14-137.00 Avista Corporation: Sullivan West Bridge Natural Gas Facilities s �
MEMORANDUM OF UNDERSTANDING
BETWEEN THE CITY OF SPOKANE VALLEY AND AVISTA CORPORATION FOR
THE INSTALLATION OF NATURAL GAS FACILITIES AS PART OF THE
CONSTRUCTION OF THE SULLIVAN ROAD WEST BRIDGE REPLACEMENT
PROJECT
THIS MEMORANDUM OF UNDERSTANDING (MOU) is between the City of Spokane
Valley (the City) and Avista Corporation (Avista). The City and Avista are sometimes referred
to individually as a"Party"and collectively as the"Parties."
Background and Purpose. As a part of its Transportation Improvement Program, the City
intends to construct the Sullivan Road West Bridge Replacement Project ("Bridge Project")over
the Spokane River. which includes removing the existing southbound Sullivan bridge ("SB
Bridge") and constructing a wider bridge at the same location. The Bridge Project also includes
modifying the existing northbound Sullivan bridge ("NB Bridge") to provide for the re-routing
of utilities and the temporary diversion of traffic and pedestrians. The City anticipates opening
bids and beginning construction for the Bridge Project in 2014.
Avista currently has a six-inch diameter natural gas main supported beneath the existing SB
Bridge, which physically interferes with the City's Bridge Project. Avista has agreed to (i)
temporarily discontinue its natural gas service across the Spokane River at Sullivan Road,which
will allow the City's demolition of the existing and construction of a new SB Bridge, and (ii)
restore service with a new eight-inch diameter welded steel natural gas pipeline beneath the new
SB Bridge. Avista's work to discontinue and restore its natural gas service is referred to herein as
the"Natural Gas Project".
The purpose of this MOU is to define the responsibilities of the Parties and allocate the costs of
the Natural Gas Project between the Parties.
NOW THEREFORE,the City and Avista do hereby agree as follows:
ARTICLE I RESPONSIBILITIES OF THE CITY
The City or its consultants/contractors shall:
I.I Develop the plans and specifications for the Bridge Project and incorporate the plans
and specifications prepared by Avista for the Natural Gas Project into the Bridge Project's
plans and specifications:
1.2 Place bid items associated with the construction of the Natural Gas Project in a
separate bid schedule ("Schedule E — Utilities Bid Schedule") that includes the work to
install an eight-inch diameter welded steel natural gas pipeline and associated appurtenances
under the SB Bridge continuously through the abutments and 10 feet outside of both the
north and south ends of the SB Bridge.
1.3 Review the Bridge Project bids and select the bidder with the lowest responsible bid
for the entire project.
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1.4 Upon awarding a contract for the Bridge Project, be fully responsible for the
construction contract and be the administrator for the Bridge Project.
1.5 Provide and incorporate in the design for the construction of the SB Bridge the
following:
a. circular blackouts at the pier diaphragm. intermediate diaphragm and
abutment diaphragm walls, as detailed on the City's approved Bridge Project
drawings and specifications; and
b. the natural gas pipeline hanger and transverse support system as detailed on
the design plans provided by Avista under Article 2.
1.6 install an eight -inch diameter welded steel natural gas pipeline and expansion joint
under the SB Bridge continuously through the abutments and 10 feet outside of both the
north and south ends of the SB Bridge, along with associated excavation and backfill within
those limits, as detailed on the design plans provided by Avista under Article 2. City or its
contractor shall use the industry standard of care when installing the pipe to avoid damage,
including but not limited to scratching the pipe coating.
1.7 Furnish and install pipe hangers with double non - conductive rollers; furnish,
fabricate, and install transverse supports; furnish and install modular seals at abutment
blackouts as detailed on the design plans provided by Avista under Article 2.
1.8 Provide temporary means of access to the pipe underneath the SB Bridge so that
.Avista can inspect the pipe to ensure no damage was done to the pipe during the pipe
installation. If the pipe is damaged during installation, the City shall provide further access
to the damaged area(s) so that Avista can repair the pipe. The City shall reimburse Avista
for the actual costs for repairing the damaged areas of the pipe.
1.9 Notify Avista when portions of the Bridge Project have been completed by its
contractor requisite for Avista to perform work described in Article 2. Such notice shall be
at least 14 consecutive calendar days prior to needing any work performed by Avista.
1.10 Ensure Avista has access to the SB Bridge, approaches, tie -in locations, and areas
between the bridge and tie -in locations where the new pipe will be installed at appropriate
times to perform its responsibilities. The City shall provide Avista with specific periods of
time during the Bridge Project for Avista to perform work described in Article 2 as follows:
a. Phase 3A — Ten consecutive calendar days upon notification by the City; and
b. Phase 3B — Five consecutive calendar days upon notification by the City; and
c. Phase 3C — Fifteen consecutive calendar days upon notification by the City.
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ARTICLE 2 — RESPONSIBILITIES OF AVISTA
Avista shall:
2.1 Provide the City with all pipe deadload, liveload and dimensional information necessary
to accommodate the pipeline in the Bridge Project design.
2.2 Provide the City with design drawings and material specifications for the Natural Gas
Project stamped and signed by a Professional Engineer licensed to perform work in the State of
Washington.
2.3 Upon notification from the City and within the time periods described in Section 1.9,
complete work as shown on the City's approved Bridge Project drawings and in
coordination with the Bridge Project construction phases as follows:
a. Phase 3A:
Furnish and install stopper fittings, valves, and caps at both ends of bridge. Purge
natural gas from pipe system between caps and abandon in place.
b. Phase 3B:
Furnish eight -inch diameter steel pipe and expansion joint for installation
beneath SB Bridge. Prepare pipe and expansion joint for installation by the City's
Bridge Project Contractor. Preparation shall include welding together pipe
segments and expansion joint and coating welded joints. Coordinate Avista's
welding and coating operations with the Bridge Project contractor's pipe
installation work.
c. Phase 3C:
Furnish and install eight -inch diameter steel pipe and associated excavation,
backfill, and compaction from 10 feet beyond the bridge abutment diaphragms to
the tie -in locations north and south of the new SB Bridge. Make tie -in
connections to the new bridge - supported pipe system at both ends of the new SB
Bridge. Pressure test new piping. Tie -in the new gas piping to the existing natural
gas distribution system piping north and south of the new SB Bridge.
2.4 Provide excavation, pipe bedding, trench backfill, compaction, and related work in accordance
with the Standard Specifications for Road Bridge, and Municipal Construction, 2012 edition, as issued
by the Washington State Department of Transportation (WSDOT) and the American Public Works
Association (APWA) Washington State Chapter, (Standard Specifications). Compaction shall satisfy
the requirements of Section 7- 09.3(11) of the Standard Specifications.
2.5 Be responsible for inspecting and testing of the work and materials described above.
Avista's Representative shall perform inspection duties relative to the construction of the Natural Gas
Project. Avista shall perform backfill compaction tests and submit test reports to City within two
working days after the tests are completed.
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2.6 Obtain any necessary permits from the City to perform the work described
above which is located within the City's rights -of -way.
ARTICLE 3 — ALLOCATION OF COSTS
3.1 Avista shall, within 30 days of invoice from the City, compensate the City for costs
associated with the Natural Gas Project, including the cost of the consultant design, the Natural
Gas Project - related bid item in Schedule E - Utilities Bid Schedule, applicable mobilization and
sales tax, and associated change orders, if any, in an amount not to exceed $52,759.46 without
the prior written approval of Avista's Representative. Avista shall compensate the City for costs
above $52,759.46 only with prior written approval of Avista's Representative, which approval
shall not be unreasonably withheld.
3.2 The probable cost of the Natural Gas Project shall be estimated by the City's consultant,
broken out by bid item, including applicable sales tax, consultant design cost, mobilization, and a
15% contingency. The mobilization and consultant design costs shall each be established as 10%
of the bid item value, excluding applicable sales tax and contingency.
3.3 The City and Avista acknowledge that the estimate of probable cost of the Natural Gas
Project is for planning purposes, and that the final cost shall be based upon final quantities,
awarded unit bid item prices, mobilization, and associated change orders, if any. Final
mobilization cost shall be calculated by multiplying the Natural Gas Project unit bid item price by
the actual percentage of which the Bridge Project mobilization bid item amount represents of the
total Bridge Project hid amount. This section is subject to Section 3.1.
3.4 The City shall prepare monthly pay estimates for the Bridge Project. Avista shall have
two working days to review Natural Gas Project pay item quantities for each pay estimate prior to
the City presenting the estimate to the Contractor for invoicing purposes. The City shall be
responsible for notifying Avista if the costs are nearing the not to exceed amount set forth above in
Section 3.1 and the procedures in Section 3.1 will govern any increase in costs.
3.5 Upon completion of the Bridge Project, the City shall tabulate all final costs associated
with the Natural Gas Project and send an invoice to Avista.
3.6 Avista shall provide all work in Article 2 at its own cost.
3.7 Any additional construction or modification beyond the scope set forth in the
Natural Gas Project, or costs or amounts other than those described above, shall be agreed
to in writing by the Parties prior to any additional work beginning.
ARTICLE 4 — DELAYS
If the City's contractor is delayed as a result of Avista not completing its responsibilities
within the timeframes set forth under Article 1, and such condition is in Avista or its
contractor's direct control, then Avista shall indemnify, defend and hold the City, its
officers, officials, and employees harmless from any and all claims, injuries, damages, losses
or suits, including attorneys' fees to the extent arising out of or in connection with such
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delays, except for delays and damages caused by the City or its contractor. This provision
may not be waived by the Parties except in writing.
ARTICLE 5 — PERFORMANCE
5.1 Unless otherwise provided herein, the City or its contractor shall promptly and
satisfactorily correct Natural Gas Project work in the Schedule E — Utilities Bid Schedule
that Avista deems to be defective or not in compliance with the City's approved Bridge
Project drawings or specifications.
5.2 Unless otherwise specified in writing by both Parties, all materials used by the
Parties to perform their respective obligations under this MOU shall be new and in
accordance with the City's approved Bridge Project drawings or specifications.
ARTICLE 6 — DURATION; AMENDMENT
6.1 This MOU shall become effective upon signature by the last party to sign, and
remain in effect until all work has been performed. This MOU may only be terminated early
by written mutual agreement of the Parties.
6.2 This MOU may only be amended by written agreement of the Parties.
ARTICLE 7 — PARTY REPRESENTATIVES
7.1 For purposes of this Agreement, Avista's representative is Dave Smith. Avista's
Representative shall represent Avista's interest during the construction of the Natural Gas
Project, and shall coordinate any modifications or changes needed by Avista in conjunction
with work.
7.2 For purposes of this Agreement, the City's representative is Jim Dingfield, the
Bridge Project Senior Engineer — Project Manager.
ARTICLE 8 -- INDEMNIFICATION
8.1 The City shall indemnify and hold harmless Avista and its officers. agents, and
employees, from any and all claims, actions, suits, liability, loss, costs, expenses, and damages of
any nature whatsoever, by any reason of or arising out of any negligent or intentional act or
omission of the City, its officers, agents and employees, relating to or arising out of performance
of this MOU. In the event that any suit based upon such claim, action, loss, or damages is
brought against Avista, the City shall defend the same at its sole cost and expense; provided that
Avista reserves the right to participate in said suit; and if final judgment in said suit be rendered
against Avista, and its officers, agents. and employees, or jointly against Avista and the City and
their respective officers, agents, and employees, the City shall satisfy the same.
8.2 Avista shall indemnify and hold harmless the City and its officers, agents, and employees,
from any and all claims, actions, suits, liability, loss, costs, expenses, and damages of any nature
whatsoever, by any reason of or arising out of any negligent or intentional act or omission of Avista,
its officers, agents and employees, relating to or arising out of the performance of this MOU. In the
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event that any suit based upon such claim, action, loss, or damages is brought against the City,
Avista shall defend the same at its sole cost and expense; provided that the City reserves the right to
participate in said suit if any principle of governmental or public law is involved; and if final
judgment in said suit be rendered against the City, and its officers, agents, and employees, or jointly
against the City and Avista and their respective officers, agents, and employees, Avista shall satisfy
the same.
8.3 If the comparative negligence of the Parties and their officers and employees is a cause of
such damage or injury, the liability, loss, cost, or expense shall be shared between the Parties in
proportion to their relative degree of liability and the right of indemnity shall apply to such
proportion.
8.4 Where an officer or employee of a Party is acting under the direction and control of the
other Party, the Party directing and controlling the officer or employee in the activity and /or
omission giving rise to liability shall accept all liability for the other Party's officer or
employee's negligence.
8.5 Each Party's duty to indemnify shall survive the termination or expiration of the MOU.
8.6 The foregoing indemnity is specifically intended to constitute a waiver of each Party's
immunity under Washington's Industrial Insurance Act, chapter 51 RCW, respecting the other
party only, and only to the extent necessary to provide the indemnified Party with a full and
complete indemnity of claims made by the indemnitor's employees. The Parties acknowledge
that these provisions were specifically negotiated and agreed upon by them.
ARTICLE 9 — Integration
This MOU is the entire agreement between the Parties and supersedes all prior agreements
and understandings between the Parties concerning its subject matter, whether or not
written.
CITY OF SPOKANE VALLEY:
City Manager
tot /
Christine Bainbridge, City Cl
By: 7•�-
Off c f the City ijlttorney
AVISTA CORPORATION:
By:
Av s C
atio
1
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Date:
Date:
Date: 2121 ! I / 2014.
Sullivan Road West Bridge Replacement
Avista Utilities MOU
Calculation of Probable Cost
Bid Item Quantity Units
Engineer's
Estimated
Unit Cost
11 -19 -2013 Subtotal
Consultant
Design (10%
Sales Tax Mobilization Contingency of Pretax
(8.7 %) (10 %) (15 %) Subtotal) Total Cost
Avista Natural Gas
Percent
Apportioned
Cost
NB Bridge Abutment Core Drilling,
Support Braces, Excavation and
Backfill 1 IS $ 15,400.00 $ 15,400.00
NB Bridge - Supported 6 -inch
Fiberglass Avista Conduit 1 LS $ 28,925.00 $ 28,925.00
NB Bridge - Supported 6 -inch
Fiberglass Communications
Conduit 1 LS $ 28,925.00 $ 28,925.00
SB Bridge- Supported 8 -Inch Steel
Gas Main 1 LS $ 36,715.00 $ 36,715.00
SB Bridge Conduit Support System 1 LS $ 65,380.00 $ 65,380.00
SB Bridge - Supported 6 -Inch
Fiberglass Avista Conduits 1 LS $ 57,850.00 $ 57,850.00
SB Bridge- Supported 4 -Inch
Fiberglass Zayo Conduit 1 LS $ 22,250.00 $ 22,250.00
SB Bridge- Supported 4 -Inch
Fiberglass Comcast Conduit 1 LS $ 22,250.00 $ 22,250.00
1,339.80 $ 1,540.00 $ 2,310.00 $ 1,540.00 $ 22,129.80
2,516.48 $ 2,892.50 $ 4,338.75 $ 2,892.50 $ 41,565.23
2,516.48 $ 2,892.50 $ 4,338.75 $ 2,892.50 $ 41,565.23
3,194.21 $ 3,671.50 $ 5,507.25 $ 3,671.50 $ 52,759.46
5,688.06 $ 6,538.00 $ 9,807.00 $ 6,538.00 $ 93,951.06
5,032.95 $ 5,785.00 $ 8,677.50 $ 5,785.00 $ 83,130.45
1,935.75 $ 2,225.00 $ 3,337.50 $ 2,225.00 $ 31,973.25
1,935.75 $ 2,225.00 $ 3,337.50 $ 2,225.00 $ 31,973.25
0% $
0% $
0% $
100% $ 52,759.46
0% $
0% $
0% $
0% $
$ 277,695.00
$ 24,159.47 $ 27,769.50 $ 41,654.25 $ 27,769.50 $ 399,047.72
$ 52,759.46
ty
rallnalbir
.
July 25,2014
Jim Dinglield,P.E.
Senior Engineer-Project Manager
11707 East Sprague Avenue,Suite.106
City of Spokane Valley
Spokane Valley,WA 99206
Dear Mi Dingfield:
Avista formallyaccepts,the price increase of$2,578.90. In accordance with Paragraph 3.1 of the MOU,
Avista has agreed to increase the amount of funds by the above-mentioned figure.
We look forward.to a continued successful relationship. If you have any questions regarding the
contracting changes,please call me at 509-495-4567 or David Smith at-509.495.4664. Thank You.
rel
Russ Feist
Contract Manager
Corporate Contract Services