19-058.00 Centennial Properties: Garland Rd Project btw Flora & Barker I4-oSFs
AGREEMENT BETWEEN THE CITY OF SPOKANE VALLEY AND CENTENNIAL PROPERTIES,
INC.,FOR DESIGN AND INSTALLATION OF THE GARLAND ROAD PROJECT BETWEEN
FLORA ROAD AND BARKER ROAD
This Agreement ("Agreement") for design and installation of the Garland Road Project('the Road
Project")is entered into by and between Centennial Properties, Inc.,its successors and assigns ("Owner"), a
Washington corporation,having offices at 999 West Riverside Avenue,Spokane WA 99201,and the City of
Spokane Valley("City"),a municipal corporation of the State of Washington,hereinafter jointly referred to as
"Parties":
WHEREAS,the City desires to construct the Road Project, located between Flora Road and Barker Road,
in 2019. The Road Project will result in a new, one mile long, 40 foot wide roadway with curbing,
channelization and associated drainage facilities to provide for a two-lane road section;and
WHEREAS,the Owner is the owner of the real properties upon which Road Project would be located,and
desires to enter into this Agreement with the City to equitably share the costs of the Road Project; and
WHEREAS,the City has an interest in developing the Road Project in 2019 for the purposes of providing
necessary traffic connectivity between Flora Road and Barker Road,particularly because of the on-going
Barker Road Grade Separation Project, which will impact freight mobility throughout the Barker Road
corridor during construction,which is anticipated to begin in 2020. The Road Project will provide a detour
route while the Barker Road/BNSF Grade Separation is under construction. Additionally,the Road Project
is anticipated to directly result in increased economic development in the Spokane Valley Northeast
Industrial Area,which historically has had large tracts of undeveloped,industrially-zoned property; and
WHEREAS,the City and Owner agree that installation of the Road Project would benefit the taxpayers and
travelling public;and
WHEREAS,the City and Owner desire to enter into this Agreement to establish the mutually agreed terms
to accomplish the tasks set forth herein.
NOW,THEREFORE,the City and Owner agree as follows:
SECTION 1—Responsibilities of City.
1.1 The City shall incorporate the Owner's roadway plans into the Road Project's construction contract
documents and advertise and bid the Road Project in 2019;
12 Upon public opening of the bid documents, the City shall promptly provide a copy of the bid
tabulation to the Owner;
1.3 The City shall award the Road Project to the bidder with the lowest combined responsible and
responsive bid for the total base bid schedules in accordance with State and local law;
1.4 The City shall administer the construction contract and provide construction management for the
Road Project;
1.5 The City shall make payments to the construction contractor in accordance with the contract terms,
so that work may proceed according to schedule;
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1.6 The City shall provide a monthly statement of progress payments made to the construction
contractor for the Road Project and construction management expenses such as inspection and material
testing costs, and then request reimbursement for the costs due from the Owner pursuant to Section 4 of
this Agreement; and
1.7 The City shall provide a report of final costs for the Road Project to the Owner following
completion of the construction contract. The report shall include a breakdown of all costs incurred by the
City as part of construction of the Road Project.
SECTION 2—Responsibilities of Owner.
2.1 The Owner shall dedicate all real property reasonably necessary to the City to construct the Road
Project and shall work with City to provide necessary access during construction;
2.2 The Owner shall designate a`responsible person,"who shall represent the Owner's interest during
the design and construction of the Road Project,and shall coordinate any modifications or changes needed
by the Owner in conjunction with the work;
2.3 The Owner shall design and prepare roadway and drainage plans according to City standards for
the Road Project. The Owner shall coordinate with the City and deliver the plans to the City by March 29.
2019 so as to ensure the Road Project may be constructed in 2019 The costs associated with the roadway
and drainage plans will be included as a cost of the Road Project;
2.4 The Owner shall plan, design and construct any utilities within the proposed Road Project limits
prior to the construction of the Road Project;
2.5 The Owner shall be responsible of construction administration for the installation of utilities;
2.6 The Owner shall be responsible for the inspection and testing of all work and materials which are
solely related to the construction of the utilities, including compaction testing and soils testing within all
utility trenches below the final subgrade elevation of the road;
2 7 The Owner shall coordinate any modifications or changes to the utilities with the City and shall be
acceptable to the City prior to implementation;and
2 8. The Owner agrees to issue payments to the City pursuant to Section 4 of this Agreement.
SECTION 3. Allocation of Costs.
3.1 The Owner agrees to pay 50 percent of the Road Project engineering design, construction and
construction management, including change orders, quantity overruns and underruns, inspection, and
material testing costs.
3.2 The City agrees to pay 50 percent of the Road Project engineering design, construction and
construction management, including change orders, quantity overruns and underruns, inspection, and
material testing costs.
3.3 The Owner agrees to pay for all costs related to installation of utilities associated with the Road
Project.
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3.4. Construction and construction management costs are expected to total no more than$3,000,000. If
the lowest responsible bid exceeds $3,000,000, the bid may not be awarded unless both parties mutually
agree to do so. If the bid is awarded,the allocation of costs shall be pursuant to Sections 3.1 through 3.3.
SECTION 4. Payment.
4.1 The Owner shall reimburse the City amounts billed within 45 days following receipt of an invoice
from the City;
4.2 The City shall invoice the Owner monthly for reimbursement of 50 percent of the prior month's
construction and construction-related costs of the Road Project;
4.3 At the end of construction, the City shall tabulate costs of the Road Project, including project
administration,inspection,and material testing. The City shall invoice the Owner for its remaining balance
of Road Project costs within 30 days of issuing the Road Project completion;and
4.4 The City shall issue a final invoice to the Owner at project closeout for any remaining Road Project
costs.
4.5 Notwithstanding anything else to the contrary contained herein,Owner shall not be responsible for
its 50%share of any costs m excess of$3,000,000,unless such additional costs are approved by Owner in
writing,pursuant to 3.4 above or otherwise.
SECTION 5. Notice. All communications, notices, or demands of any kind which a party under this
Agreement is required or desires to give to any other party shall be in writing and be either(1)delivered
personally, or(2)deposited in the U.S.mail,certified mail,postage prepaid,return receipt requested and
addressed as follows:
If to the City: City of Spokane Valley
10210 East Sprague Avenue
Spokane Valley,WA 99206
Fax: (509)921-1008
Atm: Christine Bainbridge
If to the Owner: Douglas Yost
Centennial Real Estate Investments
926 West Sprague Avenue, Suite 600
Spokane,Washington 99201-5071
SECTION 6. Successors. This Agreement shall be binding on and inure to the benefit of the successors
and the assigns of the Parties.
SECTION 7. Governing Law. This Agreement shall be construed in accordance with the laws of the
State of Washington. Any action for enforcement of this Agreement shall be brought in a court of
competent jurisdiction in Spokane County,Washington or as otherwise provided by statute.
SECTION 8. Modifications. No modification or amendment of this Agreement shall be valid until the
same is reduced to writing and executed with the same formalities as the present Agreement. The City
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Manager or designee is specifically authorized to amend this Agreement without further City Council
approval;provided, amendments for changes that result in payment amounts or costs of the City over the
City Manager's contractual authority under SVMC 3.35.010 shall require City Council approval.
SECTION 9. Waiver. No officer, employee, agent, or otherwise of the City has the power, right, or
authority to waive any of the conditions or provisions to this Agreement. No waiver or any breach of this
Agreement shall be held to be a waiver of any other or subsequent breach.
SECTION 10. Representation. This Agreement forms a fully integrated agreement between the Parties.
No other understandings,oral or otherwise,regarding the subject matter of this Agreement shall be deemed
to exist or to bind any of the Parties hereto. Notwithstanding any provision of this Agreement,all future
development along and within the Road Project limits shall be subject to the then-applicable State and local
development laws.
All Parties have read and understand all of the Agreement, and now state that no representation,promise,
or agreement not expressed in the Agreement has been made to induce any Party to execute the same.
SECTION 11. Authority. Both Parties to this Agreement represent and certify that they have full
authority and power to enter into and carry out this Agreement. The persons signing this Agreement
represent that they have authority to act for and bind their respective principals. /n� ��•1/
IN WITNESS WHEREOF,the Parties have executed this Agreement this 9111
INday of>
,2019.
CITY OF SPOKANE VALLEY:
�aAL (J
Mark Calhoun,City Manager
A !E) APPROVED FORM:
s Bainbri:!e,City Clerk Office��f the C ttomey
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OWNER: ,,// //��
By: � — r' Its: hice-p r,2nA-
entennial Properti s,Inc.
STATE OF WASHINGTON )
)ss.
County of Spokane )
On this IS day of Tarc/r ,2019,before me,the undersigned,a Notary Public
in and for the State of Washington, duly commissioned and sworn, personally appeared
Dauc� C. yo6'f to me known to be the Vic c Pr-csio)ts.f
�
of C`on4-ennop ties, the corporation that executed the foregoing instrument, and
acknowledged the instrument to be the free and voluntary act and deed of the corporation, for the uses and
purposes therein mentioned,and on oath stated that he is authorized to execute the instrument.
WITNESS my hand and official seal hereto affixed the day and year in this certificate above written.
NOTARY PUBLIC,in and for the Stat of W hington,
TETAlaOFW SUING
UBLIC
STATE OF WASHINGTON residing oat Spokes,e-
HEIDIK.MDRPIIY Mycommission ex ices: II 'a-el0
MNO
NOVEMBER 2.2020 ES P
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