Res 1422 - Fd Pro Hwy 214 & 219
COUNCIL BILL NO. 1807
RESOLUTION NO. 1422
A RESOLUTION ENTERING INTO AGREEMENT NO. 14,736 WITH THE STATE OF OREGON
FOR AN IMMEDIATE OPPORTUNITY FUND PROJECT FOR HIGHWAY 214 AND 219 AND
1-5 INTERCHANGE IMPROVEMENTS REQUIRED BY CONSTRUCTION OF THE W AREMART,
INC. DISTRIBUTION CENTER AND AUTHORIZING THE MAYOR AND CITY RECORDER TO
SIGN SUCH AGREEMENT.
WHEREAS, The State of Oregon, by authority granted in ORS 366.770 and
366.775, may enter into cooperative agreements with cities for performance of projects,
and
WHEREAS, The State of Oregon has established an Immediate Opportunity Fund
OOF) to support specific economic development in Oregon through the construction or
improvement of roads, and
WHEREAS, The State of Oregon has determined that specific roadway improvements
on Highway 214 and 219 and at the 1-5 interchange, required as a result of the Waremart,
Inc. distribution center, are an eligible IOF project; NOW THEREFORE
THE CITY OF WOODBURN RESOLVES AS FOLLOWS:
Section 1. That the City of Woodburn enter into Agreement No. 14,736 with the
State of Oregon which is attached as Attachment U A" and by this reference incorporated
herein, for an Immediate Opportunity Fund Project for Highway 214 and 219 and 1-5
Interchange improvements required by construction of the Waremart, Inc. distribution
center.
Section 2. That the Mayor and City Recorder are authorized to sign said agreement
on behalf of the City of Woodburn.
Page 1 -
COUNCIL BILL NO. 1807
RESOLUTION NO. 1422
.,.-"
_...,-,_.... ...
,,-
Approved as to form'fl.~ ~
City Attorney
_0-10[-'1=7-
Date
APPROVED: ~~~~
ancy A. . sey, Mayor
Passed by the Council
Submitted to the Mayor
Approved by the Mayor
Filed in the Office of the Recorder
ATTEST: /Y1n.l H~
~~~~ant, Recorder
City of Woodburn, Oregon
June 23, 1997
June 25, 1997
June 25, 1997
June 25, 1997
Page 2 -
COUNCIL BILL NO. 1807
RESOLUTION NO. 1422
,.,.,.,-"-,,. ...~_"._..._...~.~'_.-'-....,."~..,.,................,".._...".,~....__,....._"~_.~..-... 1
-
'i!d UUJ;.
-..
Attacmnent "A"
Page --L- of 9
June 20, 1997
Miscellaneous Contracts & Agreements
No. 14,736
CONSTRUCTION - FINANCE AGREEMENT
IMMEDIATE OPPORTUNITY FUND PROJECT
THIS AGREEMENT is made and entered into by and between the STATE OF OREGON, acting
by and through its Department of Transportation, hereinafter referred to as "State" and the CITY
OF WOODBURN, acting by and through its elected officials, hereinafter referred to as "City.
RECITALS
1. The Oregon Transportation Commission, at its July 15, 1988, meeting, approved
establishing an Immediate Opportunity Fund (lOF) and. at its January 18, 1996, meeting,
approved continuation of the fund. The purpose of the IOF is to support specific economic
development that affirms job retention and job creation opportunities in Oregon through the
construction or improvement of roads. Funding is reserved for cases where there is an
actual transportation problem to be solved, and where a development location decision
hinges upon an immediate commitment of road construction resources.
2. By the authority granted in ORS 366.770 and 366.775, State may enter into cooperative
agreements with the counties and cities for the performance of work on certain types of
improvement projects with the allocation of costs on terms and conditions mutually
agreeable to the contracting parties.
3. Waremart, Inc. plans to build a new distribution center on an 80-acre site in Woodburn. The
project will include improvements to the Woodburn 1-5 interchange and to the Hillsboro-
Silverton Highway as follows: five lane improvement from Woodland Avenue to 1-5
southbound ramp terminal (Including right-turn lane enhancements to southbound 1-5 ramp),
right-turn lane on northbound off-ramp, new traffic signal at northbound off-ramp, and
interconnection of the two signals at the interchange northbound and southbound ramps,
hereinafter referred to as project.
The new traffic signal at the northbound off-ramp is covered by Agreement No. 14,571
between State and City.
The highway improvements along the frontage of the proposed Hillyer's Ford, Inc. business
on the Hillsboro-Silverton Highway are covered under a permit issued by State to Hilyer's
Ford, Inc. Said frontage improvements are part of the entire project but not a part of the IOF
reimbursement.
The location of project is approximately as shown on Exhibit At attached hereto and by this
reference made a part hereof.
,..-.. ....^-~""-=--
I
,~
_ _~~/~' ~n~ V~.~~ ..~
le'JUUJ
~
Attachment "A"
Page~of 9
/OF AGREEMENT #14,136
WAREMART DISTRIBUTION CENTER IN WOODBURN
June 20. 1991
4. City shall enter Into a separate agreement with Waremart, I~c., to establish Ware mart. Inc.'s
responsibilities.
~ge2
5. This agreement covers the roadway portion of the project and meets the IOF criteria. The
cost of the roadway Improvements is estimated to be $570,000. The Oregon Economic
Development Department Is requesting assistance on this proje~ in the amount of 50
percent funding, or up to $285,000. The matching 50 percent will be provided by City
($122,797, per Agreement No. 14,571 and $162,203 provided to City by Waremart. Inc.).
6. State agrees to provide IOF funds up to an amount not to exceed $285.000. Any project
costs, as outlined In this agreement, over this amount will be the responsibility of City.
7. IOF funds are to be applied to preliminary engineering and construction costs only. on a
reimbursement basis. Funding for right-of-way acquisition, If any is needed. Is not an
allowable reimbursable cost under the IOF program.
8. If right-of-way acquisition is necessary. the parties hereto agree and understand that they
will comply with the Uniform Relocation Assistance and Real Property Acquisition Policies
Act of 1970. as amended.
9. Any portion of project to be constructed on State right-of-way shall be constructed to current
State standards and American Disability Act standards.
NOW. THEREFORE, the premises being in general as stated in the foregoing RECITALS. it is
agreed by and between the parties hereto as follows:
STATE OBLIGATIONS
1. State shall. at its own expense, assign a liaison person to monitor the work performed on
the project and provide project oversight.
2. State shall, at Its own expense, review project plans, specifications. and cost estimates
prepared by City or City's consultant within 30 working days of receipt from City and prior to
advertisement for construction bids.
3. State hereby grants City or City's consultant the right to enter onto and occupy State right-
of-way for construction of project.
4. State shall, upon completion of the project, stripe or place thermoplastic markings for any
necessary lane lines on the portion of the project located on the Hillsboro-Silverton Highway
upon completion of project. All costs related to said striping will be billed against the IOF
maximum of $285,000. State estimates that the cost for said striping will not exceed
$5,000.
.........-.,.....~_.~..~......._.."',.,._<-- .
''r
.
~UU4
-.,.,
Attachment "A"
Page~of 9
rl
IOF AGREEMENT #14, 736
WAREMART D/STRJBunON CENTER IN WOODBURN
June 20, 1997
5. State shall, upon receipt of itemized billing of actual construction costs incurred by City,
reimburse City for said construction costs up to the IOF maximum of $285,000, less the
amount needed by State for striping.
Page j
6. State shall, if Waremart. Inc. is still an operating business on December 31,2004, cooperate
with City to recapture from Waremart, Inc. some or all, depending on the number of new
positions created and filled (at the rate of $814 for each new hire), of the $285,000 IOF
contribution if Waremart, Inc. cannot document to City by January 30, 2005, that it has filled
at least 350 new positions between start of the construction of the project and December
31,2004.
CITY OBLIGATIONS
1. City agrees that State's contribution of 50 percent of the actual road construction costs not
to exceed $285,000, less striping, will be applied to preliminary engineering and
construction only. City shall fund $122,797 (per Agreement No. 14,571) and $162,203
(from Waremart, Inc.) of the required improvements to the Woodburn 1.5 interchange and to
the Hillsboro-Silverton Highway construction project costs. Said funding is the required IOF
match of 50 percent. City shall be responsible for funding the remaining project costs.
2. City or City's consultant, for all portions of the project. shall conduct the necessary field
surveys, perform all PE and design work required to produce plans, specificationst and cost
estimates; obtain all required pennits; and arrange for utility relocations.
3. City or City's consultant shall forward to State, through the assigned liaison person, project
plans, specifications, and cost estimates for review 30 working days prior to advertisement
for construction bid proposals.
4. City or City's consultant shall prepare the contract and bidding documents. City shall
advertise (according to public contracting laws) for bid proposals, award all construction
contracts and pay all construction contract costs associated with this project. City shall be
reimbursed. as part of total project costs and as part of the IOF maximum of $285,000, for
construction contract costs and administrative expenses associated with completion of this
obligation.
5. City shall comply with all requirements stated on the permit issued by State's District 3
office.
6. City or City's consultant shall furnish competent. qualified people to assure that all
construction engineering, materials testing, technlcallnspectiont and project manager
services for administration of the contract are performed properly and per OOOT
specifications. City or City's consultant shall provide to State permanent mylar "as
constructed" plans stamped by a Registered Professional Engineer assuring all phases of
the construction work was done In conformance with the plans and specifications.
..-._.=--~--_.._..."..- -
~
~005
-.
Attachment "A"
Page..:i.- of 9
I~
IOF AGREEMENT #14.736
WAREMART DISTRIBUTION CENTER IN WOODBURN
June 20,1997
Page 4
7. City shall compile accurate cost accounting records. State may request a statement of
costs to date at any time by submitting a written request. When the actual total PE and
construction costs of the project have been computed, City shall furnish State with an
Itemized statement of said total costs. City shall be reimbursed, as part of the total project
costs and as part of the IOF maximum of $285,000, for administrative expenses associated
with completion of this obligation.
8. City shall, to the extent permitted by the Oregon Constitution and the Oregon Tort Claims
Act, indemnify and hold harmless the State of Oregon, Oregon Transportation Commission
and its members. Oregon Department of Transportation and its officers and employees,
from all claims, suits, or actions of any nature arising out of activities of City, its consultant,
its contractor, its officers, subcontractors, agents, or employees under this agreement.
9. City shall require contractor to obtain and keep in effect during the term of this agreement,
Comprehensive or Commercial General liability Insurance covering bodily injury and
property damage. This Insurance shall include personal injury coverage, contractual liability
coverage for the indemnity provided under the agreement and products/completed
operations liability. Combined single limit per occurrence shall not be less than $1,000,000
or the equivalent. Each annual aggregate limit shall not be less than $1,000,000, when
applicable.
The liability coverages required for performance of this agreement shall Include the State of
Oregon, Transportation Commission and its members, the Department of Transportation,
and its officers and employees, as additional insureds.
Before start of construction, City shall fumlsh to State a Certificate of Insurance for the limits
set out above, which is to be in force and applicable to the project.
The insurance coverage shall not be amended, altered, modified or canceled insofar as the
coverage contemplated herein Is concerned without at least 30 days prior written notice.
10. City shall not allow Waremart. Inc. to operate its Woodburn distribution center until the
signal at the northbound off-ramp is satisfactorily completed to State specifications and
approved by State and until the rest of the project is under contract.
11. City shall, by January 30, 2005, send to State a written report documenting the number of
new positions created and filled at the Waremart, Inc. Woodburn distribution center between
the start of construction of project and December 31. 2004. If Waremart, Inc., is still an
operating business on December 31, 2004, State will cooperate with City to recapture from
Waremart, Inc. some or all, depending on how many new positions have been created and
filled, of the $285,000 State IOF contribution (at the rate of $814 for each new hire) if, at
December--31, 2004. Waremart, Inc. has not created and filled at least 350 new positions at
the Woodburn distribution center. If City can document at least 350 new Waremart, Inc.
positi9ns filled, State will not seek to recapture any of the IOF grant.
....--..._~.~
.
~
VU/~U(~I ~.~~ vu.v~ ~.~
If:!:J VVU
..-
Attachment "A"
Page_'1 of 9
1 \", I
IOF AGREEMENT #14. 736
WAREMART DISTRIBUTION CENTER IN WOOOBURN
June 20, 1997
Page 5
12. City shall execute this agreement by signatures of personnel authorized by Its City Council.
GENERAL PROVISIONS
1. The project shall be completed by December 1, 1997. This agreement shall tenninate upon
completion of project and when all the conditions are met under City Obligation No. 11.
2. In no event shall State's portion of the project costs exceed the maximum amount specified
above in paragraph 5, Recitals.
3. This agreement shall terminate automatically If a construction contract is not awarded by City
within two years of final execution of this agreement, or if construction is not completed
within five years of final execution of this agreement.
4. City, its subcontractors, if any, and all employers working under this agreement are subject
employers under the Oregon Wortcers Compensation Law and shall comply with ORS
656.017, which requires them to provide workers compensation coverage for all their subject
workers.
5. The terms of this agreement begin upon execution of this agreement by both parties.
6. This agreement may be terminated by mutual consent of both parties. Any termination of
this agreement shall not prejudice any rights or obligations accrued to the parties prior to
termination.
7. City acknowledges and agrees that State and the Oregon Secretary of State's office and the
federal government and their duly authorized representatives shall have access to such
fiscal records and other books, documents,' papers, plans and writings of City that are
pertinent to this agreement to perform examinations and audits and make excerpts and
transcripts. City shall retain and keep all cost files and records for a minimum of three years
after completion of the projed and after all the conditions are met under City Obligation No.
11.
8. City shall comply with all federal, state and local laws, regulations, executive orders and
ordinances applicable to the work under this agreement, including. without limitation, the
provisions of ORS 279.312,279.314,279.316,279.320, and 279.555, attached hereto as
Exhibit B and by this reference made a part hereof. Without limiting the generality of the
foregoing, City expressly agrees to comply with: (I) Title VI of Civil Rights Act of 1964; (ii)
Section V of the Rehabilitation Act of 1973; (iii) the Americans with Disabilities Act of 1990
and ORS 659.425; (Iv) all regulations and administrative rules established pursuant to the
foregoing laws; and (v) all other applicable requirements of federal and state civil rights and
rehabilitation statutes, rutes and regulations.
I
.., ....' _..,... .., t ... ..,.... ..., OJ ~ ~ v ...;~
~VVf
'''-
Attaclunent "A"
Page ...k- of 9
1.... .
IOF AGREEMENT #14,736
WAREMART DISTRIBUTION CENTER IN WOODBURN
June 20, 1997
9. City agrees that should any environmental or land-use issues arise at any time during the
development or construction of the project, State can, at its reasonable discretion and when
exercised in good faith, suspend payments until it Is satisfied that the Issue has been
resolved. However, City may use Its own funds to continue the project and shall be
reimbursed by State as provided for in this agreement once State Is satisfied that the issue
has been resolved.
Page 6
10. This agreement, attached exhibits, and the agreements referred to in this agreement
constitute the entire agreement between the parties on the subject matter hereof. There are
no understandings, agreements. or representations. oral or written, not specified herein
regarding this agreement. No waiver. consent, modification or change of terms of this
agreement shall bind either party unless In writing and signed by both parties and all
necessary approvals have been obtained. Such waiver, consent, modification or change, if
made. shall be effective only in the specific instance and for the specific purpose given. The
failure of State to enforce any provision of this agreement shall not constitute a waiver by
State of that or any other provision.
......--'."~.......,...
.
~
-
IOF AGREEMENT #14,736
WAREMART DISTRIBUTION CENTER IN WOODBURN
June 20, 1997
Page 7
IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their seals as of the day
and year hereinafter written.
This Immediate Opportunity Fund project was approved by the Oregon Transportation Commission on
August 14, 1996. At that time the Director of the Department of Transportation was authorized and
directed to sign the necessary agreements for and on behalf of the Commission. Said authority is set
forth in the minutes of the Oregon Transportation Commission.
STATE OF OREGON, by and through its
Department of Transportation
Director
CITY OF WOODBURN, by and through its
City Officials
Brla::J/lc;f~~7
Title ~~ /
By ;r;~ --z;::..~-:J!:
Title City Recorder
By
Date
APPROVAL RECOMMENDED
By
Date
June 25, 1997
ODOT Region 2 Manager
Date
AP!:~9,"\~~D~? TO Ln~,L,BUfFICIENCY
, ) r yV <'t- \ /_/ .,.-/
By ~. \ ~,.--
City Legal Counsel
/ .~1' J.-
Date
L-
APPROVAL RECOMMENDED
By
ODOT District 3 Manager
Date
REVIEWED FOR STATE
By
Assistant Attorney General
Date
.
VUI .",!I .;} I A'.n.J. VIJ. -&\1 ....~
IgjUUO
~
Attachment "A"
Page~of 9
'l ~. I
IOF AGREEMENT #14.736
WAREMART DISTRIBUTION CENTER IN WOODBURN
JIJfIe 20, 1997
IN WITNESS WHEREOF, the parties hereto have set their hands and affIXed their seals as of the day
and year hereinafter written.
Page 7
This Immediate Opportunity Fund project was approved by the Oregon Transportation Commission on
August 14, 1996. At that time the Director of the Department of Transportation was authorized and
directed to sign the necessary agreements for and on behalf of the Commission. Said authority Is set
forth in the minutes of the Oregon Transportation Commission.
Director
CITY OF WOODBURN. by and through its
City Officials
By
Title
STATE OF OREGON. by and through Its
Department of Transportation
By
Date
By
APPROVAL RECOMMENDED
Title
By
Date
OOOT Region 2 Manager
Date
APPROVED AS TO LEGAL SUFFICIENCY
By
City Legal Counsel
APPROVAL RECOMMENDED
By
Date
ODOT District 3 Manager
Date
REVIEWED FOR STATE
By
Assistant Attorney General
Date
t
-4
"~ fA '.
~ifl
f ~ f
0'.
..~ ~"-
. I'
C\....~.J ~
I
1/
/
..//
"'~
;(..".
.' 4"
~".
-/' r--
...-;.,
.' I
I
I
I
I
/"<;
!co . II~
~<'~~
~:,/
~vv~
. --',
i
IlO.
I
I
r- n
PROPOSED SLJ
I PROJE:,__ - - -
I I/.
, /';~..,
L__~~
/ ~
,....
Ill,
...............,-,..- .
I!
:::::.. I - ,
I
--
--
......... 0lI.
~------~~
.
/~
~
I.~
,~III """
WOODBURN
MARION COUNTY
- ~~~\
I ~ '
I <f ;'
I
I
l'l"
~V{ aov' oJ, .."".. vv_...... ..~
~u~v
~.
Attacmnent "A"
Page -2- of 9
1(
EXHIBIT B
PERSONAilPROFESSIONAL SERVICB OONTRAcr
COMPLIANCB ~ APPLICABLB LAW (EXCERPTS)
279.312 CoIIditioas of public COIltIaCfS coocemiDg
payment of laborers and mau:ria1mca. CIOIItributiOPS to
IDdustrial Acddent PUDd. licas md wlthllolcliDl taxes.
E~ public contract sball COIdIin . coadition that the
c:oIltrICIor shall:
(1) Make payPICDl proIPPlIy. IS due. to 111 penoPS
supp1yiJII to such coIltnctor labor or mataial for tile
~1tio1l of the work pmvidcd fOr iIllUCh ooatract..
(2) Pay an 0DDttibuII0Ds at' IJ'IOIII* due the ID&IstriaI .
Accident PwId from such COIIUIdOr or IUbcontractor
iDcumd in tbc peDotID8IK:e of the CODtnCl
(3) Not permit any liea or claim to be filed or
pmseeuICd qainst. the Itate. county. ICbooI distric:t,
muai<:ipa1ity. IIDIDicipal c;orporation or subdivision thereo~
0II1CQDU11t of any labor or m:iterial ibmished.
. (4) Pay to the Departmeal, of ~ III sums
withheld from ecnp1o)oecs pursuant to ORS 316.161.
279.314 CoDdWon coocemiD& paymeIIt of eIaiIPs
by public omcers. (1) ~ public COD1I&t Iball also CODtaiu
. c1au.te or c:oadidon.tbaC. If the coatrac:rDr fills. u.ectects or
adDses to make prompt paymeal of Ill)' daim for labor or
Ien'ices fundsbecl to the CODtIICf<< or . subcxm1DcfOr by any
peISOIl in ClOU<<:,loa with the public COIdl'act as such claim
bccoIneI due. 1M proper oftica: or ofIicen ~g Ibe
state. COUIIIY. scboo1 cIisUiQ. I01PIk:ipali~. municipal
corpomtion or mbdivisioIl ~ as the case may be. may
pay such claim to chc perIOD llmishiag the labor or savices
and charce the IIDOIUlt of the payment apimt tunds due or
, to become due tbe am.tractor by reasoa of such cootnCL
(2) The: payment of. claim ill the IBIIIDCr authorized
in this ICCliDIl shall DOt Idicve the ooatdCtOr or the
COoaactor'11UR:ty from obqation with respect to any unpaid
claims. (Amended by 1981 c.712 IS)
179.316 Coaditioa ClOIICefIIiDI hours of labor. (1)
Evei)' public c:oldraCt shall also CC)fthlin . COIIdJtIon tbal DO
penon shall be ~ for more thaa eipt bows in any
one day, or 40 boun ill 8DY ODe week, cxocpt in cases ~
1lOC(SSi~. emer&eI"Y. or .&em the public policy .ab&olurcly
nqui1es it. _ ill IUCh c:ases. except in CISCS of coatradS for
pcnoaa1 ,services as ~n.M in ORS279.051. the laborer
shall be pai4 alleast dmc and . half pay for all ovcnlme in
exceM of ciPt hours . day IDCl for 1VOIk performed on
Saturday aDCl OD any Jep1 holiday spcdftcd iD ORS 279.334.
(2) III tbc cue of COIIII8CU for persoaa1 seayices as
dctiDed in ORS 179.051. the contraCt IbaJ1 contain a
provision Chat the labOrer ihaJJ. be pai4 at least time aad a
half for III 0YCItime 1W1Ibd ill excess of 40 boon in any OIIC
wor:k cxo:pt for IDdiviclua1I 'UDder tbeIc CODtIaCtS who &Ie
txcluded uDder ORS 653.010 to 653.261 or UDder 29 U.S.c.
sec:dous 101 to 109 from RlCdviPg ~
279.310 Conditions' col'lCCl!lilla payIDCDl !or
~t cue ad providing woIbn' compeoation. (1) Evely
public contnlCt shall alIo c:ontaia a c:oaditlon the CCJIlU3dor
shall ~. . due, make ~ to illy persoa.
c:opanncahip. ~0Il or corporatioD. Aamlsbiug
1IICdkal. surcica1 and bospita1 caR: or cOer needed care aDd
attention. incident to sic:Jm-r or 1DJuIy. to the cmplO)'CCl of
such contnctor or all sums which the c:onttadOr aarees to
pay for such services IDd all moneys aod IiUlDS which the
COIltraCtOI' coUected or deducted from the ft&CS of anpIoyees
pUIIUIIIt to Il1Y law. ClDIltIKt or a&RCment for the purpose of
providing or payinc for mch eervice.
(1) Evely public contDCt 8Jso Iha1l contain. clause or
conditioD that aU employers walkins UDder the coDttKt arc
subject employed that will comply with ORS 656.017.
OAR ISo-JOS.385(6H!3) Por purposes of Ibis certificate. 'Oregon laX laws" mean the .. iDberitaJ1ge tax. gift taX, penooal
income taX, withho1cIinI lax, corporatioa. iIlcomc aDd exdse tucs, amusem-t device we. timber tptS, c::iprette taX, other tobacco
tax, 9.1-1 emeJ'&CDCY c:ommua.ic:ations tax. the homeowDm and ~ property tax relief program &lid toca1 taXeS administered by
the Department ofReYenue (Multnomah County Business Income Tax, Lane Transit District Tax. Tri-Metropolitan Transit District
Employer P8yIoll Tax. ancl Tri-Metropolitan Tlansit District Self-Employment Tax).
RECYCLING
As requirod by ORS 179.SS5. in the performanc:e or this contraCt, Cootractor shall use. to dle maximum exteIlt economically
feasible, recyclable products.
^" .......-'.---..--
I