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HomeMy WebLinkAbout19-115 Resolution No. 19-115 RESOLUTION AUTHORIZING EXECUTION OF A COST SHARING AGREEMENT WITH SHODEEN CONSTRUCTION COMPANY. LLC IN CONNECTION WITH THE U.S. ROUTE 20 AND REINKING ROAD INTERSECTION IMPROVEMENT PROJECT BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN. ILLINOIS, that Richard G. Kozal, City Manager, and Kimberly A. Dewis, City Clerk, be and are hereby authorized and directed to execute a Cost Sharing Agreement on behalf of the City of Elgin with Shodeen Construction Company, LLC, in connection with the U.S. Route 20 and Reinking Road IntersectionImprovement Project, a copy of which is attached hereto and made a part hereof by reference. s/ David J. Kaptain David J. Kaptain, Mayor Presented: July 24, 2019 Adopted: July 24; 2019 Omnibus Vote: Yeas: 9 Nays: 0 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk COST SHARING AGREEMENT This agreement is hereby made and entered into this 24th day of July, 2019, by and between Shodeen Construction Company, LLC, an Illinois limited liability company (hereinafter referred to as "Shodeen") and the City of Elgin, an Illinois municipal corporation (hereinafter referred to as the "City"). WITNESSETH WHEREAS, the City Council of the City of Elgin has previously authorized a grant application for federal highway administration funds and committed to provide a local match and share for certain costs for the U.S. Route 20 and Reinking Road Intersection Improvement Project (hereinafter referred to as the "Route 20 Roundabout Project"); and WHEREAS, Shodeen has entered into an agreement dated March 13, 2019, with the engineering firm Trotter and Associates, Inc., ("Trotter") to provide for design engineering for Phase 1 engineering services and CMAQ grant application submittal in connection with the Route 20 Roundabout Project•which provides for payment to Trotter in an amount not to exceed $228,482.00 (hereinafter referred to as the "Subject Trotter Phase 1 Engineering Contract"); and WHEREAS,the City and Shodeen wish to agree and share in the cost of the Subject Trotter Phase I Engineering Contract whereby the City would reimburse Shodeen for one-half of the cost of such contract in an amount not to exceed $114,241.00 pursuant to the terms and conditions of this agreement. NOW, THEREFORE, Shodeen and the City hereby agree as follows: 1. The foregoing recitals are incorporated into this agreement. 2. Shodeen agrees to and shall procure the Phase 1 engineering services and other services from Trotter pursuant to the Subject Trotter Phase 1 Engineering Contract between Shodeen and Trotter. Shodeen hereby assigns to the City co-equal rights for access to and use of all work products, including all engineering services, plans and other services to be provided by Trotter pursuant to the Subject Trotter Phase 1 Engineering Contract, including, but not limited to, the right to obtain and to use all of the work product and engineering services provided by Trotter pursuant to such Subject Trotter Phase 1 Engineering Contract. Shodeen hereby agrees to provide the city copies of the work product produced by Trotter pursuant to the Subject Trotter Phase 1 Engineering Contract and further agrees that in addition to Shodeen the City shall have the right to utilize such work product. 3. The City agrees to reimburse Shodeen for one-half of the amount paid by Shodeen to Trotter pursuant to the Subject Trotter Phase 1 Engineering Contract, with the total reimbursements to be paid by the City to Shodeen not to exceed $114,241.00. 4. Shodeen shall be responsible for reviewing and paying invoices from Trotter for the Subject Trotter Phase 1 Engineering Contract. Upon full payment of such an invoice by Shodeen to Trotter, Shodeen shall submit to the City the Trotter invoice with proof of payment of same by Shodeen to Trotter. The City shall then reimburse Shodeen for one-half of the Trotter invoice paid by Shodeen, with the total reimbursements by the City to Shodeen not to exceed $114,241.00. 4. This agreement shall not be construed so as to create a partnership, joint venture, employment or agency relationship between the parties hereto. 5. This agreement constitutes the entire agreement of the parties on the subject matter hereof and may not be changed, modified, discharged or extended except by written amendment duly executed by the parties. Each party agrees that no representations or warranties shall be binding on the other party unless expressed in writing herein or in a duly executed amendment hereof. 6. This agreement is and shall be deemed and construed to be a joint and collective work product that the City and Shodeen,and,as such,this agreement shall be construed against the other party, as the otherwise purported draft or same, by any court of competent jurisdiction in order to resolve any inconsistency, ambiguity, vagueness or conflict, if any, of the terms and provisions contained herein. 7. Notwithstanding anything to the contrary of this agreement, with the sole exception of an action to recover the monies the City has agreed to pay to Shodeen pursuant to Section 3 hereof, no action shall be commenced by Shodeen against the City for monetary damages. Shodeen hereby further waives any and all claims or rights to interest on money claimed to be due pursuant to this agreement, and waives any and all rights to interest which it claims it may otherwise be entitled pursuant to law, including, but not limited to, the Local Government Prompt Payment Act (50 ILCS 505/1,et seq.),as amended,or the Illinois Interest Act(815 ILCS 205/1,et seq.),as amended. The parties hereto further agree that any action by Shodeen arising out of this agreement must be filed within one (1) of the date the alleged cause of action arose or the same will be time barred. The provisions of this section shall survive any expiration, completion and/or termination of this agreement. 8. This agreement may be executed in counterparts, each of which shall be an original and all of which shall constitute one and the same agreement. For the purposes of executing this agreement, any signed copy of this agreement transmitted by fax machine or e-mail shall be treated in all manners and respects as an original document. The signature of any party on a copy of this agreement transmitted by fax machine or e-mail shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed or e-mailed copy of this agreement shall be considered to have the same binding legal effect as an original document. IN WITNESS WHEREOF, the undersigned have entered into and executed this agreement on the date first written above. CITY OF ELGIN SHODEEN CONSTRUCTION COMPANY, LLC By ,2,4%.41" 40)9"./ ��� � / Ue� = e � 2 Richard G. Kozal, City Manager By Att-.t: IJillAc7 Its Vice President City Clerk F:\Legal Dept\Agreement\Cost Sharing Agr-Shodeen-Route 20 Roundabout-7-17-19.docx 2