HomeMy WebLinkAbout2018-17 IGA with ERWSD regarding the Construction of the Vail_Holy Cross Energy Utility UndergroundingRESOLUTION NO. 17
Series of 2018
A RESOLUTION APPROVING AN INTERGOVERNMENTAL AGREEMENT (THE
"IGA") BETWEEN THE TOWN OF VAIL AND EAGLE RIVER WATER AND
SANITATION DISTRICT REGARDING THE CONSTRUCTION OF THE
VAIL/HOLY CROSS ENERGY UTLITY UNDERGROUNDING; 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 District desires to install a new sanitary sewer main along the
South Frontage Road in West Vail and the Town desires to provide for the
underground installation of Holy Cross Energy electrical lines within the same utility
corridor (the "Electrical Undergrounding");
WHEREAS, the Parties wish to combine their construction efforts to achieve
coordination, cost sharing and cost savings benefits, minimize disruption to the
neighborhood and to allow the installation of infrastructure projects to be phased in
logical sequence. The Parties desire for the proposed sewer main installation and
electrical utility undergrounding to be administered, constructed and installed, to the
extent provided for herein, as one project (collectively, the "Project");
WHEREAS, the Council's approval of Resolution No. 1 7 , Series 2018, is
required to enter into the Intergovernmental Agreement ("IGA").
NOW THEREFORE, B E 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 ERWSD 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.
Resolution No. 17, Series of 2018
INTRODUCED, PASSED AND ADOPTED at a regular meeting of the Town
Council of the Town of Vail held this 1st day of May, 2018.
ave
Town Mayor
ATTEST:
Resolution No. 17, Series of 2018
INTERGOVERNMENTAL AGREEMENT
FOR THE
WEST VAIL SEWER MAIN IMPROVEMENTS AND TOWN OF VAIL/HOLY
CROSS ENERGY ELECTRIC UTILITY UNDERGROUNDING
THIS AGREEMENT is made and entered into this day of
2018, by EAGLE RIVER WATER AND SANITATION DISTRICT, a quasi-
municipal corporation and political subdivision of the State of Colorado, ("District") and
the TOWN OF VAIL, a political subdivision of the State of Colorado ("Town").
Collectively these entities are also referred to as the "Parties".
RECITALS
WHEREAS, Eagle River Water and Sanitation District is a water and sewer
District organized and existing under the Colorado Special District Act; and
WHEREAS, the District is empowered to provide water and sewer service to its
customers and constituents within and without its boundaries, within Eagle County,
Colorado, on such terms and conditions as the District may decide; and
WHEREAS, the Town of Vail is a Colorado municipality organized and operated
pursuant to its home rule charter and Colorado law; and
WHEREAS, Section 18(2)(a) and (b), Article XIV of the Colorado Constitution,
Section 29-1-203, C.R.S., and Section 32-1-1001, C.R.S., provide for the ability of the
Parties to enter into contracts and agreements with one another to provide
intergovernmental services and facilities, when so authorized by their governing bodies;
and
WHEREAS, the Constitution and statutes of the State of Colorado permit and
encourage agreements between political subdivisions of the State, in order that the
inhabitants of such political subdivisions may thereby secure high quality governmental
services; and
WHEREAS, it is recognized by the Parties, that the public health, safety and
welfare of their inhabitants is best served by providing high quality utility infrastructure;
and
WHEREAS, the District desires to install a new sanitary sewer main along the
South Frontage Road in West Vail and the Town desires to provide for the underground
installation of Holy Cross Energy electrical lines within the same utility corridor (the
"Electrical Undergrounding"); and
{00574996.DOC / 2 }
WHEREAS, the Parties wish to combine their construction efforts to achieve
coordination, cost sharing and cost savings benefits, minimize disruption to the
neighborhood and to allow the installation of infrastructure projects to be phased in
logical sequence. The Parties desire for the proposed sewer main installation and
electrical utility undergrounding to be administered, constructed and installed, to the
extent provided for herein, as one project (collectively, the "Project"); and
WHEREAS, each of the Parties hereto desires to work together to authorize and
accomplish the construction of the Project; and
WHEREAS, each of the Parties hereto has determined it to be in the best interests
of their respective taxpayers, residents, property owners, and constituents to enter into
this Agreement.
NOW, THEREFORE, in consideration of the mutual performance of the
covenants, agreements, and stipulations contained herein, and for other good and valuable
consideration, the Parties hereto agree as follows:
1. Cooperation. The Parties agree to cooperate in the planning, design,
construction, inspection, cost and expense sharing, administration and
warrantee phases of the Project referenced in this Agreement and to
cooperate and facilitate the combined efforts including, but not limited to
the execution of any additional agreements, easements, and rights-of-way
necessary to implement the purposes of this Agreement.
2. Design Costs. The District and the Town provided for the design of the
project separately, and combined the work into one package for bidding and
construction administration.
3. Project Management: The District will provide a construction management
representative ("District Construction Manager") to coordinate the
construction work, provide clarifications to the Contractor and review and
approve proposed field changes, cost changes and time changes in a timely
manner. The Town will provide a construction management representative
("Town Construction Manager") to coordinate execution of the Town's
portion of the Project with the District Construction Manager as required
herein. With respect to communications with Project Contractor, suppliers
and consultants, the Town Construction Manager shall not have authority to
bind, or otherwise affect the obligations of, the District.
4. Construction Contract. The District administered a competitive bid process
for the construction of this Project under the title "West Vail Sewer Main
Improvements". The bid documents included items designed for and
approved by the District and items designed for and approved by the Town.
{00574996. DOC / 2 }
2
Western Pipeway (the "Contractor") was the lowest responsive, responsible
bidder, and the District has entered into a contract with Contractor for the
Project. A copy of Contractor's bid tabulation dated April 3, 2018 is
included as Attachment A. The District will coordinate and supervise the
Project, and will be the Owner as defined in the construction contract. The
District will coordinate the construction work, provide clarifications to the
Contractor, and work with the Parties regarding any change orders or
modifications to the construction contract. No work for the Town outside
of the construction contract will be commenced without approval by the
Town Construction Manager.
5. Construction Inspection. The District Construction Manager will be
responsible for construction inspection of its portion of the Project.
6. Geotechnical Testing. The District will pay for geotechnical testing costs
associated with its portion of the Project. The Town will either reimburse
the District for geotechnical testing associated with its portion of the
Project, or contract directly with a Geotechnical testing firm.
7. Cost Sharing. The District agrees to pay all costs to the Contractor for the
Project. The District will invoice the Town on a monthly basis for the
Town's portion of the work based on work accomplished per the
Contractor's invoices and the value of the work listed in Attachment A.
The Town will reimburse the District for the invoiced work within 30 days.
The Town represents that it has appropriated sufficient funds to pay in full
its obligations hereunder. The Town agrees to pay 100% of the construction
costs of the Electrical Undergrounding work as defined in Attachment A.
8. Change Orders. Any change orders that arise during construction related to
the District portion of the Project will be negotiated between the District
and the Contractor.
Neither the District nor its Contractor will commence any work outside of
the contracted items for which it expects reimbursement from the Town
without the prior approval of the Town's Construction Manager.
9. Project Meetings. The District will make a good faith effort to invite a
representative of the Town to meetings concerning the Project, and
otherwise provide open communications throughout the Project.
10. Warranties. For any work that the Town determines does not conform to
the Project or Town specifications set forth therein, or needs to be
completed under warranty conditions, the Town shall notify the District and
{00574996.DOC / 2 }
3
the District will notify the Contractor under the terms of the District's
agreement with the Contractor. District will obtain requisite warranties of
at least a TWO-YEAR period from Contractor for workmanship and/or
materials for facilities, infrastructure, and appurtenances constructed for the
Project.
11. Enforcement. The Parties agree that this Agreement may be enforced in
law or in equity for specific performance, injunctive, or other appropriate
relief, including damages, as may be available according to the laws and
statutes of the State of Colorado. It is specifically understood that by
executing this Agreement each Party commits itself to perform pursuant to
the terms contained herein, and that any breach hereof which results in any
recoverable damages shall not cause the termination of any obligations
created by this Agreement unless such termination is declared by the Party
not in breach hereof.
12. Governing Law. This Agreement shall be governed and construed in
accordance with the laws of the State of Colorado.
13. Venue. Venue for the trial of any action arising out of any dispute
hereunder shall be in the District Court for Eagle County, State of
Colorado, pursuant to the appropriate rules of civil procedures.
14. Captions. The headings and sections and paragraphs are included only for
convenience and reference. If any conflict between any heading and the
text of this Agreement exists, the text shall control.
15. Binding Agreement upon Successors and Assigns. This Agreement and the
rights and obligations created hereby shall be binding upon and inure to the
benefit of the Parties hereto and their respective successors and assigns.
16. Interested Persons. Nothing herein expressed or implied is intended or
should be construed to confer or give to any person or corporation or
governmental entity other than the District and the Town, any right, remedy
or claim under or by reason hereof or by reason of any covenant or
condition herein contained, nor limit in any way the powers and
responsibilities of the Town, the District, or any other entity not a party
hereto.
17. Notices. All notices, requests, demands, consents and other
communications hereunder shall be transmitted in writing and shall be
deemed to have been duly given when hand -delivered or sent by certified,
(00574996.DOC / 2 }
4
United States mail, postage prepaid, with return receipt requested,
addressed to the parties as follows:
Greg Clifton, Town Manager
Town of Vail
75 South Frontage Road
Vail, Colorado 81657
With a Copy to:
Matt Mire, Town Attorney
Town of Vail
75 South Frontage Road
Vail, Colorado 81657
Eagle River Water and Sanitation District
Linn Brooks, General Manager
846 Forest Road
Vail, Colorado 81657
With a Copy to:
James P. Collins, Esq.
Collins Cockrel & Cole
390 Union Boulevard, Suite 400
Denver, Colorado 80228-1556
Either party may change the address at which it receives
written notice, by notifying the other party in writing in the
manner provided herein.
18. Severability. If any portion of this Agreement is held invalid or
unenforceable for any reason by a court of competent jurisdiction as to
either Party or as to both Parties, such portion shall be deemed severable
and its invalidity or its unenforceability shall not affect the remaining
provisions; such remaining provisions shall be fully severable and this
Agreement shall be construed and enforced as if such invalid provisions
had never been inserted into this Agreement.
19. Waiver. The waiver of any breach of any of the provisions of this
Agreement, by any party, shall not constitute a continuing waiver of any
subsequent breach by that party, either of the same, or of another provision
of this Agreement.
(00574996.DOC / 2 )
5
20. Amendment. This Agreement may be amended, modified, changed, or
terminated in whole or in part only by written agreement duly authorized
and executed by the Parties hereto.
21. Duplicate Originals. This Agreement may be executed in counterparts,
each of which shall be an original, but all of which together, shall constitute
one and the same agreement.
22. Separate Entity Status. In no event shall either party, its employees or its
representatives, be considered or authorized to act as employees or agents
of the other party.
23. Indemnification. Each party, to the extent permitted by law and subject to
all of the immunities, defenses and protections afforded to that party by the
Colorado Governmental Immunity Act, shall indemnify and hold harmless,
the other party, its officers, directors, employees and agents from and
against any claims including attorneys fees, arising out of the negligence of
the officers, employees or agents of the indemnifying party and rising out
of the performance of services under this Agreement.
24. Force Majeure. No party shall be liable for any failure to perforin as
required by this Agreement to the extent such failure to perform is caused
by any reason beyond the control of that party or by reason of any of the
following occurrences, whether or not caused by such party: strikes, labor
disturbances or labor disputes of any character, accidents, riots, civil
disorders or commotions, war, acts of aggression, floods, earthquakes, acts
of God, explosion or similar occurrences; provided, such party shall
exercise its best efforts to provide the best possible alternative performance
and to prevent the foregoing occurrence from obstructing full performance.
Such occurrences shall not terminate this Agreement and shall not affect
this Agreement except as provided in this Section.
25. Entire Agreement of the Parties. This Agreement represents the full and
complete understanding of Parties, and supersedes any prior agreements,
discussions, negotiations, representations or understandings of Parties with
respect to the subject matter contained herein.
{00574996.DOC / 2 }
6
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
effective as of the date and year first above written.
Attest:
Catherine Hayes, District Administrator
Attest:
atty McKenny, Town Clerk
iPPROVED AS TO FORM
att Mire, Town Attorney
(00574996. DOC / 2 )
EAGLE RIVER WATER AND
SANITATION DISTRICT
By:
Linn Brooks, General Manager
TOWN OF VAIL
By:
7
Greg Clifton, Town Manager
ATTACHMENT A
(CONTRACTOR'S BID TABULATION DATED APRIL 3, 2018)
�00574996.DOC / 2 }
H igh Country Engineering, Inc.
Prepared By: Romeo Baylosis
Apri17, 2018
ERWSD
TOV
Westem Ppeway
%res
Quantty Unit
Unit Cost Item Cost Subtotal
lim
$ 297,021
res
1
LS
$ 76,125
$ 76,125.00
1
LS
$ 3,104
$ 3,104.00
1
LS
$ 159,090
$ 159,090.00
$ 3,104
1
LS
$ 35,550
$ 35, 550.00
0.0%
1
15
$ 11,875
$ 11,875.00
$ -
1
LS
$ 11,277
$ 11,277.00
78.3%
1
LS
$ -
$ -
$ 456,633
$ 8,830
1578
LF
$ 177.80
$ 280,568.40
78.3%
$ -
0
LF
$ -
$ -
284
LF
$ 60.00
$ 17,040.00
11
EA
$ 8,654.00
$ 95,194.00
1
EA
$ 9,682.00
$ 9,682.00
$
1
LS
$ 40,867.00
$ 40,867.00
0.0%
1
LS
$ 6,852.00
$ 6,852.00
$ 95,194
4
EA
$ 345.00
$ 1,380.00
100.0%
15
DAY
$ 170.00
$ 2,550.00
16
LF
$ 156.25
$ 2,500.00
$ 346,735
100.0%
2597 53 $ 2.40
$ 6,232.80
$ -
100.0%
$ 1,380
1808
CY
$ 30.75
$ 55,596.00
100.0%
3117
TON
$ 22.60
$ 70,444.20
100.0%
$ 2,500
2949
CY
$ 30.75
$ 90, 681.75
4777
TON
$ 22.60
$ 107,960.20
100
CY
$ 158.20
$ 15,820.00
$ 170,792
319
TON
$ 151.00
$ 48,169.00
20.0%
129
TON
$ 130.00
$ 16,770.00
$ 56,355
506
TON
$ 26.60
$ 13,459.60
174
TON
$ 151.00
$ 26,274.00
$ 90,682
10
TON
$ 130.00
$ 1,300.00
100.0%
275
TON
$ 26.60
$ 7,315.00
100.0%
$ 15,820
146
TON
$ 151.00
$ 22,046.00
288
TON
$ 26.60
$ 7,660.80
48
TON
$ 151.00
$ 7,248.00
80.0%
1
TON
$ 130.00
$ 130.00
90
TON
$ 26.60
$ 2,394.00
80.0%
27
TON
$ 151.00
$ 4,077.00
54
TON
$ 26.60
$ 1,436.40
368
LF
$ 34.00
$ 12,512.00
$
$ 59,040
1287
SF
$ 1.20
$ 1,544.40
1
EA
$ 125.00
$ 125.00
ERWSD
TOV
Casa Del Sol
%res
iim
%res
lim
%res
res
100.0%
$ 76,125
0.0%
$
0.0%
$ -
100.0%
$ 3,104
100.0%
$ 159,090
0.0%
$
0.0%
$ -
100.0%
$ 35,550
78.3%
$ 9,298
21.7%
$ 2,577
78.3%
$ 8,830
21.7%
$ 2,447
78.3%
$ -
21.7%
$
100.0%
$ 280,568
0.0%
$
100.0%
$ -
0.0%
$
100.0%
$ 17,040
0.0%
$
100.0%
$ 95,194
0.0%
$
100.0%
$ 9,682
0.0%
$
100.0%
$ 40,867
0.0%
$
100.0%
$ 6,852
0.0%
$ -
100.0%
$ 1,380
0.0%
$ -
100.0%
$ 2,550
0.0%
$
100.0%
$ 2,500
0.0%
$
100.0%
$ 6,233
0.0%
$
80.0%
$ 44,477
20.0%
$ 11,119
80.0%
$ 56,355
20.0%
$ 14,089
100.0%
$ 90,682
0.0%
$
100.0%
$ 107,960
0.0%
$
100.0%
$ 15,820
0.0%
$
80.0%
$ 38,535
20.0%
$ 9,634
80.0%
$ 13,416
20.0%
$ 3,354
80.0%
$ 10,768
20.0%
$ 2,692
100.0%
$ 26,274
0.0%
$
100.0%
$ 1,300
0.0%
$
100.0%
$ 7,315
0.0%
$
100.0%
$ 22,046
0.0%
$
100.0%
$ 7,661
0.0%
$
100.0%
$ 7,248
0.0%
$
100.0%
$ 130
0.0%
$
100.0%
$ 2,394
0.0%
$
0.0%
$ -
100.0%
$ 4,077
0.0%
$ -
100.0%
$ 1,436
100.0%
$ 12,512
0.0%
$
100.0%
$ 1,544
0.0%
$
100.0%
$ 125
0.0%
$
Attachment A - Page 1 of 3
ERWSO
Western Pipeway
•uant
Unit
Unk Cost
Item Cost
Subtotal
0.0062
AC
$ 24,193.00
$ 150.00
0.0%
5489
SF
$ 2.75
$ 15,094.75
550
LF
$ 1.00
$ 550.00
1
L5
$ 500.00
$ 500.00
1
LS
$ 5,076.00
$ 5,076.00
30
DAY
$ 740.00
$ 22,200.00
100
CY
$ 15.00
$ 1,500.00
36
HR
$ 335.00
$ 12,060.00
400
LF
$ 0.60
$ 240.00
$ 253,614
100.0%
$ 1,500
1
LS
$ 6,980.00
$ 6,980.00
1
LS
$ 13, 552.00
$ 13, 552.00
1
LS
$ 5,111.00
$ 5,111.00
1
LS
$ 4,368.00
$ 4,368.00
1
LS
$ 9,789.00
$ 9,789.00
3111
SY
$ 4.80
$ 14,932.80
399
CY
$ 34.60
$ 13, 805.40
Material 124
CY
$ 41.75
$ 5,177.00
408
TON
$ 28.60
$ 11,668.80
3111
53
$ 0.50
$ 1,555.50
0
616
TON
$ 124.25
$ 76,538.00
1176
TON
$ 26.90
$ 31,634.40
1010
SF
$ 14.70
$ 14,847.00
70
LF
$ 50.00
$ 3,500.00
434
LF
$ 37.00
$ 16,058.00
1
EA
$ 1,702.00
$ 1,702.00
1
EA
$ 280.00
$ 280.00
1
LS
$ 672.00
$ 672.00
400
SF
$ 9.20
$ 3,680.00
100
IF
$ 8.40
$ 840.00
500
LF
$ 8.20
$ 4,100.00
302
LF
$ 35.00
$ 10,570.00
302
LF
$ 1.65
$ 498.30
1
LS
$ 1,755.00
$ 1,755.00
lase 1) Eiot Road to Stephens Park $ 227,113
$ 15,937
3
EA
$ 2,145.00
$ 6,435.00
1
EA
$ 3,214.00
$ 3,214.00
3930
LF
$ 0,80
$ 3,144.00
3930
LF
$ 0.80
$ 3,144.00
$ -
$ 165,969
1965
LF
$ 28.60
$ 56,199.00
406
TN
$ 25.50
$ 10,353.00
582
C
$ 20.00
$ 11,640.00
364
CY
$ 190.00
$ 69,160.00
. Material 10
CY
$ 77.00
$ 770.00
1898
LF
$ 1.25
$ 2,372.50
2870
SF
$ 2.50
$ 7,175.00
1
LS
$ 8,299.81
$ 8,299.81
ERWSO
TOV
Casa Del Sol
%resres
%res
iLe.s
%res
5m
100.0%
$ 150
0.0%
$
100.031
$ 15,095
0.0%
$ -
100.0%
$ 550
0.0%
$
100.0%
$ 500
0.0%
$
100.0%
$ 5,076
0.0%
$
100.0%
$ 22,200
0.0%
$
100.0%
$ 1,500
0.0%
$
100.0%
$ 12,060
0.0%
$ -
100.0%
$ 240
0.0%
$ -
57.4%
$ 4,007
42.6%
$ 2,973
57.4%
$ 7,780
42.6%
$ 5,772
57.4%
$ 2,934
42.6%
$ 2,177
57.4%
$ 2,507
42.6%
$ 1,861
57.4%
$ 5,619
42.6%
$ 4,170
57.4%
$ 8,572
42.6%
$ 6,360
57.4%
$ 7,925
42.6%
$ 5,880
0.0%
$ -
100.0%
$ 5,177
0.0%
$ -
100.0%
$ 11,669
57.4%
$ 893
42.6%
$ 663
57.4%
$ 43,937
42.6%
$ 32,601
57.4%
$ 18,160
42.6%
$ 13,474
0.0%
$ -
100.0%
$ 14,847
0.0%
$ -
100.0%
$ 3,500
0.0%
$ -
100.096
$ 16,058
0.0%
$ -
100.096
$ 1,702
0.0%
$ -
100.0%
$ 280
57.4%
$ 386
42.6%
$ 286
0.0%
$ -
100.0%
$ 3,680
0.0%
$ -
100.0%
$ 840
0.0%
$ -
100.0%
$ 4,100
0.0%
$ -
100.0%
$ 10,570
0.0%
$ -
100.0%
$ 498
0.0%
$ -
100.0%
$ 1,755
0.0%
$ -
100.0%
$ 6,435
0.0%
$ -
100.0%
$ 3,214
0.0%
$ -
100.0%
$ 3,144
0.0%
$ -
100.0%
$ 3,144
0.096
$ -
100.0%
$ 56,199
0.0%
$ -
100.0%
$ 10,353
0.0%
$ -
100.0%
$ 11,640
0.0%
$ -
100.0%
$ 69,160
0.0%
$ -
100.0%
$ 770
0.0%
$ -
100.0%
$ 2,373
0.0%
$ -
100.0%
$ 7,175
0.0%
$ -
100.0%
$ 8,300
Attachment A - Page 2 of 3
Attachment A - Page 3 of 3
Western Ppeway
ERWSD
TOV
Casa Del Sol
uantky I Unk Unk Cost 1 Item Cost
Subtotal
$ 45,207
36 TN $ 377.40 $ 13,586.40
163 TN $ 134.50 $ 21,923.50
99 TN $ 35.70 $ 3,534.30
1450 SY $ 4.25 $ 6,162.50
Subtotal $ 1,810,948.51
%res
%res
%res res
0.0%
100.0%
$ 13,586
0.0%
100.0%
$ 21,924
0.0%
100.0%
$ 3,534
0.0%
100.0%
$ 6,163
74.2%
$ 1,342,863
17.5%
$ 317,193
8.3% $ 150,893