The URL can be used to link to this page

Home My WebLink AboutMOA with MDC for Idaho Avenue Placemaking projectMEMORANDUM OF AGREEMENT BETWEEN MERIDIAN DEVELOPMENT CORPORATION AND CITY OF MERIDIAN FOR IDAHO AVENUE PLACEMAKING PROJECT This MEMORANDUM OF AGREEMENT BETWEEN MERIDIAN DEVELOPMENT CORPORATION AND CITY OF MERIDIAN FOR IDAHO AVENUE PLACEMAKING PROJECT ("Agreement"), is made and entered into this day of Marc2016, by and between the Meridian Development Corporation, an urban renewal agency organized under the laws of the State of Idaho ("MDC"), and the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City") (collectively, "Parties"). WHEREAS, City and MDC have developed a relationship of cooperation and partnership and are mutually interested in enhancing the Meridian community's quality of life and stimulating economic development in the urban renewal area, and to these ends seek to work together to purchase services and materials as part of the Idaho Avenue Placemaking Project; NOW, THEREFORE, for and in consideration of the covenants, agreements and conditions hereinafter set forth, the parties mutually agree as follows: I. CITY'S RESPONSIBILITIES. A. Contract Services. City shall engage a qualified firm or firms to construct and install components to create a streetscape generally consistent with the concept plan attached hereto as Exhibit ("Work"), to include paint, traffic cones/candles, decks/boardwalks, landscape planters, plant material, an ADA -compliant accessibility ramp, and a bike rack. City shall pay such firm or firms for such Work in an amount not to exceed twenty-four thousand dollars ($24,000.00). B. Consultation with MDC. City shall consult with MDC Contact regarding the.Work throughout the process. City shall duly consider MDC Contact's input and shall make a reasonable effort to come to consensus on all components; however, City shall be responsible for final decisions regarding the Work. C. Invoice MDC. Following completion of the Work, City shall provide to MDC Contact an invoice in the amount of one-half of the actual cost of the Work, not to exceed twelve thousand dollars ($12,000.00). II. MDC's OBLIGATIONS A. Consultation with City. MDC shall designate an MDC Contact, which individual shall consult with City throughout the construction and installation process in order to ensure that the Work meets applicable MDC goals and requirements. B. Final acceptance. Upon completion of the Work, MDC Contact shall report same to the MDC Board, and shall provide to City written notice of the MDC Board's approval. PROJECT AGREEMENT BETWEEN MDC AND CITY - IDAHO AVENUE PLACEMAKING PROJECT PAGE 1 C. Reimbursement. Within thirty (30) days of City's invoice, MDC shall reimburse City for Work, in an amount of one-half of the actual cost of the Work, not to exceed twelve thousand dollars ($12,000.00). IV. GENERAL PROVISIONS. A. City and MDC Contacts. The parties hereby designate the following individuals to serve as the City Contact and MDC Contact, respectively: City Contact: MDC Contact: Caleb Hood, Planning Div. Manager Ashley Squyres, Administrator chood@meridiancity.org meridiandevelopmentcorp@gmail.com 208-884-5533 208-477-1632 B. Notice. Communication between City Contact and MDC Contact may occur via e-mail or telephone. All other notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to MDC: City Clerk, City of Meridian Ashley Squyres, Administrator 33 E. Broadway Avenue Meridian Development Corporation Meridian, Idaho 83642 104 East Fairview Avenue #239 Meridian, Idaho 83642 C. Term. This Agreement begins immediately upon execution and unless earlier terminated as provided herein, this Agreement shall expire on September 30, 2016 or upon payment of the amount owed hereunder by MDC, whichever occurs first. D. Assignment. Neither party shall assign or sublet all or any portion of its respective interest in this Agreement or any privilege or right hereunder, either voluntarily or involuntarily, without the prior written consent of the other party. This Agreement and each and all of the terms and conditions hereof shall apply to and are binding upon the respective organizations, legal representative, successors, and assigns of the parties. E. No agency. For purposes of or in furtherance of this Agreement, neither party nor its respective employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall be considered agents of the other in any manner or for any purpose whatsoever. F. Hold harmless. For purposes of or in furtherance of this Agreement, each party and each of its employees, agents, contractors, officials, officers, servants, guests, and/or invitees, shall . save and hold harmless the other party from and for any and all losses, claims, actions, judgments for damages, or injury to persons or property and losses and expenses caused or incurred by either party or any employee, agent, contractor, official, officer, servant, guest, and/or invitee thereof. PROJECT AGREEMENT BETWEEN MDC AND CITY - IDAHO AVENUE PLACEMAKING PROJECT PAGE 2 G. Compliance with laws. In performing the scope of services required hereunder, City and MDC shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments. H. Attorney Fees. Should any litigation be commenced between the parties hereto concerning this Agreement, the prevailing party shall be entitled, in addition to any other relief as may be granted, to court costs and reasonable attorneys' fees as determined by a court of competent jurisdiction. This provision shall be deemed to be a separate contract between the parties and shall survive any default, termination or forfeiture of this Agreement. I. Termination. 1. Grounds. Grounds for termination of this Agreement shall include, but shall not be limited to: an act or omission by either party which materially breaches any term of this Agreement; an act of nature or other unforeseeable event which precludes or makes impossible the performance of the terms of this Agreement by either party; or a change in or occurrence of circumstances that renders the performance by either party a detriment to the public health, safety, or welfare. 2. Process. Either party may terminate this Agreement by providing thirty (30) days' notice of intention to terminate. Such notice shall include a description of the breach or circumstances providing grounds for termination. A fourteen (14) day cure period shall commence upon provision of the notice of intention to terminate. If, upon the expiration of such cure period, cure of the breach or circumstances providing grounds for termination has not occurred, this Agreement may be terminated upon mailing of notice of termination. J. Construction and severability. If any part of this Agreement is held to be invalid or unenforceable, such holding will not affect the validity or enforceability of any other part of this Agreement so long as the remainder of the Agreement is reasonably capable of completion. K. Non -waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time after the governing body of either party becomes entitled to the benefit thereof, notwithstanding delay in enforcement. L. Approval required. This Agreement shall not become effective or binding until approved by the respective governing bodies of both City and MDC. The parties signatory hereto represent and warrant that each is duly authorized to bind, respectively, City and MDC to this Agreement in all respects. M. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. PROJECT AGREEMENT BETWEEN MDC AND CITY - IDAHO AVENUE PLACEMAKING PROJECT PAGE 3 IN WITNESS WHEREOF, the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. MERIDIAN DEVELOPMENT CORPORATION: Jim Esco , Chairman C ecretary CITY OF MERIDIAN: Attest: Tammy City of Jacee�olman, City Clerk f EP,IDIA .�T,r t q. � �de IR EASUft� sl PROJECT AGREEMENT BETWEEN MDC AND Crry — IDAHO AVENUE PLACEMAKING PROJECT PAGE 4 EXHIBIT A IDAHO AVENUE PLACEMAKING PROJECT CONCEPT PLAN PROJECT AGREEMENT BETWEEN MDC AND CITY - IDAHO AVENUE PLACEMAKING PROJECT PAGE 5 a z 0 W N 0 M a u Z 10 Y W U o OWv w U �I? g 500CY W WIZ W W° Q azw Ommo N Q Q a.a.a. a0 Oz Q d d II r i i I I I � �I - I I I log I I w i i 6 I 3 I � s � d W Q J O 2 Q J f , r -i d d s � J J d d