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Item 4I - MemoCITY OF SOU}THLAKE MEMORANDUM (March 3, 2020) To: Shana Yelverton, City Manager From: Rob Cohen, Director of Public Works Item 41 Subject: Approve an Interlocal Agreement (ILA) with the Trophy Club Municipal Utility District (MUD) No. 1 for shared construction costs for the relocation of an existing sanitary sewer line for the SH 114 Frontage Road and Ramp Improvements from Kirkwood Boulevard to Dove Road project. Action Requested: Approve an Interlocal Agreement (ILA) with the Trophy Club Municipal Utility District (MUD) No. 1 for shared construction costs for the relocation of an existing sanitary sewer line for the SH 114 Frontage Road and Ramp Improvements from Kirkwood Boulevard to Dove Road project. Background Information: The purpose of this agreement is for the City of Southlake and Trophy Club MUD No.1 to share construction costs for the relocation of sanitary sewer lines for the SH 114 Frontage Road project. The scope of the agreement requires relocation of the existing sanitary sewer line, that serves the Trophy Club MUD's customers, as necessary to facilitate the SH 114 Frontage Road improvements project. On February 17, 2020, Trophy Club MUD No. 1 approved the ILA. Financial Considerations: The ILA with Trophy Club MUD No. 1 is a net, no cost agreement to the City. Strategic Link: This item links to the City's Strategy Map strategic focus areas of Infrastructure and Partnerships & Volunteerism. It specifically relates to the City's Corporate Objectives, B2: Collaborate with Select Partners to Implement Service Solutions, and F2: Invest To Provide & Maintain High Quality Public Assets. Citizen Input/ Board Review: None. Page 1 of 2 Item 41 Legal Review: The City Attorney has reviewed the agreement. Alternatives: The City Council may approve or deny the agreement. Staff Recommendation: Approve an Interlocal Agreement (ILA) with the Trophy Club Municipal Utility District (MUD) No. 1 for shared construction costs for the relocation of an existing sanitary sewer line for the SH 114 Frontage Road and Ramp Improvements from Kirkwood Boulevard to Dove Road project. Supporting Documents: Attachment A: ILA with Trophy Club Municipal Utility District No. 1 Staff Contact: Rob Cohen, Director of Public Works Kyle D. Hogue, P.E., Deputy Director/City Engineer Page 2 of 2 INTERLOCAL AGREEMENT BETWEEN THE CITY OF SOUTHLAKE AND THE TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO. 1 REGARDING SANITARY SEWER LINE ADJUSTMENTS CROSSING SH 114 This Interlocal Agreement (the "Agreement") regarding Sanitary Sewer Line Adjustments Crossing 114 is made and entered into by and between the City of Southlake, Texas ("Southlake"), a municipal corporation located in Tarrant County, Texas, and the Trophy Club Municipal Utility District No. 1, Texas ("the District"), a municipal utility district located in Denton County, Texas. Southlake and the District shall hereafter be collectively referred to as "the Parties." RECITALS WHEREAS, the Parties mutually desire to enter into an interlocal agreement to undertake the adjustments to the existing 10" and 12" Sanitary Sewer Line serving the District (the "Project") necessitated by the construction of the SH 114 Frontage Road Improvements; and WHEREAS, Chapter 791, Texas Government Code, as amended (the "Act"), provides authorization for local governments to contract with one another for the performance of governmental functions and services under the terms of the Act; and WHEREAS, "Local government" is defined to include both municipalities such as Southlake and special districts such as the District; and WHEREAS, the Parties have need to construct the Project located in Southlake; and WHEREAS, due to the compelling urgency of the Project, the City of Southlake has previously contracted for Consulting Engineering Services related to the design of the Project; and WHEREAS, the Parties are required to provide financing for the Project; and WHEREAS, the costs of the design and construction of the Project are eligible for full reimbursement from the Texas Department of Transportation ("TxDOT') under a Reimbursement Agreement to be entered into between each of the Parties and TxDOT; and WHEREAS, the Parties are willing to cooperate with one another to accomplish the construction of the Project as provided in this Agreement; and Page 1 of 7 WHEREAS, state law requires that a local government paying for the performance of governmental functions or services under this Agreement must make those payments from current revenues; and WHEREAS, it is mutually advantageous to both parties to enter into this Agreement: AGREEMENTS, TERMS AND CONDITIONS NOW, THEREFORE, for and in consideration of the mutual covenants, terms and conditions set forth herein, and the mutual benefits to each party, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby contract, covenant, warrant and agree as follows: I. ADOPTION OF RECITALS All of the matters stated in the Recitals stated above are agreed to be true and correct and are hereby incorporated into the body of the Agreement by reference as though fully set forth in their entirety herein. II. OBLIGATIONS OF THE PARTIES 1. The District shall approve the construction plans and specification prior to commencement of construction of the Project by Southlake. The District shall also approve any change orders relating to the Project prior to approval thereof by Southlake. 2. The Parties agree that Southlake shall retain a General Contractor to construct the Project and shall manage all aspects of the contract with the General Contractor including Bidding Phase and Construction Phase Services, but excluding Construction Inspection Services, which will be provided by the District. 3. The Parties agree that the General Contractor shall provide Performance and Payment Bonds in the full amount of the Project contract cost, to be issued naming Southlake as beneficiary. 4. The Parties agree that the General Contractor shall also provide a Maintenance Bond in the amount of 25% of the Project contract cost, to be issued naming the District as beneficiary. The term of the Maintenance Bond shall be two (2) years, commencing upon final completion of the Project. 5. Prior to final completion and acceptance of the Project by Southlake, a replacement wastewater easement shall be furnished to the District. The easement shall be perpetual, not less than 20 -feet in width, and in a form approved by the District. Page 2 of 7 6. The Parties agree that the General Contractor shall provide Insurance to the contracting party, Southlake, with the District named as an additional insured. Copies of the insurance certificate(s) naming the District as an additional insured shall be furnished to the District prior to commencement of construction. 7. The Parties agree to fund the Project as follows: a) Southlake shall initially pay all costs of design and construction of the Project, subject to reimbursement in accordance with the terms of this Agreement. b) The District shall reimburse Southlake for the District's proportionate share of the cost of all design services for the Project, including Bidding Phase Services, under an agreement for Engineering Services with Kimley Horn Engineers. The estimated cost of design services rendered on behalf of the District is $50,670. The District's reimbursement obligation shall be limited to funds actually received from TxDOT as reimbursement for such costs and shall include any reimbursements from TxDOT for any additional engineering services necessitated by any additional engineering services related to the Project that may arise in the future. b.) The District shall reimburse Southlake 100% of the actual reimbursements received from TxDOT for the costs of construction of the Project, which the Parties currently estimate to be $172,000.00. The District shall have no obligation to provide payment to Southlake for any construction or other costs relating to the Project except with respect to funds actually received from TxDOT. 8. Southlake shall submit monthly bills to TxDOT for the design and construction costs of the Project with a copy provided to the District. The District shall sign its copy and forward the bill to TxDOT within five business days of receipt to insure prompt processing by TxDOT. 9. The Parties anticipate that TxDOT will reimburse the District approximately 90% of the invoice amount within 30 days of receipt of the bill, and the remaining reimbursement shall be received after final completion of the Project. 10. The District agrees to make payment to Southlake by written check or electronic fund transfer pursuant to instructions provided by Southlake within ten business days of receiving its reimbursement payment from TxDOT. The District shall be under no obligation to provide payment by electronic funds transfer, and may elect to provide payment by check. Page 3 of 7 11. The Parties agree that the District will provide all Construction Inspection Services for the Project. 12. The Parties agree that the construction to be done within Southlake shall be in accordance with Southlake's Code of Ordinances including, but not necessarily limited to, providing proper barricades, traffic control during construction, detours and project clean up after the contractor is completed. III. INDEMNIFICATION AND HOLD HARMLESS 1. To the extent allowed by law, the District agrees to indemnify and hold Southlake harmless from any claim by a third party for damages arising from or resulting from the construction or maintenance of the improvements constituting the Project in accordance with terms set forth in this Agreement, or in any other way arising from any portion of the Project, including but not limited to any property damage or personal injuries, including death. 2. To the extent allowed by law, Southlake agrees to indemnify and hold the District harmless from any claim by a third party for damages arising from or resulting from the construction or maintenance of the improvements constituting the Project in accordance with terms set forth in this Agreement, or in any other way arising from any portion of the Project, including but not limited to any property damage or personal injuries, including death. 3. The provisions of these indemnification and hold harmless provisions of this Agreement shall not apply to acts of gross negligence or willful misconduct by the indemnified party. 4. The indemnification provisions of this Agreement are solely for the benefit of the parties hereto and not intended to create or grant any rights, contractual or otherwise, to any other person or entity. 5. The provisions relating to indemnification and hold harmless contained herein shall not be deemed a waiver of any sovereign or governmental immunity or limitation on damages created or recognized by any applicable law, including but not limited to Tex. Civ. Proc. & Rem. Code Section 101.001 et. seq. IV. NOTICES Any notice required to be given under this Agreement shall be deemed to have been adequately given if deposited in the United States mail in an envelope with sufficient postage and properly addressed to the other party as follows: Page 4 of 7 TO SOUTHLAKE: TO DISTRICT: City of Southlake Trophy Club Municipal Utility 1400 Main Street District No. 1 Southlake, Texas 76092 100 Municipal Drive Attention: City Manager Trophy Club, Texas 76262 Attention: General Manager Notice of a change of address may be given by either party, to be effective ten (10) days after the sending of written notice of such change pursuant to this provision. V. MISCELLANEOUS PROVISIONS 1. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. 2. This Agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understandings or written or oral agreements between the parties respecting the subject matter hereof. 3. No amendment, modification or alteration of the terms hereof shall be binding unless the same be in writing, dated subsequent to the date hereof and duly executed by the parties. 4. All payments made hereunder shall be payable from funds currently available to the District. 5. This Agreement may be executed concurrently in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 6. If, in case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision hereof and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. 7. The obligations and undertakings of each of the parties to this Agreement are performable and shall be fully performed in Tarrant County, Texas. 8. Each person signing this Agreement warrants that person has received authority from the governing body of the party for which it is signing this Agreement to enter into this Agreement. Page 6 of 7 EXECUTED this the day of 2020. CITY OF SOUTHLAKE, TEXAS Mayor for the City of Southlake, Texas ATTEST: City Secretary for the City of Southlake, Texas APPROVED AS TO FORM: [SEAL] City Attorney for the City of Southlake, Texas Page 6 of 7 EXECUTED this the 074-4 day of 91-eb v '2020. TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO.1 /I Presic(e0t, Board of Directors Trophy Club Municipal Utility District No. 1 ATTEST: Di trict Secretary ����\\G�vg MUN�C/ • • • • Trophy Club Municipal ility District No. 1 ' A p�SAN,,,-•A-9� Q •4> QG• =o00 mZ APP OVED AS TO FORM: s Gj��• TE�Pg•.•,o S / DII District AA Counsel Trophy ClubJMunicipal Utility District No. 1 Page 7 of 7