HomeMy WebLinkAbout2016-11 IGA with Holy Cross for Materials for I70 Underpass ConversionRESOLUTION NO. 11
Series of 2016
A RESOLUTION APPROVING AN INTERGOVERNMENTAL AGREEMENT (THE
"IGA") BETWEEN THE TOWN OF VAIL AND HOLY CROSS ENERGY REGARDING
THE PROVISION AND INSPECTION OF INFRASTRUCTURE TO LOWER OVERHEAD
ELECTRIC LINES; AND SETTING FORTH DETAILS IN REGARD THERETO.
WHEREAS, the Town of Vail (the "Town"), in the County of Eagle and State of
Colorado is a home rule municipal corporation duly organized and existing under the
laws of the State of Colorado and the Town Charter (the "Charter");
WHEREAS, the members of the Town Council of the Town (the "Council")
have been duly elected and qualified;
WHEREAS, the Town desires to partner with Holy Cross Energy ("HCE") to
provide and inspect the necessary conduit and vault infrastructure to lower overhead
electric lines (the "Project");
WHEREAS, the Project, located at along the South Frontage road approximately
between Westhaven Drive and the Gore Creek Trail connector, will provide the
infrastructure ( Conduits and Vaults) and necessary inspection to allow for the future
lowering of the adjacent overhead Holy Cross Energy electric lines;
WHEREAS, the Council's approval of Resolution No. 1 1 , Series 2016, is
required to enter into the Intergovernmental Agreement ("IGA").
NOW THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE
TOWN OF VAIL, COLORADO THAT:
Section 1. The Council hereby approves the IGA and authorizes the Town
Manager to enter into the IGA with HCE on behalf of the Town in substantially the
same form as attached hereto as Exhibit A and in a form approved by the Town
Attorney.
Section 2. This Resolution shall take effect immediately upon its passage.
INTRODUCED, PASSED AND ADOPTED at a regular meeting of the Town
Council of the Town of Vail held this 5th day of April, 2015.
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TRENCH, CONDUIT, AND VAULT AGREEMENT
This agreement is made and entered into this _.._ day of 20 Between
TOWN OF VAIL, a Colorado municipal corporation, whose mailing address is 75 S. Frontage Road Vail, CO 81657, hereinafter called
"Owner", and Holy Cross Energy, a Colorado corporation whose mailing address is P. O. Box 2150, Glenwood Springs, Colorado
81602, hereafter called "Holy Cross".
WHEREAS, Holy Cross has been requested by Owner to provide underground electric facilities, hereinafter called "Facilities", to serve
a project known as Vail - 170 -Underpass TOV Conversion, hereinafter called "Project"; and,
WHEREAS, Owner is required to provide all excavation, conduit and vault installation, backfill, compaction and cleanup needed to
construct said requested Facilities; and,
WHEREAS, Owner owns real property described as follows: A parcel of land situated in Section 12, Township 5 South, Range 81
West of the 6" P.M., more particularly described at Reception Number 162272 in the office of the Eagle County Clerk and Recorder,
Eagle, Colorado, hereinafter called "Property", which Property is the real property where the Project is being developed; and,
WHEREAS, installation of Facilities to serve the Project may require trenching or other excavation on certain real property adjacent
to the Project described as follows: Colorado Department of Transportation U.S. Interstate 70 Right -Of -Way, hereinafter called
"Adjacent Land".
NOW, THEREFORE, Owner and Holy Cross agree as follows
Owner shall provide all excavation, conduit and vault installation, backfill, compaction and cleanup necessary for installation
of Facilities to serve the Project. Such excavation shall be located as shown on the construction plans approved by Holy Cross,
and performed in accordance with Holy Cross Vault Installation Specifications, Construction Specifications and inspector
requirements. Any deviation from the approved construction plans will not be made unless approved by Holy Cross in advance.
All Facilities installed hereunder shall be inspected during construction by Holy Cross and shall meet all Holy Cross
requirements prior to acceptance of such Facilities by Holy Cross.
a. Prior to commencement of any work hereunder, Holy Cross shall furnish to Owner its Vault Installation Specifications and
Construction Specifications and such specifications are made a part hereof by reference.
b. All Facilities installed within the Property and Adjacent Land shall be within dedicated or conveyed and recorded utility
easements.
c. The top of all conduits installed hereunder shall be located a minimum of 48" below the final grade of the ground surface.
d. A twelve -inch (12") minimum separation will be maintained between conduits installed for the Facilities and all other new
or existing underground utilities. Wherever possible, this separation will be horizontal. The Facilities conduit separation
from plastic gas lines shall be greater than this minimum wherever practicable.
e. Holy Cross will supply the necessary conduit and vaults for installation by the Owner upon completion of contractual
arrangements. Owner assumes responsibility for all material lost or damaged after such material has been issued to and
signed for by Owner or by an agent of Owner. Alternatively, Owner may provide its own conduit and vaults meeting Holy
Cross specifications for use on the Project and convey such provided material to Holy Cross with an acceptable Bill of Sale.
After installation by the Owner and acceptance by Holy Cross, Holy Cross shall continue as the owner of the conduit, vaults
and related structures and facilities.
f. If conduit and/or vault installation provided by Owner for the Project are found to be unusable or improperly constructed,
irrespective of whether such discovery is made during or after installation, Owner will be responsible for correcting said
problems at its expense as specified by Holy Cross and Owner shall reimburse Holy Cross for all additional costs resulting
from conduit and/or vault installation being unusable or improperly constructed.
Despite the fact that Holy Cross reserves the right to specify acceptable work performed hereunder, Owner shall perform work
hereunder as an independent contractor, including, but not limited to, the hiring and firing of its own employees, providing its
own tools and equipment, payment of all wages, taxes, insurance, employee withholdings, and fees connected with its work on
the Project.
Owner shall obtain all necessary digging permits and utility locations prior to excavation for work performed hereunder. Owner
shall repair all damage caused during excavation promptly and at its expense. No excavation will be undertaken within five (5)
feet of existing underground electric facilities except under the on site supervision of a Holy Cross employee.
Owner shall indemnify, save, and hold harmless Holy Cross, its employees and agents, against any and all loss, liability, claims,
expense, suits, causes of action, or judgments for damages to property or injury or death to persons that may arise out of work
performed hereunder, or because of a breach of any of the promises, covenants and agreements herein made by the Owner.
Owner shall promptly defend Holy Cross whenever legal proceedings of any kind are brought against it arising out of work
performed hereunder by the Owner and/or work performed at the direction of the Owner. In the event Owner
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shall fail to promptly defend Holy Cross, it shall be liable to Holy Cross, and shall reimburse it, for all costs, expenses and
attorney fees incurred in defending any such legal proceeding. Owner agrees to satisfy, pay, and discharge any and all
judgments and fines rendered against Holy Cross arising out of any such proceedings. Owner also agrees to promptly satisfy
and pay any monetary settlements of disputes that arise hereunder, provided Owner has been given the opportunity to join in
such settlement agreements. The above indemnification clause shall not apply to state and local governments or local service
districts. In lieu thereof, whenever Owner is a government or district it shall procure and maintain in effect at least 41,000,000
of public liability insurance covering the acts, damages and expenses described in the above indemnification clause. Upon Holy
Cross' request, such an Owner shall furnish a Certificate of Insurance verifying the existence of such insurance coverage.
5. Owner shall repair, at its expense, any excavation settlement and damage to asphalt paving or other surface improvements
caused by such settlement resulting from work performed hereunder within the Property and Adjacent land for a period of two
(2) years beginning on the date backfill and cleanup are completed.
6. Owner, at its expense, shall stop the growth of thistles and/or other noxious weeds in all areas disturbed by excavation
performed hereunder for a period of two (2) years beginning on the date backfill and cleanup are completed.
7. In the event Owner shall not promptly complete all of the obligations hereinabove agreed to be performed by Owner, Holy Cross
may give written notice by registered or certified mail demanding Owner to complete the work and obligations undertaken by
Owner herein, and if such is not completed within 30 days after receipt of such notice by Owner, Holy Cross may complete the
work and obligations hereof. If Holy Cross shall be required to complete the work, all costs of completion shall be chargeable
to and collectible from Owner.
8. As set forth in paragraph 1 above, Owner covenants that the trench, and all Facilities within the trench installed hereunder shall
be located within dedicated or conveyed and recorded utility easements and at the proper depth below finished grade. It shall
be the obligation of Owner to properly locate and construct the Facilities within the easement. Should it ever be discovered
that such Facilities have not been properly located within dedicated or conveyed and recorded utility easements, or at the proper
depth, it shall be the obligation of Owner to provide new easements for the actual location of the Facilities, or to relocate the
Facilities within the easement, all of which shall be at the sole cost and expense of Owner.
9. It shall be Owner's responsibility to ensure that splice vaults, switchgear vaults and transformer vaults installed hereunder on
the Property are accessible by Holy Cross boom trucks and other necessary equipment and personnel at all times. The use of
such access by Holy Cross shall not require removal or alteration of any improvements, landscaping, or other obstructions. The
ground surface grade shall not be altered within ten (10) feet of said splice, switchgear and transformer vaults, nor along the
power line route between the vaults. The ground surface grade at said transformer and switchgear vaults shall be six (6) inches
below the top of the pad. The ground surface grade at said splice vaults shall be even with the top of the pad. The manhole
opening of said splice vaults shall be uncovered (excluding snow) and accessible at all times. Improvements, landscaping or
any other objects placed in the vicinity of said transformers and switchgear shall be located so as not to hinder complete
opening of the equipment doors. The ground surface within ten (10) feet of said transformer and switchgear doors shall be
flat, level and free of improvements, landscaping, and other obstructions. Improvements, landscaping and other objects will
be kept a minimum of four (4) feet from non -opening sides and backs of said transformers and switchgear. Owner hereby
agrees to maintain the requirements of this paragraph and further agrees to correct any violations that may occur as soon as
notified by Holy Cross. Said corrections will be made at the sole cost and expense of Owner.
10. All Holy Cross meter locations must be approved in advance. Notwithstanding such advance approval, it shall be the Owner's
responsibility to maintain acceptable access, as determined solely by Holy Cross, to all Holy Cross meters at all times. At any
time in the future, should access to any Holy Cross meters be determined by Holy Cross to be unacceptable, then it shall be the
Owner's responsibility, at the Owner's sole cost, to correct the access and make it acceptable, as determined solely by Holy
Cross.
1 1. If at any time in the future the Colorado Department of Transportation, or any governing body with jurisdiction, or any of their
respective successors and assigns, requires the relocation of any of the said Facilities that have been installed within their
respective road right-of-ways, such relocation shall be at the sole cost and expense of the Owner.
12. Owner covenants that it is the owner of the above described Property and that said Property is free and clear of encumbrances
and liens of any character, except those held by the following: All those of Record.
The promises, agreements and representations made by Owner herein shall be covenants that run with the Property and shall
be binding upon the successors in interest, and assigns, of the Property.
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The individual signing this Trench, Conduit and Vault Agreement hereby represents that they have full power and
authority to sign, execute, and deliver this instrument.
Holy Cross Energy, a Colorado corporation
By:
David Bleakley, Senior Manager - Engineering Department
STATE OF )
COUNTY OF
TOWN OF VAIL, a Colorado municipal corporation
By:
Title:
The foregoing instrument was acknowledged before me this day of 20 by
__ as _. _ of TOWN OF VAIL, a Colorado municipal corporation.
WITNESS my hand and official seal.
My commission expires:
Notary Public
Address:
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12/18/15
Trench, Conduit and Vault Agreement
Holy Cross Energy