Misc. Contracts & Agreements

No. 21,879

LOCAL AGENCY AGREEMENT

HAZARD ELIMINATION PROGRAM PROJECT

US 30: NW 112^th Ave – NW 105^th Ave

This Agreement is made and entered into by and between the STATE OF OREGON, acting by and through its Department of Transportation, hereinafter referred to as "State"; and the CITY OF PORTLAND, acting by and through its elected officials, hereinafter referred to as "Agency".

RECITALS

1.  US 30, (Lower Columbia River Highway) is a part of the state highway system under the jurisdiction and control of the Oregon Transportation Commission. NW 105^th Ave and NW 107^th Ave are a part of the city street system under the jurisdiction and control of Agency.

2.  By the authority granted in ORS 190.110, 366.572 and 366.576, State may enter into cooperative agreements with the counties, cities and units of local governments for the performance of work on certain types of improvement projects with the allocation of costs on terms and conditions mutually agreeable to the contracting parties.

3.  By the authority granted in ORS 810.210, State is authorized to determine the character or type of traffic control devices to be used, and to place or erect them upon state highways at places where State deems necessary for the safe and expeditious control of traffic. No traffic control devices shall be erected, maintained, or operated upon any state highway by any authority other than State, except with its written approval. Traffic signal work on this Project will conform to the current State design standards and specifications, subject to State review and approval.

NOW THEREFORE, the premises being in general as stated in the foregoing recitals, it is agreed by and between the parties hereto as follows:

TERMS OF AGREEMENT

1.  Under such authority, State and Agency plan and propose to upgrade the traffic signals at 105^th Ave and 107^th to current standards with an interconnect with the railroad at 107^th Ave. and installation of curb extensions, illumination and other pedestrian crossing improvements, hereinafter referred to as "Project". The location of the Project is approximately as shown on the sketch map attached hereto, marked Exhibit A, and by this reference made a part hereof.

Key #13454

2.  The Project shall be conducted as a part of the Hazard Elimination System Program under Title 23, United States Code. The total Project cost is estimated at $550,000. The HEP funds are limited to $495,000. Agency shall be responsible for the match for the federal funds and any portion of the Project which is not covered by federal funding. The estimate for the total Project cost is subject to change.

3. The federal funding for this Project is contingent upon approval by the FHWA. Any work performed prior to acceptance by FHWA will be considered nonparticipating and paid for at Agency expense.

4. The term of this Agreement shall begin on the date all required signatures are obtained and shall terminate on completion of the Project and final payment or ten calendar years following the date all required signatures are obtained, whichever is sooner.

5. This Agreement may be terminated by mutual written consent of both parties.

State may terminate this Agreement effective upon delivery of written notice to Agency, or at such later date as may be established by State, under any of the following conditions:

a.  If Agency fails to provide services called for by this Agreement within the time specified herein or any extension thereof.

b.  If Agency fails to perform any of the other provisions of this Agreement, or so fails to pursue the work as to endanger performance of this Agreement in accordance with its terms, and after receipt of written notice from State fails to correct such failures within 10 days or such longer period as State may authorize.

c.  If Agency fails to provide payment of its share of the cost of the Project.

d.  If State fails to receive funding, appropriations, limitations or other expenditure authority sufficient to allow State, in the exercise of its reasonable administrative discretion, to continue to make payments for performance of this Agreement.

e.  If Federal or state laws, regulations or guidelines are modified or interpreted in such a way that either the work under this Agreement is prohibited or State is prohibited from paying for such work from the planned funding source.

Any termination of this Agreement shall not prejudice any rights or obligations accrued to the parties prior to termination.

6. The Special and Standard Provisions attached hereto, marked Attachments 1 and 2, respectively, are by this reference made a part hereof. The Standard Provisions apply to all federal-aid projects and may be modified only by the Special Provisions. The parties hereto mutually agree to the terms and conditions set forth in Attachments 1 and 2. In the event of a conflict, this Agreement shall control over the attachments, and Attachment 1 shall control over Attachment 2.

7. Agency, as a recipient of federal funds, pursuant to this Agreement with the State, shall assume sole liability for Agency’s breach of any federal statutes, rules, program requirements and grant provisions applicable to the federal funds, and shall, upon Agency’s breach of any such conditions that requires the State to return funds to the Federal Highway Administration, hold harmless and indemnify the State for an amount equal to the funds received under this Agreement; or if legal limitations apply to the indemnification ability of Agency, the indemnification amount shall be the maximum amount of funds available for expenditure, including any available contingency funds or other available non-appropriated funds, up to the amount received under this Agreement.

8. Agency shall adopt an ordinance to enter into and execute this Agreement during a duly authorized session of its City Council.

9. This Agreement and attached exhibits constitute the entire agreement between the parties on the subject matter hereof. There are no understandings, agreements, or representations, oral or written, not specified herein regarding this Agreement. No waiver, consent, modification or change of terms of this Agreement shall bind either party unless in writing and signed by both parties and all necessary approvals have been obtained. Such waiver, consent, modification or change, if made, shall be effective only in the specific instance and for the specific purpose given. The failure of State to enforce any provision of this Agreement shall not constitute a waiver by State of that or any other provision.

IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their seals as of the day and year hereinafter written.

This Project is in the 2004-2007 Statewide Transportation Improvement Program, (Page 76, key #13454) that was approved by the Oregon Transportation Commission on November 17, 2003 (or subsequently approved by amendment to the STIP).

The federal funding for this Project is contingent upon approval by the FHWA. Any work performed prior to acceptance by FHWA will be considered nonparticipating and paid for at Agency expense.

The Oregon Transportation Commission on June 18, 2003, approved Delegation Order No. 2, which authorizes the Director to approve and execute agreements for day-to-day operations when the work is related to a project included in the Statewide Transportation Improvement Program or a line item in the biennial budget approved by the Commission.

On September 16, 2002, the Director of the Oregon Department of Transportation approved Subdelegation Order No. 2, in which the Director delegates authority to the Deputy Director for Highways to approve and execute agreements over $75,000 when the work is related to a project included in the Statewide Transportation Improvement Program.

ATTACHMENT NO. 1 to Agreement No. 21,879

SPECIAL PROVISIONS

1.  Agency shall, as a federal-aid participating preliminary engineering function, conduct the necessary field surveys, environmental studies, traffic investigations, foundation explorations, and hydraulic studies, identify and obtain all required permits, and perform all preliminary engineering and design work required to produce final plans, preliminary/final specifications and cost estimates.

2.  State and Agency agree that the Project shall be built to State design standards and State shall review all plans and specifications prior to advertisement for bids.

3.  Agency shall, upon State's award of a construction contract, furnish all construction engineering, field testing of materials, technical inspection and project manager services for administration of the contract.

4.  In the event that Agency elects to engage the services of a personal services consultant to perform any work covered under this Agreement, Agency and Consultant shall enter into a Personal Services Contract approved by State’s Purchasing and Contracts Unit Manager or designee (Salem). Said contract must be reviewed and approved by the Purchasing and Contracts Unit Manager or designee prior to beginning any work. This review includes, but is not limited to the Request for Proposal, Statement of Work, advertisement and all contract documents. This review and approval is required to ensure federal reimbursement.

5.  State may make available Region 1’s On-Call PE, Design and Construction Engineering Services consultant for Local Agency Projects upon written request. If Agency chooses to use said services, they agree to manage the work done by the consultant and make funds available to the State for payment of those services. All eligible work shall be a federally participating cost and included as part of the total cost of the Project.

6.  Agency shall perform signal turn on. Upon satisfactory signal turn-on, perform all required maintenance for the modified traffic control signals. Agency shall annually bill State for 50 percent of the cost to maintain and provide power for said traffic signals. Maintenance and power responsibilities shall survive any termination of this Agreement.

7.  State's Traffic Engineer (or designee) shall, at Project expense, review and concur with the signal plans and the signal timing plans prior to signal turn-on.

8.  State's Traffic Signal Services Manager shall, at Project expense, perform the signal equipment environmental chamber testing in accordance with the current State procedures.