HomeMy WebLinkAbout08-105 - Comcast Cable Communications - Tukwila International Boulevard Phase II & III Fiber Optic Adjustments 08 -105
Council Approval 10/20/2008
COORDINATION AGREEMENT WITH COMCAST CORPORATION
(ACTING FOR AT &T LOCAL NETWORK SERVICES)
REGARDING FIBER OPTIC FACILITY ADJUSTMENTS IN CONJUNCTION WITH
TIB Phase 2 &3 STREET IMPROVEMENT PROJECT (95- RW -03)
THIS AGREEMENT is entered into between the CITY OF TUKWILA, a Washington
municipal corporation "City"), and COMCAST CABLE COMMUNICATIONS
MANAGEMENT, LLC (Acting for AT &T1LNS), a Delaware limited liability company
("Comcast/LNS ")(individually a "Party" and collectively the "Parties
RECITALS
WHEREAS, the City is making right -of -way improvements "City Work to Tukwila
International Blvd between 5139th and S116th Way; and
WHEREAS, Comcast/LNS has certain fiber optic infrastructure that will be affected by the
planned improvements "FO Work and will need to be relocated or adjusted in conjunction
with the City Work; and
WHEREAS, the Parties recognize the efficiencies of combining the City Work and portions
of the FO Work into one construction project (the "Project" or "Project Work whereby the
right -of -way pavement will be disturbed only once.
NOW THEREFORE, in consideration of the terms and conditions contained herein, the
Parties agree as follows:
AGREEMENT
1. SCOPE OF WORK
The City will advertise for bids and enter into a contract with a contractor "Contractor
for the construction of the FO Work as described and depicted on the Bid Documents dated
June 2008 for the TIB Phase 2 &3 Project.
2. RESPONSIBILITIES OF THE PARTIES
A. COMCAST/LNS
1) Comcast/LNS shall provide to the City any engineered drawings, specifications,
construction standards, quantities, and cost estimates required for the FO Work. The
drawings shall show in detail the location, quantity, and size of the conduits, cable
vaults, service connections and risers or special termination structures.
2) Comcast/LNS shall review the portion of the Project's final drawings and
specifications for the FO Work and shall approve or reject those drawings and
specifications in writing within seven (7) days of receipt. Failure to respond within
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the prescribed review period will signify Comcast/LNS's approval of the final
contract documents.
3) Comcast/LNS shall provide the inspection services needed for overseeing the proper
installation of the FO Work. Comcast/LNS's inspector will coordinate with the City's
inspector, and the City's inspector will give all direction to the contractor.
4) Comcast/LNS shall furnish all materials, exclusive of common bedding and backfill,
required to complete the FO Work consistent with the requirements of Exhibit A
JUT Scope of Work Firm Price.
5) Comcast/LNS shall notify its customers of the Project, perform any system shut
downs necessary for the FO Work, and notify its customers of any scheduled service
interruptions related to the Project.
6) Comcast/LNS shall remove, adjust, relocate, and/or reinstall any existing fiber optic
cables or facilities, which are owned, operated, or leased by Comcast/LNS and are in
conflict with the proposed City Work, within the timeline described in Exhibit B
Timeline and Schedule.
7) Comcast/LNS shall maintain continued coordination with the City regarding the
performance of the FO Work. This coordination shall include but not be limited to
the following:
a. Comcast/LNS will attend the Project bid opening and pre construction meeting.
b. City will provide Comcast/LNS 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 as provided in the contract documents.
Comcast/LNS will proactively review the proposed schedule and provide timely
feedback of any concerns or potential impacts that the Contractor's work schedule
or methods will have on Comcast/LNS's customers. Any changes required to -the
Contractor's schedule or methods to limit the adverse impacts to Comcast/LNS's
customers will be negotiated in good faith through the City's contracting process.
c. Comcast/LNS will attend weekly construction meetings.
d. Comcast/LNS will evaluate completion of the FO Work using the requirements of
this Agreement and notify the City of any Defective or Unauthorized work at least
once a month through the contract payment process. Failure to give written notice
to the City of any Incomplete, Defective, or Unauthorized work within forty-eight
(48) hours of Comcast/LNS receiving the Contractors Request for Payment from
the City will signify Comcast/LNS acceptance of the work submitted for payment
by the contractor for that period.
B. CITY
1) The City will incorporate Comcast/LNS's design for the FO 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.
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2) The City will require the Contractor to install the FO Work in accordance with the
Project's final plans and specifications.
3) The City will require the Contractor to provide Comcast/LNS sixty (60) days written
notice for removal of existing fiber optic facilities within the Project boundary, which
are known to be in conflict with proposed work.
4) The City will provide Comcast/LNS with not less than five (5) working days written
notice prior to the start of the FO Work to allow ComcastlLNS's scheduling of the
on -site Inspector.
5) The City will schedule and attend weekly construction meetings with the City's
Contractor, Comcast/LNS, and other franchise utilities involved in the Project.
6) The City will provide ComcastfLNS the Contractor's Request for Payment for the FO
Work within three (3) days of receiving a request from the Contractor.
3. COST ALLOCATION
The City and Comeast/LNS will divide responsibility for costs related to the FO Work as
described below.
A. Underground FO Installation. Comcast/LNS agrees to pay the cost that the City incurs
for constructing the FO Work as listed in the JUT Scope of Work Firm Price in Exhibit
A.
B. Adjustments and Relocations. Comcast/LNS agrees to pay the actual costs the City incurs
for adjustments and relocations of Comcast/LNS fiber optic service lines throughout the
Project limits as reasonably required to match grades or avoid conflicts with proposed
City improvements.
C. Additional Expenses. Comcast/LNS agrees to pay any additional expenses incurred in
installing the FO Work due to Changes initiated or approved by Comcast/LNS. Any
changes to the FO Work perceived as necessary by the Contractor and any Change
Orders therefore must be approved in writing by Comcast/LNS in advance of such
changes to the Work.
D. Consultant Costs and Construction Management Services. Comcast/LNS agrees to pay
the actual cost that the City incurs, including consultant costs, inspection coordination,
and impacts to the overall project, for incorporating Additional Work into the project
scope on XO's behalf and approved by XO Communications. "Additional Work" shall
be defined as work not included in the JUT Scope of Work and Firm Price in Exhibit A
E. Invoice. The City will invoice Comcast/LNS for 50% of the amount listed in Exhibit A,
JUT Firm Price, upon finalizing this agreement, approval of the final plans and
specifications for the FO Work and obtaining a satisfactory bid for the Project Work.
The remaining 50% of the Firm Price amount will be invoiced upon 50% completion of
the JUT facilities. Comcast/LNS agrees to pay the City within forty -five (45) days of
receiving each of these invoices. Failure to pay on time may result in a Stop Work Order
being issued for the FO Work and possible claims of delay by the contractor.
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F. Final Acceptance. The City shall provide ComcastlLNS with written notice of
completion of the FO Work. The Comcast/LNS inspector shall perform final inspection
of the FO Work within five (5) days of written notice. Comcast/LNS shall, within forty-
eight (48) hours of its final inspection, provide to the City written final acceptance of the
FO Work, or, alternatively, provide an itemized and detailed response why final
acceptance of the FO Work cannot be given. If Comcast/LNS fails to respond to the City
within the prescribed timeline, Comcast/LNS shall be deemed to have given final
acceptance of the FO Work. Upon final acceptance of the FO Work, the City shall assign
its rights under the Project Contract relating to the FO Work to Comcast/LNS, including
any warranties and maintenance obligations by and from the City's Contractor arising out
of the Project Contract for the FO Work. The City shall also require the City's
Contractor, as a condition of the Project Contract, to provide a bond at Comcast/LNS's
cost to insure that the FO Work is free from defects in workmanship and materials for a
period of one (1) year following final acceptance of the Project Work by the City.
G. Defective or Unauthorized Work Comcast/LNS reserves the right to withhold payment
from the City for any defective, incomplete or unauthorized work performed by the
Contractor; provided, Comcast/LNS shall be deemed to have waived this right as to any
part of the FO Work that has been accepted by Comcast/LNS. This waiver shall not
waive any claim by Comcast/LNS against the Contractor for any defective, incomplete or
unauthorized work or to any damage inflicted by the Contractor or one of his
subcontractors to completed FO Work following Comcast/LNS acceptance. Defective,
incomplete or unauthorized work includes, without limitation: work and materials that do
not conform to the requirements of this Agreement, and extra work and materials
furnished without Comcast/LNS's written approval.
H. As -Built Drawings. The City shall provide Comcast/LNS with "as built" drawings for the
FO Work following the City's final acceptance of the Project Work.
4. WITHDRAWAL FROM AGREEMENT
Should any utility involved in the Joint Utility Trench "JUT Work exercise it's write to
reject the final project drawings and specifications in accordance with section 2 -A(2) above
the City may, at its sole discretion, terminate this agreement upon written notice to all
utilities in the JUT. Should the City elect not to proceed with award of the contract for the
Project Work within nine months of the date of this agreement this agreement shall
terminate. Comcast/LNS shall be responsible to reimburse the City for its reasonable costs
related to the FO Work through the date of termination.
5. CHANGES
After the City executes a contract with the Contractor, Comcast/LNS 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 Comcast/LNS of this price. Prices supplied for ComcastlLNS change orders may be
subject to determination by the Engineer in conformance with subsection 1 -04.4 of the
WSDOT Standard Specifications. Comeast/LNS shall have two (2) business days from
receiving the price from the City within which to respond to the City. If Comcast/LNS
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chooses not to accept the Contractor's price then this work shall only be performed by
Comcast/LNS according to a mutually agreed upon schedule with the Contractor so as not to
cause delay to the Contractor.
6. INDEMNIFICATION
A. Claims. Comcast/LNS shall be liable for, defend, indemnify and hold harmless the City
from any claims made by the Contractor relating to the FO Work that are caused by
Comcast/LNS; provided, Comcast/LNS at its sole expense shall have the right to defend
any claims made by the Contractor relating to the FO Work if Comcast/LNS determines
all or any part of the claim is not valid. These claims may include delays caused by
installing the FO Work, delays caused by Comcast/LNS providing materials, failure to
remove, relocate or replace conflicting utilities in accordance with the timelines
established in this Agreement, or any other conflicts between the Contractor and
Comcast/LNS.
13. 3 Party Utility Obligation. Comcast/LNS shall indemnify, defend and hold harmless
the City, its officers, agents and employees, from and against any and all claims, losses or
liability, including attorney's fees, arising from injury or death to persons or damage to
property occasioned by any act, omission or failure of Comcast/LNS, its officers, agents
and employees, in performing the work required by this Agreement. With respect to the
performance of this Agreement and as to claims against the City, its officers, agents and
employees, Comcast/LNS expressly waives its immunity under Title 51 of the Revised
Code of Washington, the Industrial Insurance Act, for injuries to its employees, and
agrees that the obligation to indemnify, defend and hold harmless provided for in this
paragraph extends to any claim brought by or on behalf of any employee of
Comcast/LNS. This waiver is mutually negotiated by the parties. This paragraph shall
not apply to any damage resulting from the sole negligence of the City, its agents and
employe es. To the extent any of the damages referenced by this paragraph were caused
by or resulted from the concurrent negligence of the City, its agents or employees, this
obligation to indemnify, defend and hold harmless is valid and enforceable only to the
extent of the negligence of Comcast/LNS, its officers, agents, and employees.
C. Contractor Obligation. The City shall require the Contractor to indemnify, defend and
save Comcast/LNS and its elected and appointed officials, employees, agents and
volunteers harmless from any and all costs, claims, damages, judgments and liabilities
against Comcast/LNS caused by or relating to the Contractor's performance of the FO
Work.
D. Safety. The City shall 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 during 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.
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7. INSURANCE
A. 3r Party Utility Obligation. Comcast/LNS shall procure and maintain for the duration of
the FO Work insurance of the types and in the amounts described below against claims
for injuries to persons or damage to property which may arise from or in connection with
the performance of the work by Comcast/LNS its agents, representative, employees,
subconsultants or subcontractors. Any payment of deductible or self insured retention
shall be the sole responsibility of Comcast/LNS. The City shall be named as additional
insured on the insurance policy. A copy of the endorsement naming the City as
additional insured shall be attached to the Certificate of Insurance, copies of which shall
be provided to the City prior to commencement of the FO Work.
1) Automobile Liability insurance with limits no less than $1,000,000 combined single
limit per accident for bodily injury and property damage; and
2) Commercial General Liability insurance written 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
3) Excess Liability insurance with limits not less than $1,000,000 per occurrence and
aggregate.
B. Contractor Obligation. 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 described below against claims for injuries 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. Any payment of deductible or self insured retention shall be the sole
responsibility of the Contractor. Comcast/LNS shall be named as additional insured on
the insurance policy. A copy of the endorsement naming Comcast/LNS as additional
insured shall be attached to the Certificate of Insurance, copies of which shall be
provided to the City 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.
1) Automobile Liability insurance with limits no less than $1,000,000 combined single
limit per accident for bodily injury and property damage; and
2) Commercial General Liability insurance written 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
3) Excess Liability insurance with limits not less than $1,000,000 per occurrence and
aggregate.
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8. FRANCHISE AGREEMENT
The City and Comcast/LNS agree that as to future projects, by entering into this
Agreement, neither Party has waived any rights it may have under an existing franchise
agreement between the City and Comcast/LNS, and the City and Comcast/LNS expressly
herein reserve such rights. Notwithstanding anything in this Agreement to the contrary,
Comcast/LNS'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 Comcast/LNS'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 considered
as a basis for future relocation projects that may be franchise required. Comeast/LNS shall
retain the rights of exclusive use, regulation and control of the completed FO Work and full
ownership of the FO Work including, but not limited to, the right to sell, transfer or assign its
rights in and to the FO Work.
9. MISCELLANEOUS
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 strict 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 rights 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 arises 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 jurisdiction, venue and rules of the King
County Superior 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 agreed
by both parties. Any written notice shall become effective upon delivery and shall be
deemed sufficiently given if delivered to the addressee at the address stated on this
Agreement. If notice is mailed, delivery shall become effective three (3) calendar days
after the date of mailing by registered or certified mail. If notice is emailed, delivery
shall become effective upon an acknowledgment of receipt of the email.
F. Modification. No waiver, alteration, or modification of any of the provisions of this
Agreement shall be binding unless in writing and signed by a duly authorized
representative of each affected party.
G. 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
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remaining portion of this Agreement and the remainder shall remain in full force and
effect.
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 authority 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.
I. 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 riots or disturbances, fire, floods, explosions, earthquakes, wind, hurricanes,
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.
J. Entire Agreement. The written provisions and terms of this Agreement, together with
any attached Exhibits, supersede all prior verbal statements by any representative of the
City, and those statements shall not be construed as forming a part of or altering 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.
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Comcast
IN WITNESS WHEREOF, the parties below have executed this Agreement.
Pririt Name: L H r4art W
Title: AUP
DATE: 7
Notices to be sent to:
Comcast/LNS
Attn:
(email)
(telephone)
(facsimile)
CITY OF TUKWILA
by
Prihi tVame: i n•
Titte:(MavvV
DATE: l0 r CDC'
Notices to be sent to:
CITY OF TUKWILA
Attn: Bob Giberson
Public Works Department
6300 Southcenter Blvd., Ste 100
Tukwila, WA 98188
bai berson(ahci. tukwila_wa_ us
206- 433 -0179 (telephone)
206 -431 -3665 (facsimile)
APPROVED AS/TO FORM:
Shelley
t ake, City Attorney
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TIB Ph2 /3 (95- RW -03)
Exhibit A JUT Scope of Work Firm Price Comcast/LNS
The following Scope of Work will be included in the Tukwila project costs following the
execution of a Coordination Agreement for the Project listed above. All 3 Party
Utilities will be responsible for paying these costs by compensation to Tukwila as
detailed in the Coordination Agreement and the relevant attachments. Additional costs
may be assessed to specific 3" Parties as allowed by the Agreement and/or as detailed
below.
JUT Firm Price Includes
Excavation and disposal of existing trench material.
Installation of all conduits, vaults or termination fixtures per the Joint Utility
Trench and Individual Trench sections provided in the final project drawings and
JUT Firm Price detail below.
Material cost and placement of Bedding and Backfill to the final plan grade.
Restoration of all surface features for each typical trench section including:
Driveway, Curb, Gutter, Sidewalk, Roadway Crossing, Conduit Risers, Conduit
Stubs and Wall Penetrations.
Temporary Erosion and Sedimentation Control for all installation activities
(including maintaining NPDES permit monitoring) for the site during project
construction.
Traffic Control required during construction activities shown in the project plans.
Design effort to include specifications, typical trench sections, route, type and size
of conduits and structures (provided by the utility) in the contract drawings.
Construction Management Services during construction (not including primary
inspection by the 3 Party Utility).
Notice of Completion of the Underground Conduit System ready for cable
installation.
JUT Firm Price Excludes
Costs to resolve any conflict with existing facilities not accurately located by the
3 Part Utility during the design process.
Modifications to the work required due to Changed Conditions, Utility requested
Change Order, or conflict with existing utilities not accurately represented in the
design.
Cost of specific communication materials or equipment including: Fiber Optic or
other communication cable, conduits, bends, fittings, fixtures, vaults, splice
enclosures, innerduct or any other equipment not included in the City's final
contract plans or specifications.
Cost to place new or existing communication systems within the new
underground facilities, cut aver any existing above ground services, and remove
existing above ground facilities.
Any impact to the contractors schedule caused by the 3" Party Utility not
completing their work within the timeframe required in the Coordination
Agreement, subject to the specific notification procedures of the Agreement.
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Note
The 3 Party Utility will be given the option to perform any required Additional
Work with their own forces, or approve a Change Order to include the work in the
City's contract for additional compensation. In either case any impact to the project
schedule may be assessed against the 3 Party Utility if the Additional Work delays
the project completion date and the 3 Party Utility could have anticipated and
avoided the delay. The impact will be charged to the 3 Party Utility at the rate to be
determined by the Project Engineer on a case by case basis as allowed in the DOT
Standard Specifications and applicable law.
Comcast/LNS
Structures
Conduit
Other
253 TA
4
2"
Risers /Stub /Intercept
Wall Penetrations
Quantity Units
810If
Total Firm Price ComcastiLNS` 16,801
For specific scope of work see attached narrative
2 ea
0 If
2 ea
0 ea
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TO Ph2/3 (95- RW -03)
Exhibit B
Comeast/LNS Underground Project Work Timeline and Schedule
1) 3 rd Party Utilities will be provided a minimum of sixty (60) days written Notice of
Pending Conflict by the City's contractor for all known utilities which require
removal or relocation to avoid hindering the progress of project construction.
2) For utility relocation requiring cut over of existing services a sixty (60) day work
window will be provided to the utility, including thirty (30) days to install and
energize new wires, cables, pipelines or other necessary infrastructure, fifteen
(15) days to complete transfer of existing services to the new system (assuming
previous service routes can be reused or new service routes are in place), and
fifteen (15) days to remove the obsolete utilities.
3) Minor utility adjustments which do not require cut over of existing services to
new infrastructure will be given a fifteen (15) day work window to adjust utilities
to avoid conflict.
4) In all cases the work window will start when utility crews have full and
unrestricted access to the relocation zone and any applicable infrastructure
included in the contract designed to accept the relocated utility is in place.
Note All time intervals will be measured in Calendar days.
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