2008.03.18 Special Finance Committee Meeting AgendAGENDA
Special Finance Committee Meeting
Council Chambers, Public Safety Complex
250 5th Avenue North, Edmonds
March 18, 2008
6:30 p.m.
The City Council Committee meetings are work sessions for the City Council and staff only. The meetings are open to the
public but are not public hearings.
Finance Committee
1. AM-1473
(15 Min)
Interlocal Agreement with Lynnwood for Olympic View Drive Fiber Optic Conduit and Storm Drainage
Improvements.
2.Adjourn
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AM-1473 1.
Olympic View Drive Fiber Optic Conduit and Storm Basin Improvements
Special Finance Committee Meeting
Date:03/18/2008
Submitted By:Dan Clements, Administrative Services Time:15 Minutes
Department:Administrative Services Type:Action
Committee:Finance
Information
Subject Title
Interlocal Agreement with Lynnwood for Olympic View Drive Fiber Optic Conduit and Storm
Drainage Improvements.
Recommendation from Mayor and Staff
Approve revised interlocal agreement with the City of Lynnwood.
Previous Council Action
In 2003 the City Council approved an agreement with the City of Lynnwood for street, water, and
sewer improvements on Olympic View Drive.
Narrative
In 2003 the City approved an interlocal agreement with the City of Lynnwood for street, water, and
sewer improvements along Olympic View Drive. As part of this project Lynnwood is also
installing fiber optic conduit for their use. Lynnwood will bid and manage the project.
This revised contract would allow for the inclusion of fiber optic conduit and storm water
improveements for the City of Edmonds, if costs of the improvements are acceptable to the City.
Funding would be from utility sources.
Fiscal Impact
Attachments
Link: OVD_Interlocal
Form Routing/Status
Route Seq Inbox Approved By Date Status
1 City Clerk Sandy Chase 03/14/2008 07:53 AM APRV
2 Mayor Gary Haakenson 03/14/2008 09:32 AM APRV
3 Final Approval Sandy Chase 03/14/2008 09:35 AM APRV
Form Started By: Dan
Clements
Started On: 03/13/2008 05:21
PM
Final Approval Date: 03/14/2008
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AMENDED AGREEMENT: March 14, 2008
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Interlocal Cooperation Agreement for
OLYMPIC VIEW DRIVE WATER MAIN, SEWER/DRAINAGE
LATERALS, & FIBER OPTIC CONDUIT INSTALLATION
DESIGN AND CONSTRUCTION
between
THE CITY OF EDMONDS
and
THE CITY OF LYNNWOOD
THIS INTERLOCAL AGREEMENT (hereinafter, “the Agreement”) is entered into
under the authority of the Interlocal Cooperation Act, Chapter 39.34 RCW, between the City of
Edmonds (hereinafter “EDMONDS”), a municipal corporation organized under the laws of the
State of Washington, and the City of Lynnwood (hereinafter “LYNNWOOD”), a municipal
corporation organized under the laws of the State of Washington (collectively “the Parties”), to
provide for the design and construction of the EDMONDS Olympic View Drive Water Main
Installation project, installation of sewer/drainage laterals, and installation of fiber optic conduit
in conjunction with the design and construction of the LYNNWOOD Olympic View Drive
Improvements (76th Avenue West to 168th Street SW) project, and to define the Parties’
respective rights, obligations, costs and liabilities regarding this undertaking.
RECITALS
WHEREAS, Chapter 39.34 RCW authorizes two or more political subdivisions or units
of local government of the State of Washington to cooperate on a basis of mutual advantage to
provide for services and facilities; and
WHEREAS, the EDMONDS 2002 Water Comprehensive Plan identifies a requirement
to install 8-inch ductile iron pipe water main, fire hydrants, and appurtenances on Olympic View
Drive from 76th Avenue West to 181st Place SW, and from 180th Street SW to 174th Street SW,
and
WHEREAS, LYNNWOOD is presently designing their Olympic View Drive
Improvements project to widen the roadway and provide sidewalks and bike lanes on Olympic
View Drive from 76th Avenue West to 168th Street SW; and
WHEREAS, there are approximately thirteen private properties in EDMONDS located
along Olympic View Drive between 76th Avenue West and 168th Street SW that are not presently
connected to a sanitary sewer system, and
WHEREAS, it is likely that the septic systems for these properties will fail in the future,
and it will become necessary to construct sewer laterals to connect them to the LYNNWOOD
sewer trunk line on Olympic View Drive, and
WHEREAS, the Parties have agreed that the sewer laterals to be constructed pursuant to
this Agreement will extend from the existing sewer main to up to 10 feet beyond the right of
way, where they will be capped and available for future connection by the owners of the private
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AND
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AMENDED AGREEMENT: March 14, 2008
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properties located as indicated in Exhibit A, but that the actual connections by the private
property owners and the design standards for such private connections will be addressed
separately from this Agreement, and made pursuant to the 1982 “Agreement for Joint Use of
Sanitary Sewerage Facilities between City of Edmonds and City of Lynnwood, Trunk-
Treatment-Disposal”; and
WHEREAS, as part of its efforts to move to “smart” water metering, public safety
wireless communication, and other municipal uses, EDMONDS seeks to install underground
fiber optic cable along Olympic View Drive; and
WHEREAS, integrating EDMONDS’ new water main, sewer/drainage laterals, and fiber
optic conduit installation into LYNNWOOD’s construction process for the Olympic View Drive
Improvements project would be more expedient, less expensive, and less disruptive to the public
than undertaking the projects separately; and
WHEREAS, the Parties mutually desire to establish a formal arrangement under which
EDMONDS will pay LYNNWOOD a specified sum in exchange for LYNNWOOD’s
construction of the EDMONDS water main, sewer/drainage laterals, and fiber optic conduit; and
WHEREAS, LYNNWOOD has selected a qualified design consultant through a
competitive process for their roadway improvements, it therefore becomes more expedient, less
expensive, and more efficient for EDMONDS to select and separately contract with the same
consultant for the design services needed for their water main, sewer/drainage, and fiber optic
improvements, and
WHEREAS, the Parties desire to enter into this Agreement for the purpose of defining
their respective rights, obligations, costs and liabilities regarding this undertaking; and
WHEREAS, the City Councils of the City of Edmonds and the City of Lynnwood have
taken appropriate action to approve their respective City’s entry into this Agreement;
NOW, THEREFORE, in consideration of the terms, conditions and covenants contained
herein, the Parties agree as follows:
TERMS
Section 1. Purpose. The purpose of this Agreement is to establish a formal arrangement
under which EDMONDS will pay LYNNWOOD to construct the EDMONDS Olympic View
Drive water main, sewer/drainage laterals, and fiber optic conduit in conjunction with
LYNNWOOD’s design and construction of the proposed LYNNWOOD Olympic View Drive
Improvements (collectively, “the Project”). The terms, conditions, and covenants of this
Agreement shall accordingly be interpreted to advance the new Olympic View Drive water main
and sewer laterals installation purpose. This Agreement further seeks to allocate and define the
Parties’ respective rights, obligations, costs and liabilities concerning the establishment,
operation and maintenance of this undertaking.
Section 2. Term. This Agreement shall be effective upon execution by the Parties
hereto. Unless terminated in accordance with Section 3, this Agreement shall remain effective
until the sooner of the following events: (a) EDMONDS’ written acceptance of all infrastructure
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AMENDED AGREEMENT: March 14, 2008
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provided pursuant hereto, or (b) December 31, 2010, when it shall expire automatically. The
Parties may at their option renew this Agreement for a mutually agreed upon term by a writing
signed by both Parties.
Section 3. Termination. Either Party may terminate this Agreement with or without
cause by providing the other Party with 30 days written notice of its intent to terminate.
Termination or expiration shall not alter the EDMONDS payment obligations under Section 6
for services already rendered and shall not alter the Parties’ respective obligations under Section
9 and Section 13 of this Agreement.
Section 4. Obligations of EDMONDS. EDMONDS agrees to:
A. Provide periodic payments to LYNNWOOD to reimburse LYNNWOOD for its
costs in constructing the EDMONDS Olympic View Drive water main,
sewer/drainage laterals, and fiber optic conduit pursuant to Section 6 of this
Agreement.
B. Respond promptly to information requests submitted by LYNNWOOD or its
agents regarding the new water main, sewer/drainage laterals, and fiber optic
conduit.
C. Review and approve plans and specifications prepared by the consultant for the
water main, sewer/drainage laterals, and fiber optic conduit installation. Approval
shall not be unreasonably withheld.
D. Provide (apply for and obtain) City of Edmonds permits for water main,
sewer/drainage laterals, and fiber optic conduit work within the City of Edmonds
at no cost to LYNNWOOD. Provided, that nothing herein shall be construed as
waiving or otherwise abridging the City of Edmonds regulatory authority for
work within the City of Edmonds.
E. Obtain Temporary Construction Easements from all property owners adjacent to
new sewer lateral locations to allow the laterals to be extended beyond the right-
of-way line.
F. Provide timely review of utility designs prepared by their consultant, and
complete final design by the timelines established by Lynnwood to meet their
construction bidding schedule.
G. Obtain Bid Award concurrence from the EDMONDS City Council in accordance
with section 7 within 45 days of the bid opening. If EDMONDS City Council
fails to act within the 45 day time period, LYNNWOOD has the option to
eliminate the EDMONDS work schedules from the contract.
Section 5. Obligations of LYNNWOOD. LYNNWOOD agrees to:
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AMENDED AGREEMENT: March 14, 2008
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A. Incorporate the EDMONDS Olympic View Drive water main, sewer/drainage
laterals, and fiber optic conduit design into the LYNNWOOD design for roadway
improvements
B. Assume responsibility for constructing the new Olympic View Drive water main,
sewer/drainage laterals, and fiber optic conduit in accordance with the design
plans approved by EDMONDS (including but not limited to securing all
necessary consultants, contractors, and subcontractors). All construction
contracts shall be procured through a formal competitive bidding process
consistent with applicable State law. LYNNWOOD shall be solely and
exclusively responsible for ensuring the compliance of said bidding process with
all applicable procedures required under state and local regulations.
C. Submit to EDMONDS written invoices for payment in accordance with Section 6.
Include copies of invoices from contractors, clearly indicating the EDMONDS
portion of the invoices. Provide EDMONDS a brief written progress report with
each invoice, describing in reasonable detail all work performed on the new water
main, sewer/drainage laterals, and fiber optic conduit during the period covered
by the invoice.
D. Assume lead agency status and sole responsibility for applying for and obtaining
any and all regulatory permits necessary to complete the new water main,
sewer/drainage laterals, and fiber optic conduit in conjunction with the
LYNNWOOD Olympic View Drive Improvements, including but not limited to
SEPA and building permits.
E. Provide EDMONDS personnel reasonable access to the Project’s construction
area for purposes of monitoring the progress of work performed on the new water
main, sewer/drainage laterals, and fiber optic conduit.
F. Respond promptly to information requests submitted by EDMONDS or its agents
regarding the Project.
Section 6. Payment Schedule. The Parties agree to the following billing and payment
schedule:
A. For each outside construction contract expense incurred by LYNNWOOD
regarding the Project, LYNNWOOD shall within 30 days submit an invoice to
EDMONDS for the EDMONDS share of said expense for the new water main,
sewer/drainage laterals, and fiber optic conduit. Said invoice shall contain a
reasonably detailed explanation of the methodology utilized by LYNNWOOD in
calculating the EDMONDS share of each expense. Contracts for construction
shall provide for separate bid schedules, or other means to clearly identify the
EDMONDS portion of the Project cost for the new water main, sewer/drainage
laterals, and fiber optic conduit.
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AMENDED AGREEMENT: March 14, 2008
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B. Within 30 days of receiving any invoice pursuant to subsection 6.A, EDMONDS
shall tender payment to LYNNWOOD in the form of a check, money order or
other certified funds for the invoiced amount; PROVIDED, that the total payment
by EDMONDS for invoices submitted by LYNNWOOD shall not exceed
$575,000 (plus 8.5 % of actual direct construction contract cost for construction
management and administration per Section 6.C) for construction of the water
main, $345,000 (plus 8.5 % of actual direct construction cost for construction
management and administration per Section 6.C) for construction of the
sewer/drainage laterals, and the actual cost of the change order or bid response for
the fiber optic conduit (plus 8.5 % of actual direct construction cost for
construction management and administration per Section 6.C) without prior
written approval by EDMONDS for each expense incurred in excess of said
amount. LYNNWOOD shall inform EDMONDS in writing in advance if
expenditures necessary to complete the water main and sewer/drainage laterals
installation are expected to exceed these amounts. In the event that the start of
construction (award of construction contract) for the new Edmonds utilities is
delayed for a period in excess of two years from the date of signing of this
agreement, the parties agree that the not-to-exceed construction cost amounts
stated in paragraph 6B will be increased based on 90% of the Department of
Labor Consumer Price Index for the Seattle metro area, for each year the project
start is delayed beyond the two year period.
C. Recognizing that LYNNWOOD shall be reimbursed for their costs of
incorporating the EDMONDS utilities work into the construction contract for the
LYNNWOOD roadway improvement project, EDMONDS agrees to pay
LYNNWOOD an amount equal to 8.5% of the actual construction contract cost
for the EDMONDS utilities work for all Construction Management (including
resident engineer, inspection, materials testing, etc.) and additional in-house
administrative costs incurred by LYNNWOOD to accomplish the construction of
the new water main, sewer/drainage laterals, and fiber optic conduit in
conjunction with the LYNNWOOD Olympic View Drive Improvements. This
amount will be invoiced by LYNNWOOD and paid by EDMONDS as an 8.5%
markup on construction contractor invoices submitted to EDMONDS for payment
in accordance with Section 6B above.
D. In the event that the Parties disagree regarding the EDMONDS share of any
expense incurred by LYNNWOOD regarding the Project, the Parties may agree to
submit the question for resolution by a mediator or arbitrator acceptable to both
Parties.
Section 7. Construction Bid Acceptance. Upon opening of construction bids,
LYNNWOOD shall obtain concurrence from EDMONDS prior to award of the water main,
sewer/drainage laterals, and fiber optic conduit portion of the construction contract. Within 15
days after bid opening and prior to acceptance of the bid and award of a contract, LYNNWOOD
shall inform EDMONDS of its financial responsibility. Concurrence with bid award by
EDMONDS shall be within thirty (30) days of receipt of notice of the bid amounts and
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AMENDED AGREEMENT: March 14, 2008
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EDMONDS financial responsibility. EDMONDS agrees to, if contract award is authorized in a
bid amount acceptable to their City Council, to authorize an additional 10% of the contract award
amount for the EDMONDS utilities work as a construction contingency, subject to the change
order authorization limitations in Section 8. The EDMONDS Public Works Director is
authorized to determine the water main and/or sewer/drainage lateral and/or fiber optic conduit
bid items/schedules, or combinations thereof, for which a contract will be awarded, provided that
the total cost does not exceed the limits established in Section 6.
Section 8. Construction Change Orders. The following change order authorizations are
hereby established:
A. The LYNNWOOD resident engineer may authorize change order requests up to
$2,000 per change order and shall immediately provide a copy of the change order
authorization to the EDMONDS City Engineer.
B. The LYNNWOOD Public Works Director, with the prior written concurrence of
the EDMONDS City Engineer, may authorize change order requests up to
$10,000 per change order.
C. The Mayor of LYNNWOOD, with the prior written concurrence of the Mayor of
EDMONDS, may authorize change order requests up to $50,000 per change
order.
D. Change order requests exceeding $50,000 per change order will be reviewed by
the respective City Councils of LYNNWOOD and EDMONDS for approval or
denial, and any such approval shall require the concurrence of both City Councils.
E. In no event shall the total aggregate amount of change orders cause the total
construction cost to exceed the maximum amounts in Section 6, without prior
written approval by EDMONDS.
F. Change orders involving a change in scope shall have the scope change
authorized in writing by EDMONDS, and be subject to the 8.5% LYNNWOOD
construction management and administration fee in Section 6.C.
Section 9 Construction Claims and Disputes. In the event construction claims for
additional payment are made by the construction contractor and/or disputes result, LYNNWOOD
will endeavor to resolve the claims/disputes and obtain EDMONDS approval prior to finalizing
resolution. EDMONDS will assist in resolving claims/disputes as necessary. Financial
responsibility for legitimate construction claims/disputes arising from water main,
sewer/drainage lateral, or fiber optic conduit construction for EDMONDS shall be the sole
responsibility of EDMONDS. In the event such claims exceed the financial parameters
established in Section 6, EDMONDS will authorize additional funding to cover the cost of the
claim/dispute.
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AMENDED AGREEMENT: March 14, 2008
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Section 10. Construction Project Acceptance. Upon satisfactory completion of the
water main, sewer/drainage lateral, and fiber optic conduit work, resolution of all claims for
additional payment, completion of all contract closeout documents and agreement between
LYNNWOOD and the contractor regarding the final contract quantities for the water main,
sewer/drainage laterals, and fiber optic conduit portions of the project, LYNNWOOD shall
recommend final acceptance to the EDMONDS City Engineer. Approval by the EDMONDS
City Council shall be the responsibility of EDMONDS staff.
Section 11. Ownership and Disposition of Property. The new water main and
appurtenances constructed pursuant to this Agreement shall become and remain the exclusive
property of EDMONDS upon completion. The new sewer/drainage laterals (and collectors where
applicable) constructed pursuant to this Agreement, from the edge of the right-of-way to the
point of connection to the LYNNWOOD sewer trunk line or the roadway drainage system as
applicable, shall become and remain the exclusive property of EDMONDS upon completion.
The new fiber optic conduit and appurtenances constructed for Edmonds pursuant to this
Agreement shall become and remain the exclusive property of EDMONDS upon completion.
The Olympic View Drive street improvements constructed shall become and remain the
exclusive property of LYNNWOOD upon completion.
Section 12. Administration; No Separate Entity Created. Pursuant to RCW 39.34.030,
the parties hereby appoint a Contract Administrator who will be responsible for administering
this Agreement, and at the direction of the parties, this Contract Administrator shall take such
action as is necessary to ensure that this Agreement is implemented in accordance with its terms.
The parties hereby designate the LYNNWOOD Public Works Director, or his designee, as the
Contract Administrator for this Agreement. No separate legal entity is formed by this
Agreement.
Section 13. Release, Indemnification and Hold Harmless Agreement. Each Party to this
Agreement shall be responsible for its own negligent and/or wrongful acts or omissions, and
those of its own agents, employees, representatives or subcontractors, to the fullest extent
required by laws of the State of Washington. Each Party agrees to protect, indemnify and save
the other Party harmless from and against any and all such liability for injury or damage to the
other party or the other Party’s property, and also from and against all claims, demands, and
causes of action of every kind and character arising directly or indirectly, or in any way incident
to, in connection with, or arising out of work performed under the terms hereof, caused by its
own fault or that of its agents, employees, representatives or subcontractors.
Each party specifically promises to indemnify the other party against claims or suits
brought under Title 51 RCW by its own employees, contractors, or subcontractors, and waives
any immunity that each party may have under that title with respect to, but only to, the limited
extent necessary to indemnify the other party. This waiver has been mutually negotiated by the
parties. Each party shall also indemnify and hold the other party harmless from any wage,
overtime or benefit claim of any of the first party's employees, agents, representatives,
contractors or subcontractors performing services under this Agreement. Each party further
agrees to fully indemnify the other party from and against any and all costs of defending any
such claim or demand to the end that the other party is held harmless therefrom.
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AMENDED AGREEMENT: March 14, 2008
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Section 14. Governing Law and Venue. This Agreement shall be governed by the laws
of the State of Washington. Any action arising out of this Agreement shall be brought in
Snohomish County Superior Court.
Section 15. No Employment Relationship Created. The Parties agree that nothing in this
Agreement shall be construed to create an employment relationship between EDMONDS and
any employee, agent, representative or contractor of LYNNWOOD, or between LYNNWOOD
and any employee, agent, representative or contractor of EDMONDS.
Section 16. Notices. Notices to EDMONDS shall be sent to the following address:
City of Edmonds
City Engineer
121 Fifth Avenue N.
Edmonds, WA 98020
Notices to LYNNWOOD shall be sent to the following address:
City of Lynnwood
Public Works Director
19100 44th Avenue W., P.O. Box 5008
Lynnwood, WA 98046-5008
Section 17. Duty to File Agreement With County Auditor. EDMONDS shall, after this
Agreement is executed by both Parties, file this Agreement with the Snohomish County Auditor.
Section 18. Integration. This document constitutes the entire embodiment of the
Agreement between the Parties, and, unless modified in writing by an amendment to this
Interlocal Agreement signed by the Parties hereto, shall be implemented as described above.
Section 19. Non-Waiver. Waiver by any Party of any of the provisions contained within
this Agreement, including but not limited to any performance deadline, shall not be construed as
a waiver of any other provisions.
CITY OF EDMONDS CITY OF LYNNWOOD
By: By:
Gary Haakenson, Mayor Don Gough, Mayor
Date: Date:
ATTEST: ATTEST:
________________________ ________________________
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AMENDED AGREEMENT: March 14, 2008
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Sandra S. Chase, City Clerk John Moir, Finance Director
APPROVED AS TO FORM: APPROVED AS TO FORM:
________________________ _________________________
Scott Snyder, City Attorney Mike Ruark, City Attorney
Exhibit A
Approximate List of Properties within City of Edmonds
Requiring Construction of Sewer Laterals in Conjunction with
LYNNWOOD Olympic View Drive Improvement Project
• 7101 Olympic View Drive
• 7109 Olympic View Drive
• 7115 Olympic View Drive
• 7327 Olympic View Drive
• 7333 Olympic View Drive
• 7530 184th Place SW
• 17632 Olympic View Drive
• 17708 Olympic View Drive
• 17626 Olympic View Drive
• 17806 Olympic View Drive
• 17810 Olympic View Drive
• 17910 Olympic View Drive
Deleted: Michael Bailey
Deleted: Greg Rubstello
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AMENDED AGREEMENT: March 14, 2008
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• The unaddressed property between 17810 and 17910 Olympic
View Drive
The EDMONDS Public Works Director is authorized to modify the list of properties for which
to provide sewer laterals, provided that the project cost does not exceed the limits established in
Section 6 of the Agreement.
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