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HomeMy WebLinkAboutC24-303 IGA_Lake Creek Metropolitan District INTERGOVERNMENTAL AGREEMENT BETWEEN EAGLE COUNTY, COLORADO AND THE LAKE CREEK METROPOLITAN DISTRICT FOR MODIFICATIONS TO THE WEST LAKE CREEK ROAD BRIDGE This Intergovernmental Agreement (the “Agreement”) is made the ______ day of _______________, 2024 by and between the Eagle County, Colorado, a body corporate and politic acting by and through its Board of County Commissioners (the "County”) and the Lake Creek Metropolitan District, a Colorado special district (“LCMD”). The parties to the Agreement may be referred to singularly as the “Party” or plurally as the “Parties.” RECITALS: WHEREAS, the County intends to replace a bridge on West Lake Creek Road over the East Lake Creek in Edwards, Colorado (hereinafter referred to as the “West Lake Creek Road Bridge Project”); and WHEREAS, in order to complete the West Lake Creek Road Bridge Project, County contracted with True North Steel, Inc. pursuant to an agreement dated February 6, 2024 for the construction of a modular vehicular bridge in an amount not to exceed $160,365.00; and WHEREAS, representatives of LCMD approached the County to retrofit the design of the modular vehicular bridge for the West Lake Creek Road Bridge Project to accommodate the attachment of a LCMD waterline; and WHEREAS, the cost of retrofitting the design of the modular vehicular bridge for West Lake Creek Road Bridge Project will increase the cost of the bridge in the amount of $9,020 as indicated in Exhibit A; and WHEREAS, LCMD desires to reimburse the County for the full amount of the retrofit in order to accommodate its waterline; and WHEREAS, the Constitution and laws of the State of Colorado permit and encourage local governmental entities to cooperate with each other to make the most efficient and effective use of their powers and responsibilities; and WHEREAS, the County and LCMD have authority to enter into this Agreement pursuant to C.R.S. § 29-1-201, et seq., C.R.S. § 32-1-1001, et seq., C.R.S. § 32-1-1004 et seq., and Article XIV, § 18 of the Colorado Constitution. AGREEMENT: NOW, THEREFORE, for and in consideration of the mutual promises and agreements of the Parties and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the County agree and LCMD agree as follows: Docusign Envelope ID: 858520F4-195C-4F17-8610-E69DE22E7018 16th July 2 1.County’s Obligations. The County agrees that it will complete the West Lake Creek Road Bridge Project, including replacement of the existing bridge structure over the East Lake Creek on West Lake Creek Road with a modular vehicular bridge that will accommodate the attachment of LCMD waterline. 2.LCMD’s Obligations. LCMD will reimburse the County in an amount of $9,020.00 for the additional expense to retrofit the modular vehicular bridge to accommodate the attachment of a LCMD waterline. 4.Independent Contractor Status. The Parties to this Agreement intend that the relationship between them is that of an independent contractor. LCMD, and any agent, employee, or servant of LCMD shall not be deemed to be an employee, agent, or servant of the County. 5.Benefits. LCMD and any agent, employee or servant of LCMD is not entitled to any Workman’s Compensation benefits through the County and is responsible for payment of any federal, state, FICA, or other income taxes. 6.Non-Assignable. This agreement is not assignable by either Party. 7.Integrated Agreement. This Agreement may be changed or modified only in writing by an agreement approved by the respective Boards of the Parties and signed by authorized officers of each Party. This Agreement constitutes the entire agreement between the Parties and all other promises and agreements relating to the subject of this Agreement, whether oral or written, are merged herein. 8.Severability. Should any one or more sections or provisions of this Agreement be judicially adjudged invalid or unenforceable, such judgment shall not affect, impair, or invalidate the remaining provisions of this Agreement, the intention being that the various sections and provisions hereof are severable. 9.Notices. Any notice required or permitted under this Agreement shall be in writing and shall be hand-delivered or sent by registered or certified regular mail, postage pre-paid to the addresses of the Parties as follows. Each Party by notice sent pursuant to this paragraph may change the address to which future notices should be sent. Notice to Eagle County: Ben Gerdes Eagle County Engineer 500 Broadway P.O. Box 850 Eagle, Colorado 81631 Notice to Lake Creek Metropolitan District: Kenneth Marchetti and Kathleen Eck Lake Creek Metropolitan District Docusign Envelope ID: 858520F4-195C-4F17-8610-E69DE22E7018 3 28 Second St. Suite 213 Edwards, CO 81632 10.Immunity. The County and LCMD agree and understand that both Parties are relying on and do not waive, by any provisions of this Agreement, the monetary limitations or terms or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, C.R.S. §§ 24-10-101, et seq., as from time to time amended or otherwise available to either Party or any of their officers, agents, or employees. 11. Binding Effect. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and assigns. 12.Choice of Law and Venue. This Agreement shall be construed according to the laws of the State of Colorado, and venue for any action shall be in the District Courts of Eagle County, Colorado. The County shall have standing to bring an action to enforce the terms of this Agreement in District Court, including an action for specific performance and injunctive relief. 13. Duration. This Agreement shall commence upon the date first written above shall continue in full force and effect through the completion of LCMD’s obligations under this Agreement. 14.Authority. LCMD warrants that it possesses the legal authority to enter into this Agreement and that it has taken all actions required by all applicable procedures, by-laws, and/or applicable law to exercise that authority, and to lawfully authorize its undersigned signatory to execute this Agreement and to bind them to its terms. The person executing this Agreement on behalf of LCMD warrants that such person has full authorization to execute this Agreement. 15.No Third-Party Beneficiaries. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement and all rights of action relating to such enforcement, shall be strictly reserved to the County, LCMD, and potentially, CDOT. Nothing contained in this Agreement shall give or allow any claim or right of action whatsoever by any other third person or entity, other than CDOT. It is the express intention of the County and LCMD that any such person or entity, other than CDOT, receiving services or benefits under this Agreement shall be deemed an incidental beneficiary only. 16.Waiver. The waiver of any breach of a term, provision or requirement of this Agreement shall not be construed or deemed a waiver of any subsequent breach of such term, provision or requirement, or of any other term, provision, or requirement. 17.Modification and Amendment. This Agreement is subject to such modifications as may be required by changes in a federal or State law, or their implementing regulations. Any such required modification shall automatically be incorporated into and be part of this Agreement on the effective date of such change as if fully set forth herein. Except as provided above, no modification of this Agreement shall be effective unless agreed to in writing by both Parties in an amendment to this Agreement that is properly executed and approved in accordance with applicable law. Docusign Envelope ID: 858520F4-195C-4F17-8610-E69DE22E7018 4 18.No Personal Liability. No elected official, director, officer, agent or employee of either Party shall be charged personally or held contractually liable by or to the other Party under any term or provision of this Agreement or because of any breach thereof or because of its or their execution, approval or attempted execution of this Agreement. 19.Appropriation Limitation. It is expressly understood that any financial obligations that may arise hereunder for purposes of this Agreement, whether direct or contingent, shall only extend to payment of monies duly and lawfully appropriated by the governing body of either Party. Nothing herein shall be construed as the creation in the County or LCMD of a multiple-fiscal year direct or indirect district debt or other financial obligation whatsoever. 20.Lake Creek Metropolitan District. The foregoing Agreement is approved by the Board of Directors of Lake Creek Metropolitan District at its regular meeting held on the ___ day of ______________, 2024. 21.County Approval. The foregoing Agreement is approved by the Board of County Commissioners of Eagle County, Colorado at its regular meeting held on the _____ day of _______________, 2024. In Witness whereof, the Parties hereto have caused this agreement to be executed as of the day and year first above written. LAKE CREEK METROPOLITAN DISTRICT By:________________________________ Kathleen Eck, President COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS By: ______________________________ Matt Scherr, Chair ATTEST: By: _________________________________ Regina O’Brien, Clerk to the Board Docusign Envelope ID: 858520F4-195C-4F17-8610-E69DE22E7018 29th February 16th July 5 EXHIBIT A Docusign Envelope ID: 858520F4-195C-4F17-8610-E69DE22E7018 TrueNorth Steel, Inc - FGST Page 1 of 1 Date: 5/29/2024 CO #: 1 Job #: BLB0087 West Lake Creek Bridge 36x50 4401 Main Ave Fargo, ND 58103 Phone: 701-282-2345 Fax: 701-282-5516 Change Order Request Eagle County Colorado PO Box 850 500 Broadway Eagle, CO 81631 Phone: 970-328-3567 To:Rickie Davies Subject:Bridge Modification/Added Cross Frames for Pipe System Change Requested By:Erika Marquez Sent Via:E-mail Description of Change: Deck and diaphragm to be removed from bridge section and new cross frame to be installed between last two girders, per SK-1. The change will cause an increase of $9,020.00 to the contract amount. TrueNorth Steel, Inc - FGST A signature below indicates acceptance of all changes shown herein. Any work associated with this change will begin upon receipt of a signed copy of this C.O. in our office. Approval of this change order is due by 5/31/2024. If the approval time is not met, this change order is subject to cost and schedule impact review. Accepted By Deck and diaphragms to be removed from bridge section and new cross frames to be installed between last two girders, per SK-1. Docusign Envelope ID: 858520F4-195C-4F17-8610-E69DE22E7018 W8x28HSS4X4X1/4PIPE ROLLER (BY OTHERS)SK-1Docusign Envelope ID: 858520F4-195C-4F17-8610-E69DE22E7018