HomeMy WebLinkAboutCAG2019-040 - Original - CenturyLink - SE 248th Street Project Joint Trench Agreeement - 01/29/2019 KENT Records Management Document
CONTRACT COVER SHEET
This is to be completed by the Contract Manager prior to submission
to the City Clerk's Office. Ail portions are to be completed.
If you have questions, please contact the City Clerk's Office: at 253-856-5725
Vendor Name:
CenturyLink
Vendor Number (]DE):
Contract Number (City Clerk): W119 --OtiO
Category: Contract Agreement
Sub-Category (if applicable): None
Project Name: SE 248th Street Improvements
Contract Execution Date: Mayor's signature Termination Date: N/A
Ken Langholz PW: Engineering
Contract Manager: Department:
Contract Amount:
Budgeted: 0✓ Grant?
Part of NEW Budget: E Local: ❑ State: ❑ Federal: 11
Related to a New Position
Basis for Selection of Contractor? Other
Approval Authority: Director ❑✓ Mayor City Council
Other Details: Joint utilitv trench aareement for the oroiect,
JOINT TRENCH AGREEMENT
Between the City of Kent and CenturyLink
for the SE 248t" Street Project
(1071h Avenue SE to 110th Court SE)
This Agreement is between the City of Kent, a Washington municipal
corporation ("City"), and Qwest Corporation d/b/a CenturyLink QC
("CenturyLink").
RECITALS
A. The City is making public right-of-way improvements to SE 248th
Street between 10711 Avenue SE and 110th Court SE (the "Project').
B. These right-of-way improvements require CenturyLink to relocate
its authorized aerial facilities underground. Pursuant to RCW 35.99.060(3)(b),
CenturyLink may seek reimbursement from the City for the additional
incremental cost of underground compared to aerial relocation if CenturyLink
is a service provider with an ownership share of the aerial supporting
structures.
C. Relocation of these facilities requires trenching within the right-
of-way and the parties recognize the efficiencies of entering into an agreement
to dig one trench in which all utilities will relocate their facilities.
AGREEMENT
To facilitate construction of a joint trench, the parties agree as follows:
1. SCOPE OF WORK
A Contractor (as hereinafter defined) has been retained for the
construction of a joint utility trench ("Trench") which may include Comcast,
CenturyLink, MCI and Puget Sound Energy facilities. This Trench will be located
along the north side of SE 248th Street, between 107th Avenue SE and 1101h
Court SE as referenced in the plan sheet attached as Exhibit A and incorporated
by this reference. It is anticipated that there will be two (2) crossings of the
Trench across SE 248th Street to serve customers on the south side of the
street. All utilities that cross SE 248th Street shall use these trenches.
2. CONTRACTOR REQUIREMENTS
JOINT TRENCH AGREEMENT- Page 1 of 9 (December 17, 2018)
(between City of Kent and CenturyLink Re: SE 248th Street)
The independent contractor hired to perform this work is referred to as
"the Contractor" in this Agreement. The Contractor, pursuant to a separate
contract, will be responsible for constructing the Trench and installing
Comcast, CenturyLink, MCI and PSE power facilities; accommodating and
coordinating the installation of CenturyLink facilities; installing the bedding
material, backfilling and compacting the Trench; and performing any
restoration required by the City. The City represents that any such contract
shall further require that the Contractor's work be performed in a good and
workmanlike manner consistent with industry standards and conducted in
conformity with (i) the applicable procedures and requirements of the parties
as described herein; (ii) all applicable laws, ordinances and regulations of any
governmental authority, and; (iii) all applicable terms and provisions of the
National Electric Safety Code, as may be amended, supplemented or replaced
from time to time, including but not limited to those pertaining to protection
and separation of conductors buried in earth.
3. RESPONSIBILITY OF THE PARTIES
3.1 Drawings. CenturyLink shall provide engineering drawings,
specifications, construction standards, estimated material quantities,
and cost estimates to the City for the underground relocation of
Centuryl-ink's facilities. The drawings shall show in detail the location
and elevation of the conduits, trench, and vaults.
3.2 Provision of Conduit and Vaults. CenturyLink shall provide
conduit for installation by the Contractor in the Trench and shall furnish
and deliver all vaults to the site for installation by the Contractor.
CenturyLink shall schedule all deliveries in a timely manner as outlined
in subsection 3.4, so as not to delay the Contractor.
3.3 Traffic Control. The Contractor shall perform all traffic control
associated with installation of facilities within the Trench. CenturyLink
shall be responsible for providing traffic control during installation of
facilities outside of the scope of this joint trench agreement.
3.4 CenturyLink Coordination.
(a) The Contractor will install Centuryl-ink's conduit in the Trench and
in the street crossings. The Contractor will excavate for and place
CenturyLink vaults in the Trench including bedding and backfill.
CenturyLink shall maintain continued coordination with the Contractor
regarding the installation of Centuryl-ink's facilities and shall coordinate
closely with the Contractor to provide all necessary materials on-site in
a timely manner; provided that Contractor shall provide CenturyLink
JOINT TRENCH AGREEMENT- Page 2 of 9 (December 17, 2018)
(between City of Kent and CenturyLink Re: SE 2481^ Street)
with at least thirty (30) days prior notification for material delivery by
CenturyLink.
(b) For any work that CenturyLink performs independently from the
Contractor's work in the Trench, CenturyLink shall coordinate closely
with the City and the Contractor to ensure this work will not conflict with
the Contractor's work in the Trench. CenturyLink shall install (except the
ducts and vaults installed by the City) and energize their facilities in the
joint utility trench and associated vaults within 75 business days of
notice provided by City's Contractor.
3.5 Removal of Affected Facilities. Parties acknowledge and agree
that CenturyLink shall in no event be required to remove its respective,
affected facilities, prior to completion of its underground facilities, in
accordance with this Agreement, as long as the installation is completed
in conformity with this Agreement.
3.6 Surveys. The City shall provide the survey for the location of the
Trench and vaults.
3.7 Title to Facilities. All rights, title and interest in the facilities and
associated equipment shall at all times remain with CenturyLink.
4. COMPENSATION
4.1 Trench costs. In lieu of reimbursement for the relocation of the
existing CenturyLink aerial facilities subject to RCW 35.99.060, the City
will provide the Trench, trench bedding, and installation of CenturyLink
provided conduit and vaults, backfill, restoration, survey, and traffic
control at no cost to CenturyLink. CenturyLink will provide all necessary
conduit and vaults and install cables, perform splicing and service
cutover and remove the existing aerial facilities at no cost to the City.
4.2 Defective or Unauthorized Work. Defective or unauthorized work
includes, without limitation: work and materials that do not conform to
the requirements of this Agreement, and extra work and materials
furnished without CenturyLink's written approval. If for any reason
CenturyLink feels it is necessary to correct defective or unauthorized
work it shall notify the City immediately. The City or its Contractor shall
correct the work at the City's cost.
4.3 Final Payment/WaiverofClaims. The making of final payment by
the parties shall constitute a waiver of claims by the Contractor, except
JOINT TRENCH AGREEMENT- Page 3 of 9 (December 17, 2018)
(between City of Kent and CenturyLink Re: SE 2481n Street)
those previously and properly made and identified by the Contractor as
unsettled at the time request for final payment is made.
4.4 Claims by Contractor. CenturyLink agrees to pay the entire cost
of any reasonable and documented claims made by the Contractor for
damages that are proximately caused by CenturyLink. These claims
may include delays caused by the installation of CenturyLink facilities,
delays caused by CenturyLink providing materials, or any other conflicts
between the Contractor and CenturyLink or any of its contractors.
S. CHANGES.
CenturyLink shall submit any changes requested to be performed by the
Contractor to the City. The City shall submit this to the Contractor, obtain a
price from the Contractor to perform the work, and notify CenturyLink of this
price. CenturyLink shall then have 24 hours from the time it receives the price
from the City to respond. If CenturyLink chooses not to accept the Contractor's
price, then this work shall only be performed by CenturyLink according to a
mutually agreed upon schedule with the Contractor so as not to cause delay
to the Contractor.
6. INDEMNIFICATION; LIENS AND ENCUMBRANCES.
Each Party shall defend, indemnify and hold the other Party, its officers,
officials, employees, contractors, subcontractors, representatives and agents
harmless from any and all claims, injuries, damages, losses or suits including
reasonable legal costs and attorney fees, to the extent they arise from or in
connection with the performance of the Party's work required under this
Agreement, except for injuries and damages caused by the negligence or willful
misconduct of the other Party. In the event of liability for damages arising out
of injury or damages caused by or resulting from the concurrent negligence of
the parties or each of their respective officers, directors, employees, and
agents, each party's liability, including the duty and cost to defend, hereunder
shall be limited only to the extent of its own negligence.
Solely for the purposes of enforcing the indemnification obligations of a
Party under this Section 6, each Party expressly waives its immunity under
Title 51 of the Revised Code of Washington, the Industrial Insurance Act, and
agrees that the obligation to indemnify, defend and hold harmless provided for
in this Section 6 extends to any such claim brought against the indemnified
Party by or on behalf of any employee of the indemnifying party. The foregoing
waiver shall not in any way preclude the indemnifying Party from raising such
JOINT TRENCH AGREEMENT- Page 4 of 9 (December 17, 2018)
(between City of Kent and CenturyLink Re: SE 248fb Street)
immunity as a defense against any claim brought against the indemnifying
Party by any of its employees.
The provisions of this section shall survive the expiration or termination
of this Agreement.
No party, directly or indirectly, shall create or impose any lien on the
property of another, or on the rights or title relating thereto, or any interest
therein, or in this Agreement. Each party shall promptly, at its own expense,
take such action as may be necessary to duly discharge any lien created by it
on the property of another.
7. INSURANCE.
7.1 The Contractor shall maintain in full force and effect at its own
cost insurance of the types and in the amounts described below against claims
for injuries to persons or damage to property which may arise from or in
connection with the performance of the work by the contractor, its agents,
representative, employees, sub consultants or subcontractors:
(a) Commercial General Liability insurance with limits of no less than
five million dollars ($5,000,000.00) per occurrence and five million
dollars ($5,000,000.00) general aggregate. Coverage shall be at least
as broad as that provided by ISO CG 00 01 1/96 or its equivalent and
include severability of interests. Coverage shall include, but not be
limited to: blanket contractual, Products/Completed operations/broad
form property damage; explosion, collapse and underground (XCU); and
employers liability. Such insurance shall name the City, its officers,
officials and employees as additional insureds per ISO CG 2026 or its
equivalent. There shall be a waiver of subrogation and rights of
recovery against the City, its officers, officials and employees. Coverage
shall apply as to claims between insureds on the policy, if
applicable. Coverage may take the form of a primary layer and a
secondary or umbrella layer, but the combination of layers must equal
$5,000,000 at a minimum.
(b) Commercial Automobile Liability insurance with minimum
combined single limits of one million dollars ($1,000,000.00) each
occurrence with respect to each of Contractor's owned, hired and non-
owned vehicles assigned to or used in the operation of this contract in
the City. The policy shall contain a severability of interests provision.
JOINT TRENCH AGREEMENT- Page 5 of 9 (December 17, 2018)
(between City of Kent and CenturyLink Re: SE 2481^ Street)
(c) The insurance shall not be canceled or materially changed so as
to be out of compliance with these requirements without thirty (30)
days' written notice first provided to the City, via certified mail, and ten
(10) days' notice for nonpayment of premium. If the insurance is
canceled or materially altered so as to be out of compliance with the
requirements of this subsection within the term of this contract,
Contractor shall provide a replacement policy. Contractor agrees to
maintain continuous uninterrupted insurance coverage, in at least the
amounts required, for the duration of this contract.
7.2 Deductibles / Certificate of Insurance. Any deductible of the policies
shall not in any way limit Contractor's liability to the City.
7.3 Endorsements. All policies shall contain, or shall be endorsed so that:
(a) The City, its officers, officials, boards, commissions, employees
and agents are to be covered as, and have the rights of, additional
insureds with respect to liability arising out of activities performed by,
or on behalf of, Contractor under this contract;
(b) Contractor's insurance coverage shall be primary insurance with
respect to the City, its officers, officials, boards, commissions,
employees and agents. Any insurance or self-insurance maintained by
the City, its officers, officials, boards, commissions, employees and
agents shall be in excess of the Contractor's insurance and shall not
contribute to it; and
(c) Contractor's insurance shall apply separately to each insured
against whom a claim is made or lawsuit is brought, except with respect
to the limits of the insurer's liability.
7.4 Acceptability of Insurers. The insurance obtained by Contractor shall be
placed with insurers with a Best's rating of no less than "A VII."
7.5 Verification of Coverage. The Contractor shall furnish the City with
certificates of insurance and endorsements or a copy of the page of the policy
reflecting blanket additional insured status. The certificates and endorsements
for each insurance policy are to be signed by a Person authorized by that
insurer to bind coverage on its behalf. The certificates and endorsements for
each insurance policy are to be on standard forms or such forms as are
consistent with standard industry practices.
8. MISCELLANEOUS.
JOINT TRENCH AGREEMENT- Page 6 of 9 (December 17, 2018)
(between City of Kent and CenturyLink Re: SE 2481h Street)
8.1 Compliance with Laws. The parties shall comply with all federal,
state and local laws, rules and regulations throughout every aspect in the
performance of this Agreement.
8.2 Nonwaiver of Breach. The failure of a party to insist upon strict
performance of any of the terms and rights contained herein, or to exercise
any option herein conferred in one or more instances, shall not be constructed
to be a waiver or relinquishment of those terms and rights and they shall
remain in full force and effect
8.3 Governing Law. This Agreement shall be governed and construed
in accordance with the laws of the State of Washington. If any dispute arises
between the parties or between any party and the contractor under any of the
provisions of this Agreement, resolution of that dispute shall be available only
through the federal or state courts located in King County, Washington.
8.4 Attorney's Fees. To the extent not inconsistent with RCW
39.04.240, in any claim or lawsuit for damages arising from the parties'
performance of this Agreement, each party shall be responsible for payment
of its own legal costs and attorney's fees incurred in defending or bringing such
claim or lawsuit; however, nothing in this subsection shall limit a party's right
to indemnification under Section6 of this Agreement.
8.5 Written Notice. All communications regarding this Agreement
shall be sent to the parties at the addresses listed on the signature page of
this Agreement, unless otherwise notified. Any written notice shall become
effective upon delivery, but in any event three (3) calendar days after the date
of mailing by registered or certified mail, and shall be deemed sufficiently given
if sent to the addressee at the address stated on this Agreement.
8.6 Modification. No waiver, alteration, or modification of any of the
provisions of this Agreement shall be binding unless in writing and signed by
a duly authorized representative of each of the affected parties.
8.7 Severability. If any one or more sections, sub-sections, or
sentences of this Agreement are held to be unconstitutional or invalid, that
decision shall not affect the validity of the remaining portion of this Agreement
and the remainder shall remain in full force and effect.
8.8 Relationship. It is understood and agreed that no agency,
employment, joint venture, co-employer or partnership is created by this
Agreement. No party shall (i) have the power or authority to act for another
in any manner to create obligations or debts which would be binding upon
another, and; (ii) be responsible for any obligation or expense whatsoever of
another.
JOINT TRENCH AGREEMENT- Page 7 of 9 (December 17, 2018)
(between City of Kent and CenturyLink Re: SE 248t^ Street)
8.9 Force Majeure. A party will not be in breach of this Agreement if
unable to perform its respective obligations as a result of the occurrence of an
event of "force majeure," which shall include, but not be limited to, acts of
God, acts of the government of the United States or of any state or political
subdivision thereof, strikes, civil riots or disturbances, fire, floods, explosions,
earthquakes, wind, storms, hurricanes, lightning or other similar catastrophes
or other causes beyond the parties' reasonable control. The scope of events
of force majeure shall not extend to payment of money owed hereunder.
8.10 Entire Agreement. The written provisions and terms of this
Agreement, together with any attached Exhibits, supersede all prior verbal
statements by any representative of the City, and those statements shall not
be construed as forming a part of or altering in any manner this agreement.
This Agreement and any attached Exhibits contain the entire Agreement
between the parties. Should any language in any Exhibit to this Agreement
conflict with any language contained in this Agreement, the terms of this
Agreement shall prevail.
9. TERM AND TERMINATION.
This Agreement shall commence on the date last signed below and shall
continue until December 31, 2019, unless earlier terminated pursuant to this
Agreement or extended by written agreement of the parties.
In the event that either party defaults in the performance of its
obligations herein, notice shall be given by the other party of its intent to
terminate the Agreement for cause, to be effective thirty (30) days thereafter,
unless that cause is cured within thirty (30) days after such notice.
JOINT TRENCH AGREEMENT- Page 8 of 9 (December 17, 2018)
(between City of Kent and CenturyLink Re: SE 24V Street)
IN WITNESS WHEREOF, the parties below have executed this
Agreement.
CENTURYLINK CITY OF KENT
Print Name: Print Name-.Q
Title: F]Rn )k'en-��y\f ff Title:_ -)c
DATE DATE t qj04_
NOTICES TO BE SENT TO: NOTICES TO BE SENT TO:
CENTURYLINK CITY OF KENT
CenturvLink City of Kent
23315 6611 Ave S 77n Fourth Avenue South
Kant WA QRn47 Kent WA 98032
Attn: Alex Harb Attn: Chad Bieren
(206) 345-4476 (Desk) OS3) 8-96-5534 (Desk),,
(253) 831-0395 (Cell) (253)$56-6500 (Fax)
With a copy to: APPROVED AS TO FORM:
CenturyLink
23315 66t' Ave. S.
Kent, WA 98032
Attention: Alex Harb Kent Law Department
JOINT TRENCH AGREEMENT- Page 9 of 9 (December 17, 2018)
(between City of Kent and CenturyLink Re: SE 2481^ Street)
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KENT
DATE: January 15, 2019
TO: Kent City Council
SUBJECT: S.E. 248th Street Improvements Joint Utility Trench
Agreements with Century Link, and Comcast and MCI
Communications, and Schedule 74 Underground
Conversion Agreement with PSE - Authorize
......... --- -----------...
MOTION: Authorize the Mayor to sign the Schedule 74 Underground
Conversion Agreement with Puget Sound Energy, and the Joint Utility
Trench Agreements with, Century Link, Comcast, and MCI Communications
for the S.E. 248th Street Improvements Project - 107th Avenue S.E. to 110th
Court S.E., subject to final terms and conditions acceptable to the City
Attorney and Public Works Director.
SUMMARY: S.E. 2481" Street is being improved across the frontage of the YMCA
between 1071h Avenue S.E. and 110th Court S.E. As part of the street project,
undergrounding of overhead power and communication facilities is required
pursuant to Kent City Code 7.10.030. The agreements with Puget Sound Energy,
CenturyLink, Comcast, and MCI Communications are for the overhead lines to be
moved underground for the relocation of power distribution and communication
facilities which will be placed in a joint utility trench.
BUDGET IMPACT: To be paid in accordance with approved development
agreements.
SUPPORTS STRATEGIC PLAN GOAL:
Innovative Government, Sustainable Services
ATTACHMENTS:
1. Puget Sound Energy Schedule 74 Underground Conversion Project
Construction Agreement (PDF)
2. CenturyLink Joint Trench Agreement (PDF)
3. Comcast Joint Trench Agreement (PDF)
4. MCI Joint Trench Agreement (PDF)
Public Works Committee Completed 01/07/2019 4:00 PM
City Council Meeting Pending 01/15/2019 7:00 PM
Packet Pg. 95