Agrcemcnt.DOC WATER DISTRICT 125 CITY OF TUKWILA Attn. C:\DOCUME-1 \i mi In e \I _DC A LS -1 \Temp \FINALW --1 .DOC 358829100081315499 0116rfv01 !.DOC (3/9/053/8/05) Attn. Bob Giberson Public Works Department 6300 Southcenter Blvd., Ste 100 (telephone) Tukwila, WA 98188 (facsimile) 206 433 -0179 (telephone) 206 -431 -3665 (facsimile) APPROVED AS TO FORM. e -9- Shelley Kerslake, City Attorney