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HomeMy WebLinkAbout2005-004 Bikeway Agrmt - ODOT -Oregon Theodore R. Kulongoski, Governor Oxegon Department IOf Transportation Support Services Procurement Office 455 Airport Rd. SE, Bldg. K Salem, OR 97301-5348 AGR March 2, 2005 City of Ashland Attn: Barbara Christensen 20 East Main St. Ashland, OR 97520 Enclosed for your records is a fully executed copy of Walkway/Bikeway AgrE~ement 22270. This Agreement provides funds for various curb extensions. We have retained a fully executed copy of this agreement for the Department of Transportation's files. If you have any questions, please feel free to contact me at (503) 986-6918. Sincerely, ~~ Trish Barker, Procurement and Contract Specialist ODOT Procurement Office Enclosure TB:tt Misc. Contracts and Agreements No. 22270 WALKWAY/BIKEWAY PROJECT AGREEMENT Project Name Various Curb Extensions THIS AGREEMENT is made and entered into by and between the STATE OF OREGON, acting by and through its Department of Transportation, hereinafter referred to as "State"; and the City of Ashland, acting by and through its elected officials, hereinafter referred to as "Agency." RECITALS 1. Rogue Valley Highway (OR 99), also known as Lithia Way, East Main Street and North Main Street is a part of the state highway system under the jurisdiction and control of the Oregon Transportation Commission. Oak Street, First Street and Water Street are a part of the city street system under the jurisdiction and control of the Agency. 2. By the authority granted in ORS 366.514, funds received from the State Highway Trust Fund are to be expended by the State and the various counties and cities for the establishment of footpaths and bicycle trails. For purposes of Article IX, Section 3(a), of the Oregon Constitution, the establishment and maintenance of such footpaths and bicycle trails are for highway, road, and street purposes when constructed within the right of way. 3. By the authority granted in ORS 190.110, 366.572 and 366.576, State may enter into cooperative agreements with counties, cities and units of local governments for the performance of work on certain types of improvement projects with the allocation of costs on terms and conditions mutually agreeable to the contracting parties.. NOW THEREFORE, the premises being in general as stated in the foregoing recitals, it is agreed by and between the parties hereto as follows: TERMS OF AGREEMENT 1. Under such authority, State and Agency agree to design and construct curb extensions at the intersections of Lithia Way and Oak Street, Lithia Way and First Street, North Main and Water Street, East Main and Oak Street, and East Main and First Street hereinafter referred to as "Project". The location of the Project is approximately as shown on the sketch map attached hereto, marked "Exhibit A," and by this reference made a part hereof. 2. Agency has determined that the actual total cost of the Project is estimated to be $81,000. State shall fund the Project in an amount not to exceed $35,500. Agency shall provide a match in the amount of $45,500 and shall be responsible for any portion of the Project which is not covered by State funding. Agency/State Agreement No. 22270 3. The term of this Agreement shall begin on the date all required signatures are obtained. Construction shall be completed no later than October 31, 2008. Agreement shall terminate upon completion of construction and final payment, or five calendar years, whichever is sooner, unless extended by a fully executed amendment. Maintenance responsibilities shall survive any termination of this Agreement. AGENCY OBLIGATIONS 1. Agency shall conduct the necessary field surveys, prepare plans and contract documents; advertise for bid proposals, award all contracts, and supervise construction of the Project. 2. Agency shall obtain a miscellaneous permit to occupy State right-of-way through the State District 8 Maintenance Office prior to the commencement of construction. 3. Agency shall submit a copy of the plans and specifications to State througlh the State District 8 Maintenance Office and the State's Bicycle and Pedestrian Program Manager for review and concurrence prior to advertising for a construction contract or prior to construction, if Agency forces will perform the construction work. Concurrence must be received from both State offices prior to proceeding with the Project. The Project design, signing, and marking shall be in conformance with the current Oregon Bicycle and Pedestrian Plan. 4. Agency shall not award a construction contract until State's District 8 representative has reviewed and approved the low bidder's proposal and costs. 5. Agency shall, upon completion of Project, submit to State Bicycle and Pedestrian Program Manager an itemized statement of the final actual total cost of the Project. 6. Agency represents that this Agreement is signed by personnel duly authorized to do so by the City Council. 7. Agency shall not enter into any subcontracts for any of the work scheduled under this Agreement without obtaining prior written approval. 8. Agency agrees to comply with all federal, state, ~nd local laws, regulations, executive orders and ordinances applicable to the work under this Agreement, including, without limitation, the provisions of ORS 279.312, 279.31.t 279.316, 279.320, and 279.555, which hereby are incorporated by reference. Without limiting the generality of the foregoing, Agency expressly agrees to comply with (i) Title VI of Civil Riqhts Act of 1964; (ii) Title V and Section 504 of the Rehabilitation Act of 1973; (iii) the Americans with Disabilities Act of 1990 and ORS 659A. '142; (iv) all regulations and administrative rules established pursuant to the foregoin~~ laws; and 2 Agency/State Agreement No. 22270 (v) all other applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations. 9. Agency shall require its contractor to indemnify State and name State! as a third party beneficiary of the resulting contract and shall carry at a minimulm personal injury and property damage insurance with a single limit of $1,000,000 for all claims arising out of a single accident or occurrence. Agency shall also inure that the contractor also provide an additional $1,000,000 excess insurance coverage over the basic $1,000,000 coverage. Each annual aggregate limit shall not be less than $2,000,000 when applicable. The contractor shall include Agency and State as named insured on policies issued for this Project, or shall furnish an additional insured endorsement naming the same as additional insured to the contractor's existing public liability and property damage insurance. The certificate of insurance shall include the State of Oregon, Transportation Commission and its members, Department of Transportation, officers and employees as additional insured. Agency shall provide a copy of the certificate to State prior to construction of the Project. The insurance coverage shall not be amended, altered, rnodified or cancelled insofar as the coverage contemplated herein is concerned without at least 30 days prior written notice. 10.Agency shall indemnify, defend, save, and hold harmless the State of Oregon, the Oregon Transportation Commission and its members, the Oregon Department of Transportation, their officers, agents, and employees from and against any and all claims, suits, actions, losses, damages, costs, expenses, and liabilities of any nature whatsoever resulting from, arising out of, or relating to the activities of A!~ency or its officers, employees, subcontractors, or agents under this Agreement. 11. Notwithstanding the foregoing defense obligations under paragraph 10 above, neither party nor any attorney engaged by either party shall defend any claim in the name of the other party or any agency/department/division of such other party, nor purport to act as legal representative of the other party or any of its agencies/departments/divisions, without the prior written consent of the legal counsel of such other party. Each party may, at anytime at its election assume its own defense and settlement in the event that it determines that the other party is prohibited from defending it, or that other party is not adequately defending it's interests, or that an important governmental principle is at issue or that it is in the best interests of the party to do so. Each party reserves all rights to pursue any claims it may have against the other if it elects to assume its own defense. 12. Agency shall be responsible for all costs not covered by State funding. State funding is limited to $35,500. 13. Agency shall be responsible for all costs and expenses related to its employment of individuals to perform the work under this Agreement, including but not limited to, retirement system contributions, workers compensation, unemployment taxes, and state and federal withholdings. 3 Agency/State Agreement No. 22270 14.AII employers, including Agency, that employ subject workers who work. under this Agreement in the State of Oregon shall comply with ORS 656.017 and provide the required Workers' Compensation coverage unless such employers are exempt under ORS 656.126. Agency shall ensure that each of its subcontractors complies with these requirements. STATE OBLIGATIONS 1. State grants authority to Agency to enter upon State right-of-way for the construction of this Project as provided for in miscellaneous permit to be issued by State District 8 Office. 2. State's District 8 Office and Bicycle and Pedestrian Program shall revie\Jv and must concur in the plans prepared by Agency before the Project is advertised for a construction contract or before construction begins if Agency forces shall perform the work. State's Bicycle and Pedestrian Program office shall process all billings submitted by Agency. 3. Upon receipt of notification that the Agency is prepared to proceed with the development of Project, State shall deposit with Agency the sum of $1~r,750, such amount being equal to 50 percent of the State's share of the estimated Project costs. Upon completion of Project, inspection and approval by State staff, and receipt from Agency of an itemized statement of the actual total cost of the Project, State shall deposit with Agency a final payment, the sum of $17,750, such amount being equal to 50 percent of the State's share of the estimated Project costs. When added to the initial deposit, the final deposit will equal the State's share of the originally estimated costs ($81,000). Should final Project costs exceed the original estimate, extra costs shall be borne by Agency; the maximum amount of State reimbursement is $35,500. If final Project costs are less than original estimate, State shall deposit with Agency a final payment in an amount which, when added to the initial deposit, woulld equal the State's proportionate share of the originally estimated costs, based on a percentage calculated using State share and local match. 4. State certifies, at the time this Agreement is executed, that sufficien1t funds are available and authorized for expenditure to finance costs of this Agreelment within State's current appropriation or limitation of current biennial budget. GENERAL PROVISIONS 1. This Agreement may be terminated by mutual written consent of both parties. 2. State may terminate this Agreement effective upon delivery of written notice to Agency, or at such later date as may be established by State, under any of the following conditions: 4 Agency/State Agreement No. 22270 a. If Agency fails to provide services called for by this Agreement within the time specified herein or any extension thereof. b. If Agency fails to perform any of the other provisions of this Agreement, or so fails to pursue the work as to endanger performance of this Agreement in accordance with its terms, and after receipt of written notice from State fails to correct such failures within 10 days or such longer period as State may authorize. c. If Agency fails to provide payment of its share of the cost of the Project. d. If State fails to receive funding, appropriations, limitations or other expenditure authority sufficient to allow State, in the exercise of its reasonable administrative discretion, to continue to make payments for performance of this Agreement. e. If federal or state laws, regulations or guidelines are modified or interpreted in such a way that either the work under this Agreement is prohibited or State is prohibited from paying for such work from the planned funding source. 3. Any termination of this Agreement shall not prejudice any rights or obligations accrued to the parties prior to termination. If any funds are remainin!g from the advance deposit, they shall be refunded to State. 4. State, the Secretary of State's Office of the State of Oregon, the federal government, and their duly authorized representatives shall have access to the books, documents, papers, and records of Agency which are directly pertiinent to the specific Agreement for the purpose of making audit, examination, excerpts, and transcripts for a period of three years after final payment. Copies of applicable records shall be made available upon request. Payment for costs of copies is reimbursable by State. 5. This Agreement and attached exhibits constitute the entire agreement between the parties on the subject matter hereof. There are no understandings, agrE!ements, or representations, oral or written, not specified herein regarding this AgreHment. No waiver, consent, modification or change of terms of this Agreement shall bind either party unless in writing and signed by both parties and ~II necessary State approvals have been obtained. Such waiver, consent, modification or change, if made, shall be effective only in the specific instance and for the spec,fic purpose given. The failure of a party to enforce any provision of this Agreement shall not constitute a 'Naiver by a party of that or any other provision. IN WITNESS WHEREOF, the parties hereto have set their hands as of the day and year hereinafter written. 5 Agency/State Agreement No. 22270 The Oregon Transportation Commission approved this Project on November 17, 2003 as part of the Fiscal Year 2004-2007 Local Assistance Bicycle and Pedestrian Program. The funds are included in the Statewide Programs Section of the 2004-200~r Statewide Transportation Improvement Proqram (STIP). The Oregon Transportation Commission on June 18, 2003, approved Delegation Order No.3, Paragraph 12, which authorizes the Director and Deputy Director, Highways to approve and execute all agreements pertaining to OTC approved local grant program agreements for bicycle and pedestrian projects. On October 8, 2004, the Director and Deputy Director, Highways approved Subdelegation Order No.4, Paragraph 10, in which the Director and Deputy Director, Highways delegates authority to the Technical Services Manager/Chief Engineer to approve and execute all agreements pertaining to OTC approved local grant program agreements for bicycle and pedestrian projects. City of Ashland, by and through its elected officials By J:~~W Y\~\~ Title ~tJR- Date I - G::. - 0 S- By ~ ~) &7% h~ ~k- . Title Date APPROVED AS TO LEGAL SUFFICIENCY By City Date ;1 - I~- o~- I J ,) Agency Contact: STATE OF OREGON, by and through its Dep rtment of Transportation By Technical Services Manager/Chief Engineer Date 2--11 J/)~ APPROVALR~COMMENDED By~~~ Bicycle/Pedestrian Program Manager Date ,~ '1 /1 :2 ({;t') J-- ~~~} Date Date 6 Misc. Contracts and Agreements No. 22270 ~...'..~.....'.' &f ~ ~ A", o ...,. fA ~ n ..,." ~. -..,.. """ "'....~ '2 .....- Ii:;; ~.." ~.. ~~."""Ii .<< i(. Z;~. 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