Interagency Agmt with ACHD for Water Valve ReplacementsINTERAGENCY AGREEMENT BETWEEN ADA COUNTY HIGHWAY DISTRICT AND
CITY OF MERIDIAN FOR REPLACEMENT OF WATER VALVE LIDS
ACHD OVERLAY PROJECTS
ACHD PROJECT N0.712005
ACHD PROJECT N0.713033
THIS AGREEMENT made and entered into this ~ da of ~, , 2013, by and
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between the ADA COUNTY HIGHWAY DISTRICT, by and throu its Board of
Commissioners hereinafter called DISTRICT or ACRD, as first party, and the CITY OF
MERIDIAN, a municipal corporation, by and through its Mayor and City Council hereinafter
called MERIDIAN as second party, both parties being a body politic and corporate of the State
of Idaho.
RECITALS
WHEREAS, ACHD is a single county-wide highway district, a public entity, organized
and existing pursuant to Idaho Code Title 40, Chapter 14, as amended and supplemented, with
the exclusive jurisdiction, and authority to maintain, improve, regulate, and operate publicrights-
ofway inAda County.
WHEREAS, City is a public entity organized and operating pursuant to Idaho Code
Title 50, as amended and supplemented. City is a municipal corporation with jurisdiction,
authority and police power to regulate and control municipal activities within the City.
WHEREAS, Idaho Code § 67-2332 provides that one or more public agencies may
contract with any one or more other public agencies to perform any governmental service,
activity, or undertaking which each public agency entering into the contract is authorized by law
to perform, provided that such contract is authorized by the governing body of each party and
that such contract shall set forth fully the purposes, powers, rights, objectives and responsibilities
of the contracting parties.
WHEREAS, the DISTRICT and MERIDIAN desire to undertake a joint effort to share
certain tasks and costs of certain overlay projects, collectively referred to herein as
"PROJECTS", and such PROJECTS are identified as follows:
2014 Federal Aid Overlays -ACHD Project No.713033, Cherry Lane, from Ten Mile
Road to Linder Road; Fairview Avenue, Main Street to Locust Grove Road; and
Franklin Road, From Linder Road to Main Stret.
2013 Federal Aid Overlays -ACHD Project No. 712005, Locust Grove Road, from
Victory Road to Peacock Street.
WHEREAS, the DISTRICT is willing to accommodate MERIDIAN'S request by
arranging for the replacement and installation of water valve lids for MERIDIAN' S water system
("MERIDIAN WORK") as part of the PROJECTS so long as the DISTRICT receives assurances
that the DISTRICT will be fully reimbursed for all costs and expenses it incurs as a result of the
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MERIDIAN WORK within the PROJECTS, including but not limited to, costs for changed
conditions, plan errors and omissions, and delays attributable to the water valve lid design,
replacement and installation.
NOW, THEREFORE, in consideration of the foregoing premises, mutual covenants and
agreement herein contained, the parties hereto agree as follows:
1. DISTRICT SHALL:
a. Be the party responsible for soliciting, receiving, and opening of bids and for executing
and administering construction contracts for the LOCAL PROJECTS, and be the
SPONSOR for FEDERAL AID PROJECTS, hereina~er referred to as
"CONTRACTS", and the MERIDIAN WORK;
b. Provide MERIDIAN with a complete set of combined bid documents for the
PROJECTS and the MERIDIAN WORK ;
c. Furnish MERIDIAN with an abstract of all bids received for the MERIDIAN WORK,
and obtain MERIDIAN' S concurrence for the award of the MERIDIAN WORK prior to
making such award;
d. Make monthly progress payments and the final CONTRACTS' payment to the
Contractor(s) in conformance with the terms of the construction CONTRACTS;
e. Submit to MERIDIAN a copy of each Contractor(s) progress payment estimate for the
MERIDIAN WORK, as such estimates are approved by DISTRICT aver obtaining
MERIDIAN'S concurrence regarding the MERIDIAN WORK ,together with an
invoice earned by and to be paid to Contractor(s);
2. MERIDIAN SHALL:
a. Be the party responsible to provide the inspection of all MERIDIAN WORK, including
water valve lids replaced and installed under the CONTRACTS and provide copies of
appropriate tests and diaries to the DISTRICT Project Representative. Any field survey
and grade control required for MERIDIAN WORK under the CONTRACTS shall be
provided by MERIDIAN;
b. Provide DISTRICT with special provisions, and unit bid quantities for the MERIDIAN
WORK to be included in the bid documents for the CONTRACTS (all work required
for the water valve lids to be performed in conformance with the most current edition of
the Idaho Standards for Public Works Construction (ISPWC) and the City of Meridian
Supplemental Specifications to the ISPWC);
c. Remit to DISTRICT, within thirty-five (35) calendar days after the date of invoice
therefore, all funds for which MERIDIAN is responsible pursuant to the approved final
CONTRACTS' payment estimate;
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d. Remit to DISTRICT within thirty-five (35) calendar days after the date of invoice
therefore, all funds for which MERIDIAN is responsible pursuant to this Agreement;
e. Reimburse the DISTRICT, up to a maximum of five (5) percent of the construction
costs for all additional costs incurred by the DISTRICT associated with the MERIDIAN
WORK, including overhead and benefits, project administration, and soils work
required solely for the replacement and installation of the water valve lids;
f. Reimburse the DISTRICT for mobilization, traffic control, flagging, detours, and
weekly meetings on a prorated basis. The prorated basis for the above items will be
calculated using the percentage of the MERIDIAN WORK as it relates to the total
Projects' construction costs;
g. Be liable for the cost of repairing any failures attributable to the water valve lids, and be
liable for and indemnify the DISTRICT for any and all costs and damages resulting
from any such failures; and
h. Reimburse DISTRICT for all other actual costs attributable to the MERIDIAN WORK
including the replacement and installation of the water valve lids, including the 7.34%
match for federal funds on FEDERAL AID PROJECTS, or to the removal of any or all
items from the Contract that are associated with the replacement and installation of the
water valve lids.
3. THE PARTIES HERETO FURTHER AGREE THAT:
a. In accordance with Idaho Code § 67-2332, the purposes, powers, rights, and objectives
of each of the parties are as set forth in the Recitals above. Each of the Recitals above
are incorporated into the body of this Agreement.
b. The CONTRACT amount for MERIDIAN'S portion of the PROJECTS to be
reimbursed to DISTRICT by MERIDIAN shall be based on the actual quantities of
work acceptably performed, and/or, installed and paid for pursuant to the unit, and/or
lump sum prices established in the CONTRACTS;
c. MERIDIAN'S approval will be required for any change order work involving the
MERIDIAN WORK;
d. Prior to commencement of work by the Contractor, the parties will, together with the
Contractor(s), inspect each entire PROJECT for the purpose of reviewing the
PROJECTS to locate and note any unstable areas and resolve any items of concern or
misunderstanding;
e. This Agreement may not be enlarged, modified, amended or altered except in writing
signed by both of the parties hereto;
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f. 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;
g. Should either party to this Agreement be required to commence legal action against the
other 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;
h. 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
i. This Agreement shall be binding upon and inure to the benefit of the personal
representatives, heirs and assigns of the respective parties hereto.
j . Nothing in this Agreement shall be construed to be an indebtedness or liability in
violation of Article VIII, Section 3 of the Idaho Constitution.
k. The validity, meaning, and effect of this Agreement shall be determined in accordance
with the laws of the State of Idaho.
1. This Agreement and any 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 the other in any manner by any representations,
warranties, covenants and agreements except as specifically set forth herein.
m. The promises, covenants, conditions, and agreements herein contained shall be binding
on each of the parties hereto and on all parties and all persons claiming under them or
any of them; and the rights and obligations hereof shall inure to the benefit of each of
the parties hereto and their respective successors and assigns.
n. If any part of this Agreement is held to be illegal or unenforceable by a court of
competent jurisdiction, the remainder of this Agreement shall be given effect to the
fullest extent reasonably possible.
o. The failure of a party to insist on the strict performance of any provision of this
Agreement or to exercise any right or remedy upon a breach hereof shall not constitute
a waiver of any provision of this Agreement or limit such party's right to enforce any
provision or exercise any right. 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 ACRD and MERDIAN.
p. The headings used in this Agreement are used for convenience only and are not to be
considered in construing or interpreting this Agreement.
q. This Agreement may be executed in two or more counterparts, each of which shall be
deemed an original, but both of which together shall constitute one and the same.
r. The parties hereto agree that nothing herein contained shall be construed to create a
joint venture, partnership, or other similar relationship which might subject any party to
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liability for the debts and/or obligations of the others, except as otherwise expressly
agreed in this Agreement.
s. Time shall be of the essence for all events and obligations to be performed under this
Agreement.
IN WITNESS HEREOF, the parties hereto have executed this Agreement on the day and
year herein first written.
ATTEST: ADA COUNTY HIGHWAY DISTRICT
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By.
a M. Baker President, Board of
Director Commissioners
ATTEST: CITY OF MERIDIAN
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Jaycee ~ olman ~~~' Tamp de
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STATE OF IDAHO )
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COUNTY OF ADA )
On this 3~ da of ,,~ 201 before me a not ublic in
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and for said state, personally appeared SARA M. BAKER and BRUCE S. WONG,
PRESIDENT of the ADA COUNTY HIGHWAY DISTRICT BOARD OF COMMISSIONERS
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and DIRECTOR of the ADA COUNTY HIGHWAY DISTRICT, respectively, and known to me
to be the persons whose names are subscribed to the within instrument, and acknowledged to me
that they executed the same for and on behalf of said highway district.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year first above written.
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STATE OF IDAHO
COUNTY OF ADA
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Notary ubl' for Idaho
Residing at o ~~~ ,Idaho
My commission expires: ~ • ~ • ZD ~~-
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On this ~ da of ~~, before me, the undersi ed,
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personally appeared TAMMY DE WEERD and JAYCEE HOLMAN, Mayor and City Clerk
respectively of MERIDIAN CITY, a municipal corporation, known to me to be the persons
whose names are subscribed to the within instrument, and acknowledged to me that they
executed the same for and on behalf of said corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year first above written.
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