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HomeMy WebLinkAboutIGA Table Rock Road Waterline expansion 411( INTERGOVERNMENTAL AGENCY AGREEMENT for TABLE ROCK ROAD CONTRACT ADMINISTRATION Thistee ent, hereinafter referred to as "Agreement," is made and entered into this I Sfi day of � )( l 2005,byand between the Countyof Jackson, Board of Commissioners, herein � after referred o as "County" and the City of Central Point, hereinafter called"City." 1. STATUTORY AUTHORITY A. In accordance with and pursuant to the provisions of ORS Chapter 190,entitled "INTERGOVERNMENTAL COOPERATION,"the County is authorized to jointly provide for the performance of a function or activity in cooperation with a "unit of local government" that includes a commission or other governmental authority in Oregon. By acceptance of this Agreement,the City certifies that it meets the above criteria for eligibility for such cooperation with the County. B. As a result of this Agreement and pursuant to ORS 190.030, any unit of local government,consolidated department, intergovernmental entity or administrative officers designated herein to perform specified functions or activities is vested with all powers, rights and duties relating to those functions and activities that are vested by law in each separate agency to the Agreement, its officers and agencies. 2. RECITAL A. The County provides road improvement projects on roads throughout the County and the City from time to time finds it cost effective and advantageous to accomplish work through a County contract when mutually agreed. B. It will benefit both agencies for the improvement projects to be joined and will promote efficiencies and effectiveness on projects . 3. COOPERATION AND SERVICES TO BE SHARED A. County Responsibilities: i. The County shall, in agreement with officials from the City Public Works Department, agree to install the"Table Rock Road Waterline Extension" and provide contract administration activities on the Table Rock Road Contract#219. ii. Jackson County Roads has received bids and the bid amount for Bid Schedule"B" (Waterline Work) is $555,602.00. County will manage the contract to construct the "Table Rock Road Waterline Extension" project pursuant to state and County contract and procurement rules and in accordance to industry standards. However, County will not be responsible to provide any funding to or in addition to the $555,602.00 allocated to the said project. iii. The County shall provide the City with detailed monthly bills pertaining to the work performed by the contractor for the City. B. City Responsibilities: i. The City shall, in agreement with officials from the County Road Department, agree to inspect the construction work. ii. The City shall, in agreement with officials from the County Road Department, agree to review the monthly detailed billings. The City will only approve payment for the bid item work plus any authorized change orders related to the Bid Schedule "B" "Table Rock Road Waterline Extension." iii. The City shall reimburse the County for work perform to install Bid Schedule"B" "Table Rock Road Waterline Extension" under Contract#219 for the City within 30 days of receipt of monthly billings. 4. INSURANCE The County shall, throughout the term of this Agreement,keep in force adequate insurance to guard against liability or other claims resulting from work performed. The City shall,throughout the term of this Agreement,keep in force adequate insurance to guard against liability or other claims resulting from work performed. Each agency's insurance shall provide primary coverage responsibility for its own crews when in the course of performing work for which a claim arises, regardless of the physical location where the incident occurs. 5. LIMITATIONS OF LIABILITY Both agencies agree that each agency shall not be subject to claim, action or liability arising in any manner whatsoever out of any act or omission, interruption or cessation of services by the other agency under this Agreement. Each agency shall not be liable or responsible for any direct, indirect, special or consequential damages sustained by the other agency to this Agreement, including, but not limited to, delay or interruption of business activities that may result in any manner whatsoever from any act or omission, interruption or cessation of services. 6. INDEMNIFICATION Subject to the limitations and conditions of the Oregon Tort Claims Act, ORS 30.260 et seq., and Article II, Section 7 of the Oregon Constitution, each agency to this Agreement shall be solely responsible for its own actions and/or failure to act and shall indemnify and hold the other agency harmless from any liability, cost or damage arising therefrom. The County shall indemnify and hold the City harmless for any loss or damage caused by third parties or by any condition of County-owned property. The provisions of this paragraph shall survive the expiration or sooner termination of this Agreement. 7. TERM OF AGREEMENT This Agreement shall begin when signed and shall continue until the County notifies the City or the City notifies the County that upon 30 days written notice the agreement will terminate. This Agreement may be terminated by mutual consent of both parties or by either party upon 30 days notice, in writing, and delivered by certified mail or in person. Any termination of this Agreement shall be without prejudice to any other obligations or liabilities of either party already accrued prior to such termination. 8. MODIFICATIONS OF THIS AGREEMENT A. This Agreement may be amended, by written Amendment that is attached and included as part of the Agreement when properly signed by both agencies. B. The County, shall not assign or otherwise transfer its interest in this Agreement. C. This Agreement shall be construed and enforced in accordance with the laws of the State of Oregon. 1 D. This Agreement shall not become effective until both agencies hereto have executed this Agreement. E. This Agreement contains the entire agreement between the agencies hereto and supersedes any and all prior express and/or implied statements, negotiations and/or agreements between the agencies,either oral or written. • 9. TERMINATION A. For Cause County may terminate or modify this Agreement, in whole or in part,effective upon delivery of written notice to City or at such later date as may be established by County, under any of the following conditions: i. If the County funding from federal, state, or other sources is not obtained and continued at levels sufficient to allow for the performance of the Agreement; ii. If federal or state regulations or guidelines are modified, changed,or interpreted in such a way that the performance is longer allowable or appropriate or are no longer eligible for the funding proposed for payments authorized by this Agreement. B. For Default or Breach i. Either County or City may terminate this Agreement in the event of a breach of the Agreement by the other. Prior to such termination the party seeking termination shall give to the other party written notice of the breach and intent to terminate. If the party committing the breach has not entirely cured the breach within 15 days of the date of the notice, or within such other period as the party giving the notice may authorize or require, then the Agreement may be terminated at any time thereafter by a written notice of termination by the party giving notice. ii. The rights and remedies of the County provided in this subsection B are not exclusive and are in addition to any other rights and remedies provided by law or under this Agreement. C. Obligation/Liability of Parties Termination or modification of this Agreement pursuant to subsections A. or B. above shall be without prejudice to any obligations or liabilities of either party already accrued prior to such termination or modification. 10. AVAILABILITY OF FUNDS Notwithstanding any other provision of the Agreement to the contrary: In the event insufficient funds are appropriated for the payments under this Agreement and the County has no other lawfully available funds, then the County may terminate this Agreement at the end of its current fiscal year,with no further liability or penalty to City. The County shall deliver written notice to the City of such termination no later than thirty(30) days from the determination by the County of the event of non-appropriation. IN WITNESS WHEREOF, the agencies hereby enter into this Agreement. Each agency, by signature below of its authorized representative, hereby acknowledges that it has read this Agreement, understands it and agrees to be bound by its terms and conditions. Each person signing this Agreement represents and warrants to have authority to execute this Agreement. JACKSON COUNTY: CITY OF CENTRAL POINT Susan E. Slack ( Name County Administrator 10 So. Oakdale Title Medford, OR 97501 OVED AS TO FORM: County Counsel 6/4°5 Date