Resolution No. 20-06 (Word Version)

A RESOLUTION AUTHORIZING AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE CITY OF GRAND JUNCTION AND THE COLORADO DEPARTMENT OF TRANSPORTATION (CDOT) REGARDING C-340 / RIVERSIDE PARKWAY INTERSECTION.

The City of Grand Junction’s Riverside Parkway project includes an improved intersection with C-340 Highway including a new ramp and an extension of the CDOT bridges over the Union Pacific Railroad. These new improvements to the CDOT facilities require that the City enter into an Intergovernmental agreement with CDOT.

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GRAND JUNCTION, COLORADO, that:

a. The agreement attached hereto outlines construction and maintenance responsibilities is authorized and approved.

b. Approval of the agreement authorizes the expenditure(s) as provided by the agreement and for the purposes of the agreement.

THIS INTERGOVERNMENTAL AGREEMENT made this ___ day of ________________ 2005, by and between the State of Colorado for the use and benefit of the Colorado Department of Transportation hereinafter referred to as the State and CITY OF GRAND JUNCTION, 250 North 5^th Street, Grand Junction, Colorado, 81501, FEIN: 846000592, hereinafter referred to as the “City” or the “Local Agency.”

1. Authority exists in the law and funds have been budgeted, appropriated and otherwise made available and a sufficient uncommitted balance thereof remains available for payment of project and Local Agency costs in Fund Number 400, Appropriation Code 010, Organization Number 9991, Program 2000, Function 3020 Object 2312 1N Phase D, Reporting Category 3410, Contract Encumbrance Number 15062, (Contract Encumbrance Amount: $0.00).

2. Required approval, clearance and coordination have been accomplished from and with appropriate agencies.

3. Pursuant to 43-2-104.5 C.R.S. as amended, the State may contract with Local Agencies to provide maintenance and construction of highways that are part of the state (or local agency) highway system.

4. Pursuant to 43-2-144 C.R.S., as amended, 43-3-101 C.R.S., as amended, 43-2-147 C.R.S., as amended, 29-1-203 C.R.S., as amended, and State Highway Access Code, 2 CCR 601-1, as amended, the State may contract with Local Agencies to provide for the design, construction, and maintenance of highways that are part of the state highway system or that are part of the Local Agency’s road system.

5. Local Agency anticipates a project on SH 340 to extend two CDOT railroad overpass bridges over the Riverside Parkway and intersection improvements at River Road, referred to as the “Project” or the “Work”, by the date of execution of this Intergovernmental Agreement, the Local Agency and/or the State has completed and submitted a Scope of Work (Exhibit A) describing the general nature of the Work. That Scope of Work is acceptable to the parties.

6. The State will provide design and construction review services for the project at its own cost and expense.

7. The Local Agency has funds available and desires to provide 100% of the funding for its own design and construction costs of the work.

8. The Local Agency has estimated the total cost of the work and is prepared to provide the funding required for the work, as evidenced by an appropriate ordinance or resolution duly passed and adopted by the authorized representatives of the Local Agency, which expressly authorizes the Local Agency to enter into this Intergovernmental Agreement and to expend its funds for the work under the project. A copy of that ordinance or resolution is attached hereto and incorporated herein as Exhibit B.

9. For the purposes of this IGA, “Local Agency Project” shall be defined as the proposed improvements, as illustrated on the map included in Exhibit A.

10. The Local Agency has determined that it will be able to meet the Maintenance Activities of the Work, which will continue into the indefinite future.

11. This Intergovernmental Agreement is executed under the authority of §§ 29-1-203, 43-1-110; 43-1-116, 43-2-101(4)(c) and 43-2-144, C.R.S. and Exhibit B.

12. The parties hereto desire to agree upon the division of responsibilities with regard to the project as outlined in Exhibit A.

The Project or the Work under this Intergovernmental Agreement shall consist of design and construction by the Local Agency and design and construction review services by CDOT for the work within CDOT Right of Way, in Grand Junction, Colorado, as more specifically described in Exhibit A, which is attached hereto and made a part hereof.

In the event of conflicts or inconsistencies between this Intergovernmental Agreement and its exhibits, such conflicts or inconsistencies shall be resolved by reference to the documents in the following order of priority:

This Intergovernmental Agreement shall be effective upon approval of the State Controller or designee, or on the date made, whichever is later. The term of this Intergovernmental Agreement shall continue through the completion and final acceptance of the Project by the State and the Local Agency.

A. Each party shall pay for its respective project costs at its own expense. The financial obligations of each party are subject to annual appropriation of funds.

B. The parties hereto agree that this intergovernmental agreement is contingent upon all funds designated for the Project being made available, appropriated and lawfully expended. Should these sources fail to provide necessary funds as agreed upon herein, the intergovernmental agreement may be terminated, by either party, provided that any party terminating its interest and obligations herein shall not be relieved of any obligations which existed prior to the effective date of such termination or which may occur as a result of such termination.

B. CDOT shall provide design and construction review and oversight services including oversight of the environmental assessment of the project and shall perform the maintenance activities described in Section 10.

C. In performing each of the tasks comprising the Work, each of the Parties agrees to comply with:

1. applicable requirements and standards in applicable laws, regulations, policies, procedures, and guidelines.

2. applicable terms and conditions of this IGA, including those process and task requirements and standards stated below.

1. all applicable, current requirements of Federal and State law and regulations; and

2. all applicable CDOT Manuals and Standards (including, e.g., the State's Roadway and Bridge Design Manuals and 2005 Standard Specifications for Road and Bridge Construction); and

3. That all the applicable requirements of the latest edition of the American Association of State Highway Transportation Officials (AASHTO) manual are reasonably satisfied.

E. The State will perform a final inspection of the work within the CDOT right of way prior to acceptance of the Work. When all Work has been completed in accordance with the plans and specifications and applicable legal and regulatory standards, as certified through City’s oversight and inspections, CDOT will accept the Work.

A. The parties do not anticipate acquiring any additional CDOT right of way. If any additional right of way is needed for the State Highway System, acquisition/relocation activities must comply with all federal and state statutes, regulations, CDOT policies and procedures, 49 CFR Part 24, the government wide Uniform Act regulation, the FHWA Project Development Guide and CDOT’s Right of Way Operations Manual.

The City will certify in writing that all right of way has been acquired in accordance with the applicable State and federal regulations, or that no additional right of way is required.

• Federal participation in right of way acquisition (3111 charges), relocation (3109 charges) activities, if any, and right of way incidentals (expenses incidental to acquisition/relocation of right of way- 3114 charges);

• Federal participation in right of way acquisition (3111 charges), relocation (3109 charges) but no participation in incidental expenses (3114 charges); or

• No Federal participation in right of way acquisition (3111 charges) and relocation activities (3109 expenses).

Regardless of the option selected above, the State retains oversight responsibilities. The Local Agency’s and the State’s responsibilities for each option is specifically set forth in CDOT’s Right of Way Operation Manual. The manual is located at http://www.dot.state.co.us/DevelopProjects/DesignSupport.

A. The Local Agency will be responsible for obtaining the proper clearance or approval from any utility company which may become involved in this Project. Prior to this Project being advertised for bids, the Local Agency will certify in writing to the State that all such clearances have been obtained.

A. The City acknowledges that review and/or approval by the Public Utilities Commission of the proposed improvements may be required. The City agrees that it shall not proceed with that part of the Work over which the PUC has jurisdiction without PUC approval.

B. The City has negotiated with the railroad and by the time of completion of construction the City will have a written agreement concerning:

4. future use or dispositions of the proposed improvements in the event of abandonment or

5. future repair and/or replacement responsibilities in the event of accidental destruction or

A. The Local Agency shall perform all Work in accordance with the applicable requirements of the current federal and state environmental regulations including the National Environmental Policy Act of 1969 (NEPA). A Storm Water Management Plan shall be incorporated into the bid plans that comply with the Colorado Department of Public Health and Environment regulations.

The Local Agency will maintain and operate the improvements constructed under this contract which are not located on the state highway system, at its own cost and expense during their useful life, in a manner satisfactory to the State. The Local Agency will maintain and operate all the landscaping and lighting features installed on this project that lie within the CDOT right of way, at its own cost and expense during their useful life, in a manner satisfactory to the State. The Local Agency will make proper provisions for such maintenance obligations each year. Such maintenance and operations shall be conducted in accordance with all applicable statutes, ordinances and regulations which define the Local Agency’s obligations to maintain such improvements. The State and FHWA will make periodic inspections of the project to verify that such improvements are being adequately maintained. Maintenance for improvements located on the state highway system will be performed by the State or by separate contract.

A. The parties shall maintain a complete file of all records, documents, communications, and other written materials, which pertain to the costs incurred under this Intergovernmental Agreement. The parties shall maintain such records for a period of six (6) years after the date of termination of this Intergovernmental Agreement or final payment hereunder, whichever is later, or for such further period as may be necessary to resolve any matters which may be pending. The parties shall make such materials available for inspection at all reasonable times and shall permit duly authorized agents and employees of either party and FHWA to inspect the project and to inspect, review and audit the project records.

A. Termination for Convenience. The State may terminate this Intergovernmental Agreement at any time the State determines that the purposes of the distribution of moneys under the Intergovernmental Agreement would no longer be served by completion of the project. The State shall effect such termination by giving written notice of termination to the Local Agency and specifying the effective date thereof, at least twenty (20) days before the effective date of such termination.

B. Termination for Cause. If, through any cause, the Local Agency shall fail to fulfill, in a timely and proper manner, its obligations under this Intergovernmental Agreement, or if the Local Agency shall violate any of the covenants, agreements, or stipulations of this Intergovernmental Agreement, the State shall thereupon have the right to terminate this Intergovernmental Agreement for cause by giving written notice to the Local Agency of its intent to terminate and at least ten (10) days opportunity to cure the default or show cause why termination is otherwise not appropriate. In the event of termination, all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs and reports or other material prepared by the Local Agency under this Intergovernmental Agreement shall, at the option of the State, become its property, and the Local Agency shall be entitled to receive just and equitable compensation for any services and supplies delivered and accepted. The Local Agency shall be obligated to return any payments advanced under the provisions of this Intergovernmental Agreement.

Notwithstanding the above, the Local Agency shall not be relieved of liability to the State for any direct damages sustained by the State by virtue of any breach of the Intergovernmental Agreement by the Local Agency, and the State may withhold payment to the Local Agency for the purposes of mitigating its damages until such time as the exact amount of damages due to the State from the Local Agency is determined.

If after such termination it is determined, for any reason, that the Local Agency was not in default or that the Local Agency’s action/inaction was excusable, such termination shall be treated as a termination for convenience, and the rights and obligations of the parties shall be the same as if the Intergovernmental Agreement had been terminated for convenience, as described herein.

A. The Local Agency warrants that it possesses the legal authority to enter into this Intergovernmental Agreement and that it has taken all actions required by its procedures, by-laws, and/or applicable law to exercise that authority, and to lawfully authorize its undersigned signatory to execute this Intergovernmental Agreement and to bind the Local Agency to its terms. The person(s) executing this Intergovernmental Agreement on behalf of the Local Agency warrants that such person(s) has full authorization to execute this Intergovernmental Agreement.

A. The State will provide liaison with the Local Agency through the State's Region Director, Region 3, 222 6^th Street, Room 317, Grand Junction, Colorado 81501, (970) 248-7225. Said Region Director will also be responsible for coordinating the State's activities under this Intergovernmental Agreement and will also issue a "Notice to Proceed" to the Local Agency for commencement of the Work. All communications relating to the day-to-day activities for the work shall be exchanged between representatives of the State’s Transportation Region 3 and the Local Agency. All communication, notices, and correspondence shall be addressed to the individuals identified below. Either party may from time to time designate in writing new or substitute representatives.

Ed Fink

Region Transportation Director

CDOT Region 3

222 South 6^th Street

Grand Junction, CO 81501

(970) 248-7225

Project Manager

Jim Shanks

City of Grand Junction

250 N. 5^th Street

Grand Junction, CO 81501

(970) 244-1543

A. Except as herein otherwise provided, this Intergovernmental Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

A. It is expressly understood and agreed that the enforcement of the terms and conditions of this Intergovernmental Agreement and all rights of action relating to such enforcement, shall be strictly reserved to the State and the Local Agency. Nothing contained in this Intergovernmental Agreement shall give or allow any claim or right of action whatsoever by any other third person. It is the express intention of the State and the Local Agency that any such person or entity, other than the State or the Local Agency receiving services or benefits under this Intergovernmental Agreement shall be deemed an incidental beneficiary only.

A. Notwithstanding any other provision of this Intergovernmental Agreement to the contrary, no term or condition of this Intergovernmental Agreement shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protection, or other provisions of the Colorado Governmental Immunity Act, § 24-10-101, et seq., C.R.S., as now or hereafter amended. The parties understand and agree that liability for claims for injuries to persons or property arising out of negligence of either party, its departments, institutions, agencies, boards, officials and employees is controlled and limited by the provisions of § 24-10-101, et seq., C.R.S., as now or hereafter amended and the risk management statutes, §§ 24-30-1501, et seq., C.R.S., as now or hereafter amended.

A. To the extent that this Intergovernmental Agreement may be executed and performance of the obligations of the parties may be accomplished within the intent of the Intergovernmental Agreement, the terms of this Intergovernmental Agreement are severable, and should any term or provision hereof be declared invalid or become inoperative for any reason, such invalidity or failure shall not affect the validity of any other term or provision hereof.

A. The waiver of any breach of a term, provision or requirement of this Intergovernmental Agreement shall not be construed or deemed as a waiver of any subsequent breach of such term, provision, or requirement, or of any other term, provision or requirement.

A. This Intergovernmental Agreement is intended as the complete integration of all understandings between the parties. No prior or contemporaneous addition, deletion, or other amendment hereto shall have any force or effect whatsoever, unless embodied herein by writing. No subsequent novation, renewal, addition, deletion, or other amendment hereto shall have any force or effect unless embodied in a writing executed and approved pursuant to the State Fiscal Rules.

A. Notwithstanding anything herein to the contrary, the parties understand and agree that all terms and conditions of this Intergovernmental Agreement and the exhibits and attachments hereto which may require continued performance, compliance or effect beyond the termination date of the Intergovernmental Agreement shall survive such termination date and shall be enforceable by the State as provided herein in the event of such failure to perform or comply by the Local Agency.

A. This Intergovernmental Agreement is subject to such modifications as may be required by changes in federal or State law, or their implementing regulations. Any such required modification shall automatically be incorporated into and be part of this Intergovernmental Agreement on the effective date of such change as if fully set forth herein. Except as provided above, no modification of this Intergovernmental Agreement shall be effective unless agreed to in writing by both parties in an amendment to this Intergovernmental Agreement that is properly executed and approved in accordance with applicable law.

A. The State may allocate more or less funds available on this Intergovernmental Agreement using a Funding Letter substantially equivalent to Exhibit C and bearing the approval of the State Controller or his designee. The funding letter shall not be deemed valid until it shall have been approved by the State Controller or his designee.

A. Except as otherwise provided in this Intergovernmental Agreement, any dispute concerning a question of fact arising under this Intergovernmental Agreement which is not disposed of by agreement will be decided by the Chief Engineer of the Department of Transportation. The decision of the Chief Engineer will be final and conclusive unless, within 30 calendar days after the date of receipt of a copy of such written decision, the Local Agency mails or otherwise furnishes to the State a written appeal addressed to the Executive Director of the Department of Transportation. In connection with any appeal proceeding under this clause, the Local Agency shall be afforded an opportunity to be heard and to offer evidence in support of its appeal. Pending final decision of a dispute hereunder, the Local Agency shall proceed diligently with the performance of the Intergovernmental Agreement in accordance with the Chief Engineer’s decision. The decision of the Executive Director or his duly authorized representative for the determination of such appeals will be final and conclusive and serve as final agency action. This dispute clause does not preclude consideration of questions of law in connection with decisions provided for herein. Nothing in this Intergovernmental Agreement, however, shall be construed as making final the decision of any administrative official, representative, or board on a question of law.

All state and local government and non-profit organization Sub-Grantees receiving more than $500,000 from all funding sources, that are defined as federal financial assistance for Single Audit Act Amendment purposes, shall comply with the audit requirements of OMB Circular A-133 (Audits of States, Local Governments and Non-Profit Organizations) see also, 49 CFR 18.20 through 18.26. The Single Audit Act Amendment requirements that apply to Sub-Grantees receiving federal funds are as follows:

a) If the Sub-Grantee expends less than $500,000 in Federal funds (all federal sources, not just Highway funds) in its fiscal year then this requirement does not apply.

b) If the Sub-Grantee expends more than $500,000 in Federal funds, but only received federal Highway funds (Catalog of Federal Domestic Assistance, CFDA 20.205) then a program specific audit shall be performed. This audit will examine the “financial” procedures and processes for this program area.

c) If the Sub-Grantee expends more than $500,000 in Federal funds, and the Federal funds are from multiple sources (FTA, HUD, NPS, etc.) then the Single Audit Act applies, which is an audit on the entire organization/entity.

d) Single Audit can only be conducted by an independent CPA, not by an auditor on staff.

Scope of Work: The City of Grand Junction anticipates a project on SH 340 in the City of Grand Junction to extend two CDOT railroad overpass bridges over the Riverside Parkway and intersection improvements at River Road. The work shall consist of design and construction by the City of Grand Junction and design and construction review services by CDOT for the work within CDOT right-of-way.

• Develop and provide for CDOT review, plans and specifications for work within and on CDOT right-of-way utilizing current applicable State and Federal design guidelines and manuals, including CDOT’s 2005 Standard Specifications for Road and Bridge Construction.

• Coordinate and conduct meetings with CDOT for review of construction plans and specifications.

• Coordinate with all affected utility owners and railroads to identify existing facilities, determine where conflicts exist, and negotiate relocation requirements.

• Provide a Professional Engineer (PE) registered in Colorado who will be in responsible charge of the work and stamp the project construction plans.

• Attend and participate in scheduled design meetings as reasonably required by CDOT or the City on an as-needed basis.

• Review submittals, plans and specifications for work within CDOT right-of-way and participate in design and construction coordination with the City. CDOT review may include but not be limited to: roadway geometry within CDOT right of way, traffic signal equipment to be installed on CDOT facilities (controllers, mast arms, signs, etc.) and structural design and detail elements of bridges. CDOT may require as part of its review any and all Federal or CDOT bridge specifications and/or construction inspection and testing procedures.

• Review submittals, plans and specifications within a maximum 10 days from receipt.

• Upon CDOT’s approval of the plans, specifications and required project documentation for work within CDOT’s right of way, CDOT will issue a Notice to Proceed for Advertisement.

• Provide a Professional Engineer registered in Colorado who will be in responsible charge of the construction supervision.

• The City shall make provisions to allow CDOT full and unimpeded access and cooperation to inspect any and all elements of work within CDOT right-of-way.

• Complete all Quality Control and Quality Assurance testing for all Materials incorporated into all work elements constructed within CDOT right-of-way.

• Complete all Owner Verification Tests for all Materials incorporated into all work elements constructed within CDOT right-of-way.

• Complete additional Materials tests on work elements constructed within CDOT right-of-way as requested by CDOT.

• Complete and document all inspections/audits of construction within CDOT right-of-way.

• Provide CDOT 'Final As-Built" plans for all work elements constructed within CDOT right-of-way stamped by a Licensed Professional Engineer registered in the State of Colorado.

• Verify and certify all Construction elements and materials are completed in compliance with Plans and Standards by requiring the "Designer of Record" to perform on-site field inspections of work designed under their supervision and Professional Engineer License.

• Provide documentation of Materials Testing Results to CDOT weekly for all work elements completed within CDOT right-of-way.

• Provide for review to CDOT all remedial or corrective actions taken in response to all Non Compliance elements of work completed within CDOT right-of-way.

• Ensure and Verify all work and field conditions within CDOT right-of-way are designed, constructed and maintained in accordance with required Environmental Compliance Regulations and Best Management Practices.

• Attend and participate in construction coordination meetings as needed/requested.

• Review and approve concrete and hot bituminous pavement mix designs for work elements within CDOT right-of-way.

• Perform all Independent Assurance Tests for all materials testing processes of Materials tested for work elements completed within CDOT right-of-way.

• Perform project construction site inspections to monitor work and compliance.

• Perform inspections and review documents for bridge girder erection to help the City enforce the Contractor’s compliance with requirements of the specifications, particularly Section 509 and Section 618 of the 2005 CDOT Standard Specifications for Road and Bridge Construction.

• Review lane closure restrictions on CDOT systems or minimal level of service to be maintained at all times during the work.

• Pay its estimated cost(s). The City shall not be liable for any amount in excess of the estimate nor shall it claim right to payment for any cost(s) that are saved or avoided.

FOR BOTH THE DESIGN AND CONSTRUCTION ELEMENTS OF THE WORK CDOT AND THE CITY SHALL ESTABLISH, AND FOR THE TERM OF THE PROJECT SHALL OPERATE, A SINGLE POINT OF CONTACT ACCESSIBLE VIA TELEPHONE AND/OR EMAIL DURING WORKING HOURS OF THE PROJECT.

COLORADO DEPARTMENT OF TRANSPORTATION CONTRACT FUNDING INCREASE/DECREASE AND APPROVAL LETTER Region: Complete section 1 and submit to CDOT Controller's office.

AUTHORITY:

State Controller Policy letter on June 12, 1996

CDOT Controller letter on May 23, 1996

(1)This form to be used for the following contracts/situations only (check the appropriate situation):

indefinite quantity, order more/add more utility/railroad, underestimated total cost

CDOT construction, sum of CMO's LA construction, underestimated cost

CDOT construction, underestimated total cost CDOT consultant, underestimated cost

SECTION 1 (Region use)

Date: (2)

Project code (3)

To: CDOT Controller (FAX #(303) 757-9573 or e-mail CONTROLLER)

Project # (4)

From:

Region # (5)

Office: (5)

Phone # (5)

FAX # (5)

CDOT has executed a contract with: (6)

Address: (6)

FEIN # (6)

Contract routing # (7)

COFRS encumbrance # (indicate PO, SC or PG #) (8)

Fund

(9)

Orgn.

(9)

Appro. (9)

Prgrm.

(9)

Func

(9)

Object/Sub-obj N/P

(9)

GBL

(9)

Reporting Catg.

(9)

Proj/Sub/Phase

(9)

Original contract amount

$ (10)

Has a Budget Request been processed to cover the contract amount increase?

yes no (14)

Previous Funding Letter(s) total

$ (11)

(Funding letter #1 thru # )

Preparer's name (15) PHONE NO:

This Funding Letter total

$ (12)

(# )

Contract Administrator's/Business Manager's Approval

(16)

PHONE NO:

Adjusted contract amount

$ (13)

CDOT Designee Approval

(17)

Local Agency approval

(18)

SECTION 2 (Controller's Office use) (19)

Total allotment amount

$ (19)

Commission budget

$ (19)

If construction:

CE pool elig. (19)

CE charges

$ (19)

Indirect chgs

$ (19)

Adjusted contract amount plus total CE & indirect

charges calculation $ (19)

I have reviewed the financial status of the project, organization, grant and have determined that sufficient funds are available to cover this increase, effective as of (19)

State Controller or Delegee

(20)

Date

(20)

PROJECT CC 0501-048, (15062)	05 HA3 00060
Grand Junction/Region 3 (NSO/MMC)	CMS ID 05-194

CITY OF GRAND JUNCTION, COLORADO	By______________________________
Legal Name of Contracting Entity	For Executive Director
	Department of Transportation
846000592
Social Security Number or FEIN