Clean Water Services (Various) - Scholls Ferry Trunk Sewer Extension Phase 2 INTERGOVERNMENTAL AGREEMENT
BETWEEN CITY OF BEAVERTON,CITY OF TIGARD,AND
CLEAN WATER SERVICES TO CONSTRUCT
THE SCHOLLS FERRY TRUNK SEWER EXTENSION PHASE 2
PROJECT NO.6649
This Agreement, dated a/I a• /as I H 2014,is between CLEAN WATER
SERVICES (District), a county service district organized under ORS Chapter 451,the CITY OF
BEAVERTON(Beaverton), an Oregon Municipality, and the CITY OF TIGARD (Tigard), an
Oregon Municipality.
A. RECITALS
ORS 190.003 - 190.110 encourages intergovernmental cooperation and authorizes local
governments to delegate to each other authority to perform their respective functions as
necessary.
District,Tigard, and Beaverton intend to undertake the Scholls Ferry Trunk Sewer
Extension Phase 2 Project(Project)to extend gravity sewer from Barrows Road westward to
Scholls Ferry Road and to connect two segments of existing water line. This Project has been
endorsed by the Capital Improvement Program Prioritization Committee.
NOW, THEREFORE,the parties agree as follows:
B. PROJECT DESCRIPTION
The sanitary sewer improvement portion of the Project consists of constructing
approximately 690 linear feet of 24-inch diameter sanitary sewer, 555 linear feet of 21-inch
diameter sanitary sewer, 50 linear feet of 8-inch diameter sanitary sewer, and nine manholes
from the eastern terminus of a storm water facility access road along the southern side of SW
Scholls Ferry Road to a point 1,243 feet eastward on Barrows Road as shown in Exhibit A
(Sanitary Work).
The water improvement portion of the Project consists of constructing approximately 350
linear feet of 18-inch diameter water line with appurtenances from the western side of the traffic
circle at SW Barrows Road, extending to the intersection of SW Barrows Road and SW Scholls
Ferry Road(Water Work).
Beaverton will design the Project, select the construction contractor, and administer the
construction contract for the Project.
C. DEFINITIONS
1. Beaverton Planning and Design Cost—Beaverton labor and benefit costs and
consultant costs paid by Beaverton associated with the services outlined in
Section E.1-22.
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2. Capital Improvement Program Prioritization Committee—The Committee
established by District and the Member Cities of Beaverton, Cornelius, Forest
Grove,Hillsboro, Tigard, Tualatin, and Sherwood to identify and prioritize
sanitary and storm system improvement projects throughout District's service
area.
3. Sewer Cost- Includes the cost of all line items,bid schedules, restoration work,
change orders, any associated restoration work, Beaverton Planning and Design
Cost, overhead,bidding, inspection and project administration that can be
accurately allocated to installation of the sanitary sewer and the prorated share of
all general construction line items(mobilization, work zone traffic control,
erosion control)as described in the Project Description for Sanitary Work, and
any other costs associated with bidding and installing or modifying the new
sanitary sewer line. Sewer Cost will also include costs associated with the repair
of the water vault necessitated by damage to the vault during construction of the
Sanitary Work.
4. Water Cost—Includes the cost of all line items, bid schedules, restoration work,
change orders, any associated restoration work, design, overhead, bidding,
inspection and project administration that can be accurately allocated to the water
line and the prorated share of all general construction line items (mobilization,
work zone traffic control, erosion control)as described in the Project Description
for Water Work, and any other costs associated with bidding and installing or
modifying the new water line.
D. DISTRICT OBLIGATIONS
District shall:
1. Provide direction to Beaverton on the anticipated capacity requirements of sewer lines
larger than 12-inches in diameter.
2. Review plans and specifications provided by Beaverton and provide comments to
Beaverton within ten working days of receiving them.
3. Pay Beaverton 75%of the Sewer Cost, not to exceed$1,225,000 within 30 days of
receiving and approving the invoice. The invoice must be complete and include full
progress payment amounts and typical construction retainage.
4. Appoint Andrew Braun as District's Project Manager.
5. Provide approval to Beaverton of the low bidder and bid cost for the Sanitary Work
within three business days.
6. Have the right to review, and approve or reject any proposed changes to the Sanitary
Work such as design change, field directive, change order, or use of the contingency line
item.
7. Pay none of the Water Cost.
8. Respond to requests for District's approval of changes to the Sanitary Work within 12
business hours (8:00 a.m. —5:00 p.m. Monday through Friday, excluding holidays). This
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includes, but is not limited to: a)authorizing any design changes, b) approving any
change orders, c)authorizing use of contingency line items, or d)resolving any
disagreement, dispute, delay or claim.
9. Approve final acceptance prior to making any payment.
E. BEAVERTON OBLIGATIONS
Beaverton shall:
1. Appoint Andrew Barrett or another employee acceptable to District, as Beaverton's
Project Manager,
2. Select, contract with, and pay consultants to perform a geotechnical investigation, utility
locates, boring design, environmental assessment, and other work as necessary for use in
designing and obtaining permits for the Project.
3. Provide all planning, design, specifications, and permits for the Project.
4. Provide any required notice and communicate with the neighborhood and property
owners within the Project limits. Respond to public calls arising from work being
completed for the Project. Take the lead in coordinating public involvement related to
the Project.
5. Provide Tigard and District at least ten business days to review plans and specifications
for the Project at 75%, 90%, and 100%completion,and incorporate their review
comments into the plans.
6. Conduct a public bidding process to construct the Project.
7. Provide timely responses to bidders' questions about the Project. If necessary, provide
District with an addendum no later than five business days prior to the bid opening.
8. Provide timely response to contractor's Project information requests.
9. Require all contractors to include District and Tigard as additional insureds on insurance
coverage required for construction work performed in completing the Project.
10. Administer construction of the Project and pay contractor all contract costs.
11. Construct the Project and provide construction and management services for the Project.
12. Provide construction inspection of the Project bid items including review and approval of
shop drawings, submittals,and onsite inspection to determine compliance with the
contract documents. Beaverton's inspector shall be onsite and responsible for enforcing
all applicable specifications during all Project work, including but not limited to night
work, accommodations for public traffic and work zone traffic.
13. Obtain District's approval for any proposed sewer design or other changes to the Sanitary
Work. O btain District's consent before taking any of the following actions for the
Sanitary Work: a)authorizing any design changes, b)approving any change orders, c)
authorizing use of contingency line items.
14. Provide District written notice that the Project is complete and obtain District's approval
for final acceptance of the Project prior to releasing bonds, or issuing final payment to the
contractor.
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15. Provide District as-built construction drawings for the Project within 60 days after the
Project is deemed complete and acceptable to District. The as-built drawings shall be
provided in camera-ready hardcopy, 11 x 17 inches with a CD in both pdf and AutoCAD
digital format.
16. Coordinate and participate with District and obtain District's consent before resolving
any disagreement, dispute, delay or claim related to,or as a result of the Sanitary Work.
17. Provide documentation of the Project cost to District and Tigard, prior to invoicing.
18. Track Water Cost and Sewer Cost separately.
19. Pay 12.5% of the Sewer Cost, (after reimbursement from District and Tigard)not to
exceed $205,000.
20. Invoice District for 75%of the Sewer Cost, not to exceed $1,225,000, upon completion
of the Project.
21. Invoice Tigard for 12.5%of the Sewer Cost upon completion of the Project.
22. Invoice Tigard for 3% of the Water Cost as a contract administrative fee.
23. Invoice Tigard 100%of the Water Cost at the time the contractor's invoices are received.
F. TIGARD OBLIGATIONS
Tigard shall:
1. Appoint Rob Murchison or another employee acceptable to District and Beaverton as
Tigard's Project Manager.
2. Provide all planning, design, specifications, and permits for the Water Work.
3. Review plans and specifications provided by Beaverton for the Project and provide
comments to Beaverton within ten working days of receiving them.
4. Provide timely response to contractor's Water Work information requests.
5. Provide construction inspection and management services for the Water Work.
6. Provide construction inspection of the bid items relating to Water Work including review
and approval of shop drawings, submittals, and onsite inspection to determine
compliance with the contract documents. Tigard's inspector shall be onsite and
responsible for enforcing all applicable specifications during all Project work, including
but not limited to night work, accommodations for public traffic and work zone traffic.
7. Have the right to approve any proposed Water Work related to design change, field
directive, change order,or use of the contingency line item.
8. Pay Beaverton 100%of the Water Cost within 30 days of receiving and approving the
invoice.
9. Pay Beaverton, 12.5%of the Sewer Cost as bid and modified during construction,not to
exceed $205,000, within 30 days of approving the invoice. The invoice shall include full
progress payment amounts, including typical construction retainage.
10. Pay Beaverton 3% of the Water Cost as a contract administrative fee.
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11. Show proof that funds are available prior to starting the Project.
12. Provide Beaverton as-built construction drawings for the Water Work within 30 days
after the Project is deemed complete. The as-built drawings shall be provided in camera-
ready hardcopy, 11 x 17 inches with a CD in both pdf and AutoCAD digital format.
G. GENERAL TERMS
1. Laws and Regulations. Beaverton, Tigard and District agree to abide by all applicable
laws and regulations.
2. Term of this Aizreement. This Agreement is effective from the date the last party signs it
and shall remain in effect until the Project is complete and the parties' obligations have
been fully performed or this Agreement is terminated as provided herein.
3. Amendment of Agreement. Beaverton,Tigard and District may amend this Agreement
from time to time, by mutual written agreement.
A. Proposed sewer-related changes of scope during the Project implementation must
be reviewed and endorsed by the Capital Improvement Program Prioritization
Committee. Changes necessitated by conditions discovered during design or
construction, but consistent with the original scope of the Project, may be
approved by District and Beaverton for the Project without further approval from
the Capital Improvement Program Prioritization Committee.
B. The construction contract amount of the Water Work and the Sanitary Work may
each be increased by up to 20% without amending this Agreement, provided the
increase shall not exceed any not to exceed amount contained in this Agreement.
4. Termination, This Agreement may be terminated immediately by mutual written
agreement of the parties, or by any of the parties notifying the others in writing prior to
award of a construction contract, with the termination being effective in 30 days.
5. Integration. This document constitutes the entire agreement between the parties on the
subject matter hereof and supersedes all prior or contemporaneous written or oral
understandings, representations or communications of every kind on the subject. No
course of dealing between the parties and no usage of trade shall be relevant to
supplement any term used in this Agreement. Acceptance or acquiescence in a course of
performance rendered under this Agreement shall not be relevant to determine the
meaning of this Agreement and no waiver by a party of any right under this Agreement
shall prejudice the waiving party's exercise of the right in the future.
6. Indemnification. Within the limits of the Oregon Tort Claims Act,codified at ORS
30.260 through 30.300, each of the parties shall indemnify and defend the others and
their officers,employees, agents, and representatives from and against all claims,
demands, penalties, and causes of action of any kind or character relating to or arising
from this Agreement (including the cost of defense thereof,including attorney fees)in
favor of any person on account of personal injury, death, damage to property, or violation
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of law, which arises out of, or results from, the negligent or other legally culpable acts or
omissions of the indemnitor, its employees, agents, contractors or representatives.
7. Resolution of Disputes. If any dispute out of this Agreement cannot be resolved by the
project managers from each party,the Beaverton Mayor,Tigard City Manager and
District's General Manager will attempt to resolve the issue. If they are not able to
resolve the dispute, the parties will submit the matter to mediation, each party paying its
own costs and sharing equally in common costs. In the event the dispute is not resolved
in mediation,the parties will submit the matter to arbitration. The decision of the
arbitrator shall be final, binding and conclusive upon the parties and subject to appeal
only as otherwise provided in Oregon law.
8. Interpretation of Aereement.
A. This Agreement shall not be construed for or against any party by reason of the
authorship or alleged authorship of any provision.
B. The paragraph headings contained in this Agreement are for ease of reference only
and shall not be used in construing or interpreting this Agreement.
9. Severability/Survival. If any of the provisions contained in this Agreement are held
illegal, invalid or unenforceable, the enforceability of the remaining provisions shall not
be impaired. All provisions concerning the limitation of liability,indemnity and conflicts
of interest shall survive the termination of this Agreement for any cause.
10. Approval Reauired. This Agreement and all amendments, modifications or waivers of
any portion thereof shall not be effective until approved by 1)District's General Manager
or the General Manager's designee and when required by applicable District rules,
District's Board of Directors 2)Beaverton, and 3)Tigard. Proposed changes of scope to
the Sanitary Work must also be approved by the Capital Improvement Program
Prioritization Committee.
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11. Choice of Law/Venue. This Agreement and all rights, obligations and disputes arising
out of the Agreement shall be governed by Oregon law. All disputes and litigation
arising out of this Agreement shall be decided by the state courts in Oregon. Venue for
all disputes and litigation shall be in Washington County,Oregon.
12. Counterparts. This Agreement may be executed in counterparts,each of which shall be
deemed to be an original, but all of which,taken together, shall constitute one and the
same Agreement.
CLEAN WATER SERVICES CITY OF EAVERTON,OREGO N
By: By:
General Maqyer or Designee Mayor or Desi// ee
6
Date: ,!�/Lo Date: �Le//-/
APPROVED AS TO FORM APPROVED�t V,SAS TO FORM
\
District Couns City Counsel
CITY OF TIGARD
City Manager or Designee
APPROVED AS TO FORM
City Cot el
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