ITD City Utility Reimbursement Agreement Utiltiy Abandonment and Relocation Center Phase 3 Project. Item#13. Mayor Robert E. Simison
E IDIAN*-� City Council MembersBernt
Tre Bernt
Joe Borton
Public Works Luke Cavener
Brad Hoaglun
Department Jessica Perreault
Liz Strader
TO: Mayor Robert E. Simison
Members of the City Council
FROM: Tyson Glock
Staff Engineer
DATE: December 14, 2020
SUBJECT: CITY UTILITIES REIMBURSEMENT AGREEMENT FOR UTILITY
ABANDONMENT AND RELOCATION IN CONJUNCTION WITH THE
MERIDIAN TOWN CENTER PHASE 3 PROJECT (EAGLE RD
WIDENING FROM FRANKLIN RD TO LESLIE DRIVE).
I. RECOMMENDED ACTION
A. Move to:
Approve the City Utilities Reimbursement Agreement for utility relocating and
abandonment in conjunction with the Meridian Town Center Phase 3 Project
(City of Meridian Project 11079).
II. DEPARTMENT CONTACT PERSONS
Tyson Glock, Staff Engineer 208-489-0358
Kyle Radek, Assistant City Engineer 208-489-0343
Warren Stewart, City Engineer 208-489-0350
Dale Bolthouse, Director of Public Works 208-985-1257
III. DESCRIPTION
A. Backaound
CenterCal is widening Eagle Road between Franklin Road and Leslie Drive to
include a third lane on the south bound side of the road. This is Phase 3 of the
Meridian Town Center project. As a result, all utilities that are currently located
where the new south bound lane will be constructed must be removed. Per the
Utilities Reimbursement Agreement, CenterCal would include City water
abandonment and relocation in the bid package as part of their project.
B. Proposed Project
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This project includes the abandonment and relocation of water lines. The City is
also taking this opportunity to sleeve water crossings across Eagle Rd to reduce
impact of potential main breaks.
IV. IMPACT
A. Strategic Impact:
This project aligns with the Public Works objective of being opportunistic in
planning for growth and infrastructure needs. The construction impacts on the
residents are being minimized by partnering with CenterCal.
B. Fiscal Impact:
The current cost estimate for the City of Meridian infrastructure abandonment
and relocation is $815,500. The funds have been committed to the Water main
Replacement account, 60-3490-95000 for the Fiscal Year 2021.
V. TIME CONSTRAINTS
CenterCal plans to bid this project in February of 2021. City approval of this
agreement is required for CenterCal to include the waterline abandonment and
relocation as part of their project.
VI. ALTERNATIVES
A. The City could choose not do a Utility Reimbursement Agreement and bid out the
project separately from CenterCal.
i. Due to the number of utilities existing and relocating to the west side of Eagle
Rd, there is a high level of complexity with scheduling when work needs to be
done and by whom. Additionally, storm drain infrastructure is being installed in
the ROW which will require coordination with the water line installation.Having
a single contractor in charge of scheduling and construction will minimize delays
and conflicts in the field. If a Utility Reimbursement Agreement is not utilized
it would mean additional lane shutdowns, more inconvenience to the travelling
public, and likely higher cost to Meridian rate payers.
VI. LIST OF ATTACHMENTS
A. Utility Reimbursement Agreement
Approved for Council Agenda:
Page 408
44L��-
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Item#13.
CITY UTILITIES REIMBURSEMENT AGREEMENT
Meridian Town Center Phase 3
This CITY UTILITIES REIMBURSEMENT AGREEMENT("Agreement")is made and entered into this
22nd day of December 2020 ("Effective Date"), by and among the CITY OF MERIDIAN, a
municipal corporation of the State of Idaho("City");the IDAHO TRANSPORTATION DEPARTMENT,
an executive department of the state of Idaho("ITD");and Meridian CenterCal,L.L.C.,a Delaware limited
liability company("Developer").
RECITALS
A. Developer is developing a retail complex facility at the intersection of Eagle Road and East
Fairview Avenue in Meridian, Idaho.
B. ITD and Developer are parties to that certain Sales Tax Anticipation Revenue
Reimbursement Agreement dated September 23',2011, as amended("STAR Agreement").
C. Pursuant to the STAR Agreement, Developer is constructing certain improvements to
Eagle Road, the "Phase 3" improvements (the "Phase 3 Eagle Road Improvements"), within the scope
and meaning set forth in the STAR Agreement.
D. City has identified certain City utility improvements that City desires to be included within
the Phase 3 Eagle Road Improvements being carried out by Developer.
F. The parties desire to enter into this Agreement to address the terms for reimbursement to
Developer for costs incurred by Developer in connection with the installation of the identified City utility
improvements as set forth in this Agreement.
AGREEMENT
NOW THEREFORE, for good and valuable consideration,the receipt and sufficiency of which are hereby
acknowledged by each of the parties hereto and the recitals set forth above,which are hereby acknowledged
by the parties as true and correct and incorporated herein,the parties agree as follows:
1. Water Main Improvements.
a) City desires to complete the abandonment and relocation of certain water main infrastructure as
described in Exhibit A(the"Utility Improvements"), and requests that the Utility Improvements
be considered for inclusion in the Phase 3 Eagle Road Improvements. City will designed the Utility
Improvements and provide the drawings and specifications for the construction of the Utility
Improvements(the"Construction Documents"). Developer agrees to include the construction of
the Utility Improvement in accordance with the Construction Documents in the bid package for the
Phase 3 Eagle Road Improvements.
b) City's current estimated cost for the Utility Improvements is eight hundred and fifteen thousand
five hundred Dollars ($815,500); however, the parties acknowledge and agree this is only an
estimate and the actual cost of the Utility Improvements may be greater or less than City's estimate.
c) Promptly after the bidding of the Phase 3 Eagle Road Improvements pursuant to the STAR
Agreement, Developer shall furnish City with: (i) an abstract of all bids received for the Utility
CITY UTILITIES REIMBURSEMENT AGREEMENT—Meridian CenterCal Page l of page 409
Item#13.
Improvements;(ii)the City's portion of the bid that Developer proposes for inclusion of the Utility
Improvements into the construction contract for the Phase 3 Eagle Road Improvements (the
"Utility Bid"); and(iii)the date that City must respond to Developer,which date must not be less
than five (5) business days after City's receipt of the bid abstract and Utility Bid(the "Response
Deadline").City agrees to promptly review the information provided by Developer,and Developer
agrees to reasonably consult with City regarding the Utility Bid.
d) On or before the Response Deadline, City will provided Developer and ITD with a written notice
stating that: (i)City approves the Utility Bid(an"Approval Notice")or(ii)City does not approve
the Bid (a "Disapproval Notice"). If City timely delivers an Approval Notice, then Developer
agrees to accept the Utility Bid and include the same in the award of the construction contract for
the Phase 3 Eagle Road Improvements. If City timely delivers a Disapproval Notice, then this
Agreement will terminate and no party will have any further obligations hereunder. City agrees
that the City's failure to deliver a Disapproval Notice to Developer and ITD prior to the
Response Deadline for any reason will constitute City's delivery of an Approval Notice as of
the Response Deadline.
e) City acknowledges that changes may be necessary for the proper and complete construction of the
Utility Improvements, including, but not limited to, changes made necessary by site conditions
and/or errors and omissions in the Contract Documents. City agrees to promptly respond to any
request by Developer for a change order related to the Utility Improvements, and City agrees to
respond by any deadline identified in the change order request (which deadline must not be less
than five (5) business days after City's receipt of the request, absent urgent circumstances). City
agrees that it will not unreasonably withhold its approval of any change order request. Change
orders deemed reasonable would be: changes directed by the City of Meridian in writing,changes
reasonably required by unforeseen site conditions, changes reasonably required by errors or
omissions in the Contract Documents, and changes reasonably required by force majeure events.
Additionally,prices of change order must represent market value for work to be performed(given
the circumstances). If City does not timely approve any change order request, City will cooperate
with Developer to promptly resolve City's concerns. Developer will not be under any obligation to
incur any expense related to the Utility Improvements unless City first agrees to reimburse
Developer for the expense.
f) Upon substantial completion of the Utility Improvements, Developer will invoice City for the
amount of the Utility Bid and the amount of any change orders approved by City (or that should
have been approved by the City under this Agreement). City will pay the invoice in full within
thirty(30) days of City's receipt thereof.
g) Developer will assign all of the construction contractor's representations and warranties with
respect to the Utility Improvements to City, and City agrees that City look to the construction
contractor,not Developer, for enforcement of the representations and warranties.
2) General Terms.
a) Project Costs. ITD acknowledges and agrees that the Utility Improvements are included within the
"approved transportation improvements"described in the STAR Agreement.City has allocated and
appropriated all funds necessary to make each of the reimbursement payments to Developer
contemplated in this Agreement. Further, ITD acknowledges and agrees that Developer may
include any unreimbursed "Project Costs" (as that term is defined in the STAR Agreement) that
Developer incurs as a result of this Agreement in a sales tax rebate claim for reimbursement
pursuant to the STAR Agreement.
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b) Limited Effect of Agreement. The purpose of this Agreement is to set forth the terms for
reimbursement to Developer for installing the Utility Improvements. This Agreement imposes
obligations on City to reimburse Developer for Utility Improvements upon substantial completion
of the improvements and invoice to City,as described herein. The Agreement also confirms ITD's
agreement that the Utility Improvements that are not reimbursed by City are eligible for
reimbursement pursuant to the STAR Agreement. This Agreement does not alter the terms in the
STAR Agreement or impose any new obligations or liabilities on Developer,regarding the design
or installation of improvements or otherwise. This Agreement does not alter any City approvals
related to Developer's projects. This Agreement does not provide any new rights or remedies to
City.
c) Entire Agreement.This Agreement sets forth the entire understanding and agreement of the parties
with respect to the reimbursement contemplated herein. Other agreements referenced herein are
unaffected by the terms in this Agreement.
d) Severability. If any provision of this Agreement will be held or deemed to be or will, in fact, be
inoperative or unenforceable as applied in any particular case in any jurisdiction because it conflicts
with any other provision or provisions or any constitution or statute or rule of public policy, or for
any other reason,such circumstances will not have the effect of rendering the provision in question
inoperative or unenforceable in any other case or circumstance,or of rendering any other provision
or provisions herein contained invalid,inoperative or unenforceable to any extent whatever.
e) Notices. Except as otherwise provided in this Agreement, all notices, certificates or other
communications hereunder will be sufficiently given when in writing and either mailed by first
class mail,postage prepaid,with proper address as indicated below or sent by electronic mail. Any
party may, by written notice, designate any address or addresses to which notices, certificates or
other communications to it will be sent when required as contemplated by this Agreement.
City City of Meridian
Attn: City Attorney's Office
33 E. Broadway Ave.
Meridian, Idaho 83642
ITD: Idaho Transportation Department
Attn: Gary Inselman
3311 W. State Street
P.O. Box 7129
Boise,ID 83707-1129
Developer: Meridian CenterCal LLC
Attn: Sean Dennison
1960 E. Grand Avenue, Suite 400
El Segunda, CA 90245
and
Givens Pursley LLP
Attn: Jeff Bower
601 W. Bannock Street
Boise,ID 83702
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Notice shall be deemed given upon actual receipt (or attempted delivery if delivery is refused), if
personally delivered or rejected.
f) Counterparts. This Agreement may be simultaneously executed in several counterparts, each of
which will be an original and all of which will constitute but one and the same instrument.
g) Governing Law.This Agreement will be governed exclusively by and construed in accordance with
the laws of the State of Idaho.
h) Exhibits. All exhibits hereto are hereby incorporated by reference as if fully set forth herein.
[end of text; signatures and exhibits follow]
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IN WITNESS WHEREOF,the parties have executed this Agreement, effective as of the Effective
Date.
CITY:
CITY OF MERIDIAN, a municipal corporation of the
State of Idaho
By: Robert E. Simison
Its: Mayor
ITD:
IDAHO TRANSPORTATION DEPARTMENT, an
executive department of the state of Idaho
By:
Its:
DEVELOPER:
Meridian CenterCal, L.L.C., a Delaware limited liability
company
By: Sean Denni on
Its: Senior Vice President and General Counsel
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Exhibit A
Utility Improvements
The City will be making the following modifications to the water main between Franklin Rd and
Leslie Dr along Eagle Rd. All modifications are on the west side of Eagle Rd except for the
crossings across Eagle Rd.
• Starting just south of E.Lanark Drive to south of the Boise Valley Railroad ROW the water
main will be relocated/replaced.
• The existing water main will be left in place across the Boise Valley Railroad ROW
• The water main will be relocated from just north of the Boise Valley Railroad ROW to E.
Commercial Ct.
• At E. Commercial Ct a new crossing will be installed across Eagle Rd using an existing
pipe as a sleeve.
• The water main will be abandoned from E. Commercial Ct to about 125 feet south of Leslie
Dr.
• At Pine Ave a new crossing will be installed across Eagle Rd using an existing pipe as a
sleeve. Some pipe modifications are required along Pine Ave.
• At E. Florence St. a new crossing will be installed across Eagle Rd using an existing pipe
as a sleeve.
• At just south of Fairview Ave a new crossing will be installed across Eagle Rd using an
existing pipe as a sleeve.
• The water main will be relocated along Eagle Rd from about 165 feet south of Leslie Dr to
Leslie Dr. Additionally, a water main will be routed through the Stokesberry Subdivision
(NW corner of River Valley St. and Eagle Rd.)to an existing water main in the Stokesberry
Subdivision parking lot.
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