Friends Of Bull Mountain Park ~ MU176001 ~ Bull Mountain Nature Park Memorandum Of Understanding CITY OF TIGARD,OREGON
AMENDMENT TO BULL MOUNTAIN NATURE PARK
MEMORANDUM OF UNDERSTANDING
MU176001
AMENDMENT#1
This agreement is made and entered into by and between the City of Tigard ("City"), an Oregon municipal
corporation and Friends of Bull Mountain Park ("FBMP'), an Oregon non-profit corporation, hereinafter
collectively referred to as the"Parties",is hereby amended as follows:
2. Term of Agreement. The term of this Agreement shall be for a period commencing upon contract
execution through and including Api4i 30, 2047-- un 3e 0, 201$. Should Metro agree to extend the
Grant Agreement with FBMP, the City and FBMP agree to extend this Agreement for a like period
of time.
3. Financial Obligations.FBMP is solely responsible to Metro,pursuant to the Grant Agreement,for its
financial obligations to Metro associated with the development and construction of the Park Assets.
City agrees to fund the work associated with the construction of the west-side ADA accessible
pathway("City Improvements")as outlined in the project's scope of work,in an amount not to exceed
seven�v ` d ftft d, � l; Qne hundred Ten Thousand and N�Q1
Dollars ( 110,00¢). This amount includes an additional Park Bond hmdi= in FY 17/18 to
backfill construction cost shortfalls and change orders in the amount not to exceed$40.000.
FBMP shall provide the City with monthly detailed invoices for work completed on the ADA
accessible pathway in accordance with the Scope of Work for reimbursement of allowed expenses.
IN WITNESS WHEREOF, City has caused this Amendment to be executed by its duly authorized
undersigned officer and Contractor has executed this Amendment upon signature and date listed below.
CITY OF TIGARD FRIEIVI F2 MO AIN P
Signature sigrAre /I-
Ma
&I t P T) A,
Printed Name Printed Name
Date Date
AU 1-76CV1
BULL MOUNTAIN NATURE PARK MEMORANDUM OF UNDERSTANDING
This agreement is made and entered into by and between the City of Tigard ("City"), an Oregon municipal
corporation and Friends of Bull Mountain Park ("FBMP"), an Oregon non-profit corporation, hereinafter
collectively referred to as the "Parties."
RECITALS
WHEREAS, the City of Tigard owns Bull Mountain Park ("Park"), as shorn in Exhibit 1,which is
designated by the City as a neighborhood park;and
WHEREAS, the City has completed a concept plan of the Park ("Concept Plan"), which included
public input from the community in the process;and
WHEREAS, FBMP desires to see the Park developed in accordance with the City's Concept Plan;
and
WHEREAS,Metro awarded FBMP a grant as part of Metro's Nature in the Neighborhoods Capital
Grants program to develop the Park and FBMP has entered into an agreement with Metro regarding use of
the grant funds ("Grant Agreement");and
WHEREAS, the Cit; has agreed to be the Government Sponsor for purposes of FBMP's grant and
has entered into a separate agreement with Metro ("Government Sponsor Agreement'; and
WHEREAS,pursuant to the Grant Agreement,FBMP will manage funds from Metro to develop the
Park and is responsible for identifying matching funds and making all improvements to the Park; and
WHEREAS, pursuant to the Government Sponsor Agreement, the City will designate all structures
as capital assets of the park ("Park Assets") and assume maintenance responsibilities for the structures;and
WHEREAS, the City and FBMP desire to develop a useful neighborhood park which benefits the
neighbors of the park and all Tigard citizens.
AGREEMENT
NOW THEREFORE,in consideration of the mutual covenants and agreements contained herein,it
is agreed by and between the Parties as follows:
1. Scope of Work. FBMP agrees to design and construct all Park Assets, together with those identified
as City improvements ("ADA accessible pathway"), including but not limited to a nature play area,
trails,and other recreational facilities at the Park as set forth in the Scope of Work,included as Exhibit
A to the Grant Agreement and attached to and made part of this Agreement as Exhibit 2.
2. Term of Agreement. The term of this Agreement shall be for a period commencing upon contract
execution through and including April 30,2017. Should Metro agree to extend the Grant Agreement
with FBMP, the City and FBMP agree to extend this Agreement for a like period of time.
3. Financial Obligations. FBMP is solely responsible to Metro,pursuant to the Grant Agreement,for its
financial obligations to Metro associated with the development and construction of the Park Assets.
City agrees to fund the work associated with the construction of the ADA accessible pathway ("City
Improvements") as outlined in the project's scope of work in an amount not to exceed $70,000.
Memorandum of Understanding—Friends of Bull Mountain Park 1 '
FBMP shall provide the City with monthly- detailed invoices for work completed on the ADA
accessible pathway in accordance with the Scope of Work for reimbursement of allowed expenses.
The City shall pay to FBMP the amount of such invoices within 30 days and shall not exceed$70,000
in total.
The City shall take financial obligation for the Park Assets after the City has accepted the Park Assets
pursuant to Section 5.4 of this Agreement.
4, FBMP Obligations. FBMP shall:
4.1 Obtain approval from City's project coordinator for design and development of the Park.
Approval shall be required at 30%, 60%, 90%,and 100% completion for the design phase as
well as for any significant changes to the approved design.
4.2 Regularly meet with City's project coordinator as requested by the City.
4.3 Timely obtain all applicable City approvals and permits for the Park Assets,which may include
development,engineering,and building permits.
4.4 Track all hours and donations of volunteers and provide records to City.
4.5 Provide construction documents to the City for documentation and as-builts upon completion
of the Park Assets or as requested by the City.
4.6 Provide detailed invoicing for City funded portions of the work.
4.7 Provide all costs and expenses to the City to develop true asset costs upon completion of the
Park Assets or as requested by the Cit-,-.
4.8 Provide any other information reasonably requested by the City in order for City to meet its
obligations in the Government Sponsor Agreement.
4.9 Ensure Prevailing Wage Rates for public construction projects as set by the Oregon Bureau
of Labor and Industries is in full force and paid under any required contract under FBbIP
direction arising from this project
4.10 Ensure full Performance and Payments Bonds are in effect for any required contract under
FBMP direction arising from this project. The City shall fully be named as a payee in the event
the bonds must be paid out.
5. City Obligations. City shall:
5.1 Provide funds as identified in Section 3.
5.2 Provide in-kind support with field staff during the design and construction phases,as the City
determines personnel are reasonably available.
5.3 Track all City personnel and contractor time and material costs associated with development
Memorandum of Understanding—Friends of Bull Mountain Park 2
and construction in the Park.
5.4 Assign a project coordinator to assist FBMP throughout the process. The project coordinator
shall help facilitate meetings between the City and FBMP, advise FBMP as to City standards
and policies associated .,.ith the work at the Park,and assist FBDIP with obtaining all necessary
permits and approvals. As of the execution of this Agreement,Greg Stout shall be the project
coordinator. The City may change the project coordinator without amending this Agreement
upon written notice to FBMP.
5.5 Upon final completion of the Park Assets and acceptance of the Park Assets by the City, the
City agrees to maintain the Park Assets in the same manner as other City park assets are
maintained. The City's acceptance of the Park Assets shall not be unreasonably withheld.
This Section 5.4 shall survive the expiration or termination of this Agreement.
6. Liability and Indemnity,Independent Contractor.
6.1 This Agreement is for the benefit of the Parties only. Each Party agrees to indemnify and hold
harmless the other Party, and its officers, employees, and agents, from and against all claims,
demands and causes of actions and suits of any kind or nature for personal injury, death or
damage to property on account of or arising out of services performed, the omissions of
services or in any way resulting from the negligent or wrongful acts or omissions of the
indemnifying party and its officers,employees and agents.To the extent applicable,the above
indemnification is subject to and shall not exceed the limits of liability of the Oregon Tort
Claims Act (ORS 30.260 through 30.300). In addition, each Party shall be solely responsible
for any contract claims,delay damages or similar items arising from or caused by the action or
inaction of the Parties under this Agreement.
6.2 Any and all contracts under FBMP direction during this project shall contain indemnification
clauses that agree to the following:
"Contractor shall agree to defend, indemnify, and hold harmless the City of Tigard, the City
of Tigard's officers,employees,agents,and representatives from and against all liability,claims,
costs, demands, judgments, penalties, and causes of action of any kind or character, or other
costs or expenses incidental to the investigation and defense thereof, of whatever nature,
resulting from or arising out of the activities of the Contractor or its subcontractors, agents,
or employees in performance of this contract, except, however, that the foregoing shall not
apply to liabilit;that may arise out the City's sole negligence. If any aspect of this indemnity
shall be found to be illegal or invalid for any reason, such illegality or invalidity shall not affect
the remainder of this indemnification."
FBDIP must obtain City's approval prior to any modifications of this language.
6.3 FBMP shall be an independent contractor for all purposes. Under no circumstances shall
FBMP be considered an employee of City. FBMP shall provide all tools or equipment
necessary to carry out this Agreement, and shall exercise complete control in achieving the
results specified in the Scope of Work. FB1\IP is solely responsible for its performance under
this Agreement and the quality of its work; for obtaining and maintaining all licenses and
certifications necessary to carry out this_agreement; for payment of any fees, taxes, royalties,
Memorandum of Understanding—Friends of Bull Mountain Park 3
or other expenses necessary to complete the work; and for meeting all other requirements of
law in carrying out this Agreement.
7. Insurance. Insurance must cover FBMP's operations under this Agreement,whether such operations
are by FMBP or by any subcontractor.
7.1 FBMP. FBMP shall purchase and maintain at its expense the following types of insurance:
7.1.1 Commercial general liability insurance covering personal injury,property damage,and
bodily injury with automatic coverage for premises and operation and product liability
shall be a minimum of$1,000,000 per occurrence. The policy must be endorsed with
contractual liability coverage. City,its elected officials,officers,agents,and employees
shall be named as an additional insured.
7.1.2 Workers' compensation coverage in such amount as complies with Oregon law.
7.2 Subcontractors: FBMP shall ensure that any subcontractor maintains, at its expense, the
following types of insurance:
7.2.1 Commercial general liability insurance covering personal injury,property damage,and
bodily injury with automatic coverage for premises and operation and product liability
shall be a minimum of$2,000,000 per occurrence and a$3,000,000 general aggregate.
7.2.2 Automobile bodily injury and property damage liability insurance. Insurance coverage
shall be a minimum of$2,000,000 per occurrence. Notice of any material change or
policy cancellation shall be provided to City thirty (30) days prior to the change.
7.2.3 Workers' compensation coverage in such amount as complies with Oregon law.
7.2.4 FBMP shall ensure that any insurance policy required of the subcontractors as detailed
above shall include the City of Tigard,its officers, employees, agents and representatives
as additional insureds with respect to this contract.
8. Termination. City may terminate this Agreement at any time if City reasonably determines FBMP has
failed to comply with any provision of this Agreement and is therefore in default. Prior to terminating
this Agreement,City shall provide FBMP the reason(s) that City has concluded that FBMP is in default
and includes a description of the steps that FBMP shall take to cure the default. FBMP shall have
thirty (30) days from the date such notice is received to cure the default or make reasonable progress
towards cure,as determined by the City.
9. Modification of Agreement. No waiver,consent,modification or change of terms of this Agreement
shall be binding unless in writing and signed by both Parties.
10. Excused Performance. In addition to the specific provisions of this Agreement,performance by any
Party shall not be in default where delay or default is due to war,insurrection, strikes,walkouts,riots,
floods, drought, earthquakes, fires, casualties, acts of God, governmental restrictions imposed or
mandated by governmental entities other than the Parties, enactment of conflicting state or federal
Memorandum of Understanding—Friends of Bull Mountain Park 4
laws or regulations, new or supplementary- environmental regulation, litigation or similar bases for
excused performance that are not within the reasonable control of the Party-to be excused.
11. Severability. If any one or more of the provisions contained in this Agreement is invalid, illegal or
unenforceable in any respect, the validity, legality and enforceability of the remaining provisions of
the Agreement will not be affected or impaired in any way.
12. Counterparts: Facsimile Execution. This Memorandum of Understanding may be executed in
counterparts, each of which,when taken together, shall constitute fully executed originals. Facsimile
or e-mail signatures shall operate as original signatures with respect to this Memorandum of
Understanding.
IN WITNESS WHEREOF,the parties have executed this Agreement as of the date set forth below.
CITY: CITY OF TIGARD, a munial corporation
BST.
l
Name: �t icL �- Ih) r�
Title: C'9 �l�i✓l G+ lj�.r
Date: 71012_U C.
FBDIP: FRIENDS OF BULL NTAIN P ,an Oregon
nonprof corpor 'on
By:
Name: (�'�� l� �! _�S , �f rj"xa Y( .
Title: Q f Y/K �
Date: 7/�7 / _ / /
Memorandum of Understanding-Friends of Bull Mountain Park 5
EXHIBIT 1
PARK
Memorandum of Understanding --Friends of Bull Mountain Park 61
EXHIBIT 2
SCOPE OF WORK
Memorandum of Understanding—Friends of Bull Mountain Park 7