Loading...
Victory Cooperative Agreementr ,., ~07~'r~oL ~oj'r~ra::cz March 15, 2013 Development Services Department TO: ACHD Commissioners Bruce S. Wllong, Director FROM: Christy Little, Program Administrator SUBJECT: Developer Cooperative Project -Victory Road/Red Tail Communi8es DATE: March 27, 2013 - 6:OOPM -Consent Agenda The WH Moore Company is developing property located at the southeast quadrant of the Victory RoadJSH- 69 intersection. The Commission approved the pre~minary plat for Red Wing Subdivision on March 13, 2013. As a condition of approval, the Ca~nission approved the developer's proposal to enter Ito a development agreement vf~tft ACRD to improve Victory Road from SH-69 b the east property line of the site, approximately 1,9~-feet. Currt Conditi~>ns The east leg of the VictorylSH-69 intersection is 4-lanes wride (1-EB, 1-SB, 1-~iVB, 1-!~B). A~pprcaar~tefy 31H3-feet east of the intersection the roadway narrows to 2-larties. On the ®ast i~ of the irtters~ian mere ie curb, gutter and sidewalk on the north side of Victory Road from SH-69 to Standing Timber Street, vuith the exception ~ 480-fe~# c~ ~mdevelc~ped fror~fiage. There ie no cxrrb, gutter or sidewalk on the sou#h efde of Victory Road on ttte eastern leg. The cast-in-place bridge over the Kennedy Lateral was butt in 1963. The [?evetoper just compl®ted the widening and replacement of that bridge through a Cooperative Development Agreement vv~ith ~kCHD. r i . Developer will re-construct and widen V'~ctory Road from SH-f>9 to Stagg Ti+n#~er Street. E~ of #~e intersection ire wide+~ng will be to 3-lanes and will include b~ce lanes, curb, guttered 2, This segment of Victory Road is designated at a Planned Commerc~at Arterial on the Mastsr Street Mep, atxi ~ the South Meridian Transportation Plan it ~ rioted that it ~ a 3-{~-ne arEerieit. This segment of Victory Road ~ included in the 2012 CIP for widening to 3-lanes. 3. No add'rtia-ial t~ht-of-way wial need to be acquired from other property owners to constrict ttris project. >~li; 1. Because this segment of Victory Road ~ planned for 3-lanes, it wry atvaays p+loritize lower than planned 5-one arterial roads. Through the Davebper Cooperative process the design and oonatnxtion is cheaper and faster. 2. The widening ind~des bikes lanes and sidewalks on tfte north and south side of Victory Road, ao the project benefits all modes of users. 3. Roadway improvements .are being done writh file required deve~pment ~nprovements, w~k~t results in less impact to motorists. Ada County Highway Disdict • 3775 Adams Street • Gander City, ~ • 63714 • IMi 206 367-6100 • FX 345-7650 • www ~o,ry ,fiscal Imntic~~ortis 1. Project cats for the roadway project have been initially estimated at $650,000 for design and construction. a. Impact fee eligible components of this project include: construction of the new center tum lane, curb, gutter, storm drain. b. Rec~struction of the two existing lanes and bike lanes is not impact fee 2. The project will be funded from Corridor Pr®servation, divided between Impact Fee EN~Is and Non- lm~ac~ fee Eligible. 3. The developer will be r®qulred to pay for the design and ctructiQn of the sktewa~c on the souk slde of the roadway, and for the dedicated right-tum lane for the ske. Recamrnendation Approve the Developer Cooperative Agreement. The project is required to be completed by October 2013. A. ants Cooperative Deveoper Agreement (with Exhibits) (Yellow ~e on map below indicates approximate proisct limits.) COOPERATIVE DEVELOPMENT AGREEMENT This COOPERATIVE DEVELOPMENT AGREEMENT (the "Agreement") is made and entered into this 27th day of March, 2013, by and between RED TAIL COMMUNITIES LLC, a Delaware corporation (the "Developer"), and the ADA COUNTY HIGHWAY DISTRICT, a body politic and corporate of the state of Idaho ("ACHD"). RECITALS WHEREAS ACHD is a single county-wide highway district organized and existing under the laws of the State of Idaho, with the responsibility, jurisdiction, and authority to improve public roads and assess development impact fees in accordance with the Idaho Development Impact Fee Act; WHEREAS the parties desire to describe and provide for the construction of the Project (as defined below); and WHEREAS the parties desire to provide for the allocation and payment of the Project Costs (as defined below) between the parties. AGREEMENT NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: SECTION 1. DEI±INITIONS As used in this Agreement, the following terms shall have the following meanings: 1.1 The term "Construction Manager" shall mean .Jonathan Seel in his capacity as an employee of W.H. Moore Company, who shall coordinate and supervise the Project. For the purpose of this Agreement, the Construction Manager's compensation shall be three percent (3°%) of the Reimbursable Project Costs. 1.2 The term "Engineer's Estimate" means an estimate of the Project Costs prepared by the Project engineer (or other engineer licensed under the laws of the state of Idaho). 1.3 The term "Impact Fee" shall mean a payment of money imposed by ACHD as a condition of development approval pursuant to ordinance adopted by ACHD under the authority granted to it by the Idaho Development Impact Fee Act, and shall trot include any other fees, permits or assessments by ACHD or any other agency. 3-27-13 -VICTORY ROAD COOPERATIVE DEVELOPMENT AGREEMENT - 1 1.4 The term. "Non-Impact Fee Eligible" portion of Project Costs shall mean that portion of the Reimbursable Project Costs which relate to reconstructing the existing two lanes of Victory Road on its current alignment from the Victory Road/SH-69 (Meridian Road) intersection to the east for approximately 1,900 feet, including bike lanes, sidewalk, all irrigation, utility and landscaping costs as detailed in the ACRD 2012 Capital Improvements Plan. 1.5 The term "Project" refers to the widening and reconstruction of Victory Road from SH-69/Meridian Road, to the east for approximately 1,9~-feet as a three (3) lane urban road section,. 46-feet wide as measured from back of curb to back of curb, with curb, gutter, sidewalk, and bike lanes on both sides; and as described in the ACRD staff report for Red Wing Subdivision (MRZ-13-002/MPP-13-003), acted upon by the ACRD Commission March 13, 2013, and the plans and specifications to be prepared and approved as set forth herein. 1.6 The term "Project Costs" refers to all costs of completing the Project, including (i} all design, construction, testing and inspection costs, (ii) compensation for the Project Engineer and Construction Manager as provided herein, and (iii.) all other costs related to and reasonably necessary for completion of the Project, excluding the cost of acquiring any additional right-of-way, costs associated with any necessary development approvals and all costs associated with the preparation, review anal negotiation of this Agreement. 1.7 The term "Project Engineer" shall mean a licensed engineer engaged by Developer to manage and coordinate the design, inspection and certification of the Project. The Project Engineer, the terms of his or her compensation including the scope of work shall be subject to approval. by ACRD. 1.8 The term "Reimbursable Project Costs" shall mean all Project Costs ~jpg the following: a. Sidewalk design and construction on the south side of Victory Road. b. Design and construction of a right turn lent on Victory Road for access to the development. c. Costs for any new utility services installed to serve exclusively Developer's parcels within the development area; d. Administrative and overhead costs of Developer other than the Construction Manager's compensation defined in Section 1.1; e. Interest on funds used for the Project; f, Liquidated damages. 1.9 The terms "Substantial Completion" and "Substantially Complete" shall have the same meaning as in the ACRD General Conditions for a construction contract, which. 3-27-13 -VICTORY ROAD COOPERATIVE DEVELOPMENT AGREEMENT - 2 provide as follows: "The Work is Substantially Complete when the Resident Engineer determines the Owner has full and unrestricted use and benefit of the facilities, both from. an operational and safety standpoint, and only minor incidental work or correction or repair remains for the physical completion of the total. Contract." SECTION Z. IJESIGN AND BIDDING OF THE PROJECT 2.1 Developer to Arrange for Project Design and Engineer's Estimate. Developer shall provide for the design of the Project by the Project Engineer who shall be a design professional. acceptable to, and in accordance with the customary requirements of ACHD. The design of the Project shall be in accordance with the standards and specifications set forth in the ACRD Policy Manual. Developer shall also obtain an Engineer's Estimate of the Project Costs. 2.2 Access to Public Right-of-Way. ACRD shall provide access to the public right- of-way to Developer and its agents as may be reasonably necessary in connection with the Project design and the Engineer's Estimate. 2.3 Final Approval of Final Plans. ACHD shall approve, in its reasonable discretion, the Engineer's Estimate and the Project plans. ACHD and Developer shall acknowledge in writing the final, approved Project plans and the Engineer's Estimate prior to commencement of construction, and neither shall thereafter be modified itt any material way unless such modifications are approved in writing signed by ACRD and Developer. 2.4 Delivery of Documents to ACHD. Following the parties' written acknowledgment of the final Project :plans and Engineer's Estimate, Developer shall cause the Project engineer to submit the following to ACRD: a. three (3) sets of the Project plans; b. one (1) copy of the Engineer's Estimate; and c. any other related .information requested by ACHD. 2.3 Access to Information by ACHD. Developer shall provide ACRD with access to all .designs, plans, specifications, reports, data and other materials (both digital, electronic and hard copy) produced by Developer and its agents and contractors under this Agreement. 2.6 Owner~hig of Design Plans. Upan execution of this Agreement and the parties' written acknowledgment of the final Project plans and Engineer's Estimate, Developer shall forward to ACHD copies of all previously prepared design plans for the Project in its and/or its consultant's possession, including but not limited to design plans, data, consultant reports prepared by third parties, soil reports,. engineering reports, and right-of-way plans (collectively "design plans"). Developer shall obtain any necessary third-party consents required by ACHD for ACHD's possession. and 3-27-13 -VICTORY ROAD COOPERATIVE DEVELOPMENT AGREEMENT - 3 potential use of the. design plans. In the event of Developer's default under this Agreement, all ownership interest in the design plans shall transfer to ACHD and ACHD shall become the exclusive owner of said design plans for any use whatsoever including but not limited to completion of the Project. ACRD shall not be obligated to reimburse Developer for the cost of said design plans unless the design plans have been completed to ACHD standards and specifications and ACRD proceeds to utilize the design plans to complete the project or any portion of the project. Developer hereby indemnifies and holds ACHD harmless from and against any and all loss, injury, death and damage, and attorney's fees and cost that might be incurred by ACHD in defending any claim that may result solely from the use of the design plans by ACHD, its Commissioners, employees, contractors and/or agents. SECTION 3. CONSTRUCTION CONTRACT 3:1 Soliciting Bids. After ACRD has approved the Project plans and the Engineer's Estimate, Developer shall solicit a minimum of three (3) bids for construction of the Project in compliance with the approved Project plans and the related requirements for public highway projects as required by Idaho law. As an alternative, Developer may hire, at Developer's sole cost and expense, a construction project manager to solicit competitive bids from subcontractors following the requirements set forth above. a. ACHD shall review and approve the bid amount prior to Developer awarding contract. 3.2 Contract Terms. The construction contract shall include, at minimum, the following provisions: a. a requirement that the contractor provide payment and performance bonds required by the Public Contracts Bond Act, Chapter 19, Title 54, Idaho Code naming ACHD as an additional beneficiary; b. a requirement that the successful bidder be licensed as a public works contractor (.Chapter 19, Title 54, Idaho Code); c. a requirement that the construction of the Project in accordance with the approved designs, plans and specifications be Substantially Complete within twelve (12) weeks from the date Developer issues a notice to proceed to the contractor, or no later than October 31, 2013 and fine! completion of the total contract within four (4) weeks from the date of Substantial Completion; d. a requirement that the contractor provide a construction phasing plan for the construction of the Project. The phasing plan shall be approved by ACHD Traffic Engineering staff and shall provide for Victory Road to remain open to the public with one (1) paved travel lane for westbound traffic throughout the duration of the Project, subject to scheduled temporary closures as necessary for 3-27-13 -VICTORY ROAD COOPERATIVE DEVELOPMENT AGREEMENT - 4 irrigation and utility crossings and related work and the scheduled limited duration closure of the intersection as may be necessary for reconstruction as approved by ACRD; e. a provision that the time for Substantial Completion and completion of the Project will only be extended by (i) acts of God, (ii) war, (iii) delays caused by ACRD, (iv) unreasonable delays caused by utilities, as reasonably determined by ACRD, or (v) any request for extensions of time approved in writing by ACRD; a requirement that the contractor shall pay liquidated damages of One Thousand Dollars ($1,000) per day for each day that Substantial Completion of the construction is delayed beyond twelve (12) weeks from the date Developer issues a notice to~ proceed, or no later than October 31, 2013, or beyond the extended date as allowed by Section 3.2(e) above and for each day that final completion of the total contract for the Project is delayed beyond four (4) weeks from the date of Substantial Completion; g. a requirement that the contractor maintain liability insurance insuring against bodily injury or death with limits of not less than Two Million Dollars ($2,000,000) per person and per occurrence, and property damage with a limit of One Million Dollars ($1,000,000) per occurrence, naming both Developer and ACHD as additional insureds;. h. a provision that the contractor shall indemnify ACRD and Developer from any and all claims by third persons arising out of the performance of the contract; a provision that the contractor shall obtain the Environmental Protection Agency (EPA) Construction General Permit (CGP) and that the contractor shall file a Notice of Intent (NOI) and develop and implement an approved Storm Water Pollution Prevention Plan (SWPPP) prior to commencement of construction, and that the contractor shall not file a Notice. of Termination (NOT) with the EPA until authorized in writing by ACHD. Authorization for the contractor to file the NOT will be granted by .ACHD when the area subject to the CGP has achieved final stabilization as defined in the CGP. j. A provision that the contractor shall provide quality control and process control testing following ACHD QC-QA Procedures attached hereto as Exhibit A; and k. at least a two (2) year warranty on the work and materials of the Project that is assignable to ACRD, said warranty ..period shall btgin immediately upon issuance of Certificate of Completion; and 1. a provision that provides for the Contractor's agreement to the assignment of the construction contract to ACHD in the event of a default by Developer under this Agreement. 3.3 Conditions Precedent to Exec tion of Cons ruction Contract. Prior to execution of the construction contract, the following conditions shall be satisfied: 3-27-13 -VICTORY ROAD COOPERATIVE DEVELOPMENT AGREEMENT - S a. ~p,proval of Construction Contract. Developer shall obtain the written approval of ACHD of the form and terms of the construction contract, which may be withheld for any reason, including but not limited to Developer's failure to obtain a construction contract that contains the provisions set forth in Section 3.2 above, but which shall not otherwise be unreasonably withheld; b. l~iaht-of-Wav Easements. The project may require right-of-way easements from adjacent land owners. The right-of-way easements required for the Project shall be conveyed to ACRD and recorded prior to execution of the construction contract, issuance of ACHD permits and construction of the Project. c. Letter of Credit or Cash Bond. Developer shall provide ACHD with an irrevocable and unconditional letter of credit in favor of ACRD in an amount equal to one hundred and ten percent (110) of the total of the contract price of the Project Costs for the purpose of assuring ACHD that Developer will perform its obligations hereunder. The letter of credit shall. be issued by either a national bank with a branch in Ada County, Idaho or another financial institution acceptable to ACHD and include a provision that ACRD may present documents for any draws on the letter of credit at the local branch. The letter of credit shall be delivered to ACHD prior to Developer's execution of the construction contract. In lieu of a letter of credit, the Developer may provide a cash bond. (cash deposit to ACHD) in the same amount, or pledge other security acceptable to ACHD of equal value. When ali Developer's contractors for the Project have been paid and ACHD has issued. its certificate of completion of the Project, such assurance shall be released to Developer. In its sole discretion, ACRD may allow the reduction of the assurance as payments of Costs of the Project are made during the course of construction. 3.4 Copy of Contract to ACHD. Developer shall provide ACHD with a copy of the executed construction contract. SECTION 4. ~~TSTRUCTION AND COMPLETION OF THE PROJECT 4.1 Permits and Fees. Prior to the commencement of construction, Developer shall require that the contractor (i) has obtained all. applicable permits to work in the right- of-way, and (ii) has paid all applicable fees for such permits. ACHD permits shall be issued at no charge. Developer acknowledges that this Agreement will nat function as an ACHD permit to work. in the public right-of-way. 4.2 Iylan~er of Construction. Upon ACHD's written approval of the construction contract, Developer shall provide for construction of the Project in compliance with the construction contract and with the customary requirements of ACRD, and shall diligently and continuously prosecute such construction to completion. 4.3 Chan eg_ Ordefs to Contract. Developer shall obtain the written approval of ACHD before approving any change order in the construction contract if (i) the cost of the 3-27-13 -VICTORY ROAD COOPERATIVE DEVELOPMENT AGREEMENT - 6 change order will exceed one percent (1 ~) of the original contract price; and/or (ii) the cumulative total of all previously approved change orders exceeds ten percent (!0°l0) of the original contract price. 4.4 Inspections. Quality assurance inspecting and testing of that portion of the Project within ACRD right-of-way shall be provided by ACRD at no charge to Developer and accomplished as required by and in accordance with ACRD standards. 4.5 Issuance of Certificate of Completion. a. Upon completion of the construction of the Project, Developer shall furnish to ACRD the Project Engineer's written certification that the Project is complete in accordance with the approved plans. b. Within fifteen (15) days after delivery of the Project Engineer's written certificate, ACHD shall either (i) accept the same or (ii) provide a written itemization of those matters it reasonably finds to be non-conforming, in which case Developer shall. promptly cause the remediation of all non-conforming matters. c. ACHD shall acknowledge its acceptance of the Project in writing as complete and issue a certificate stating that the project is complete (a "Certificate of Completion") within fifteen (15) days after Ehe later of (i) delivery of the Project Engineer's certification to ACRD, or (ii) remediation of any non-conforming matters. d. Within thirty (30) days after the issuance of the Certificate of Completion, Developer shall deliver to ACRD drawings for the Project, as-built, in both a reproducible printed format on mylar and in electronic files in AutoCAD format. 4.6 Warranty. Upon issuance of the Certificate of Completion, Developer shall complete all paperwork necessary to assign to ACHD the contractor's (2) two year warranty of the work and materials on the Project. 4.7 Representations and Warranties. Developer represents and warrants that upon completion of the Project, the Project. shall be free and clear of all liens and encumbrances that were not created by or with the written consent of ACHD. Developer shall provide ACHD lien waivers from all contractors prior to ACHD payment of Reimbursable Project Costs. SECTION 5. PAYMENT OF PROTECT COSTSs FINAL ACCQUNTING AND SETTLEMENT S.1 Pavment of Pro, ject Costs. All Project Costs shall be paid and funded by Developer, ACHD shall pay Developer the Reimbursable Project Costs in the manner set forth herein. 3-27-13 -VICTORY ROAD COOPERATIVE DEVELOPMENT AGREEMENT - 7 5.2 1?avment of Reimbursable Project Costs. ACHD shall pay the Reimbursable Project Costs to Developer in the following manner: a. 1~inal Accountin,~. Within a reasonable period after issuance of the Certificate of Completion, Developer shall submit to ACHD a final accounting of tt~e Reimbursable Project Costs. b. teems t of Final Amount. Within fifteen (15) business days (3 weeks) after Developer's submittal of the Reimbursable Project Costs, Developer and ACHD shall reach an agreement and acknowledge in writing the final amount of the Reimbursable Project Costs. c. Payment of Reimbursable Project Casts. ACRD shall pay to Developer all Reimbursable Project Costs within thirty (30) days after agreement as to the final amount of the Reimbursable Project Costs. d. No Ubli atio~fpr Reimbursement. ACHD shall have no obligation under the terms and provisions of this Agreement to make any payments towards Reimbursable Project Costs if the Project is not completed by Developer and ACRD has not issued the Certificate of Completion. e. No Interest. No interest shall accrue on Reimbursable Project Costs. SECTION 6. 6.1 laefauIt by Developer. In addition to such other remedies at law or in equity for default that ACRD may have, in .the event Developer fails or neglects to perform its obligations under the terms and provisions of this Agreement in the time and manner required herein, ACHD may withhold any reimbursement due to Developer hereunder until such defaults are corrected to the satisfaction of ACRD. 6.2 Default by ACHD. In the event ACRD fails or neglects to perform its obligations under the terms and provisions of this Agreement in the time and manner required herein, Developer shalt be entitled to all. remedies available at law or in equity. 6.3 ~Viediaton anal Arbitration. ACHD and Developer shall attempt in good faith to settle by negotiation any controversy or claim arising out of or relating to this Agreement, or the breach thereof (the "Dispute"). If no settlement can be reached, the Dispute shall upon the request of either party be submitted for mediation administered by the American Arbitration Association ("AAA") under its Commercial Mediation Rules. If mediation is not requested or is terminated, such Dispute shall upon the request of either party be settled by arbitration administered by the AAA under its arbitration rules most relevant to the nature of the Dispute, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. a. Any mediation and arbitration shall be administered in Boise, Idaho, or at the place of the AAA regional office nearest thereto. All costs of mediation and 3-27-13 -VICTORY ROAD CQOPERATIVE DEVELOPMENT AGREEMENT - H arbitration shall be allocated between ACRD and Developer in a manner consistent with the provisions of Section 6.4 below. The arbitrator shall issue an opinion in support of the award if requested by either party. b. The provisions hereof shall be governed by the Federal Arbitration Act and, where applicable, the Idaho Uniform Arbitration Act. Either party may seek judicial relief if arbitration is not requested, or otherwise in a manner compatible with such arbitration. 6.4 Attorney Fees. Should either party find it necessary to employ an attorney for representation in any action seeking enforcement of any of the provisions of this Agreement, or to recover damages for the breach of this Agreement, or to resolve any disagreement in interpretation of this Agreement, or to obtain assistance in any arbitration, the unsuccessful party in any final judgment or award entered therein shall reimburse the prevailing party for all reasonable costs, charges and expenses, including attorneys' fees expended or incurred by the prevailing party in .connection therewith and in connection with any appeal, and the same may be included in such judgment or award. SECTION 7. OTHER PROVISIONS 7.1 Notices. Any notice required to be given hereunder shall be in writing and shall be deemed effectively given: (a) upon personal delivery to the party to be notified, (b) when sent by confirmed electronic mail or facsimile if sent during normal business hours of the recipient; if not, then on the next business day, (c) four (4) days after having been sent by prepaid registered or certified mail, or (d) one (1) day after deposit with a nationally recognized overnight courier, specifying next day delivery, with written verification of receipt. All communications shall be to the respective parties to this Agreement at the following addresses: Ada County Highway District Attn: Christy Little, Program Administrator 3775 N. Adams Street Garden City, Idaho 83714-6499 Telephone: (208) 38?-6144 Facsimile: (208) 387-6393 E-Mail: clittleE~achdidaho.org W.H. Moore Company Attn: Jonathan Seel P.O. Box 8204 Boise, ID 83707 Telephone: (208)323-1919 Facsimile: (208)323-7323 E-Mail: j.seelC att.net 3-27-13 -VICTORY ROAD COOPERATIVE DEVELOPMENT AGREEMENT - 9 7.2 Choice of Law. This Agreement shall be governed by, and construed in accordance with, the laws of the State of Idaho. 7.3 ;~,~, All exhibits to this Agreement are incorporated by reference and made a part of this Agreement as if the exhibits were set forth in their entirety in this Agreement. 7.4 Entire Agreement. This Agreement and the exhibits hereto constitute the full and entire understanding and agreement between the parties with regard to the transaction contemplated herein, and no party shall be liable or bound to any other in any manner by any representations, warranties, covenants and agreements except as specifically set forth herein. 7.5 Acknowledgments and Modifications. No acknowledgments required hereunder, and no modification or waiver of any provision of this Agreement or consent to departure therefrom, shall be effective unless in writing and signed by ACHD and each of the parties comprising Developer. 7.6 eadin s. The headings used in this Agreement are used for convenience only and are not to be considered in construing or interpreting this Agreement. 7.7 Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their heirs, successors and assigns. 7.8 Counterparts. This Agreement may be executed in two or more counterparts, each of which shalt be deemed an original, but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. DEVELOPER: Red Tail Communities LLC A Delaware Corporation ByN_ Name: Its: 3-27-13 -VICTORY ROAD COOPERATIVE DEVELOPMENT AGREEMENT - 10 ACHD: ADA COUNTY HIGHWAY DISTRICT By Sara M. Baker, Commission President Exhibits• Exhibit A ACHD QC-QA Procedure 3-27-I3 -VICTORY ROAD COOPERATIVE DEVELOPMENT AGREEMENT - 11 Exhibit "A" 2012 ACRD Supplemental Specifications to the ISPWC ACRD QC-QA Procedure SECTION 104 -General Conditions Add the following: Ada County Highway District Quality Control and Quality Assurance Procedure Dieffnltions Quality Assurance (QA) is defined as the processor set of processes used to measure and assure the quality of a product and/or workmanship. This encompasses ACHD's oversight of the Developer's/Contracto~'s processes and materials. This includes review of the inspector, sampler, tester and laboratory qualifications (per ACRD Independent Assurance Program defined below); verifying the results of the quality control and process control testing; and inspecting for conformance to plans and specifications. Quality Control (QC) is defined as the actions necessary to produce qua~ty woricmanshp and materials. QC includes, but should no# be limited to, inspection of the production and placement operations, quality contra! and .process control testing and inspection of the finished product. QC is the responsibility of the Developer/Contractor. No separate payment will be made for this work. If quality control testing is not being perfom~ed at the required frequency, ACHD may stop production of work unfil the tests are supplied, or ACRD determines the work can proceed. Quality Control Testing and Process Control Testing are defined as tfie testing and inspections conducted by the DeveloperlContractor to detem~e if the construction materials have been produced and placed in complianc® with the project specifications aruf applicable standards. Process control test~g ~ conducted to demonstrate that the construction materials being produced and used continue to meet the requirements far the product. Independent Assurance Program (IAP) is the process provided by ACHD, through train®d and certified staff, to ensure that all testing is perforated coirectly and testing equipment is functioning and calibrated properly. Acceptanc® is determined by the QA test results, in combination rndttt the assurance that the Developer/Contrac#or has satisfied the specification requirements for materials quality and woricmansfiip, w~h the exception of Page i of 9 Superpave Hot Mix, as specified below. In addition to the specified testing results, visual inspection of the end product is also taken into consideration h~ determining acceptance. Acceptance will be determined by ACRD. All samples required for QA tes#ing will be supplied by the Developer/Contractor to AGH~D. Prior to obtaining a sample for QA testltg, ACRD shall be notified of when and where the sample will be taken from. ACRD will determine ff it needs to witness the obtaining of the QA sample. Superpave Hot Mix acceptance mall be based on ACHD's supplernent to the ISPWC Section 614 under Part 4.2. Construction Test/ng and Inapectlon Respons/bJl/tle: Quality Control A. The Developer/Contractor shad be responsible for the Quality Contro! of all constn~tion processes and materials quality. The Developer/Contractor w~1 be responsible far quality throughout the construction process. Therefore, the Developer/Contractor must ensure that the materials and workmanship provided by themselves, Subcontractors, Suppliers, and Producers mee# all pertinent spedfications. All tests lasted under Quality Control in the Minimum Testing Frequency Table are required for qua('ity control, however only tests listed as Acceptance shall be used in determining pay. B. The Quality Control laboratory must be approved by the Idaho Transportation Department. Ail testing personnel and facilities used by the Developer/Contractor must be currently certified by ttre Western Adiar~ce for Quality Transportation Construction (WAQTC) and by the ACRD I~nd®pendent Assurance Program. All test results must be supplied to ACRD the next working day after the test was performed. All Quality Control tests will be supplied to ACt~D directly from the lab performing the tests. Tests results shall have the ACRD. project/permit number listed and be sequential. C. Quality Control Testing must occur ~ a random frequency and at a rrtraxrr, at the intervals specified in the table provided in the corresponding ISPWC sections. `fhe .Developer/Contractor shall determine the ra~om locations. Upon request, documentation must be supplied showing how the random num~bers/locations were determined by the Developer/Contractor. AA random sampling for ACRD avili be done by the Developer/Contractor and witr~ess®d by an ACRD n~presentative. D. For gradation testing by the Devebper/Contractor during production, ~d~ sample size shall be taken per AASHT4 T2, exc®pt the sample size shad be doubled. The sample obtained shall be split in accordance with AASHTO T248, and half of it shall be .marked with an lD number and tested by the Developer/Contractor. The other half of the sample shall be sealed M a canvas sack or plastic bucket, and marked with the ID number, stored ~ a weather protected .container, and reserved for use in retesting if needed. Material shall be retained until written notification is given by ACRD that it can be discarded.. Page Z of t; E. Acceptance, gradation, binder content and volumetrics for plant mix pavement and/or Superpave Hot Mix asphalt shall be performed on the loose mix sampled from the roadway, haul unit, or an approved sampling method at the Hot Plant. At the start of each protect the location for sampling shall be determined by ACRD and all samples for the project shall be obtained from that determined location. The hot mix sample used for asphalt binder content, gradation and volumetric testing shall be doubled in size. The sample shall be split in accordance with AASHTO R47 and half of the sarr~le shall be used for the appropriate testing. The other hall of the sample shag be sealed in a box, marked with the sample lD number, stored in a weather protected enclosure, and reserved for use in retesting if needed. Material shall be retained anti! written notification is given by ACRD that it can be discarded. Quality Assurance A. ACHD shall oversee the Developer's/Contractor's fulfillment of the QC requirements, and independently verify that the QC test results being submitted by the Developer/Contractor are representative of the workmanship and product qualitty. ACRD will also be responsible for determining general project acceptance based on conformance to the approved plan and specifications. B. ACRD will perform random Quality Assurance testing at the intervals specified in Minimum Testing Frequency table. C. Acceptance of material will ba based on the Quality Assurance test performed by ACHD. if no QA test is performed, acceptance will be based on the QC tests results and inspections as detem~irted by ACHD. D. ACRD will perform random inspections of ma#erial storage and hanttling practices. Dispute Resolution A. The dispute resolution process is to resolve differ®nces between the Deve~riContractor and ~-CHD when a disagreernent regarding the test results occurs. B. When a fai~ng QA test occurs, production may be suspended unto the differences are resolved and ACHD i$ satisfied. C. ACHD may run one or more tests of the split material from the QC process to help resolve differences. D. When ACRD and the DeveloperlContractorsre unable to resolve the differences, a Third Party prequalified independent lab shall be brought in fo verify testing. E. ACHD will hire the Third Party indeperulent lab. if ACHD tests are found to coincide with the independent lab, ACHD will no# grant additional contract time due to any delays in production and the Developer/Contractor sha~M bear the costs associated with the Third Party resolution. Likewise, if the Developers/Cantractorslests are found to coincide with the independenfi lab, Page 3 of 9 ACHD will bear the costs associated with Third Party resolution and wilt grant additional time for any delay caused by this additional testing. F. For hot mix density dispute testing, cores shall be obtained by the Third Party from the same locations as the nuclear gauge tests. Independent .Assurance Program A. ACHD practices the standards ~ the Western Alliance for Quality Transportation Construction (WAQTC). B. ACHD Mdependen# Assurance personnel may observe testers and verify that the equipment and techniques used for the r~uired testing are calibrated and performing accurately, per WAQTC. During construction, it may be necessary far an IAP representative to verify the reliability of the tester by witnessing sampling and testing, and by splitting samples and comparing results. C. All independent testing laboratories to be used shall be pre-qualified by ACRD prior to construction. To request an inspection and certification, contact the ACRD Lab Coordinator at 387-6310 to schedule. La~ratories that are .currently certified by the Idaho Transportation Department (ITD) can .provide ACHD with their current certification as confirmation of qualification. In the event that the lab is ITD certified; a facility inspection by ACHD IAP personnel may still be required. Price Adjustment for Non- Compliant Materials or Products A. When material fails to meet the r®quired specifications, they will be subject to a price adjustment or rejection. ACHD may also request a lengthened warran#y perad. B. ACHD will, in its sole, discretion determine the prime adjustrnent or rejecti~. C. The de#ermined price adjustment or rejection ~ material shall be applied to the quantity of material that is represented by the non-compliant test results, as outlined in the Minimum Testing Frequency table. Minimum Testing Requirements A. The requirements outlined herein are the establ;shed minimum acceptance requirements for materials used in standard applications and paid for under standard bid items. For special provision items, material used in non-standard, non-roadway, temporary app#ications, or small quantities of materials, a~emative materials acceptance requirements will be .determined as discussed herein or as specified in the contract documents, or as otherwise approved by ACHD. Material placed without appropriate testing shall be subject to a price deduction or rejected as det®rmined by ACHD. Page 4 of 9 B. Minimum testing frequencies are included in the Minimum Testing Frequency table. The Developer/Contractor frequencies may only be altered by Change Order approved by ACHD. ACHD may elect to increase its own testing frequency at any time. Testing frequency should be increased when accepting material from newly developed sources or those with varying results. C. Material ~rce approval requir®ments are not listed in this document. AN fiN and aggregate material imported to the pra~ect must be obtained from ACHD or ITD approved materials sources. D. Based on inspection and without regard for testing frequency, ACHD may isoiat® and reject obviously defective material. E. When the material is not listed in the Minimum Testing Frequency table and not identified in the ISPWC, acceptance shaA be determ-fined by ACRD. F. When the material is required by the Contract to meet a given specification, such as ASTM or AASHTO, acceptance of material III, at a minimum, require a manufacturer's certification. A partial list of such material is outlined in the List of Miscellaneous Material Accepted on the Basis of Manufacturer's Fabricator's Certification. Small Quantities A. ACRD may accept small quantities of certain materials without sampling and testing. The determination to accept materials using this provision rest sotety with ACHD. B. The foliovarsng are not eligible for small quantity acceptance: i. Concrete with a spedfied strength of greater than 3000 psi. ii. Paving on the roadway with quantities above 100 ton. C. Materials may be accepted as a small quantity if the estimated quantity is less than the minimum CSC testing frequency. The small quantity exception may be used on pavement items such as; small patches, utility repairs, pavement pieced outside the traveled way (driveways, approaches, mailbox turnouts, asphak sidewalk and curb), and temporary pavement. D. The minimum requirements that must be met for small quantities includes; approved sources, mix des~n, material certificati~s, ~spection, and a core for density acceptance of mainline and intersection pavyng less than 100 tons. Page 5 of 9 W a oa EQ-~ V ~V A x v 'd V m V T 6~ 0 N N 4J rl N h ~ 4 ~ ~~1 rRO ~ .. ~ ~~ p '~ TT 1O~ .~ R ~ ~u ~ ~ p ~ 1^y. ~L t UJ Y ~ y~~ v ~ ~ ~ W ~ ~ CL O. CL p ~ ~ O M m O f~A m A n N O O M~ 1~ ~O-1 N~ m O ~ ~,+ h N N 0 0 f~ N RN N e~i ~ 0 0 N~ N N ~ ®1 yN~ ~ 0 0 I ~ ~ ~ S ~ ~ ~ ~ ~ ~ ,s • SLu u 5 u ~ $ ~~ ~ V $ ~ u a ~ ~ ~ ~ ~~ ~ ^ ~ ~~~ ~ ~ ~ ~ ~ '' E ? E ~ w ~ $ ~i.~ ypt ~ G W W O N g„ ~ ~ U e-1 ~ ~ C~ ~ L ~ C ~ -. O ~1 O ~ is El ~ V ~ ~ x~ ~ ~ ~ y~y $ ~,~~ ~ ~ ~ ~ © Y ~ C ~ ~ yyy..Lr S C (J J l U ii ~ ~ • # ~' ~ ,, `~ m `d ~ ~ ~ ~ ~ ~ a ~ V ~ ~ C .~ L _ ~ ~ ~ d b c ~ ~ ~ ~ t p ^ M ~u c 4 N i~ ~ ~ y8 CS 18 1 . ~ _ ~ ELF ~$ ~ $ U - O N N ~ ~ ~ O h O h O n O h O A - ,C ,~ d t m u o W ~ Ns ~ - -. u Page 6 of 9 W h/y~~ h+1 C7 W V 4 ~ N pN pp RI N fV ~ e0 d1 ~ N N ~ ~ ~ ~ ~yj .~ ~ ~ ~ +~ ~ ~ 60 N rL ~ ~ ~ ~p~ E demo ' *'f ~ a err i b r ~ ..~~ ~ N N ~~°~ 01 Mf m ~ .,~~ e~1 e^~i N ~~°~~ ~ m ~~ .~~'° N N ~ N ooo~a g ~ .~. ~g~ ~ ppp~ ri !Pf °° t~ ~ ~~ ° 5 y i ~ ~ ~ '~ ~ V Wl w o ~ q V F y 1 Q ~~ U Q ~ } 5 8 K a ~ .S w QQ $ O b O. ;~ ~j .-~ 1~ ~ ~'7 ~~ ~ ~ W ~~ a ~ ~ ~ ~ ~ ~, ~ ~ U a ~ ~ ~'i ~ ~ .. ~ ~ ~ ~ `~ ~; V ~ ~ ~-. ~ .f2 ~~~ ~ ~. s ~ ~,_, ~ u t~ er cv eg ~ ~ M ~ ~ l7 '~ N t9 ~ ~! ~ ~, LL ~ ~ rr w ~~p' r 1'3 "~y ~ W w ri ~p~ V '~ ~i ~~.... s ~ ~ ~ ~ ~ ~` a ~ ar ~h ~~t ~ w+ ~ ` e ~ ~C L ~ 2 ~ N ~ ~ eD ~ eNJ l0 ~ ~ ~ ~ Pale 7 of 9 F' V V v A x~ Q .~ ~ a ~ ~ y ~ ~ V` Y Q M r .. . N O F' Y W r N w ~u .~ ~XK~in'eti''~ ~ Z ~ O ~ 0 0 ~O ~ - ' ~ 3 ~~ .+ ~ m .. w '~ ~ ~ ~D '1+ tr! r0 ~' ~ r ~~ ~ ~c ~ .~ .~ ~ ~ ~+ E a ~^ --• ~ 8 ~ ~ ;.b ~~ ~ ~~ ~ o yO~w L ~ u ~ t0 SC ~ ~ ~.. ~ ~ ~ p 8 r/ p u ^ G ~ ~ ~ ~ ~Nt ~ ~ ~ ~. ~. y~ ~ yp~ ~ y ~ " ~ ~t ~~~~ a~~ ~~~~ ` ! ~~n~~' u ~ ~ ~ i ~+ K _X a+ ,~ Si w ~°i ~ ~ a d ~ Y ~ "+ f ~ ~ ~ a w s ~ ~ ~ ~, ~ ~ ~ ti ~ ~ I ~$ ~ .. p 00 6~(J - 1 p e ~~. ~ U Y t~ E b S ~ o ~ o N pY y ~~ 3 f L ~ L T ~ C P i ~+ b E .~ ~ r ~ ! a ;~°a ~~ € ~_ :~ jygy~s~ S ` ~ ~ '~$'~~ '~~~t. ~ ~ K ~L r ~ o ~~~. i~ V :.g~ a ~ .~ e ~ a a ~ x ~~a~~ !~~o= _~~ ~~~_ • ~ Page 8 0# 9 ACRD QC/QA TESTING FREQUENCY TABLE A/ random samplnp for AC:Hb veil be done dY the Oeveksper/CotkrecQor ertd vvtnoned dY an ACHO rapnseMetfve ~t of MkeNlan.ot~ M~t.~ti on at. salt: of MdlIY~Ctllfrr: a. Fa~rlotord a.~s~ol, Bexi Pads and Plates H-Seam Piles &ick and Blocks Mason Illumination Piles and Bases &id a Rail Metal Joint Sealants and Sealers Cement Li uW or Emulsified As It Concrete Admixtures Metal ftelnlorcement Concrete, Ra id Set Paint onl small uantitks less than 15 Ilona t100u) Delineators and Mile is Performance Graded halt dialer Dowel Ban and Tie exs fa Concrete Pavement Pipe Dust Oil Sewer storm and senile Mantwies Electrical Si and Pasts E fes Steel Shell Rli Epoxy Patch Steel Filar Structural Bolts FI ash Timber structural) Geotsxtiles Traffic Si nal Poles and Mast Arms Guard Rail and Posts QC/Q4TESTING FREQUENCYTABLE Page 9 0# 9 Machelle Hill From: Sonya Wafters Sent: Wednesday, March 20, 2013 2:11 PM To: Machelle Hill; Jacy Jones Subject: FW: Victory Road Cooperative Agreement Attachments: Victory Cooperative Agreement 3-27-13.pdf Please add this to the Red Wing PP file...thx From: Caleb Hood Sent: Tuesday, March 19, 2013 9:53 AM To: Sonya Waters Subject: FW: Victory Road Cooperative Agreement For the file. Thanks. Caleb From: Christy Little [mailto:Clitle@achdidaho.org] Sent: Tuesday, March 19, 2013 9:37 AM To: Caleb Hood Subject: Victory Road Cooperative Agreement Caleb -Please see the attached memo and cooperative agreement for the Victory Road project, east of SH-69. This agreement and project were referenced in the ACHD report for the subdivision also. Christy Christy Little Program Administrator Development Services (208)387-6144