HomeMy WebLinkAboutContract 2041MCES Contract No. 0X021
HILLTOP INTERCEPTOR 4-HT-100 IMPROVEMENTS 2049
CONSTRUCTION COOPERATION AGREEMENT
This Construction Cooperation Agreement ("Agreement"), effective on the date of
execution by both of the Parties, is made and entered into by the City of Columbia
Heights, a municipal corporation (hereinafter referred to as "Columbia Heights"), and the
Metropolitan Council, a public corporation and political subdivision of the State of
Minnesota (hereinafter referred to as "Council"), collectively referred to as the "Parties".
RECITALS
L Columbia Heights is scheduled to initiate a water main rehabilitation project in
2007 ("City Project").
2. The Council currently owns and operates a sanitary sewer (identified as the
Hilltop 4-HT-100 sanitary sewer Interceptor ("Interceptor 4-HT-100")) that is located
along the City Project, as shown on Exhibit A, attached hereto and made a part of this
Agreement.
3. System inspection of Interceptor 4-HT-1.00 by the Council has revealed a need for
major rehabilitation in the form of cleaning and lining.
4. Columbia Heights has proposed to include the rehabilitation of Interceptor 4-HT-
100 in the City Project.
5. Pursuant to Minnesota Statutes, Section 473.504, subd 12, the Council is
authorized to contract with any local government unit for the performance on the
Council's behalf of any service on such terms as may be agreed upon by the contracting
parties. Columbia Heights and Met Council are further authorized to enter into this
Agreement by Minnesota Statutes Section 471.59 and by Met Council action No. 2007-
131 passed on April 25, 2007, and City Council action passed on October 15, 2007.
6. For purposes of this Agreement, the City Project is City Project 0604 and 0704,
hereinafter referred to as "City Project", and the rehabilitation of the Council's
Interceptor 4-HT-100 is referred to as the "Council Project, the location of which is
shown on Exhibit A attached hereto and made a part hereof.
MCES Contract No. 0X021
AGREEMENT
NOW, THEREFORE, for mutual valuable consideration, the sufficiency of which has
been agreed to by the parties, the Council and Columbia Heights agree as follows:
I.
PURPOSE OF THE AGREEMENT
1. The purpose of the Agreement is to set forth the terms and conditions for and the
responsibilities of the parties to this Agreement with respect to the construction by
Columbia Heights of the Council Project. The Recitals are hereby incorporated into and
shall become a part of this agreement.
2. The Council hereby consents to the construction of the Council Project by
Columbia Heights subject to performance by Columbia Heights of the conditions listed in
this Agreement.
3. The scope of work for the Council is as follows:
Aggressive cleaning and Cured-In-Place-Pipe lining of approximately 1660 feet
of 8-inch to 12-inch. gravity sewer pipe referred to in this Agreement as the Council
Project.
II.
CONSTRUCTION DOCUMENTS.
1. The Council shall prepare and provide to Columbia Heights final construction
documents, including plans and specifications, for the Council Project ("Council Project
Construction Documents")
2. Prior to the start of construction, Columbia Heights shall prepare and submit to
Met Council for review and acceptance a proposed schedule for the Council Project.
Columbia Heights shall include the Council Project Construction Documents in the
construction documents for the City Project ("City Project Construction Documents").
The City Project Construction Documents, including the Council Project Construction
Documents, shall include the schedule submitted to and accepted by the Council.
Columbia Heights shall notify the Council of any changes to the schedule.
3. Further, the City Project Construction Documents prepared by Columbia Heights
shall provide that:
a. Columbia Heights will temporarily convey sanitary sewer flow around the
City and Council Project work areas and discharge the flow into a downstream
maintenance structure located on the Council Interceptor 4-HT-100; and
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b. During the construction of the Council Project, there will be no
interruption to Council's sewer service without written consent of the Council; and
c. During construction of the Council's Hilltop Interceptor 4-HT-100
Improvements Project, there will be no interruptions to the sanitary sewer transport
system that will affect the Council's billing process and procedures without the written
consent of the Council; and
d. There will be no interruption to access by the Council to its Interceptor 4-
HT-100.
4. Evidence of the Council's written approval or consent pursuant to Section II of
this Agreement will be a letter to Columbia Heights from the Council's General Manager,
Environmental Services Division.
III.
CONSTRUCTION AGENT/BIDS/AWARD OF CONTRACT
1. The Council, in connection with the construction of the Council Project, does
hereby appoint Columbia Heights as its agent to advertise for bids for the work and
construction of the Council Project, to receive and open bids, pursuant to said
advertisement and to enter into a contract with a successful bidder at the unit prices
specified in the bid of such bidder, and to construct the Council Project.
2. Notwithstanding the previous paragraph, immediately upon receipt and opening
of bids by Columbia Heights for construction of the City Project including the Council
Project, Columbia Heights will tabulate the bids and submit the tabulated bids and a
recommendation for selection of a bidder to the Council. The Council shall have seven
(7) business days to review the bids and Columbia Heights' recommendation for a bidder.
The Council shall inform. Columbia Heights in writing of its acceptance or rejection as
provided in the previous sentence. If the Council rejects any or all bids and/or Columbia
Heights' recommended selection for a bidder, it will provide to Columbia Heights, in
writing, the reasons for such rejection. Subsequent to rejection of the bids and/or
recommendation by Columbia Heights for selection of a bidder and if Columbia Heights
and the Council mutually agree, Columbia Heights may re-advertise for bids.
Immediately upon opening the second set of bids, Columbia Heights shall follow the
procedure set forth in this paragraph with respect to tabulation of bids, recommendation
for selection of a bidder and acceptance or rejection of bidder by the Council. If the
Council again rejects any of all bids and/or the bidder recommended by Columbia
Heights, this Agreement shall become null and void.
IV.
CONTRACT ADMINISTRATION
Columbia Heights will administer the contract and inspect the construction of the
contract work. Columbia Heights will provide to the Council construction reports
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indicating construction progress and inspection results with respect to the Council
Project. The work will be inspected throughout the Council Project by the Council's
authorized representative, but the Council's authorized representative will not have
responsibility for the supervision of the work. If the Council reasonably determines that
the work has not been properly constructed in accordance with the Council Construction
Documents, the Council, through its authorized representative, shall inform Columbia
Heights' Project Engineer in writing of such defects. The term "authorized
representative" is defined as the person designated in writing by the General Manager of
the Council's Environmental Services Division. Columbia Heights shall require its
contractor to make the corrections and/or meet the requirements of the Council
Construction Documents requested by the Council through its authorized representative.
All Council Project work shall be performed in substantial accordance with the Council
Construction Documents and those sections of the City Construction Documents that
pertain to the Council Project, including those requirements listed in Section II(3) of this
Agreement. Columbia Heights' Project Engineer will inform the Council in writing
either that the Council Project as constructed conforms to the Council Project
Construction Documents or that the Council Project does not conform to the Council
Project Construction Documents. The Council will further inform Columbia Heights of
the specific reasons for non-conformance to the Council Project Construction documents
and what steps, in the opinion of the Council, must be taken by Columbia Heights to
make the Hilltop Interceptor 4-HT-100 Improvements Project conform to the
Construction Documents. The final decision on conformance of the Council Project will
be made by the Council. Evidence of acceptance of the Council Project will be in writing
by letter from the General Manager of the Council's Environmental Services Division.
The Council will not unreasonably withhold acceptance of the Council Project.
V.
NOTICE OF START OF CONSTRUCTION
Not less than seven (7) business days prior to commencement of construction of
the Council Project by Columbia Heights, Columbia Heights will give written notice to
the Council of its intention to commence construction, said notice to be directed as
follows:
General Manager
Metropolitan Council Environmental Services
390 Robert Street North
Saint Paul, MN 55101-1805
VI.
AMENDMENTS/CHANGE ORDERS
Columbia Heights will submit any proposed amendments to or material changes
to the Council Project Construction Documents or to those sections of the City Project
Construction pertaining to the Council Project Documents including the scheduled
accepted by the Met Council and those requirements listed in Section II(3) of this
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Agreement, to the Council for review and acceptance, which approval will not be
unreasonably withheld. Such amendments to the Council Project and City Project
Construction Documents and/or changes in the construction schedule must be submitted
to the Council's project manager at least five (5) business days prior to the
implementation of such change. Columbia Heights agrees that it will not proceed with
amendment to or changes in the final Council Project Construction Documents or
sections of the City Project Construction Documents pertaining to the Council Project,
including the construction schedule of the Council Project until the Council has
consented to such change in accordance with its procedures and has approved such
change in writing as evidenced by a letter to Columbia Heights from the Council's
authorized representative.
VII.
PAYMENT.
1. The Council shall reimburse Columbia Heights for construction of the Council
Project as provided in this Agreement in the total approximate amount of $87,239.00
which consists of $7,500.00 Columbia Heights administrative costs, $25,000.00 for
engineering, administration and legal costs, and $54,739.00 for construction, all as shown
on Exhibit B attached hereto and made a part hereof.
2. The parties agree that the project costs shown on Exhibit B of this Agreement are
an estimate of the construction cost for the Council Project, and that the units set forth in
the contracts with the successful bidder and the final quantities as measured by the
Council's Engineer and staff shall govern in computing the total final contract
construction costs of the Council Project. All direct payments to the contractor for work
performed on the Council Project will be made by Columbia Heights, and the Council
will reimburse Columbia Heights in accordance with the terms of this Agreement.
3. Upon completion of construction of the Council Project and acceptance of the
Council Project by Council in accordance with the terms of this Agreement, Columbia
Heights shall prepare and submit to Council a final schedule of construction costs and
invoice for the costs of the Council Project. The schedule of final costs shall also include
the final engineering, administrative and legal costs and the Columbia Heights
administrative cost, all as estimated on Exhibit B, and adjustment for any amendments or
change orders approved by the Council in accordance with this Agreement. The schedule
of final construction costs shall include evidence of payment by Columbia Heights to its
contractors together with contractor and subcontractor lien waivers evidencing payment
for all work performed on the Council Project. The Council shall reimburse to Columbia
Heights the amount in the schedule of final costs and invoice within forty-five (45)
calendar days of submission of the invoice to the Council, unless such cost or costs are
contested by the Council, in which case the Council shall pay such cost or costs upon
resolution of the contested item or items.
VIII
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MCES Contract No. 0X021
RIGHT OF ENTRY.
1. For purposes of Columbia Heights fulfilling its obligations under this
Agreement,the Council hereby grants to Columbia Heights the right to enter into its
property and any easements and right-of--way it may now own or have obtained for the
Council Project.
2. For purposes of the Council fulfilling its obligations under this Agreement,
Columbia Heights hereby grants to the Council the right to enter onto its property and
any easements and right-of--way that it may have obtained for construction of the Council
Project.
3. The parties agree that as of the date of this Agreement, no right-of--way or
property acquisition is required for the construction of the Council Project or the City
Project in addition to the property orright-of--way owned by the Council and Columbia
Heights.
IX.
RECORD KEEPING.
All records kept by the Council and Columbia Heights with respect to the Council
Project shall be subject to examination by the representative of each party hereto. All
data collected, created, received, maintained, or disseminated for any purpose by the
activities of Columbia Heights and the Council pursuant to this Agreement shall be
governed by Minnesota Statutes Chapter 13, as amended, and the Minnesota Rules
implementing such Act now in force or hereinafter adopted.
X.
EMPLOYEES.
All employees of Columbia Heights and all other persons engaged by Columbia
Heights in the performance of any work or services required or provided for herein to be
performed by Columbia Heights shall not be considered employees of the Council, and
that any and all claims that may arise under the Worker's Compensation Act of the
Unemployment Compensation Act of the State of Minnesota on behalf of said employees
while so engaged, and any and all claims made by any third parties as a consequence of
any act or omission on the part of said employees while so engaged, on any of the work
or services provided to be rendered herein, shall in no way be the obligation or
responsibility of the Council.
All employees of the Council and all other persons engaged by the Council in the
performance of any work or services required or provided for herein to be performed by
Council shall not be considered employees of Columbia Heights, and that any and all
claims that may arise under the Worker's Compensation Act of the Unemployment
Compensation Act of the State of Minnesota on behalf of said employees while so
engaged, and any and all claims made by any third parties as a consequence of any act or
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MCES Contract No. 0X021
omission on the part of said employees while so engaged, on any of the work or services
provided to be rendered herein, shall in no way be the obligation or responsibility of
Columbia Heights.
XI.
GENERAL CONDITIONS.
1. Each party agrees that it will be responsible for its own acts and the results thereof
to the extent authorized by the law and shall not be responsible for the acts of the other
party and the results thereof. Columbia Heights's and the Council's liability is governed
by the provisions of Minnesota Statutes Chapter 466.
2. Columbia Heights and the Council each warrant that they are able to comply with
the aforementioned indemnity requirements through an insurance of self insurance
program and have minimum coverage consistent with the liability limits contained in
Minnesota Statutes Chapter 466.
3. Columbia Heights further agrees that any contract let by Columbia Heights for the
performance of the Council Project as provided herein shall include clauses that will: 1)
require the contractor to defend, indemnify, and save harmless the Council, its officers,
agents and employees from claims, suits ,demands, damages, judgments, costs, interest,
expenses, including, without limitation, reasonable attorney fees, witness fees, and
disbursements incurred in defense thereof arising out of or by reason of the negligence of
said contractor, its officers, employees, agents or subcontractors; 2) require the contractor
to provide and maintain insurance as required in the contract documents between
Columbia Heights and the contractor and to provide the Council, also as required in the
contract documents between Columbia Heights and the contractor, with Certificates of
Insurance naming the Council as additional insured; and 3) require the contractor to be an
independent contractor for the purposes of completing the work provided for in this
Agreement.
4. It is understood and agreed that the entire Agreement between parties is contained
herein and that this Agreement supersedes all oral agreements and negotiations between
the parties relating to the subject matter hereof. All items referred to in this Agreement
are incorporated or attached and are deemed to be part of this Agreement.
5. Any alterations, variations, modifications, or waivers of provisions of this
Agreement shall only be valid when they have been reduced to writing as an amendment
to this Agreement signed by the parties hereto.
6. Applicable provisions of Minnesota State law, federal law and of any applicable
local ordinances shall be considered a part of this Agreement as though fully set forth
herein. Specifically, Columbia Heights agrees to comply with all federal, state and local
applicable laws and ordinances relating to nondiscrimination, affirmative action, public
purchases, contracting, employment, including worker's compensation and surety
deposits required for construction contracts.
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MCES Contract No. 0X021
~. It is understood and agreed that the entire Agreement between the parties is
contained herein and that this Agreement supersedes all oral agreements and negotiations
between the parties relating to the subject matter hereof. All items referred to in this
Agreement are incorporated or attached and deemed to be part of this Agreement.
Any alterations, variations, modifications or waivers of provisions of this
Agreement shall only be valid when they have been reduced to writing as an amendment
to this Agreement signed by the parties hereto.
8. The provisions of this Agreement shall be deemed severable. If any part of this
Agreement is rendered void, invalid, or unenforceable, such rendering shall not affect the
validity and enforceability of the remainder of this Agreement unless the part or parts
which are void, invalid or otherwise unenforceable shall substantially impair the value of
the entire Agreement with respect to the parties. One or more waivers by said party of
any provision term, condition or covenant shall not be construed by the other parties as a
waiver of a subsequent breach of the same by other parties.
9. The covenants of this Agreement shall be binding upon and inure to the benefit of
the parties hereto, their successors and assigns.
10. Any notice of demand, which may or must be given or made by a party hereto,
under the terms of this Agreement or any statute or ordinance, shall be in writing and
shall be sent by certified mail or delivered in person to the other party addressed as
follows:
METROPOLITAN COUNCIL ENVIRONMENTAL SERVICES
DIVISION
C/o William Moore, General Manager
390 North Robert Street
St. Paul, MN 55101-1805
CITY OF COLUMBIA HEIGHTS
C/o Walter Fehst, City Manager
590 40th Avenue Northeast
Columbia Heights, MN 55421-3835
With copy to:
Office of General Counsel
Metropolitan Council
390 North Robert Street
St. Paul, MN 55101-1805
11. This contract is entered into in and under the laws of the State of Minnesota and
shall be interpreted in accordance therewith.
MCES Contract No. 0X021
12. If a dispute should arise between the Council and Columbia Heights with respect
to this Agreement or any of its provisions, the Council and Columbia Heights agree to
attempt to resolve such dispute through the use of a mediator mutually acceptable to the
Council and Columbia Heights prior to initiation of any legal action on the part of the
Council or Columbia Heights with respect to this Agreement, any of its provisions and/or
its enforcement. The costs of such mediation shall be shared equally by both parties.
13. The Council's Project Manager is:
William Moeller, or his designee
Assistant General Manager, Interceptor Services
Metropolitan Council Environmental Services
Columbia Heights' Project Manager is:
Kevin Hansen, or his designee
Director of Public Works
City of Columbia Heights
IN TESTIMONY WHEREOF, the parties hereto have caused this Agreement to be
executed by their respective duly authorized officers as of the day and year first above
written.
CITY OF COLUMBIA HEIGHTS
By
Approved as to Form.:
Its
Date
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MCES Contract No. 0X021
CITY OF COLUMBIA IIEIGHTS
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City Manager
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MCES Contract No. 0X021
EXHIBITS
EXHIBIT A -Location of Interceptor 4-HT-100
EXHIBIT B -Council Project Costs
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MCES Contract No. 0X021
EXHIBIT A
Interceptor 4-HT-100 Improvements
SULLIVAN
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MCES Contract No. 0X021
EXFIIBIT B
Item Cost
Construction Cost $54,739
Engineering, Administrative and Legal $25,000
City of Columbia Heights Administrative $7,500
TOTAL SUM $87,239
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Offzce of the General Counsel
Writer's Direct Dial: (651) 602-1108
Writer's Direct Fax: (651) 602-1640
Writer's e-mai1:.Teanne.matross /mete.state.mn.us
November 20, 2007
Mr. Walter Fehst
City Manager
CITY OF COLUMBIA HEIGHTS
590 40t" Avenue NE
Columbia Heights, MN 55421
Re: Columbia Heights/Met Council Construction Cooperation Agreement
Dear Mr. Fehst:
Enclosed please find afully-executed original of the above-referenced Agreement for
your files.
Sincerely,
.~-
JEANNE K. MATROSS
~ Associate General Counsel
Enclosure
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