Interagency Agmt with ACHD, MDC for Split CorridorINTERAGENCY AGREEMENT
BETWEEN
THE ADA COUNTY HIGHWAY DISTRICT, CITY OF MERIDIAN
AND MERIDIAN DEVELOPMENT CORPORATION
FOF~ STREET AND LANDSCAPING IMPROVEMENTS TO MERIDIAN SPLIT
CORRIDOR ACHD PROJECT N0.506040
This Interagency Agreement (hereinafter "Agreement") is made and entered into
this iay of~~g 2008, by and between ADA COUNTY HIGHWAY DISTRICT, by
and through its Board of Commissioners (hereinafter referred to as "ACHD"), and THE
CITY OF MERIDIAN, by and through its Mayor and City Council (hereinafter referred to
as the "CITY") and Meridian Development Corporation, hereinafter MDC", for the
purpose of setting forth a general agreement as to cooperation between the parties for
the benefit of all entities to successfully finance the design and construction of
landscape and electrical lighting improvements to the Meridian Split Corridor Phase
One Project.;
WITNESSETH
WHEREAS, ACHD is planning to construct a new intersection at Main, Central and
Waltman and rebuild the existing roadway on Main Stree# from I-84 to Franklin Roads,
Ada County, Idaho, known as Phase One of the Meridian Split Corridor Project, Project
No. 506040 (hereinafter referred to as the "Meridian Split Corridor Phase One Project).
The Meridian Split Corridor Phase One Project consists of construction of the southern
portion of the Split Corridor Roadway Project and reconstruction of the
Main/VNaltman/Meridian/Central intersection project identified in the Downtown Meridian
Transportation Management Plan.
WHEREAS, MDC and the CITY desire certain landscape improvements including the
design and installation of decorative street lighting, to be incorporated into a portion of
the Meridian Split Corridor Phase One Project and MDC agrees to pay for the design
and the cost to construct these landscape improvements. (Hereinafter the landscape
and electrical lighting improvements for the portion of the Meridian Split Corridor Project
desired by MDC and the CITY shall be referred to as the Landscape Project").
WHEREAS, ACHD, CITY and MDC desire to work cooperatively to design and
construct the Landscape Project in accordance with the reasonable desires of MDC and
CITY.
NOW THEREFORE, in consideration of the premises, mutual covenants and agreement
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herein contained, the parties hereto agree as follows:
SCOPE OF WORK, ESTIMATED COST AND SCHEDULE
a. ACRD, CITY and MDC agree that the scope of work for the Landscape Project
provided by this Agreement is set forth In the document entitled "Meridian Split Corridor,
Project No 07112.00", a copy of which is attached hereto as Exhibits "A". The plans for
the Landscape Project, prepared for MDC by CSHQA ("Consultant") are described and
set forth in Exhibit "A". Such designs and plans shall satisfy applicable laws, ACHD's
policies and good engineering practices.
b. MDC's consultant has prepared a cost estimate in 2008 Dollars for the design
and construction of the Landscape Project. The Landscape Project is estimated to cost
a total of FIVE HUNDRED AND NINETEEN THOUSAND AND FIVE HUNDRED
DOLLARS ($519,500.00). The design portion of the Landscape Project will cost
FORTY SEVEN THOUSAND DOLLARS ($ 47,000.00) and the construction of the
Landscape Project is estimated to cost FOUR HUNDRED AND SEVENTY-TWO
THOUSAND AND FIVE HUNDRED DOLLARS ($472,500.00). The parties
acknowledge and agree that these costs are only an approximation of the cost in 2008
Dollars of the Landscape Project. The parties acknowledge and agree that rapid rise in
construction materials may affect the actual cost for the Landscape Project and may
result in costs that are substantially higher than the estimated costs in 2008 Dollars.
MDC agrees that if any additional design and/or construction costs for the Landscape
Project are incurred, MDC shall be solely responsible to pay these additional costs.
c. The proposed schedule for the Meridian Split Corridor Phase One Project and
the Landscape Project is set forth as follows:
Activi Dates
Desi n
99% Submittal Com lete 10/07
Ri ht of Wa Ac uisition FY 2008
Construction FY 2009
d. MDC shall be solely responsible for the cost of the design, construction and
installation of improvements of the Landscape Project. MDC shalt also be solely
responsible for cost of the vegetation and planting of vegetation for the Landscape
Project as speafied in Exhibits A.
e. MDC and CITY shall be solely responsible for the design and construction of the
irrigation system to provide adequate water to the Landscape Project.
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2. DESIGN
a. ACHD, CITY and MDC shall work in good faith to complete the design and
preparation of designs, plans and specifications for the Landscape Project in
accordance with the reasonable desires of the CITY and MDC.
b. The design of the Landscape Project will cost FORTY SEVEN THOUSAND ($
47,000.00) in 2008 Dollars. MDC shall accept or reject within its discretion any
proposed changes to the design for the Landst~pe Project pursuant to the terms of this
Agreement. MDC sha11 be responsible for any additional design costs that have been
approved by MDC.
3. BID
a. ACHD will incorporate the bid documents and the construction contract
documents from the Landscape Project into the Meridian Split Corridor Phase One
Project and shall segregate a portion of the bid items for the Landscape Project from the
remainder of the Meridian Split Corridor Phase One Project. The parties acknowledge
and agree that the base bid for the Meridian Split Corridor Phase One Project sets forth
bid items for excavation and the required top soil that cannot be segregated from the
project and are necessary to maintain the structural integrity of the roadway. ACHD in
conjunction with MDC shall provide a bid alternative for the Landscape Project, which
sha11 provide the bid items associated with vegetation, sod, sprinkler system and
pedestrian scale alternative lighting. While MDC and CITY may reserve the right to
reject the bid al#ernative, the casts associated with the landscaping in the base bid
cannot be segregated and will be the responsibility of MDC regardless of the decision to
proceed with the landscaping bid alternative. Such bid items for the Landscape Project
shall provide for the construction of the Landscape Project that meets ACHD standards,
policies and good engineering practices and shall also facilitate fu#ure installation of
landscaping features by the CITY and MDC.
b. ACRD will provide a complete set of bid documents and contract documents to
MDC and CITY.
c. ACHD will furnish MDC and CITY with an abstract of all bids received and obtain
MDC's and CITY's concurrence with ACHD's recommendation for award of the
Landscape Bid Alternative prior to making such an award.
4. CONSTRUCTION
a. The Landscape Project shall be built in conformance with the designs, plans and
specifications approved in advance and in writing by ACHD, CITY and MDC. Such
construction shall comply with all applicable laws, ACHD policies and standards, and
good engineering practices.
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b. MDC shalt reimburse ACHD for all of the cost associated with the approved
Landscape bid for the Landscape Project. MDC shall have the discretion to accept or
reject any change orders to the approved Landscape Bid and Landscape Project. MDC
shall not be obligated to reimburse ACHD for any costs associated with unapproved
change orders, but may, in its discretion, approve any change order retroactively. Such
costs include placement of top soil, planting of trees, sod and other plants, the design
and installation of irrigation facilities and lighting.
c. CITY shall grant at no cost to ACHD any temporary construction easement that is
necessary to construct the Landscape Project.
d. CITY shall provide adequate water volume and pressure for landscape irrigation.
MDC shall be solely responsible to ensure the design and installation of pump stations,
booster pumps, vaults or appurtenances required to provide adequate water volume
and pressure.
e. ACHD shall make monthly progress payments and the final construction contract
payment to the Construction Contractor in conformance with the terms of the
Construction Contract.
f. ACHD will submit to MDC a copy of each Contractor progress payment estimate,
as such estimates are approved by ACHD, together with an invoice for MDC's share of
the Construction Contract costs earned by and to be paid to Contractor. ACRD shall
retain all invoices and other documents supporting such payment estimates. ACHD
shall submit a final bill to MDC for reimbursement of the actual construction costs within
ONE HUNDRED AND TWENTY (120) days after completion of the work.
g. ACHD will provide for the reference and replacement of all pre-existing survey
monuments within the work area.
h. ACHD will provide the field survey and grade control necessary for the
construction of the Landscape Project.
i. MDC shall reimburse ACHD for the actual cost to construct the Landscape
Project. ACHD will submit a final bill to MDC for reimbursement within ONE HUNDRED
AND TWENTY (120) days after completion of the work. MDC shall pay ACHD within
NINETY (90) days after receipt of the final bill of the construction of the Landscape
Project in cash or other immediately available funds.
j. ACHD shall enforce, for the benefit of the CITY, all warranties contained in the
Construction Contract.
6. MAINTENANCE
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a. The CITY shall be solely responsible to provide all ongoing and periodic
maintenance and energy costs of the landscape improvements, sprinkler system, street
lights and associated items installed under this Agreement. The CITY may require the
adjacent landowner to trim trees and shrubs located in the right-of- way as required by
city ordinance or state code.
b. ACRD shall allow reasonable access to the CITY, or parties designated by the
CITY, for the necessary ongoing and periodic maintenance of the landscaping, sprinkler
system, and lighting required under this Agreement.
c. If the CITY is unable or otherwise defaults in maintaining the landscape
improvements, ACRD shall supply notice to CITY of the default and that corrective
actions need to take place to cure the default. CITY shall have ninety (90} days from
the date it was notified by ACHD to remedy such default. If after ninety (90) days the
CITY fails to cure such default, ACHD shall have the right to enter upon the landscaped
area, retain contractors to make necessary repairs and replacements, and bill the CITY
far all costs incurred by ACHD personnel and independent third-party contractors
retained by ACRD to cure such de#ault by the CITY. CITY agrees to pay this bill within
thirty (30) days of receipt of an invoice from ACHD.
ACHD may also elect to enter upon the landscaped area, retain contractors to remove
all landscaping and have the landscaped area replaced with hardscape in accordance
with ACRD policy. CITY agrees to pay all costs associated with the removal and
replacement of the landscaped area within thirty (30) days of receipt of an invoice from
ACHD.
7. Termination of Cooperatnre Agreement/Nonappropriation. Nothing in this
paragraph or elsewhere in this Agreement shall be deemed in any way to obligate
ACHD, CITY or MDC beyond its current fiscal year. If during the term of this Agreement,
CITY, MDC or ACHD fail to specifically appropriate sufficient funds to proceed with
either the Meridian Split Corridor Phase One Project, the Landscape Project, or the
ongoing and periodic maintenance and energy costs of the landscape improvements,
sprinkler system, street lights and associated items installed under this Agreement
("Event of Nonappropriation"}, said Agreement will be terminated as of the end of the
fiscal year in which the nonappropriation occurred ("Termination Datep). The party who
performed the Event of Nonappropriation shall be obligated to pay the other party all
monies and costs incurred under this Agreement through the Termination Date. In no
event shall a delay in the project schedule for the Meridian Split Corridor Phase One
Project or the Landscape Project be deemed an Event of Nonappropriation. In the case
of an Event of Nonappropriation by ACRD, it shall refund the costs of the Landscape
Design to MDC. In the case of an Event of Nonappropriation by MDC, it shall reimburse
ACHD for the costs to redesign the Meridian Split Corridor Phase One Project without
the Landscape Design in accordance with the standard ACHD street section. In the
case of an Event of Nonappropriation by CITY in its ongoing and periodic maintenance
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and energy costs of the landscape improvements, CITY at its sole costs and expense
shall reimburse ACHD for any necessary actions specified in 6(c) above and CITY shall
be obligated to pay ACHD all costs incurred by ACRD as a result of the Event of
Nonappropriation.
8. MISCELLANEOUS PROVISION:
a. MDC sha11 reimburse ACHD for any additional costs to ACHD attributable to the
landscape construction work or to the removal of any or all items from this Agreement
that are associated with the installation of the landscaping and electrical lighting
improvements.
b. This Agreement contains the entire agreement between the parties with respect
to the subject matter hereof and may be amended only by written instrument signed by
MDC, CITY, and ACHD;
c. All signatories to this Agreement represent and warrant that they have the power
to execute this Agreement and to bind the agency they represent to the terms of this
Agreement.
d. Notice. Any notice under this Agreement shall be in writing and be delivered in
person, or by United States Mails, postage prepaid, or by public or private 24-hour
ovemight 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) fihree (3) days
following the day of deposit in the United States Mails, (c) the day of delivery to the
ovemight courier, or (d) the day facsimile delivery is electronically confirmed.
ACHD: Ada County Highway District
Director
3775 Adams Street
Garden City, Idaho 83714
Telephone No.:
Facsimile:
CITY OF MERIDIAN:
City Clerk
City of Meridian
33 E. Idaho Street
Meridian, Idaho 83642
MDC: MERIDIAN DEVELOPMENT CORPORATION
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Administrator
Meridian Development Corporation
33 E. Idaho Street
Meridian, Idaho 83642
e. Should any party to this Agreement be required to commence legal action
against any other party to enforce the terms and conditions of this Agreement, the
prevailing party shall be entitled to reasonable attorney's fees and costs incurred in said
action.
f. Any action at law, suit in equity, arbitration or judicial proceeding for the
enforcement of this Agreement shall be instituted only in the courts of the State of
Idaho, County of Ada; and this Agreement shall be binding upon and inure to the benefi#
of the assigns of the respective parties hereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day
and year herein first written.
ADA COUNTY HIGHWAY DISTRICT
By:
Carol McKee, President
Board of Commissioners
Attest:
By:
Director
Ada County Highway District
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pity of nlleridian
~` 33 ~. Idaho Street
Meridian,.Idaho 83642
M[1C: MERIDIAN D~VELQPMEN7 CC~RPORATI(3N
`~ 1~dtnini~b'a~or
,; I{Aeridian Cleus[opmsnt Corpflration
33 E. Idaho Street
Meridian, idahb 83642
e. Should any party to this Agreement be required to' commence legal action
against ~rny other part!/. to srifort~ the. #errns and conditions of this Agreement, the
prevailing party shall be entitled to rea&onabls attorney's fees and costs incun~l in said
action.
f. any action ;at law, suit in equity, arbitration br judicial. proceeding for the
enforcement of this Agreement shall be instituted` only in the courts of the State of
Idaho. County of Ada; and this Agreemsnt'shap be binding upon and inure to the benefit
of the assigns of the respective parties hereto.
~~
IN 1NITNESS'v{MERIi~flF, the parties hsteto have ®xecutetl this Agreement on the dsy
and year herein f+rst written.
NQA CCiUWTY,Htt3HWA~ DISTRICT
~'~
Carol McKee, Pn3siderrt
CITY OF MERIDIAN
By: /~'~~
Tammy de rd, Mayor
City of Meri i n ````~~,~,~„~~~~~~,,,,,,,~~~
Attest: ,,~~~~~~'~~ ~ ~9y''%,;
's
~T~°
By: AL
C erk of a City of Meridian ~ ~
B r ular/s cial meetin on ~~~ ~'~e- ~~ T ~ ~ ~, ~O``~~~
Y e9 Pe 9
MERIDIAN DEVELOPMENT CORPORATION
By:
Craig
Chairman
Attest: '
By: / _.
inistrator
By regular/special meeting on ~ ti-~~ 26 ~ Zvc~~
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