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HomeMy WebLinkAboutMDC and Parks Tree RemovalCONTRACT FOR SERVICES BETWEEN THE MERIDIAN DEVELOPMENT CORPORATION (MDC) AND THE CITY OF MERIDIAN (CITY) RECITALS WHEREAS Meridian Development Corporation (MDC) has a leasehold interest in property located at 100 E. Broadway Avenue in the City of Meridian; and WHEREAS the City of Meridian has identified that an irrigation facility located on this property has been compromised and has affected downstream users of the facility ; and WHEREAS the City of Meridian has been working with some of the affected downstream users for some uses and easements on behalf of the City in the affected area; and WHEREAS the City of Meridian has the means and need to address this facility on behalf of the City and the other affected downstream users; THEREFORE, the parties enter into this Agreement for the mutual benefit of both entities and the work described herein will be performed by the City and/or its agents at no cost to MDC. AGREEMENT The Parties to this Agreement are the Meridian Development Corporation (MDC) and the City of Meridian, ID (“City”). For the mutual covenants and consideration described herein, the parties agree the City will perform the work to remove a tree and repair of the irrigation system and restore the ground in an area identified by the attached exhibit “A” and provide all the mutual assurances of performance that are necessary to complete this transaction. WORK TO BE PERFORMED MDC grants permission to the City and or its agents to enter the property, under MDC control at 100 E. Broadway Ave. in Meridian for the purpose of tree removal, excavation of the location, repair or replacement of the irrigation facility below ground, and then restoration of the site. Restoration shall include refilling of the excavation and restoration of the affected area to at least substantially the same condition that existed prior to the work being performed. The site and location of the work are all identified on Attachment A and incorporated by reference into this Agreement. The work is intended to be performed and completed in 2019. If delay occurs due to weather or any other reason, the parties agree that notification shall be made to MDC with a Meridian City Council Meeting Agenda October 1, 2019 – Page 157 of 161 request for a mutually agreeable extension to complete the work in a timely manner due to those conditions. EXPENSE AND HOLD HARMLESS All costs and expenses for the work to be performed shall be at the City’s expense. The City shall release, hold harmless and defend MDC from any damages, claims for damage or injury, or any other claims related to the performance by the City or its agents in the furtherance of the work specifically performed in furtherance of this Agreement. ATTORNEY’S FEES Should either party incur costs or attorney fees in connection with efforts to enforce the provisions of this Agreement or any agreement executed pursuant hereto, whether by institution of suit or not, the party rightfully enforcing or rightfully resisting enforcement of such provisions, or the prevailing party in case suit is instituted, shall be entitled to reimbursement for its costs and reasonable attorney fees from the other party. CONSTRUCTION BINDING EFFECT This Agreement shall be construed and enforced in accordance with the laws of the State of Idaho and shall be binding upon and inure to the benefit of the parties hereto and their respective successors. This Agreement is not intended for the benefit of any third party and is not enforceable by any third party. The parties represent and warrant to each other that they each have authority to enter this Agreement. SECTION HEADINGS The section headings herein set forth are provided only for the convenience of the parties in locating various provisions of the Agreement, and are not intended to be aids in interpretation of any provision of the agreement with respect to which the parties might disagree at some future time, and shall not be considered in any way in interpreting or construing any provision of the Agreement. EXHIBITS The following describes the attached exhibits, which are referenced in, and made part of this agreement: Exhibit A Meridian City Council Meeting Agenda October 1, 2019 – Page 158 of 161 NOTICES Any and all notices, demands, consents and approvals required pursuant to this Cost-Share Agreement may be delivered by hand delivery, by mail to the physical addresses below: City Clerk MDC Meridian City Hall Ashley Squyres 33 E. Broadway Avenue 104 E. Fairview Ave. #239 Meridian, Idaho 83642 Meridian, ID 83642 INCORPORATION OF RECITALS The recitals set forth in this Agreement are a material and integral part of this Agreement and are incorporated herein by reference. NO WAIVER OF REMEDIES The failure or neglect of a Party to enforce any remedy available by reason of the failure of the other Party to observe or perform a term or condition set forth in this Agreement shall not be a waiver of such term or condition. A waiver by a Party (i) shall not affect any term or condition other than the one specified in such waiver, and (ii) shall waive a specified term or condition only for the time and in a manner specifically stated in the waiver. ENTIRE AGREEMENT All Exhibits to this Agreement are incorporated by reference. This Agreement, together with the accompanying Exhibit, is the entire agreement among the Parties. SEVERABILITY The invalidity of any portion of this Agreement, as determined by a court of competent jurisdiction, shall not affect the validity of any other portion of this Agreement. EFFECTIVE DATE The parties hereby agree that the effective date of this Agreement shall be upon approval of the Board of Directors of the Meridian Development Corporation and the City Council of the City of Meridian and signed by the Chair and Mayor of the respective organizations. Meridian City Council Meeting Agenda October 1, 2019 – Page 159 of 161 IN WITNESS WHEREOF, the parties have executed this Agreement to be effective as of the date first written above. CITY OF MERIDIAN Tammy de Weerd, Mayor Of SEAL MERIDIAN DEVELOPMENT CORPOTION ' T t7r n"` ,,� By: Dave Winder, Chairman Attest:_ Secretary Exhibit A Approximate location of work to be performed Meridian City Council Meeting Agenda October 1, 2019 – Page 161 of 161