HomeMy WebLinkAboutContract CAG-12-173
JOINT UTILITY TRENCH CONSTRUCTION AGREEMENT
Between CENTURYLINK and the CITY OF RENTON
City of Renton Agreement No. CAG-12-173
CenturyLink Agreement No. NCA7587.0
THIS AGREEMENT ("Agreement"), effective as of the 1 I 17i (the
"Effective Date"), is made by and between the CITY of Renton, a Washinglon Municipal
Corporation ("the "CITY"), and CenturyTel Services Group LLC, a Louisiana Limited
Liability Company ("CENTURYLINK"). The Attachments referred to herein are
incorporated by this reference.
RECITALS
A. The CITY is making improvements to NE 4t' Street between Union Ave NE and
Whitman Court NE(the"Project")within the corporate boundaries of the CITY.
B. CENTURYLINK provides broadband communications services in the
CITY.
C. The Project includes relocation of facilities that are currently located along the
corridor and owned by CENTURYLINK and other utility service providers. All of these
utility services are to be relocated as part of the Project ("Relocation").
D. The CITY has developed, advertised and opened bids for a construction contract,
including Plans, Specifications and Estimates ("PS&E") to construct the Project. By this
reference, the PS&E as advertised and awarded for construction, and including three published
amendments during the bidding period, are made a part of this Agreement.
E. The Relocation requires trenching within the right of way for placement of
facilities of utilities service providers, including CENTURYLINK, the CITY and others into a
Joint Utility Trench("JUT")
F. CENTURYLINK desires to secure the services of the CITY to install conduit and
utility vaults underground ("Work") and CENTURYLINK desires to cooperate in the planning,
engineering, design and other work associated with completion of the JUT and the Work.
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AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants, terms, conditions and
obligations contained herein, and intending to be bound hereby,the parties agree as follows:
1. Project Description.
The JUT will be placed in the CITY right of way along NE 4th Street as part of the Project and
facilities extended to those side streets and to properties included and as shown in the PS&E. The
JUT will be constructed to accommodate the underground facilities of several utility service
providers, including as a minimum, the CITY, CENTURYLINK, Comcast and PSE (gas and
electric). The CITY has awarded a construction contract for the Project, and will enter into a
contract that includes construction of the Project,including the JUT and the Work.
2. Performance of Work.
(a) The CITY, acting through the successful bidder ("Contractor"), will perform and
complete the Work in accordance with the PS&E and all applicable federal, state and local laws
and the requirements of those that own or have jurisdiction over the rights of way in which the
Relocation Work is to be performed. As one of the first orders of work to be required, the
Contractor will develop a construction schedule for the Project in sufficient detail to allow the
CITY and CENTURYLINK to understand timeframes for completion of the Project and the
Work.
To the extent that performance of the Work requires the installation of any materials that
would not be needed but for CENTURYLINK's participation in the Project, CENTURYLINK
will arrange for the purchase and delivery of such materials to the Contractor. Specific materials
to be purchased and delivered by CENTURYLINK are defined in the PS&E.
3. Responsibility of Parties to complete the Work.
(a) CITY Responsibilities
(1) Contractor Duties. The Contractor will excavate the trench, accommodate
and coordinate the installation of underground utilities, install vaults and conduits, furnish and
install bedding material, backfill and compact the trench, and perform any restoration required
by the CITY within the right-of-way. CITY and/or Contractor will exercise reasonable care in the
performance of the Work, and will install CENTURYLINK conduit and utility vaults in
accordance with written requirements and drawings provided in the PS&E. The CITY will
provide all traffic control required for the Work.
(2) Notice of Materials Required. The CITY will provide CENTURYLINK
notice, not less than ten (10) working days prior to the required delivery date, requesting
delivery of necessary conduits and vaults and all related materials that the Contractor reasonably
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requires to install the trench and conduits.
(3) Plan Discrepancies. If there is any discrepancy between the PS&E and the
CENTURYLINK Plans, the parties mutually agree to work together to resolve such
discrepancy between said plans.
(b) CENTURYLINK Responsibilities.
(1) Provision of Work, Materials, and Equipment. All work and equipment
described in this section as CENTURYLINK responsibilities shall be provided by
CENTURYLINK in the manner and timeframe described herein at CENTURYLINK's sole cost
and expense.
(2) Coordination. CENTURYLINK will maintain continued coordination
with the CITY regarding installation of CENTURYLINK's facilities. This coordination will
include,but not be limited to the following:
(i) The Contractor will develop a schedule that will accurately depict how the
Contractor plans to complete the project, including the relocation and the
Work. CENTURYLINK will be responsible for coordinating its work to
meet this project schedule,which is incorporated into this Agreement.
(ii) A weekly meeting will be held in which the Contractor will provide a
schedule and list of materials needed for the following two (2) weeks. A
representative from CENTURYLINK will attend each meeting and
provide weekly progress reports. The CENTURYLINK representative
will be responsible for coordinating the delivery of materials per the
discussion of schedule at these weekly meetings, in accordance with
Section 3(a)(2)
(iii)CENTURYLINK will furnish all materials required for the installation
of CENTURYLINK conduit and utility vaults including vaults,
conduits, and all other materials necessary for installation of the
vaults and conduits required by the Contractor for the installation of
CENTURYLINK facilities that week, not less than ten (10) working days
prior to the date that the work is scheduled based upon the weekly meeting,
provided that CITY gives CENTURYLINK notice in accordance with
Section 3(a)(2). The CITY will provide a reasonable location to
CENTURYLINK of where the materials will be delivered.
(iv)CENTURYLINK and the CITY will provide an inspector on-site, on
twenty-four(24) hours notice, to inspect and accept the installation of all
vault and conduit installation work. CENTURYLINK's inspector will
not direct the Contractor in any manner; the CENTURYLINK inspector
will communicate all requests in writing to the CITY's inspector.
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(v) Once sections of vault and conduit are installed by the CITY and
accepted by CENTURYLINK, CENTURYLINK will complete
installation of conductors and equipment and perform cut-over and
transfer of existing customers and facilities to the new underground
system, remove all existing facilities that are no longer in use,
associated with the Work. This will be done in a manner that does not
delay or otherwise impact progress of construction of the Project.
CENTURYLINK's responsibilities will include, but not be limited to,
furnishing and installing all cables, conductors, electrical equipment,
and temporary utility poles; conversion to underground; and for the
removal of poles,and other equipment no longer needed.
(4) Traffic Control. CENTURYLINK or its contractor will provide traffic
control when CENTURYLINK or its contractor is installing its new underground cabling and
splicing along with CENTURYLINK overhead construction and removing its existing overhead
facilities. Traffic control plans to be utilized by CENTURYLINK or its contractor will be
coordinated with traffic control established for the Project.
(S) Installation Not in Right of Way. The_ installation of any
CENTURYLINK facilities not in CITY right of way, including but not limited to cable,
conduit, and pedestals, will be the responsibility of CENTURYLINK. CENTURYLINK will
coordinate with private property owners. The Project will not provide for any construction outside
of the CITY's rights-of-way. Coordination of work, and payment for necessary easements or
agreements from private property owners, is the responsibility of CENTURYLINK and shall be
done in a manner so as not to delay or otherwise impact the construction of the Project.
4 Compensation
(a) CENTURYLINK agrees to pay to the CITY, as compensation for its work under this
agreement, the unit price which will be included in the successful bidder's proposal, and any
associated change order work that may be necessary. For planning purposes, an estimate of the
costs to be reimbursed by CENTURYLINK to the City for the Work is included as Attachment A
to this agreement. This compensation covers a pro rata share of certain costs.
(b) Share of additional expenses. CENTURYLINK will pay additional expenses incurred by
the CITY to complete the Work, including engineering and inspection costs associated with the Work,
provided such additional expenses are mutually agreed upon by the parties in writing, prior to such
additional expenses being incurred.
S Change Orders
(a) Any request for change must be agreed upon in advance as evidenced by written
amendment and signed by authorized representatives of both parties.
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(b) Any change requested by CENTURYLINK to be performed by the CITY will be
submitted to the CITY's Inspector, who will submit the request to the Contractor to obtain a
reasonable price from the Contractor to perform the work. The CITY will notify CENTURYLINK of the
price. CENTURYLINK will have twenty-four(24)hours after being notified of the price to respond and
confirm the requested change,and authorize the change in work and cost.
(c) CENTURYLINK will reimburse the CITY for all negotiated costs associated with any change,
including associated engineering and inspection costs.
6. Schedule.
The CITY's Contractor will be responsible for planning and scheduling their work and will submit a
progress schedule to the CITY and CENTURYLINK prior to beginning construction activities.
7 Notices.
All notices will be in writing and will be delivered by certified mail return receipt requested
or any other delivery system which is capable of providing proof of delivery.. Any such notice
will be deemed effective on the date of mailing. All notices will be addressed to the parties as
specified below:
CENTURYLINK Tonna Baruso
CENTURYLINK
23315 66th Ave. So.
Kent,WA 98032
(253) 372-5360
CITY OF RENTON Bob Hanson,PE
City of Renton
Transportation Division
1055 South Grady Way
Renton,WA 98057
(425) 430-7337.
Either party may change the above addresses to which notices are sent by giving notice of such
change to the other party in accordance with the provisions of this Section.
8. Governing Law.
This Agreement will be governed by and interpreted in accordance with the laws of the State of
Washington.
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9. Dispute Resolution.
Any controversy or claim, whether based on contract, statute, tort, fraud misrepresentation or
other theory, related directly or indirectly to this agreement between CENTURYLINK and the
CITY will be resolved by negotiation between the parties. Should such negotiations fail to
settle such controversy or claim settlement will be reached through binding arbitration. The Federal
Arbitration Act, 9 U.S.C. Sections 1 to 16, not state law, will govern the arbitrability of all claims,
and the resolution of the claims. Binding arbitration will be conducted under the then current
rules of Judicial Arbitration and Mediation Services ("JAMS"). (Except, Judge Gerard M.
Shellan shall not be an arbitrator, as he was formerly the CITY attorney for the CITY of
Renton.) In the event the terms of the Federal Arbitration Act and the then current rules of
JAMS are inconsistent,the Federal Arbitration Act shall govern.
10. Force Majeure.
Both parties shall be excused from their performance if prevented by acts or events beyond the
parties reasonable control including extreme weather conditions, strikes, fires, embargoes,
actions of civil or military law enforcement authorities, acts of God, or acts of legislative,
judicial, executive, or administrative authorities ("Force Majeure Event").
11. Indemnification.
CITY will indemnify and hold harmless CENTURYLINK, its owners, parents, subsidiaries,
affiliates, agents, directors, and employees against any and all liabilities, claims, judgments,
losses, orders, awards, damages, costs, fines, penalties, costs of defense, and attorneys' fees
("Liabilities") to the extent they arise from or in connection with: (a) fault or negligence of the
CITY, its officers, employees, agents, Contractor, subcontractors and/or representatives; (b)
any product liability claims relating to any material supplied by the CITY under this
Contract; (c) failure of the CITY, its officers, employees, agents, Contractor,
subcontractors and/or representatives to comply with any term of this Contract or any applicable
local, state, or federal law or regulation, including but not limited to the OSH Act and
environmental protection laws; (d) claims under workers' compensation or similar employee
benefit acts by the CITY or its employees, agents, subcontractors, or subcontractors' employees or
agents.
CENTURYLINK will indemnify and hold harmless the CITY, its owners, parents, subsidiaries,
affiliates, agents, directors, and employees against any and all claims,judgments, losses, orders,
awards, damages, costs, fines, penalties, costs of defense, and reasonable attorneys' fees
("Liabilities") to the extent they arise from or in connection with: (a) fault or negligence of
CENTURYLINK, its officers, employees, agents, subcontractors and/or representatives; (b)
any product liability claims relating to any material supplied by CENTURYLINK under this
Contract; (c) failure of CENTURYLINK, its officers, employees, agents, subcontractors and/or
representatives to comply with any applicable local, state, or federal law or regulation, including
but not limited to the OSH Act and environmental protection laws; (d) claims under workers'
compensation or similar employee benefit acts by CENTURYLINK or its employees, agents
subcontractors or subcontractors' employees or agents..
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Except for each party's indemnification obligations under this section, neither party is liable to
the other for consequential, incidental, indirect, punitive or special damages, including
commercial loss and lost profits, however caused and regardless of legal theory or foreseeability,
directly or indirectly arising under this Agreement, even if such party has been apprised of the
possibility of such damages.
12. Insurance.
The City has included in the PS&E requirements for the Contractor to secure and maintain
insurance coverages that are consistent with state law and federal funding requirements. Each
party agress to secure and maintain insurance in amounts not less than those specified below:
(a) Commercioal General Liability insurance covering claims for bodily injury, death,
personal injury or property damage (including loss of use) occurring or arising out of work
performed under this Agreement and including coverage for premises-operation
product/completed operations and contractual liability coverage. The limits of insurance shall
not be less than:
Each Occurrence $1,000,000
General Aggregate $2,000,000
(b) Workers' Compensation insurance with statutory limits as required in the state(s) of
operation; and providing coverage for any employee in connection with this Agreement, even if
not required by statute. Employer's Liability or "Stop Gap" insurance with limits of not less
than$1,000,000 each accident.
(c) Business Automobile Liability insurance covering the ownership, operation and
maintenance of all owned, non-owned and hired motor vehicles used in connection with this
Agreement with limits of at least$1,000,000 each accident.
(d) CENTURYLINK's Insurance for Other Losses. Each party shall assume all
property loss or damage from any cause whatsoever to any of their respective tools, employee
owned tools, machinery, equipment, any motor vehicles owned or rented, including any temporary
structures, scaffolding and protective fences used in performance of work under this
Agreement unless caused by the negligent act, omission or willful misconduct of the other
party. The parties shall require their agents and subcontractors to also assume the same
property loss or damage as required under this paragraph(d) for their property.
(e) CENTURYLINK and the CITY waive all rights against each other, any of their
contractors, subcontractors, agents and employees, each of the other, for damages caused by
fire or other perils to the extent covered by Builders Risk insurance or other property insurance
obtained pursuant to the Insurance Requirements Section of this Contract or other property
insurance applicable to the work. The policies shall provide such waivers by endorsement or
otherwise.
(fl Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M.
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i
Best rating of not less than A-:VII.
(g) Verification of Coverage. CENTURYLINK shall furnish the CITY with original
certificates and a copy of the amendatory endorsements, including but not necessarily limited
to the additional insured endorsement, evidencing the Automobile Liability and Commercial
General Liability insurance of CENTURYLINK before commencement of the work. Upon
request, the CITY shall provide evidence of coverage in accordance with this section 12.
(h) Contractors. CENTURYLINK shall furnish separate certificates and endorsements
for each of its contractors and subcontractor performing work associated with this
Agreement. All coverages for contractors and subcontractors shall be subject to all of
same insurance requirements as stated herein for CENTURYLINK.
L16 Safety and Health.
(a) During the performance of work hereunder, the CITY will be responsible for its
safety, the safety of its employees, agents or subcontractors, the public, and the worksite in
general and will comply with all applicable provisions of local, state and federal law, regulations
and orders affecting safety and health that apply to the Project, including but not limited to the
Occupational Safety and Health Act of 1970 (herein collectively referred to as "The OSH
Act"). The CITY agrees that it will promptly report serious accidents and/or fatalities relating
to the Work to CENTURYLINK. The CITY agrees that it and its subcontractors will give
access to the authorized representatives of CENTURYLINK,the Secretary of Labor or any state
or local official for the purpose of inspecting,investigating or carrying out any required duties that
apply to the Project, under the OSH Act and the CITY will immediately notify CENTURYLINK
that access has been sought. Upon request, the CITY will provide CENTURYLINK with copies
of its written safety plan and procedures and/or written assurances that the CITY and its
subcontractors have a written safety plan in effect and that applicable OSH Act,training
appropriate for the work has been conducted for the CITY and its subcontractors, including but
not limited to the requirements as defined in OSHA Excavation Standard, 29 CFR 1926.650(b)
for providing a "Competent Person" at all work sites, who is capable of identifying existing and
predictable hazards in the surroundings or working conditions which are unsanitary, hazardous or
dangerous to personnel, and who has the authorization to take prompt corrective measures to
eliminate such hazards. The CITY will be responsible for coordinating its safety plan with
its subcontractors, other contractors and CENTURYLINK,where appropriate.
(b) CENTURYLINK reserves the right to shut down the CENTURYLINK part of
work operation if it reasonably believes the CITY, its employees, or subcontractors are
performing work in a manner that imposes imminent danger to the workers,the job site,the public,
and/or CENTURYLINK property.
(c) This or a substantially similar Section will appear in all of the CITY's
subcontracts.
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14. Relationship of the Parties.
This agreement does not create a partnership,joint venture or similar relationship between the parties
and neither party will have the power to obligate the other in any manner whatsoever.
Any person who performs services required by this Agreement to be performed by a Party will be
solely the employee or agent of that Party. Each party is solely responsible for(a) the hours of work,
methods of performance and compensation of its employees and agents; (b) compliance with all federal,
state, and local rules and regulations including those governing Worker's Compensation,
Unemployment,Disability Insurance,and Social Security withholding for its employees and agents;and
(c)all federal income taxes for its income derived in connection with this Agreement.
15. Assignment.
Neither party will assign this Agreement without the prior written consent of the other party. Such
consent will not be unreasonably withheld.
16. Entire Agreement.
This Agreement, including all Exhibits and specified references, contains the entire agreement
between the parties and supersedes all prior oral or written agreements with respect to the subject matter
hereof. This Agreement may not be amended or modified except by a written instrument executed by the
parties hereto. No modifications to these terms, including handwritten, are permitted or shall be
made without a duly executed written amendment between the parties or, if prior to execution, a revised
printed Agreement. In the event any handwritten modification is made to the Agreement terms and
conditions, such modifications shall be considered null and void, whether or not acknowledged by the
parties,and the Agreement shall continue in full force and effect under its original,unadulterated terms and
conditions.
17. Binding.
The terms, covenants and conditions contained in this Agreement will be
binding on and inure to the benefit of the parties and their respective successors and assigns.
18. Counterparts.
This Agreement may be executed in one or more counterparts, each of
which will be deemed an original and all of which together will constitute one agreement.
19. Authority.
Each party represents and warrants that it has the authority to execute,
deliver and perform under this Agreement.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective as of the
Effective Date.
CENTURYLINK: CITY:
Printed Name: Sam Farhat Printed Name: Cyr? '��r1�me,r rr�c n
Title: Director Eng. &Const. Title: ?V" fk d w� 31 1-a�
Date Signed: \ Z'� I L Date Signed:
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NE 3rd-4th Street Corridor Improvements Phase 1 Page 11 of 11
AGREEMENT FOR CONSTRUCTION SERVICES
CITY OF RENTON AND CENTURYLINK
November 9,2012
ATTACHMENT A
COSTS TO BE REIMBURSED BY CENTURYLINK TO THE CITY OF RENTON
(This is an estimate and CenturyLink will reimburse the City of Renton for actual costs incurred)
CenturyLink CenturyLink
Bid Items Proportion Proportion Tax(9.5%) Total
B1 Mobilization $21,000 13.4% $2,812.3 $267.17 $3,079.44
B2 Trench Excavation Safety Systems $6,300 13.4% $843.7 $80.15 $923.83
B3 Crushed Surfacing Top Course $11.27 13.4% $1.5 $0.14 $1.65
B4 Joint Utility Trench $27,360 13.4% $3,664.0 $348.08 $4,012.07
95 Lateral Trench $10,800 13.4% $1,446.3 $137.40 $1,583.71
B10 Install Vault-CenturyLink Type 264-TA $670 100.0% $670.0 $63.65 $733.65
611 Install Vault-CenturyLink Type 910 $360 100.0% $360.0 $34.20 $394.20
B16 Install Conduit Pipe 4 In Diam-CenturyLink $2,750 100.0% $2,750.0 $261.25 $3,011.25
A55 Erosion/Water Pollution Control $1,500 13.4%of 4.7% $9.51 n/a $9.51
A91 Project Temporary Traffic Control $54,000 13.4%of 4.7% $342.34 n/a $342.34
A92 Pedestrian Traffic Control $11,000 13.4%of 4.7% $69.74 n/a $69.74
A123 Utility Potholing $10,000 13.4%of 4.7% $63.40 n/a $63.40
A124 Resolution of Utility Conflicts $10,000 13.4%of 4.7% $63.40 n/a $63.40
Construction Management $272,9201 13.4%of 4.7%1 $1,730.201 n/a 1,730.20
$16,018.38
7.
Basis of Centur y L Total Proportion Bid $2 1 29,21 1
4
i
Proportion of Total Work
Schedule A 79.25% $1,687,452.51
Schedule B 4.73% $100,796.14
Schedule C 16.01% $340,968.49 *Proportion Based off of Linear Feet of Conduit and
depth in Joint Utility Trench(see below)
Schedule C Allocation by Utility Proportion of Schedule B work
City 15.3% $15,388.16 City A86,A90/2 1568 If 15.3%
v CenturyLink 13.4% $13,498.39 CenturyLink B16 1375 If 13.4%
Comcast 24.9% $25,131.54 Comcast B17 2560 If 24.9%
PSE 46.4% $46,778.05 PSE B13-615 4765 If 46.4%
$100,796.14 total conduit 10267.5 If 100%