Washington County ~ IG197001 ~ Transportation & Utility Improvements On SW 121St Avenue (SW Tippitt Place To SW Whistlers Loop) I�(�100 {
INTERGOVERNMENTAL AGREEMENT
BETWEEN
WASHINGTON COUNTY AND THE CITY OF TIGARD
FOR TRANSPORTATION AND UTILITY IMPROVEMENTS ON
SW 121ST AVENUE (SW TIPPITT PLACE TO SW WHISTLERS LOOP)
THIS INTERGOVERNMENTAL AGREEMENT is entered into between Washington County,
a political subdivision of the State of Oregon, acting by and through its elected officials,
hereinafter referred to as "COUNTY"; and the City of Tigard, a municipal corporation, acting
by and through its City Council, hereinafter referred to as "CITY."
RECITALS
1. WHEREAS, ORS 190.010 authorizes agencies to enter into intergovernmental
agreements for the performance of any or all functions and activities that a party to the
agreement has the authority to perform; and
2. WHEREAS, COUNTY has an approved and funded Major Streets Transportation
Improvement Program project to construct road improvements to SW 121 st Avenue, a
City of Tigard Collector Street, from SW Tippitt Place to SW Whistlers Loop; and
3. WHEREAS, CITY desires to have utility improvement work (water line and sewer lateral
installations) completed within and in conjunction with the road improvement project limits
along SW 121 st Avenue; and,
4. WHEREAS, CITY has requested that the design, construction, and inspection of the utility
improvement work be added to the road improvements of SW 121" Avenue, and CITY
agrees to pay for such requested utility improvement work; and,
5. WHEREAS, under such authority, it is the mutual desire of the COUNTY and CITY to
enter into such an Agreement to cooperate in the design and construction of the
improvements to the water line and sewer lateral installations as part of the road
improvements to SW 121St Avenue, with the allocation of responsibilities as detailed
below;
AGREEMENT
NOW, THEREFORE, the premise being in general as stated in the foregoing recitals, and in
consideration of the terms, conditions and covenants as set forth below, the parties hereto
agree as follows:
Page 1 of 7
1. PROJECT DESCRIPTION
1.1 The COUNTY road project improvements will include: road widening, curbs,
sidewalks, bike lanes, street lighting, drainage, landscaping, traffic control, water
quality improvements and all necessary permitting on SW 121"Avenue between SW
Tippitt Place to SW Whistlers Loop, hereinafter referred to as "ROAD PROJECT' as
shown generally on the attached Exhibit A.
1.2 The CITY utility improvement work includes water line construction, sewer lateral
installations, and utility related easement expenses, hereinafter collectively referred to
as "UTILITY IMPROVEMENT WORK" as shown generally on the attached Exhibit
B.
1.3 The ROAD PROJECT and the UTILITY IMPROVEMENT WORK are referred to
herein as the "PROJECT'.
2. COUNTY OBLIGATIONS
2.1 COUNTY shall, upon execution of this Agreement, assign a Project Manager to be
responsible for coordination of PROJECT with CITY.
2.2 COUNTY shall perform, or cause to be performed, all actions necessary for the
design and construction of the PROJECT including project management, design
and construction engineering, property acquisition, including right-of-way as
necessary, regulatory and land use permits and approvals, public information,
contract administration, inspection and construction management. COUNTY shall
coordinate the design of, advertise for, award, and administer the construction
contract for the PROJECT.
2.3 COUNTY shall provide CITY with the opportunity for design review of 30%, 60%,
90% and 100% (final) plans prior to bidding. COUNTY agrees to incorporate CITY
comments that do not significantly impact project costs and/or schedule.
2.4 COUNTY shall, following the bid opening, notify the CITY of the amount of the
construction cost of the UTILITY IMPROVEMENT WORK as contained in the bid
and provide CITY the opportunity for review of the contract bid proposal prior to
contract award.
2.5 COUNTY shall provide a final cost accounting for the PROJECT, including all
internal and external costs, to the CITY within 45 days of final acceptance and
payment to the contractor.
2.6 COUNTY shall provide legal descriptions for the PROJECT in a form acceptable to
CITY so that CITY can adopt a Resolution of Necessity that will enable COUNTY to
obtain necessary easements for construction of the PROJECT.
2.7 COUNTY shall provide inspection and testing of project work in coordination with
the CITY.
Page 2 of 7
2.8 COUNTY shall perform actions regarding compensation as set forth in Article 4 —
Compensation.
3. CITY OBLIGATIONS
3.1 CITY shall, upon execution of this Agreement, assign a city project manager to be
responsible for coordination of PROJECT with COUNTY.
3.2 CITY will participate with the COUNTY in development of the consultant work
scope for the PROJECT, cooperate with the COUNTY in holding public meetings,
and in developing public information and social media materials.
3.3 CITY will participate in design review of 30%, 60%, 90% and 100% (final) plans
prior to bidding and provide comments to COUNTY in a reasonable time frame as
requested by the COUNTY.
3.4 Within sixty (60) days of receiving the legal descriptions for the PROJECT from the
COUNTY as described in 2.6 above, CITY shall provide COUNTY with a
Resolution of Necessity (RON) that provides an adequate description of the
PROJECT and which provides adequate legal authority to COUNTY to obtain
necessary easements for the construction of the PROJECT before COUNTY
acquires any such easements.
3.5 CITY delegates authority to COUNTY to act on its behalf to obtain the necessary
easements through negotiation or condemnation in order to construct the
PROJECT as described in the RON.
3.6 Any easements obtained on behalf of the CITY by the COUNTY shall name the
CITY as the owner of those easements.
3.7 CITY shall provide to the COUNTY an Approved As To Form deed document
template to be used for the necessary real property acquisitions.
3.8 CITY will review inspection and testing of PROJECT work by COUNTY. CITY may
perform additional testing at its own expense, and may require additional and/or
corrective work to complete the PROJECT if, in the CITY's judgment, it is in the
public interest to do so.
3.9 CITY shall perform actions regarding compensation as set forth in Article 4 -
Compensation.
ARTICLE 4 - COMPENSATION
4.1 DESIGN: As design work for the PROJECT is performed, County shall, on a
quarterly basis, prepare and submit design invoices to CITY for the cost of the work
for UTILITY IMPROVEMENT WORK. Estimated design costs are:
a. Water Line Construction Design $ 201,947
Page 3 of 7
b. Sewer Laterals Design $ 3,220
c. Estimated Total Design Cost $ 205,167
Notwithstanding, the estimate of the costs shown above, the CITY shall reimburse
the COUNTY for the actual amount of its cost incurred for the design of the
UTILITY IMPROVEMENT WORK.
4.2 CONSTRUCTION: As construction work upon the PROJECT is performed,
COUNTY shall, on a quarterly basis, prepare and submit construction invoices to
the CITY for the construction of the UTILITY IMPROVEMENT WORK. In addition
to UTILITY IMPROVEMENT WORK bid items, non-construction costs of COUNTY
services at a flat rate of 22.3% of the UTILITY IMPROVEMENT WORK
construction costs shall be charged and include the following: the cost of COUNTY
services including project construction management, surveying, inspection and
construction contract administration.
Estimated construction costs are:
a. Water Line Construction $ 560,000
b. Sewer Laterals Construction $ 8,930
c. Non-construction Costs of Construction
Management Services (22.3%) $ 126,943
d. Contingency (40% of Construction Items) $_ 227,572
e. Estimated Total Construction Cost $ 923,445
4.3 Any easement acquisition costs spent by the COUNTY associated with the
UTILITY IMPROVEMENT WORK shall be accounted for by COUNTY and invoiced
to the CITY accordingly. Utility easement costs are in addition to the above listed
estimated construction and non-construction costs. Before accounting for such
costs, COUNTY will inform CITY of the anticipated cost and allow CITY to approve,
disprove, or challenge the anticipated cost. COUNTY will make a good-faith effort
to accommodate the CITY's position on a proper sum.
4.4 CITY and COUNTY understand that the design and construction costs outlined
above are estimates and are used to determine PROJECT budgets and estimated
payment amounts used within this Agreement. Final costs will be based on the
actual contract amount of the schedule of prices and quantities used and installed.
Final payments made by the CITY to the COUNTY related to this PROJECT shall
be based on actual design invoices, actual bid prices, construction quantities and
non-construction costs.
4.5 COUNTY shall provide the CITY with a final statement of UTILITY IMPROVEMENT
WORK expenses within forty-five (45) days of the completion of the final design
phase. Costs for water line work shall be listed separately from franchise utility
improvements. Within forty-five (45) days after the completion of the construction
contract, the COUNTY shall provide the CITY with a final statement of UTILITY
IMPROVEMENT WORK and bill the CITY for any remaining costs in excess of the
payments already made. Upon the completion of the construction and completion
of Record Drawings, the COUNTY shall deliver one set of reproducible Record
Drawings and one electronic copy related to the UTILITY IMPROVEMENT WORK,
Page 4 of 7
to the CITY, for their files.
5. GENERAL PROVISIONS
5.1 LAWS OF OREGON
The parties shall comply with all applicable laws and regulations regarding the
handling and expenditure of public funds. This Agreement shall be construed and
enforced in accordance with the laws of the State of Oregon. All relevant provisions
required by ORS Chapter 279A and 279C to be included in public contracts are
incorporated and made a part of this Agreement as if fully set forth herein.
5.2 DEFAULT
Time is of essence in the performance of the Agreement. Either party shall be
deemed to be in default if it fails to comply with any provisions of this Agreement.
The non-defaulting party shall provide the other party with written notice of default
and allow thirty (30) days within which to cure the defect.
5.3 INDEMNIFICATION
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 party under this Agreement.
5.4 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.
5.5 DISPUTE RESOLUTION
The parties shall attempt to informally resolve any dispute concerning any party's
performance or decisions under this Agreement, or regarding the terms, conditions
or meaning of this Agreement. A neutral third party may be used if the parties
agree to facilitate these negotiations. In the event of an impasse in the resolution of
any dispute, the issue shall be submitted to the governing bodies of both parties for
a recommendation or resolution.
Page 5 of 7
5.6 REMEDIES
Subject to the provisions in paragraph 5.5, any party may institute legal action to
cure, correct or remedy any default, to enforce any covenant or agreement herein,
or to enjoin any threatened or attempted violation of this Agreement. All legal
actions shall be initiated in Washington County Circuit Court. The parties, by
signature of their authorized representatives below, consent to the personal
jurisdiction of that court.
5.7 EXCUSED PERFORMANCE
In addition to the specific provisions of this Agreement, performance by any party
shall not be in default where delays 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 laws or regulations, new
or supplementary environmental regulation, litigation or similar bases for excused
performance that are not within the reasonable control to the party to be excused.
5.8 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.
5.9 INTEGRATION
This Agreement is the entire agreement of the parties on its subject and
supersedes any prior discussions or agreements regarding the same subject.
6. TERMS OF AGREEMENT
6.1 The term of the Agreement shall be from the date of execution until the completion
of the PROJECT, but not to exceed five (5) years.
6.2 This Agreement may be amended or extended for periods of up to one (1) year by
mutual consent of the parties. It may be canceled or terminated for any reason by
either party. Termination or cancellation shall be effective thirty (30) days after
written notice to the other party, or at such time as the parties may otherwise agree.
The parties shall, in good faith, agree to such reasonable provisions for winding up
the PROJECT and paying for any additional costs as necessary.
Page 6 of 7
IN WITNESS WHEREOF, the parties hereto have set their hands as of the day and year
hereinafter written.
CITY OF TIGARD, OREGON WASHINGTON COUNTY, OREGON
Kathryn Harrington
MAr� CHAITR, BOAOF COUNTY
COMM ISSIO ERS
DATE: 102 q D/ DATE: �� �7
ATTEST:
CIT ECORDER RECORDING SEC TARY
APPROVED AS TO FORM: APPROVED AS TO FORM:
e-
CITY AFrORNEY COUNTY COUNSEL
APPROVED WASHINGTON COUNTY
BOARD OF COMMISSIONERS
MINUTE ORDER# / CJ-a 7
DATE a-- 5 "
BY
CLERK OF T BOARD
Page 7 of 7
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