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HomeMy WebLinkAboutRes to approve an Interlocal with WSDOT Park and Ride.pdf (Updated)BOARD OF COUNTY COMMISSIONERS COUNTY OF KITTITAS STATE OF WASHINGTON RESOLUTION NO . .)-O/lP--ooq APPROVE THE INTERLOCAL AGREEMENT FOR DESIGN AND CONSTRUCTION OF A PARK AND RIDE LOT ON 1-90 WITH THE WASHINGTON STATE DEPARTMENT OF TRANSPORTATION WHEREAS: The State of Washington and Kittitas County share interest in providing vanpool and carpool capacity and mobility improvements in the 1-90 Snoqualmie Pass East Corridor, have jointly planned to improve the 1-90 Exit 78 Park and Ride Lot ; and WHEREAS: The State is the fee owner of the existing Park and Ride Lot site located on State property; and WHEREAS: The County has obtained funding designing and constructing improvements to Exit 78 Park and Ride facilities using an awarded state Regional Mobility Grant; and WHEREAS: The County and the State have met discussing design and construction of Exit 78 Park and Ride improvements, agreeing the State is well positioned for providing design and construction services; NOW, THEREFORE BE IT RESOLVED the Kittitas County Board of County Commissioners declares it be in the best interest of the public , and does hereby authorize signatures for the aforementioned Interlocal Agreement with Washington State Department of Transportation. DATED this 5th day of January, 2016, at Ellensburg, Washington. BOARD OF COUNTY COMMISSIONERS KITTITAS COUNTY, WASHINGTON ~<azzr~ c~ CorTimissidl'1er AGREEMENT GCB 2170 1-90 Exit 78 Park and Ride Lot Design and Construct Park & Ride Lot Improvement This Agreement for the design and construction of the 1-90 Exit 78 Park and Ride Lot improvement is made and entered into between the Washington State Department of Transportation, hereinafter the "STATE," and Kittitas County, Washington, a political subdivision of the State of Washington, hereinafter the "COUNTY." WHEREAS, the STATE and the COUNTY, in the interest of providing vanpool and carpool capacity and mobility improvements in the 1-90 Snoqualmie Pass East Corridor, have planned to expand and improve the park and ride lot, titled" 1-90 Exit 78 Park and Ride Lot," hereinafter the "Project"; and WHEREAS, the STATE is the fee owner of the existing park and ride lot site, located on state- owned property; and WHEREAS, the Project consists of those improvements to be designed and constructed by the STATE as shown in Exhibit C; and WHEREAS, the COlTNTY is providing the funding for the Project with funds received from a state Regional Mobility grant. The Regional Mobility grant funding represents the total expendable funding for the Project and the total obligation of the COUNTY to fund the Project; any changes to the Project will follow the process stated in Section 4. There are no funds available to be expended on this Project other than the state Regional Mobility grant, NOW, THEREFORE, pursuant to RCW 47.28.140, the above recitals that are incorporated herein as if fully set forth below, and in consideration of the terms, conditions, and performances contained herein, and the attached Exhibits A, Band C which are incorporated and made a part hereof, IT IS MUTUALLY AGREED AS FOLLOWS: 1. PLANS, SPECIFICATIONS, AND ESTIMATES (PS&E) 1.1 The STATE, on behalf of the COUNTY, agrees to design and construct the Project in accordance with the terms of this Agreement, the current Standard Specifications for Road, Bridge, and Municipal Construction, and amendments thereto (Standard Specifications) and pursuant to the attached exhibits. Exhibit A is the Project Location, Exhibit B is the Cost Estimate, and Exhibit C is the Plan with work description details. Agreement GCB 2170 1-90 Exit 78 Park & Ride Lot Page 1 of 11 1.2 The COUNTY agrees to participate in 30%, 90% and 100% Plans, Specifications, and Estimate (PS&E) development reviews and to issue a letter of acceptance, conditional acceptance, or rejection of the 100% PS&E for the Project. 1.3 If the COUNTY rejects the 100% PS&E, or the STATE cannot agree to or rejects the COUNTY's conditions of acceptance after the STATE and the COUNTY have in good faith considered the reasons for rejection and both have explored reasonable solutions in order to proceed with the Project as intended herein and the STATE and the COUNTY cannot reach agreement, this Agreement shall automatically terminate and the Project cancelled. The COUNTY agrees to reimburse the STATE for all costs associated with the cancellation of the Project, including costs incurred up to the date of termination. 2. ADVERTISEMENT, BID, AWARD, AND COST ADJUSTMENTS 2.1 The STATE shall advertise the Project for bids. Assuming bids are received and the COUNTY and the STATE agree to accept a bid, the STATE will award the contract. 2.2 Prior to accepting and awarding the bid, the STATE shall provide the COUNTY with written notification of the bid prices for the Project, and the STATE and the COUNTY shall review the bid prices in conjunction with the Regional Mobility grant funding and jointly decide . if the grant funding, taking into consideration all potential contingencies, is adequate to fully satisfy the bid price. Once the Parties have verified that the Project funding is adequate, the COUNTY shall have fourteen (14) calendar days from the date of verification of funding to provide the STATE written approval of the bid price for the Project, or request the Project be cancelled. 2.3 In the event of cancellation, the COUNTY agrees to reimburse the STATE for all costs incurred by the STATE associated with the Project. This Agreement shall then terminate upon STATE's receipt of payment for all work completed prior to the date of cancellation. 2.4 Ifthe COUNTY approves the bid price for the Project and the STATE does not award or execute the Project contract, but thereafter re-advertises the Project for bids, the STATE agrees to pay all STATE costs to re-advertise the Project to the extent that the Regional Mobility funds are available to reimburse the STATE for said costs. The COUNTY agrees that the STATE is not responsible for increased bid prices or delay to the Project or other impacts to the COUNTY, resulting from re-advertising the Proj ect. If the S TATE shall re-advertise the Proj ect as provided herein, the COUNTY shall accept or reject the bid price as provided in Sections 2.2 and 2.3 above. 2.5 If the COUNTY approves the bid price for the Project and the STATE does not award or execute the Project contract and does not re-advertise the Project for bids, this Agreement shall terminate upon STATE's receipt of all reimbursement payments in accordance with Section 6. The COUNTY agrees that the STATE is not responsible for potential increased costs for the Agreement GCB 2170 1-90 Exit 78 Park & Ride Lot Page 2 of 11 Project, delay to the Project or other impacts to the COUNTY resulting from not awarding the Project contract. 3. CONSTRUCTION 3.1 The STATE will be the COUNTY's representative during construction and will act as owner in the administration of the contract for the Project. The STATE will designate a STATE Project Engineer as STATE's representative to provide all services and tools, including but not limited to construction administration, inspection, materials testing, and representation, necessary to administer and manage the contract to ensure that the Project is constructed in accordance with the contract. 3.2 The COUNTY may at all times consult with and inquire of the STATE Project Engineer, attend all meetings, and have access to all documentation concerning the Project. The COUNTY shall not provide direction, directly or indirectly to the STATE's contractor. All formal contacts between the COUNTY and the contractor shall be through the STATE's representative. 3.3 Ifit becomes known that field changes or conditions will result in an increase in costs for the Project exceeding the total amount available, the STATE shall within three (3) working days consult with the COUNTY. Both Parties mutually agree to review all available options at that time to move the Project forward, or implement the provisions of Section 4.9. 3.4 The COUNTY may inspect the Project at its sole cost and expense. All contact between the COUNTY's inspector and the contractor shall be only through the STATE's inspector or the STATE's representative identified above. 3.5 The STATE will prepare the final construction documentation in accordance with the STATE's Construction Manual. The STATE will maintain one set of plans as the official "as- built" set, then make notations in red ink of all plan revisions typically recorded per standard STATE practices, as directed by the STATE's Construction Manual. Once the COUNTY has accepted the Project per Section 5, the STATE will provide one reproducible set of as-built plans to the COUNTY within thirty (30) working days following receipt of a request for a set from the COUNTY. 4. CONTRACT CHANGES 4.1 Contract changes are subject to and contingent upon the availability of the state Regional Mobility grants funding to pay for any changes to the Project. If increases in costs as a result of required or elective changes exceed the available grant as provided herein, the STATE shall initiate Project modifications or take such other steps to maintain Project contract costs within the total available state Regional Mobility grant funding. Agreement GCB 2170 1-90 Exit 78 Park & Ride Lot Page 3 of 11 4.2 Changes to the Project contract will be documented by change order in accordance with the Standard Specifications. The STATE shall process change orders for all changes affecting the Project in the manner set forth in subsection 1-2.4C (3), Approval of Changes/Checklist, STATE Construction Manual, current edition. 4.3 Required change orders involve such changes in quantities or alterations to the Project as are necessary to satisfactorily complete the Project. All other change orders affecting the Project shall be considered elective. 4.4 The COUNTY authorizes the STATE to initiate all required changes affecting the Project and to negotiate, document and execute the associated change orders. 4.5 The STATE will advise the COUNTY of any proposed required changes affecting the Project as soon as possible and provide it with an opportunity, if time permits, to review the change before implementation. The STATE will determine the length of the review time based upon the need to expedite the change to avoid delay to the Project contract. 4.6 The COUNTY may request additions to the Project through the STATE in writing. The STATE will implement the requested changes as elective changes, provided that a change complies with the Standard Specifications, Project permits, state and/or federal law, applicable rules and/or regulations, and/or STATE design policies, does not unreasonably delay critically scheduled Project contract activities, and complies with the funding constraints identified in Section 4.1. 4.7 All elective changes to the Project shall be approved in writing by the COUNTY before the STATE directs the contractor to implement the change. The COUNTY agrees to pay for the increases in cost, if any, for such elective changes requested by the COUNTY, subject to available funding and in accordance with Section 6. 4.8 The STATE will make available to the COUNTY all change order documentation related to the Project. 4.9 In the event it is determined that the COUNTY does not have sufficient grant funds to complete the Project, both Parties mutually agree to determine the future of the Project and/or possible modifications or downsizing of the Project to the minimum level of the Project scope as submitted for grant award. Any downsizing or modifications to the Project must be approved by the state Regional Mobility Office and shall first be accomplished by reducing the paved area. If it is determined that the Project cannot proceed, the Project shall be brought to a level that is safe for public use, and the STATE will terminate the remainder oftheProject contract. In the event the Project is terminated, Section 5 shall apply for that portion of the Project completed up to the time of termination. The COUNTY agrees to pay all costs associated with termination, and pay all contractor claims (Section 8) in accordance with Section 6. Agreement GCB 2170 1-90 Exit 78 Park & Ride Lot Page 4 of 11 5. ACCEPTANCE 5.1 Prior to Project acceptance, the STATE and the COUNTY will perform a joint final inspection. The COUNTY agrees, upon satisfactory completion of the Project constructed in accordance with the PS&E and receipt of a Notice of Physical Completion, as determined by the STATE, and the close out of the Project by the STATE in accordance with applicable STATE and Federal regulations, to deliver a letter of acceptance which shall include a release of the STATE from all future claims or demands of any nature resulting from the performance of the Project, subject to any contractor claims (Section 8) caused by the negligent acts or omissions of the STATE in administering the Project. 5.2 If a letter of acceptance is not received by the STATE within ninety (90) calendar days following delivery of aN otice of Physical Completion and close out of the Project to the COUNTY, the Project shall be considered accepted by the COUNTY, and the STATE shall be released from all future claims and demands of any nature resulting from the performance of the Project, subject to any contractor claims (Section 8) caused by the negligent acts or omissions of the STATE in administering the Project. 5.3 The COUNTY may withhold its acceptance of the Project by submitting written notification to the STATE within ninety (90) calendar days following delivery of a Notice of Physical Completion of the Project and close out of the Project. This notification shall include the reason(s) for withholding acceptance. The Parties shall then work together to resolve the outstanding issues identified in the COUNTY's written notification. 6. PAYMENT 6.1 The COUNTY, in consideration of the faithful performance of the Project performed by the STATE and its contractor(s), agrees to reimburse the STATE for the actual direct and related indirect costs of the Project, as estimated in Exhibit B. 6.2 The STATE shall provide detailed invoices to the COUNTY for (a) STATE costs incurred as identified in section 6.1, (b) Project work performed by the STATE's contractor(s), . and/or (c) for costs incurred as provided in Sections 1,2, and 4 . The COUNTY agrees to make payment within thirty (30) calendar days from receipt of an invoice. A payment will not constitute agreement as to the appropriateness of any item. At the time of the final invoice, the Parties will resolve any discrepancies. Payments shall be sent to: Invoices shall be sent to: Washington State Department of Kittitas County Public Works Department Transportation c/o Kathy Jurgens Attn: Cashier 411 N. Ruby Street, Suite 1 P .O. Box 47305 Ellensburg, W A 98926 Olympia, W A 98504-7305 Agreement GCB 2170 1-90 Exit 78 Park & Ride Lot Page 5 of 11 6.3 Notwithstanding the foregoing, the STATE and the COUNTY recognize the Project is funded by the state Regional Mobility grant which expires on June 30, 2017. Only Project costs incurred by June 30, 2017 and paid by the COUNTY not later than July 8, 2017, are eligible to be reimbursed from the state Regional Mobility grant. The STATE agrees to exercise best efforts to schedule Project construction, purchase of materials, and perform the construction so that as much of the Project costs will occur by June 30, 2017, with payment made by July 8, 2017. This will allow the COUNTY to fully expend the state Regional Mobility grant funding. 7. RIGHT OF ENTRY 7.1 The STATE hereby grants to the COUNTY and its authorized agents and employees, a right of entry upon all land in which the STATE has an interest, including a leasehold interest, for the purpose of inspection, per Sections 3.4 and 5.1. 8. CLAIMS 8.1 Claims for Additional Payment 8.1.1 In the event the contractor makes claims for additional payment associated with the Project, the STATE will immediately notify the COUNTY of such claims. Such claims shall be made in the manner and form as provided for in the Standard Specifications. 8.1.2 The COUNTY shall not be obligated to pay such claims or cost of defense to the extent that the claims are caused by the negligent acts or omissions ofthe STATE in administering the Project. 8.1.3 The COUNTY shall have the right to review and comment on any settlement for claims associated with the Project; however, the STATE shall have the ultimate decision and right to settle such claims. If agreement cannot be reached between the COUNTY and the STATE on a claim settlement, the Parties agree to follow the dispute resolution procedure in Section 10.6. 9. OWNERSHIP, OPERATION and MAINTENANCE Upon the COUNTY's acceptance of the Project as provided in Section 5, the STATE shall be the owner of the Project improvements constructed on state owned right of way, and thereafter be solely responsible for operation and maintenance of the Project. 10 .. GENERAL PROVISIONS 10.1 Amendment: This Agreement may be amended or modified only by the mutual Agreement ofthe STATE and the COUNTY. Such amendments or modifications shall not be binding unless they are in writing and signed by persons authorized to bind each of the Parties. Agreement GCB 2170 1-90 Exit 78 Park & Ride Lot Page 6 of 11 No verbal agreement may supersede, replace, or amend this section. 10.2 Termination: Neither the STATE nor the COUNTY may terminate this Agreement without the written concurrence of the other Party, except as otherwise provided under Sections 1.3,2.2,2.3,2.5, or 4 .9. 10.2.1 If this Agreement is terminated prior to the fulfillment of the terms stated herein, the COUNTY agrees to reimburse the STATE for all costs in accordance with Section 6 which the STATE has incurred for the Project up to the date of termination, as well as the costs of all non-cancelable obligations and/or contractor claims. 10.2.2 Any termination of this Agreement shall not prejudice any rights or obligations accrued to the STATE and the COUNTY prior to termination. 10.3 Independent contractor: The STATE shall be deemed an independent contractor for all purposes, and the employees of the STATE or any of its contractors, subcontractors, consultants, and the employees thereof, shall not in any manner be deemed to be employees of the COUNTY. 10.4 Indemnification: 10.4.1 The Parties shall protect, defend, indemnify, and hold harmless each other and their employees, authorized agents, and/or contractors, while acting within the scope of their employment as such, from any and all costs, claims, judgments, and/or awards of damages (both to persons and/or property), arising out of, or in any way resulting from, the Parties' obligations and the construction of the Project to be performed pursuant to the provisions of this Agreement. The Parties shall not be required to indemnify, defend, or sa ve harmless the other Party if the claim, suit, or action for injuries, death, or damages (both to persons and/or property) is caused by the negligence of the other Party, its employees, authorized agents, and/or contractor; provided that, if such claims, suits, or actions result from the concurrent negligence of (a) the STATE, its employees, authorized agents, and/or contractors and (b) the COUNTY, its employees, authorized agents, and/or contractors, or involves those actions covered by RCW 4.24.115. The indemnity provisions provided herein shall be valid and enforceable only to the extent of the negligence of each Party, its employees, authorized agents, and/or contractors. 10.4.2 The COUNTY agrees that its obligations under this section extend to any claim, demand and/or cause of action brought by, or on behalf of, any of its employees or agents while performing work under this Agreement while located on state-owned right of way. For this purpose, the COUNTY, by mutual negotiation, hereby waives with respect to the STATE only, any immunity that would otherwise be available to it against such claims under the Industrial Insurance provisions chapter 51.12 RCW. Agreement GCB 2170 1-90 Exit 78 Park & Ride Lot Page 7 of 11 10.4.3 This indemnification and waiver shall survive the termination of this Agreement. 10.5 Disputes: In the event that a dispute arises under this Agreement, it shall be resolved as follows: The STATE and the COUNTY shall each appoint a member to a disputes board; these two members shall select a third board member not affiliated with either Party. The three- member board shall conduct a dispute resolution hearing that shall be informal and unrecorded. An attempt at such dispute resolution in compliance with aforesaid process shall be a prerequisite to the filing of any litigation concerning the dispute . The Parties shall equally share in the cost of the third disputes board member; however, each Party shall be responsible for its own costs and fees . 10.6 Venue: In the event that either Party deems it necessary to institute legal action or proceedings to enforce any right or obligation under this Agreement, the Parties agree that any such action or proceedings shall be brought in Thurston County Superior Court. Further, the Parties agree that each will be solely responsible for payment of their own attorney's fees, witness fees, and costs. 10.7 Audits/Records: All records for the Project in support of all costs incurred shall be maintained by the STATE for a period of not less than six (6) years. The COUNTY shall have full access to and right to examine said records during normal business hours and as often as it deemed necessary. Should the COUNTY require copies of any records, the STATE will provide copies of the records at no cost to the COUNTY. The Parties agree that the work performed herein is subject to audit by either or both Parties and/or their designated representatives, and/or state of Washington and/or the federal government. 10.8 Term of Agreement: Unless otherwise provided herein, the term of this Agreement shall commence as of the date this Agreement is fully executed and shall continue until the Project is accepted by the COUNTY pursuant to Section 5 or as otherwise provided herein, and all obligations for payment have been met. 10.9 Working Days: Working days for this Agreement are defined as Monday through Friday, excluding Washington State holidays per RCW 1.16.050. Agreement GCB 2170 1-90 Exit 78 Park & Ride Lot Page 8 of 11 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Party's date signed last below. ADOPTED this ~ ~day of ~ ,201b at Ellensburg, Washington. Approved as to Form: Prosecutor Review # Neil Caulkins, Civil Deputy signing for Gregory L. Zempel Prosecuting Attorney Agreement GCB 2170 BOARD OF COUNTY COMMISSIONERS KITTITAS COUNTY, WASHINGTON , } 1-90 Exit 78 Park & Ride Lot Page 9 of 11 STATE OF WASHINGTON DEPARTMENT OF TRANSPORTATION By: w. Brian White, Interim Region Administrator Date: -------+--{ ~/-,-----/t{ .f--!-'/!h=--' _. __ _ APPROVED AS TO FORM: BY:~(? . ~.~~ Ann E. Salay, Senior Counsel 0 Date: Agreement GCB 2170 1-90 Exit 78 Park& Ride Lot Page 10 of 11 STATE OF WASHINGTON DEPARTMENT OF TRANSPORTATION w. Brian White, Interim Region Administrator Date: APPROVED AS TO FORM: By: Anne E. Salay, Senior Counsel Date: Agreement GCB 2170 1-90 Exit 78 Park & Ride Lot Page 11 of 11 AGREEMENT GCB 2170 1-90 EXIT 78 PARK AND RIDE LOT EXHIBIT A -VICINITY MAP Imagery ©2015 DigitalGlobe, Map data ©2015 Google 100 ft Agreement GCB 2170 Exhibit A Vicinity Map Page 1 of 1 AGREEMENT GCB 2170 EXHIBIT "B" COST ESTIMATE Design and Construct .Park and Ride Lot Project: 1-90 Exit 78 Park and Ride Lot NO. DESCRIPTION -Design Phase - 1 Environmental documentation , survey, design, p lans, specifications and estimate (PS&E) preparation, advertisement, award contract DesiQn Total -Construction Phase - 2 Construct by Contract: ciear, grade, drain, fence , surface, pave HMA, stripe, curb, sign, illumumination storm water mitigation and appurtenances . 3 Wa St Sales Tax (Amount on State R/W) = $ 110,577 Contract Subtotal 4 Construction Engineering & Administration 5 Contract Contingencies (4%) 6 Pavement Repair & Seeding by State Forces Construction Total Total Agreement Amount Notes: Maximum amount available for this Project is $223,000 Appurtenances may include but are not limited to: Charging station and information center Appurtenances may be added per Agreement Section 4. 'Contract Change ' after bid award, when remaining funds can be determined . Contract Contingency funds may be utilized when approaching the end of the contract work. Agreement GCB 1725 Exhibit A -Cost Estimate AMOUNT $ 50,500 $ 50,500 $ 110 ,577 8.0% $ 8,846 $ 119,423 $ 43,800 $ 4,777 $ 4,500 $ 172,500 $ 223,000 Sheet 1 of 1 Project Work Description 1. Complete environmental documental and P.S .E. for Project. 2 . Advertise , award and administer construction contra ct. 3. Clear, grade and drain lot area. 4. Construct approach. 5. Place and compact and compact crushed surfacing material. 6 . Asphalt the parking area and approach. 7. Construct fencing , signing , cu rbing, striping and other items necessary to construct the park and ride lot. 8. If funding permits construct charging station kiosk . Agreement GCE 2170 Exhibit C Plan with [}{j l\!J INl [Q) U:; l1 1Rl@~[Q) . OP ......... _ .. op ·--OP Hi) @ ~7~~'ir~@ l\!J 1Nl1~ Park&R ide-MLS Alt 1 Revised 10-6-14.dgn fE inIT' Information Bulletin ------------------~--....\__I--__\l_--t__-;.----__4 Minibus Passenger Loading Pad (8'x10') -... --:: =:=L~.::: ::::L=:~ __ _ @[Ffp. fRl~~Yi1fP ~!~~/I~~~'~{s ~~r~l~\!~d at this timt") \ f-----+----I o 50 SCALE IN FEET .. 1·90 _ ;P@:!, EXIT 78 -,--------... ii PROPOSED FIRE STATION /:' ----____ ~ ~~ON 100 :: CHEPODA ROAD PARK -AN Q...!,~: (PRELIMINARY) 1()..6·14