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HomeMy WebLinkAboutResolution_Certified Agency ILA_City of Cle ElumKITTITAS COUNTY DEPARTMENT OF PUBLIC WORKS AGENDA STAFF REPORT AGENDA DATE: February 1, 2022 ACTION REQUESTED: Request to Approve a Resolution authorizing signatures on an Interlocal Agreement to provide Design and Construction Administration Services as a Certified Acceptance (CA) Agency for the City of Cle Elum BACKGROUND: To receive federal aid transportation funds Washington State Department of Transportation (WSDOT) requires local agencies to follow WSDOT Local Agency Guidelines, including certification by a Certified Acceptance (CA) agency. The City of Cle Elum has been awarded Federal Surface Transportation Block Grant (STBG) funds for their First Street Downtown Revitalization – Phase 3B project but is not certified to administer federal aid projects. Kittitas County Public Works Department is presently certified to administer federal aid projects and may act as a designated CA agency for non- certified local agencies. Public Works involvement as a CA agency for a non-certified local agency is to ensure that project development and contract administration are in accordance with the WSDOT Local Agency Guidelines. Public Works has previously provided these services to the City of Cle Elum for their Phase 1-3 of the First Street Improvement project and their City Safety Improvement project. Public Works has also been asked to provide these services for the City of Cle Elum First Street Downtown Revitalization – Phase 3B project. The interlocal agreement has been reviewed and approved by County Prosecuting Attorney. INTERACTION: Public Works and the City of Cle Elum RECOMMENDATION: Move to sign the resolution authorizing execution of an interlocal agreement for CA services with the City of Cle Elum and sign the interlocal agreement. HANDLING: Return two (2) signed originals to Public Works ATTACHMENTS: Resolution; Interlocal Agreement between the City of Cle Elum and Kittitas County for Certified Acceptance Services. LEAD STAFF: Joshua Fredrickson, County Engineer BOARD OF COUNTY COMMISSIONERS COUNTY OF KITTITAS STATE OF WASHINGTON RESOLUTION NO. 2022 - AUTHORIZING EXECUTION OF AN INTERLOCAL AGREEMENT WITH THE CITY OF CLE ELUM TO PROVIDE CONTRACT ADMINISTRATION SERVICES AS A CERTIFIED ACCEPTANCE AGENCY WHEREAS: The City of Cle Elum has been awarded Federal Surface Transportation Block Grant (STBG) funds for the First Street Downtown Revitalization – Phase 3B project, (hereinafter referred to as the “Project”); and WHEREAS: The City of Cle Elum desires to utilize these federal funds to undertake the Project; and WHEREAS: The expenditure of federal funds requires the project be designed and administered in accordance with the Washington State Department of Transportation (WSDOT) Local Agency Guidelines, including certification by a Certified Acceptance agency (CA Agency); and WHEREAS: The City of Cle Elum is not presently certified to administer federal aid projects; and WHEREAS: Kittitas County is presently certified to administer federal aid projects; and WHEREAS: WSDOT Local Agency Guidelines provides that a non-certified local agency may enter into agreement with a CA Agency to have the CA Agency perform project development and/or contract administration; and WHEREAS: The accomplishment of the Project is a benefit to the regional transportation system; and WHEREAS: The State Interlocal Cooperation Act, Chapter 39.34 RCW, authorizes cooperative efforts between government entities in the providing of such services; NOW, THEREFORE BE IT RESOLVED that an Interlocal Agreement between Kittitas County and the City of Cle Elum be established to provide project contract administration services in compliance with the WSDOT Local Agency Guidelines. DATED on this 1st day of February 2022, at Ellensburg, Washington. BOARD OF COUNTY COMMISSIONERS KITTITAS COUNTY, WASHINGTON __________________________ Laura Osiadacz, Chairman Attest: ☐ Clerk of the Board- Julie Kjorsvik __________________________ Cory Wright, Vice-Chairman ☐ Deputy Clerk of the Board- Mandy Buchholz ___________________________ Brett Wachsmith, Commissioner ______________________________ INTERLOCAL AGREEMENT BETWEEN THE CITY OF CLE ELUM, WASHINGTON AND KITTITAS COUNTY, WASHINGTON FOR CERTIFIED ACCEPTANCE SERVICES THIS INTERLOCAL AGREEMENT is made and entered into on this day of Jdlja�, 2022 by and between Kittitas County, Washington, a Washington municipal corporation, hereinafter referred to as "County", and the City of Cle Elum, Washington, hereinafter referred to as "City", each party having been duly organized and now existing under the laws of the State of Washington. Both entities may be referred to in this Agreement collectively as "Parties" or individually as "Party". WITNESSETH: WHEREAS, the City has been awarded Surface Transportation Block Grant (STSG) funds for the City of Cle Elum's First Street Downtown Revitalization — Phase 3B project, (hereinafter the "Project"; and; and WHEREAS, the City desires to utilize these federal funds to undertake the Project; and WHEREAS, the expenditure of federal funds requires that the project be designed and administered in accordance with the Washington State Department of Transportation Local Agency Guidelines, including certification by a certified acceptance agency (CA agency); and WHEREAS, the City is not presently certified to administer federal aid projects; and WHEREAS, the County is presently certified to administer federal aid projects; and WHEREAS, the Local Agency Guidelines provides that a noncertified local agency may enter into an agreement with a CA Agency to have the CA Agency perform project development and/or contract administration; and WHEREAS, the accomplishment of the project is a benefit to the regional transportation system; and WHEREAS, the State Interlocal Cooperation Act, Chapter 39.34 RCW, authorizes cooperative efforts between government entities in the providing of such services. NOW, THEREFORE, in consideration of the above and foregoing recitals, the payments to be made, the mutual promises and covenants herein contained, and for other good and valuable consideration, the parties hereto agree as follows: ARTICLE I PURPOSE OF AGREEMENT The purpose of this Agreement is to set forth the terms and conditions under which Kittitas County will certify that Cle Elum's Project is designed and administered in accordance with the Washington State Department of Transportation's Local Agency Guidelines. Kittitas County and City of Cle Elum Interlocal Agreement for Certified Acceptance Services AGENDA ITEM 11e ARTICLE II DEFINITIONS The Parties hereby agree that the following terms shall have the specified meanings unless indicated otherwise herein: 2.1 CA shall mean certified acceptance as set forth in the Washington State Department of Transportation's Local Agency Guidelines. 2.2 Project shall mean the City of Cle Elum's First Street Downtown Revitalization — Phase 3B project. 2.3 STBG shall mean the Surface Transportation Block Grant (STBG), a federal funding program for transportation improvement projects. 2.4 Local Agency Guidelines shall mean the most current version of the Washington State Department of Transportation's Local Agency Guidelines. ARTICLE III RESPONSIBILITIES OF PARTIES 3.1 The County Agrees to: a) Administer and certify the project for the City in accordance with the Local Agency Guidelines. 3.2 The City Agrees to: a) Prepare all of the project plans, specifications, and estimates in accordance with the Local Agency Guidelines. b) Provide construction inspection services through the City's consultant in accordance with the Local Agency Guidelines. C) Reimburse the County for services provided by the County on a time and materials basis when billed by the County. 3.3 This Interlocal Agreement shall be in full force and effect when executed by the City and County. ARTICLE IV ADMINISTRATION AND CONTRACT INFORMATION 4.1 ADMMSTRATOR: The Public Works Director shall administer this agreement for the County and the City's Public Works Director shall administer this agreement for the City. Kittitas County and City of Cle Elum Interlocal Agreement for Certified Acceptance Services AGENDA ITEM 11 e 4.2 CONTACT INFORMATION: The following shall be the Parties' contact persons for administration of this agreement: NAME: Joshua Fredrickson NAME: Mike Engelhart TITLE: County Engineer TITLE: Public Works Director ADDRESS: 411 N. Ruby St., Suite 1 ADDRESS: 119 West First St. Ellensburg, WA 98926 Cle Elum, WA 98922 PHONE: 509-962-7523 PHONE: 509-674-2262 ARTICLE V COMPENSATION The City agrees to reimburse the County for services provided by the County on a time and materials basis when billed by the County, which amount shall not exceed $25,000 without written authorization from the City of Cle Elum. ARTICLE VI TERM This Agreement shall enter into full force and effect for five (5) years from January 21, 2022 and end January 21, 2027 subject to earlier termination as provided by Article VII herein. ARTICLE VII TERMINATION This agreement may be termination by a writing executed by both Parties and adopted by resolution of each Party's legislative body. Either Party may terminate this Agreement upon thirty (30) days written notice, either personally delivered or mailed postage -prepaid by certified mail, return receipt requested, to the other Party's contact at the address in Article IV and to its legislative body. If this Agreement is so terminated, the Parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination. ARTICLE VIII DISPUTES 8.1 TIME: Time is of the essence of this Agreement. 8.2 DISPUTE RESOLUTION: In the event that a dispute arises regarding any matter addressed in or related to this Agreement, the Parties agree first to attempt to resolve such dispute by a telephone call between the contact persons as provided by Article IV herein of each Party, or authorized designee(s). If the matter is not resolved by consultation in a telephone call, the Parties agree that before taking any other action or seeking any remedy, the Parties' contact persons as provided by Article IV herein of each party, or authorized designee(s), will participate in a good faith in-person negotiation to resolve any such dispute. Kittitas County and City of Cle Elum Interlocal Agreement for Certified Acceptance Services AGENDA ITEM 11e 8.3 GOVERNING LAW AND VENUE: This Agreement shall be governed exclusively by the laws of the State of Washington. Venue of any action brought to interpret or enforce the terms of this Agreement shall be in the Superior Court of Kittitas County, Washington. 8.4 ATTORNEY'S FEES: If any legal action or other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach, default, or misrepresentation in connection with any of the provisions of this Agreement, each Party shall pay its own attorney's fees incurred in that action, arbitration or proceeding. ARTICLE IX INDEMNIFICATION Each Party shall defend, indemnify and hold harmless the other, as well as its officers, agents and employees, from and against any and all claims, demands, losses and liabilities to or by third parties arising from, resulting from, or connected with, services performed or to be performed under this Agreement to the fullest extent permitted by law, whether arising from Agreement liability(ies) or otherwise. This duty to indemnify shall not apply to liability from damages arising out of bodily injury to persons or damages to the property caused by, or resulting from, the sole negligence of the County, the City, or their respective officers, agents, and employees. This duty to indemnify for liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the County's, and the City's agents or employees shall apply only to the extent of negligence of the County's, and the City's agents, employees, subcontractors, and suppliers. Both Parties specifically and expressly waive any immunity that may be granted under the Washington State Industrial Act, Title 51 RCW. Further, the indemnification obligation under this Agreement shall not be limited in any way by any limitation on the amount or type of damages, compensation, benefits payable to or by any third party under Worker's Compensation Acts, Disability Benefits Acts, or other employee benefit acts. This duty to defend, indemnify, and hold harmless shall include all related costs, reasonable attorney fees, court costs and related expenses asserted against or incurred by the County, the City, or their respective officers, agents, and employees. The Parties hereby certify that these indemnification provisions were mutually negotiated and agreed to by the Parties. ARTICLE X PERFORMANCE OF AGREEMENT 10.1 COMPLIANCE WITH ALL LAWS: Each Party shall comply with all federal, state, and local laws, rules, regulations and ordinances applicable to the performance of this Kittitas County and City of Cle Elum Interlocal Agreement for Certified Acceptance Services AGENDA ITEM 11e Agreement, including without limitation, all those pertaining to wages and hours, confidentiality, disabilities, and discrimination. 10.2 MAINTENANCE AND AUDIT OF RECORDS: Each Party shall maintain books, records, documents, and other materials relevant to its performance under this Agreement. These records shall be subjected to inspection, review and audit by either Party or its designee, and the Washington State Auditor's Office. Each Party shall retain all such books, records, documents, and other materials for the applicable retention period under federal and Washington law. 10.3 ON-SITE INSPECTIONS: Either Party or its designee may evaluate the performance of this Agreement through on-site inspection to determine whether performance is in compliance with the standards set forth in this Agreement, and in compliance with federal, state, and local laws, rules, regulations and ordinances. 10.4 TREATMENT OF ASSETS AND PROPERTY: No fixed assets or personal or real property will be jointly or cooperatively, acquired, held, used, or disposed of pursuant to this Agreement. 10.5 IMPROPER INFLUENCE: Each Party agrees, warrants and represents that it did not and will not employ, retain or contract with any person or entity on a contingent compensation basis for the purpose of seeking, obtaining, maintaining, or extending this Agreement. Each Party agrees, warrants, and represents that no gratuity whatsoever has been or will be offered or conferred with a view towards obtaining, maintaining, or extending this Agreement. 10.6 CONFLICT OF INTEREST: The elected and appointed official and employees of the Parties shall not have any personal interest, direct or indirect, in this Agreement which gives rise to a conflict of interest. 10.7 ASSIGNMENT AND SUBCONTRACTING: No portion of this Agreement may be assigned or subcontracted to any other individual, firm or entity without the express and prior written approval of both parties. 10.8 NOTICE: Subject to the requirements of any applicable statute, any notices required or permitted by law or under this Agreement shall be in writing and shall be (i) personally delivered, or (ii) sent by first class certified or registered mail, return receipt requested, with postage prepaid, or (iii) dispatched by facsimile transmission (accompanied with reasonable evidence of receipt transmission and with a confirmation copy mailed no later than the day after transmission) to the Parties' addresses set forth in Article IV. ARTICLE XI GENERAL PROVISIONS 11.1 CHANGES, MODIFICATIONS, AMENDMENTS AND WAIVERS: The Agreement may be changed, modified, amended, or waived only by written agreement signed by the Parties and adopted by resolution of each Party's legislative authority. Any waiver of a term or condition of this Agreement shall apply only to Kittitas County and City of Cle Elum Interlocal Agreement for Certified Acceptance Services AGENDA ITEM 11e the specific act, occurrence or omission and shall not constitute a waiver as to any other term or condition or future act, occurrence, or omission. Waiver of breach of any term or condition of this Agreement shall not be considered a waiver of any prior or subsequent breach. 11.2 ASSIGNMENT: Neither Party may assign its rights or delegate its duties under this Agreement, whether by assignment, further, subcontract or other means. Any such attempted assignment or delegation shall be void and shall constitute a material breach of this Agreement. 11.3 SEVERABILITY: In the event any term or condition of this Agreement or application thereof of any person or circumstances is held invalid, such invalidity shall not affect other terms, conditions or applications of this Agreement which can be given effect without the invalid term, condition, or application. To this end the terms and conditions of this Agreement are declared severable. 11.4 ENTIRE AGREEMENT: This Agreement contains all the terms and conditions agreed upon by the Parties. This Agreement may be executed simultaneously or in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Agreement. The recitals to this Agreement are incorporate by reference and are part of the Agreement. All items incorporated herein by reference are attached. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or to bind any of the parties hereto. 11.5 FILING: Pursuant to RCW 39.34.040, this Agreement shall be posted on the County's website. 11.6 HEADINGS: The headings of sections and paragraphs of this Agreement are for convenience of reference only and are not intended to restrict, affect or to be of any weight in the interpretation or construction of the provisions of such sections or paragraphs. 11.7 SAVINGS CLAUSE: Nothing in this Agreement shall be construed so as to require the commission of any such act contrary to law, and wherever there is any conflict between any provisions of this Agreement and any statute, law, public regulation or ordinance, the latter shall prevail, but in such event, the provisions of this Agreement affected shall be curtailed and limited only the extent necessary to bring it within legal requirements. 11.8 INTERPRETATION: This Agreement has been submitted to the scrutiny of all Parties and their counsel, if desired, and it shall be given a fair and reasonable interpretation in accordance with its words, without consideration or weight given to its being drafted by any Party or its counsel. No stricter construction or interpretation of the terms hereof shall be applied against any Party as the drafter hereof. All words used in the singular shall include the plural; the present tense shall include the future tense; and the masculine gender shall include the feminine and neuter gender. Kittitas County and City of Cle Elum Interlocal Agreement for Certified Acceptance Services AGENDA ITEM 11e ADOPTED THIS DAY O :.:..; X2022 CITY OF CLE ELUM � C a r ATTEST: Aiterk, ADOPTED THIS DAY OF , 2022 BOARD OF COUNTY COMMISSIONERS KITTITAS COUNTY, WASHINGTON Laura Osiadacz, Chairman Attest: ❑ Clerk of the Board- Julie Kjorsvik Cory Wright, Vice -Chairman ❑ Deputy Clerk of the Board- Mandy Buchholz Brett Wachsmith, Commissioner Kittitas County and City of Cle Elum Interlocal Agreement for Certified Acceptance Services