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ACHD Master Agmt for Landscape MaintenanceMASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE ADA COUNTY HIGHWAY DISTRICT'S STORM WATER DRAINAGE FACILITIES THIS MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE (hereinafter "Master Agreement") is made and entered into this day of 2005, by and between ADA COUNTY HIGHWAY DISTRICT, a body politic and corporate of the State of Idaho, (hereinafter "ACRD" or Highway District") and the CITY OF MERIDIAN, a municipal corporation organized under the laws of the State of Idaho, (hereinafter "City"); RECITALS A. ACHD is organized as a single county -wide highway district pursuant to Title 40, Chapters 13 and 14 of the Idaho Code and has exclusive general supervision and jurisdiction over all highways and public rights-of-way within Ada County, Idaho, except State highways and freeways; and B. ACHD within the City limits shall design, construct, reconstruct, and maintain storm water drainage facilities where necessary for motorist safety or necessary for right-of-way maintenance under section 40-1415(1) of the Idaho Code; and C. The City may expend City funds for the placement, care and removal of trees, shrubs, grasses and other plants, which are located within the rights-of- way of any highway of the county -wide highway district pursuant to section 40- 1415(7) of the Idaho Code; and D. ACHD and City desire to simplify the process of negotiating separate agreements for landscaping and maintenance of each ACHD Storm Water Drainage Facility and to confirm the understanding between the parties with respect to ACHD and City's respective requirements for such Storm Water Drainage Facilities, all consistent with the Parties' respective rights and obligations under the law. AGREEMENT NOW, THEREFORE, BE IT RESOLVED, for and in consideration of the mutual covenants and conditions hereof, the parties agree as follows: ARTICLE I DEFINITIONS MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE - 1.1 "ACHD" or "Highway District" shall mean Ada County Highway District, 3775 Adams Street, Garden City, Idaho 83714. A body politic and corporate of the State of Idaho responsible for all secondary county and city highways within Ada County. 1.2 'ACHD Property" shall refer to ACHD owned real property located in Meridian, Idaho, on which Storm Water Drainage Facilities and/or landscaping and/or landscape irrigation system(s) are located and is more particularly described and depicted on Exhibit A attached hereto and article 2.1 of this Master Agreement and License. The parties contemplate that this list will be updated from time to time to cover additional storm water drainage facilities to be constructed by ACHD in the future. 1.3 "Master Agreement" shall mean this Master Agreement and License for Landscape Maintenance. 1.4 "City" shall mean the City of Meridian, 33 E. Idaho Street, Meridian, Idaho 83642, a municipal corporation organized under the laws of the State of Idaho. 1.5 "Contractor" shall mean the person awarded the contract by ACHD to build the ACHD Storm Water Drainage Facility and/or install landscaping and/or landscape irrigation system. 1.6 "Phase II NPDES Permit" shall refer to the National Pollutant Discharge Elimination System Permit that is anticipated to be issued by the Environmental Protection Agency to ACHD sometime in 2005. 1.7 'Storm Water Drainage Facility" shall refer to any structure, including, but not limited to culverts, sluices, drains, ditches, pipes, drop inlets, sand and grease traps, retention/detention ponds, designed to convey or treat storm water and other drainage located on ACHD owned property in the Meridian City limits. The word "Storm Water Drainage Facility` the singular number includes the plural, and the plural number shall include the singular. ARTICLE 2 INSTALLATION OF STORM WATER DRAINAGE FACILITIES ANDiOR LANDSCAPE AND/OR LANDSCAPE IRRIGATION SYSTEM 2.1 At ACHD's sole cost and expense, the Highway District shall construct and install the Storm Water Drainage System and/or landscaping and/or landscape irrigation system in Meridian, Idaho, in accordance with designs, plans and specifications approved by the City in advance and in writing, and in compliance with all applicable statutes, City approved design standards set forth in article 2.2, ACHD's policies and standards and good engineering practices. Attached hereto as Exhibit A is a list and location of ACHD's Storm Water Drainage Facilities that are covered by this Master Agreement. The parties contemplate that this list will be amended from time to time to cover additional storm water MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE - 2 drainage facilities to be constructed by ACHD in the future. Such additional facilities shall be incorporated into this Master Agreement by means of an addendum signed by both parties. 2.2 ACHD shall comply with the City approved design standards set forth in the Memorandum dated, November 29, 2004, from Steve Siddoway, Principal Planner and Transportation Coordinator with the City, which is attached hereto as Exhibit B. in the event that compliance with the City approved design standards is not feasible, the Parties shall work together in good faith to come to a resolution that is agreeable to both Parties. 2.3 Upon the Contractor's final completion of the Storm Water Drainage Facility, landscaping and/or landscape irrigation system, ACHD shall send written notice to the City's Park and Recreation Department for the City to inspect and accept in writing the ownership of the landscaping and landscape irrigation system. The City shall maintain the landscaping and operate and maintain the landscape irrigation system thereafter, at its sole cost and expense. 2.4 ACHD does not in any way, expressly or impliedly, give any warranties to City with respect to the landscaping and landscape irrigation system. ACHD shall enforce for the benefit of City any warranties contained in the ACHD contract for the installation of the landscaping and landscape irrigation system. ARTICLE 3 MAINTENANCE OF LANDSCAPE AND STORM WATER DRAINAGE FACILITIES 3.9 ACHD is subject to the Phase II Storm Water Requirements and has applied for a Phase II NDPES Permit with the U.S. Environmental Protection Agency (hereinafter "EPA"). ACHD anticipates that EPA will issue the Permit sometime in 2005. The City agrees that City will comply with the requirements of the NPDES Phase II Permit in the City's performance of the terms of this Master Agreement. 3.2 The City shall, at its sole cost and expense, perform the following maintenance on the landscaping surrounding ACHD's Stone Water Drainage Facilities covered by this Master Agreement: Grass care, pruning trees and shrubs, clean-up of litter and debris and application for shrubs, trees and groundcover. a. Applications for trees, shrubs and groundcover will be applied as follows: i. Fertilizer. For trees and shrubs, fertilizer should be applied as needed and be applied according to manufacturer's directions. ii. Insect and Weed Control. MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE - 3 I . Appropriate insect and weed controls should be applied as needed at labeled rates by qualified applicators. 2. Controls will be applied on an as -needed basis only for the purpose of minimizing insect damage to plant materials and control weeds. 3. The City shall maintain a "Pest Management Log" as directed in Exhibit C attached hereto. Such log is needed by ACHD to comply with the Phase II NPDES Permit requirements. iii. The City shall provide ACHD with the Material Safety Data Sheets for all pesticides, herbicides and fertilizer products used on ACHD grounds. 3.3 Bio -Retention Facility Maintenance. The City shall maintain any bio - retention ponds as follows: a. Weeding above the water line; b. Fertilizer, herbicides and insecticides shall not be applied to the vegetation in the blo-retention facilities. c. No spray zone. A ten (10) feet area adjacent to the bio -retention facility shall not have any fertilizer, herbicides, or insecticides applied. 3.4 In the event that the Storm Water Drainage Facilities have grass, water shall be applied to the grass at a rate that will keep the grass healthy, but shall not interfere with the proper operation of the Storm Water Drainage Facilities. Over irrigation shall be avoided, as this will cause water to pond and impair the function of the Storm Water Drainage Facilities. The City shall at its sole cost and expense pay for the water to irrigate the landscaping surrounding ACHD Storm Water Drainage Facilities. 3.5 The City shall at its sole cost and expense operate and maintain the landscape irrigation system. 3.6 ACHD shall perform heavy maintenance of the Storm Water Drainage Facilities. Heavy maintenance shall include periodic inspection and cleaning of the Storm Water Drainage Retention/Detention ponds when the sediment levels exceed the designed storage levels, repair, maintenance and reconstruction of the Storm Water Drainage Facility infrastructure. 3.7 Indemnification. Subject to the provisions of, and the limits of liability set forth in the Idaho Tort Claims Act, each Party shall indemnify (in such instance, the "Indemnifying Party") and hold harmless the other Party (in such instance, the "Indemnified Party") and the Indemnified Party's respective officers, boards, MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE - 4 commissions, employees, agents, and contractors from and against any and all liability, obligation, damages, penalties, claims, liens, costs, charges, losses and expenses which may be imposed upon, incurred by or be asserted against the Indemnified Party by reason of any act or omission of the Indemnifying Party's personnel, employees, agents, contractors or subcontractors resulting in personal injury or property damage arising out of, or in any way connected with the Indemnifying Party's performance of the covenants set forth in Article 3 of this Master Agreement. ARTICLE 4 TEMPORARY LICENSE 4.1 This License authorizes City (hereinafter the City shall be referred to as "Licensee" for the purposes of Article 4) to use the ACHD Property for the limited purposes hereinafter set forth, and, for the consideration and on the terms and conditions hereinafter set forth, ACHD is willing to extend such license to Licensee. 4.2 On the terms and conditions hereinafter set forth, ACHD hereby extends to Licensee a non-exclusive license on, over, across and under the ACHD Property for the following uses and purposes (hereinafter such use and purposes shall be referred to as "Authorized Use- for the purposes of Article 4) and no others: a. To maintain landscaping and/or landscape irrigation system(s) on ACHD Property (hereinafter such landscaping and/or landscape irrigation system(s) shall be referred to as "Improvements" for the purposes of Article 4); and b. Access to Improvements on ACHD Property for the purpose of performing c ertain o perational a nd maintenance a ctivities I n a ccordance with Licensee's responsibilities under Article 3 of this Master Agreement. 4.3 This License does not extend to Licensee the right to use the ACHD Property to the exclusion of ACHD or of others authorized by ACHD to come upon the aforementioned premises. This License is not intended to, and shall not, preclude or impede the ability of ACHD to redesign, reconstruct, relocate and maintain and improve its Storm Water Drainage Facilities as authorized by law and/or as ACHD determines, in its sole discretion, is appropriate. 4.4 Reconstruction, Installation of Additional Improvements. Any reconstruction and/or installation by Licensee of additional improvements, including, without limitation, fixtures and extra landscaping on the ACHD Property shall be accomplished in accordance with designs, plans and specifications approved in advance and in writing by ACHD as required to satisfy applicable laws, its policies and good engineering practices. MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE - 5 4.5 Ea. There is no fee for the Licensee's Authorized Use under this License. 4.6 Maintenance: Failure to Maintain Relocation of Improvements. a. At its sole cost and expense, Licensee shall maintain the Improvements in good condition and repair and as required oosatisfy applicable laws, the policies of ACHD and sound engineering practices. shall for the purposes of have access over, across and under the ACHD Property accomplishing such repair and maintenance. b. If the Storm Water Drainage Facility is damaged as a result of. i. T he p erformance by L icensee of the maintenance required by article 4.6.a., or the failure or neglect to perform such maintenance; and/or Ii. Licensee's design, installation or use of the Improvements, regardless of cause; at its sole cost and expense Licensee shall forthwith correct such deficiency and restore the Storm Water Drainage Facility to the same condition it was in prior thereto, and if Licensee shall fail or neglect to commence such correction and restoration within twenty-four (24) hours of notification thereof, ACHD may proceed to do so, in which event Licensee agrees to reimburse ACHD for the costs and expenses thereof, including, without limitation, reasonable compensation for the use of staff and equipment of ACHD. 4.7 Relocation of Improvements. If during the term of this License. ACHD requires, in its sole discretion, at any time, and from time to time, that the Storm Water Drainage Facility must be redesigned, improved and/or reconstructed, ACHD accepts the responsibility for all costs of relocating, modifying or otherwise adapting the improvements to such redesign, improvement and/or reconstruction. In the event that ACHD is required to replace a tree, the replacement tree shall be the largest transplantable tree available with a maximum caliper size of four (4) inches or less from a local nursery. The City shall not assess any fees against ACHD for the removal of any Improvements caused by ACHD's redesign, improvement and/or reconstruction of the Storm Water Drainage Facility. 4.8 No Costs To ACHD. Except for section 4.7, any and all costs and expenses associated with Licensee's Authorized Use of the ACHD Property, or any construction or installation of Improvements thereon, or the repair and maintenance thereof, shall be at the sole cost and expense of the Licensee. 4.9 Indemnification. Licensee hereby indemnifies and holds ACHD harmless from and against any and all claims or actions for loss, injury, death, damages, MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE - 6 arising out of the failure or neglect of Licensee, Licensee's employees, contractors and agents, to properly and reasonably make Authorized Use of the ACHD Property, or that otherwise result from the use and occupation of the ACHD Properly, and including any attorney fees and costs that may be incurred by ACHD in defense of such claims or actions indemnified against by Licensee hereunder. For claims or actions arising out of failures or neglects occurring during the term of this License Licensee's obligations pursuant to this provision shall survive the termination of this Master Agreement. ARTICLE 5 MISCELLANEOUS PROVISIONS 5.1 Term. The term of this Master Agreement shall run from the Tt, day of _f�,ejo , 2005, and will continue until terminated by either party, with or without cause, which termination shall be effective following Thirty (30) days advance written notice of termination given the other party. 5.2 Com fiance with Law- Waste and Nuisance Prohibited. In connection with Cites obligations under this Master Agreement and authorized use under the License City covenants and agrees to: (i) comply and observe in ale rules and any and all, federal, state and local statutes, ordinances, policies, regulations, including, without limitation, those relating to traffic and pedestrian safety, the Clean Water Act and/or to the presence, use, generation, release, discharge, storage or disposal in, on or under the ACHD Property of any Hazardous Materials (defined as any substance or material defined or designated as hazardous or toxic waste, material or substance, or other similar term, by any federal, state or local environmental statute, regulation or ordinance presently in effect or that may be promulgated in the future); (ii) obtain any and all permits and approvals required by ACHD or any other unit of government; and (iii) commit no waste or allow any nuisance on the ACHD Property. City covenants and agrees to indemnify and hold ACHD harmless from and against any and all claims, demands, damages, liens, liabilities and expenses (including without limitation, reasonable attorneys' fees), arising directly or indirectly from or in any way connected with the breach of the foregoing covenant. These covenants shall survive the termination of this Master Agreement. 5.3 Attorney Fees and Cost . In any suit, action or appeal therefrom to enforce or interpret this Master Agreement, the prevailing party shall be entitled to recover its costs incurred therein, including reasonable attorney's fees. 5.4 Exhibits. All exhibits attached hereto and the recitals contained herein are incorporated as if set forth in full herein. 5.5 Successors and Assi ns. Thise aster agreements made herein shall inure benefit of, and be binding upon ACRD and City, and their successors and assigns. MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE - 7 5.6 Notice. Any notice under this Master Agreement shall be in writing and be delivered in person, or by United States Mails, postage prepaid, or by public or private 24-hour overnight courier service (so long as such service provides written confirmation of delivery), or by facsimile verified by electronic confirmation. All notices shall be addressed to the party at the address set forth below or at such other addresses as the parties may from time to time direct in writing by notice given the other. Any notice shall be deemed to have been given on (a) actual delivery or refusal, (b) three (3) days following the day of deposit in the United States Mails, (c) the day of delivery to the overnight courier, or (d) the day facsimile delivery is electronically confirmed. If to ACRD: Ada County Highway District 3775 N. Adams Street Garden City, Idaho 83714 Attn: Art Jenkins, Drainage Division Supervisor Telephone No. (208) 387-6250 Facsimile: (208) 387-6159 If to City: City of Meridian - C, k L'lts-o2 tr vA47-cx, Attn: Doug Strong, Park Director 33 E. Idaho -Street AveAa. Meridian, Idaho 83642 Telephone No. (208)484-6603 8 88- 44.3 3 Facsimile: (208)-598-5591 888 - ¢2i8 5.7 No Property Interest. Except as otherwise provided, the terms and conditions of this Master Agreement shall not create any type of property interest in City with respect to ACHD's Storm Water Drainage Facilities or the underlying real property. IN WITNESS THEREOF, the parties have caused this Master Agreement to be executed on the first date written above. :SEAL ATTEST: G. Berg, Jr., OF MERIDIAN de Westd, Mayor MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE - 8 HIGHWAY DISTRICT n S. qanden, President ATTE T• William J. Schweitzer; F*:4:II".]k Exhibit A — ACHD Storm Water Drainage Facilities Exhibit B — City Approved Design Standards Exhibit C — Pest Management Log MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE - 9 MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE EXHIBIT A ACHD Storm Water Drainage Facilities Covered by the Master Agreement 1. Franklin Road Storm Water Conveyance, Project No. 501019 RD 300, located at the intersection of Franklin Road and Locust Grove. 2. Overland Road and Meridian Road Pond, Project No. 504046, located at the intersection of Overland Road and Meridian Road. EXHIBIT A MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE EXHIBIT B .- o�&VU% 10- IDI !'Ad E08888of MERIDIAN P8k2 DEPT. f IzOol Memo Dais KUM=, AC HD DOU9 Russell, The lead Group Anne conning, Planning Dinoaor F'*vnp Stave Sk doway 444- Dabw t t 29,04 Rm Storm DmkUQe PaW Design CITY NEEM OF MERIDIAN Punning & Zoning Following is a list of desk standards for ACRD standards w,crr discussed at a " 't joint stonnvvatex ponds in the City of Meridian. 'These Meridian City CouncsL meetuyg l��yeen the ACJ -10 Commission and the 1. Street Buffer Landscaping a. Full Width mgt&,d i Intmstate 84: 50 firer u' '-ntY °aY Corridors: 35 Feet Arterial Roads: 25 fer-t iv. CoUrttoc Roads: 20 feet v- Loci] Roads: 10 feet b• One: tree per 35 lineal feet, 2" caliper m4limutn G Low j tranCC groud cover ,e. ed Fec�eFks nnick. or other ]m 2 Internal Landscaping L rally vegetated (dry land mages Dlq b. One tree per 8,000 a.F. 3. Pond Design a No 13ra"J. rocl or cobble facilities, crept as may- be destned as a dry, creek bed or other design feattine, b. Slopes must be less than 3:1 (horixontaLverti�aJ) direction. - t- Exposed tack area For a sump inshould not exceed Five frit in any horizontal d- Plant materials must be se:lcQed that arc able to wi moisture_ the c]raages in sod c. Mulch should not be used against drainage catch basins due to potential sediment Wing, f open water ponds and holding &-teas are prohibited unless designed as a recirculating water f6Rtuce tbrous h the Altemative Comp!rnce section of the j&ndscape Ordinance - EXHIBIT 8, Page 1 of 2 ,it�td�0004 16:51 PAZ 2088888E DiERIDIAN P&Z DEPT. 0002 g All stornmater fi:calirics must be d within 24 hours of a storm event wed to ba Frc��cirainiie w no standing v`ater 4. Buffers Between Land Uses a If the above is'0mplicd with, no buffer between land uses vAl be inquired. Other. The Comprehensive Alan depicts to proposed storm drainage p required JtcxtiortF for 10 -foot Mu}hi-Use Parhw�tYs- If the site includes a Frrthwaq an the Co accommodated. At the pved�d/Metidiadn sits the. Com mPZ&ensive Plan, the p�vq must be Construeted along the Ter, Mile C.'rerk. However, at 'tiro hens me Plan shows a pathway to be 'Weed that tl�e pvhw"Y t'Ould be l ecting earlier this Year. it was (asphalt or concrete O alt fi�om the Creel. crit tCi a 10 -foot detied cidewallc n$ Madan Raad. We are already working with several projectssouth nt Overland to continue the pathway along 'f'en Mie C-mck south from the Overland/Meridian intersection. EXHIBIT B, Page 2 of 2 MASTER AGREEMENT AND LICENSE FOR LANDSCAPE MAINTENANCE EXHIBIT C ACHD PEST Management LOG Ii:t��le���eitr�ttiost �ieclri'e Arc eniher ?(�p� EXHIBIT C, Page 1 of 4 • Pest Management Action and Follow Up Date/Time Problem was fotmd: Person Reporting Problem: Responding Employee: Nature/Location of Problem: Corrective Actions: Contact Information: (non 4CHD employees Pesticide Use, if applicable (log all applications ofpesticides, herbicides, fertilizers): Date/Time of Application: Pesticide Name: EPA Reg. Number: Active Ingredients: Application Method: Concentration & Quantity: Area Treated (Approx size in Sq. feet and location): Target Pest: Follow Up Date of Follow Up: Follow Up Findings: Any Additional Actions Taken & Results: EXHIBIT C, Page 3 of 4 Last updated 10115/01 • Pest Management Action and Follow Up Date/Time Problem was found: Person Reporting Problem: Responding Employee: Nature/Location of Problem: Corrective Actions: Contact Information: (non ACRD employees) Pesticide Use, if applicable (log all applications of pesticides, herbicides, fertilizers): Date/Time of Application: Pesticide Name: EPA Reg. Number: Active ingredients: Application Method: Concentration & Quantity: Area Treated (Approx size in Sq. feet and location): Target Pest: Follow Up Date of Follow Up: Follow Up Findings: Any Additional Actions Taken & Results: EXHIBIT C, Page 3 of 4 Last updated 10115101 Pesticide (Herbicides, Insecticides and Fertilizers) Use Log Datel liime of Application = Pesticide Name & EPA Application Concentration Area areal Method and (size & Re . Number Ouantity Locatio 0 v m rn ro CL U Cn H S W