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Washington County - BCC 10-0276 Construction Management - Greenburg Road, Main Street, Pacific Highway o — ®c;t-A INTERGOVERNMENTAL AGREEMENT BETWEEN WASHINGTON COUNTY AND THE CITY OF TIGARD FOR JOINT PROCUREMENT AND CONSTRUCTION MANAGEMENT OF THE SW GREENBURG RD. AND SW MAIN STREET AND PACIFIC HIGHWAY 99W ROAD IMPROVEMENT PROJECT AND THE SW HALL BLVD. AND PACIFIC HIGHWAY 99W ROAD IMPROVEMENT PROJECT THIS 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," jointly referred to as the "Parties". RECITALS 1. County is constructing a road improvement project for the intersection of SW Hall Blvd. and Pacific Highway 99W from Project Station 52+00 to Project Station 62+06 ("County Project"), pursuant to Intergovernmental Agreements County has obtained through Oregon Department of Transportation; and 2. City is funding and developing a road improvement project for the intersection of SW Greenburg Road and SW Main Street at their intersection with Pacific Highway 99W from Project Station 41+82 to Project Station 52+00 ("City Project"), pursuant to Intergovernmental Agreements City has obtained through Oregon Department of Transportation; and 3. The County and City have determined that it would serve the interests of the public to combine the County Project and the City Project into one project ("Combined Project") for bidding and construction management purposes; and 4. ORS 190.010 authorizes agencies to enter into intergovernmental agreements for the performance of any or all activities and functions that a Party to the agreement has the authority to perform. NOW, THEREFORE, the Parties hereto agree as follows: 1. COUNTY OBLIGATIONS APPLICABLE TO COMBINED PROJECT 1.1 The County hereby designates the Capital Project Management Division (CPM) Manager, Department of Land Use and Transportation, or designee, as the County's representative to be responsible for coordination of the project with the City. Washington County/City of Tigard Agreement for Joint Procurement and Management of the Hwy 99W/Hal!/Greenburg/Main Project t _ 1.2 County shall be responsible for the total construction costs for the County Project. Costs shall include, but are not limited to, all bid items, construction materials, and labor. 1.3 County shall construct the Combined Project using ODOT and City standards, as applicable, unless otherwise specified in writing by the County Engineer and City Engineer. 1.4 County shall review and approve submittals. Any objection of the County or City to preliminary or final plans and specifications shall be resolved through consultation between the County Project Manager and the City Project Manager. The City Project Manager shall be the final arbitrator of any remaining differences. 1.5 The County shall provide coordination of the Plans, Specifications and other bidding materials and perform bid for a shared cost. 1.6 County shall provide construction administration, management and inspection for the project, in addition to the City's supplementary inspection for specialty situations, on roadway, drainage, landscaping, and lighting issues, for quality control purposes. County shall administer, manage and inspect the project in accordance with project plans and specifications. !t- 1.7 County shall act as the City's agent, in consultation with the City Project Manager, for the delivery of services including but not limited to the following: • Conduct competitive procurement and award Contract. • Include City of Tigard, its officers, agents, and employees, and City of Tigard Council as additional names insured on the construction contract • Perform contract administration. • Create a Public Notification Program and respond to concerns and complaints from local businesses and the public. • Provide utility relocation coordination. • Conduct a preconstruction conference with the contractor, City, ODOT, and utilities. • Evaluate all contractor submittals to ensure they meet the project plans and specifications. • entation associated with quantity, quality Collect, review, and file docum control, and origin of materials. • Review and forward all contractor requests for clarifications and changes to the contract documents to the City Engineer for his input and approval. Allow the City no less than five days to respond to Requests for Information (RFI) or requests for extra work. • Process substitution requests and change order requests. • Review requested design changes. • inspection, testing and construction Provide construction engineering, management services for the project, including during the warranty period. • Make payments to the contractor. Washington County/City of Tigard Agreement for Joint Procurement and Management of the Hwy 99W/Hall/Greenburg/Main Project • Ensure construction is completed in accordance with project plans and specifications. • Provide the City with as-built plans and any other necessary documentation. • Perform field measurements, calculations, prepare documentation and monthly progress estimates for payment. • Conduct project progress meetings • Perform environmental and permit coordination and compliance monitoring. • Take and make available photos and inspector records of project construction. 1.8 County shall maintain accurate records of its performance of this Agreement including any expenditure for the Combined Project. These records shall be available for examination by the City upon reasonable notice. 1.9 All work and records of work shall be in conformance with applicable State and local statutes and regulations. The work and records shall not conflict with any applicable ordinances or regulations. 1.10 County shall pay all approved contractor invoices and provide construction management for both projects. 1.11 The County shall track costs and submit invoices to the City for reimbursement of City Project costs in a form and timeframe mutually agreed to by the County and City. 2. CITY OBLIGATIONS APPLICABLE TO CITY PROJECT 2.1 The City shall, upon execution of this agreement, assign a liaison person to be responsible for coordination of the project with the County. 2.2 City shall be responsible for the following services: • Review the contract documents and help,resolve ambiguities and conflicts • Provide construction surveying and staking • Provide secondary project management in cooperation with the County • Provide planning expertise and public involvement • Provide preliminary design • Assist with land use approval and permitting • Perform right-of-way acquisition (per Right-of-way IGA) • Coordinate utility relocations and resolving conflicts • Provide final project design, including plans and specifications • Assist County with bidding process and contract award • Review and evaluate the contractor Requests For Information or changes to the contract documents. • Assist County with Project Management Assist County with public notification and complaint resolution efforts Washington County/City of Tigard Agreement for Joint Procurement and Management of the Hwy 99W/Hall/Greenburg/Main Project Assist County with inspection of specialty items Issue permits over which City has jurisdiction Perform all other services, not included under County obligations that are required to complete the project. 2.3 City shall be responsible for the total construction engineering costs for the City Project. Costs shall include, but are not limited to, engineering consultant services, facilitating neighborhood meetings, obtaining DSL/Corps, Sensitive Land and ODOT permits and administrative costs. These costs will be invoiced to the City monthly. 2.4 City shall reimburse County for the actual amount of the costs incurred for construction administration work for the City.Project at a total estimated cost of $300,000. This will include an initial payment of $75,000. When costs exceed $75,000, the amount due will be invoiced to the City quarterly. 2.5 City shall be responsible for the total construction costs for the City Project and shall reimburse County for the actual amount of the costs incurred for construction work. ICosts shall and labor at aude, but are not otal estimated cost of all of $2,700,000. These construction materials, costs will be invoiced to the City monthly. �1;. 2.6 The City shall make payment to the County of all undisputed charges within 3 days of receipt of an invoice. Invoices should be sent to the City Project Manager. 3. GENERAL PROVISIONS 3.1 LAWS OF OREGON The Parties agree to abide by all applicable laws and regulations regarding public contracting and 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 Chapters 279A-C to be included in public contracts are hereby incorporated and made a part of this agreement as if fully set forth herein. 3.2 DEFAULT Time is of the essence in the performance of this agreement. Either Party shall be deemed to be in default if the Part shall Party ilsto the othey with r Partywith written provisionny agreement. The complaining y provide notice of default and allow thirty (30) days within which to cure the defect. The County shall pay the City for costs incurred for satisfactorily completed and authorized work up to the time of default, if any. Washington County/City of Tigard Agreement for Joint Procurement and Management of the Hwy 99W/Hall/Greenburg/Main Project 3.3 INDEMNIFICATION This agreement is for the benefit of the Parties and shall not inure to the benefit of third parties. 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 omission 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. 3.4. 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. 3.5 DISPUTE RESOLUTION Tl-le 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. 3.6 „ 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. 3.7 INTEGRATION This agreement is the entire agreement of the parities on its subject and supersedes any prior discussions or agreements regarding the same subject. 4. TERM OF, AGREEMENT 4.1 The term of this agreement shall be from the date of execution until the completion of the project, but not to exceed four years. 4.2 This agreement may be amended or extended for periods of up to one year by Washington County/City of Tigard Agreement for Joint Procurement and Management of the Hwy 99W/Hall/Greenburg/Main Project consent of the Parties. It may be canceled or terminated for any reason by either Party. Termination or cancellation shall be effective 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 costs as are necessary. IN WITNESS WHEREOF, the Parties hereto have set their hands as of the day and year hereinafter written. 7 WA%2LJINGTON COU , OREGON CITY OF TIGARD, OREGON CH IRMAN, ARD OF COUNTY MAYOR COMMISSI ERS Date: Date: - "�> 10 RECORDIN-GS EC T A R Y CITY RECORDER Appr ved as to Form � APPROVED WASHINGTON COUNTY BOARD OF COMMISSIONERS Loretta Skurdahl p� Sr. Assistant County Counsel MINUTE ORDER#V- i 1 V Date: DATE ' BY `-- Approved as to Form: CLERK OF THE BOARD '-'Timothy V., amis City Attorney Date: Washington County/City of Tigard Agreement for Joint Procurement and Management of the Hwy 99W/Hall/Greenburg/Main Project