IGA; Boulder County; Pedestrian Bridge Swap; no end date
INTERGOVERNMENTAL AGREEMENT
between
Boulder County and the City of Boulder
for
a Pedestrian Bridge Swap
THIS INTERGOVERNMENTAL AGREEMENT (the "Agreement") is made and entered into
this,,1A- day of 2009, by and between the county of Boulder (the "County"), a body corporate
and politic, and the city of Boulder, a Colorado home rule municipality (the "City") (collectively "the
Parties").
RECITALS
A. C.R.S. § 29-1-201 et seq., as amended, authorizes the Parties to cooperate and contract with one
another with respect to functions lawfully authorized to each of the Parties and the People of the State of
Colorado have encouraged such cooperation and contracting through the adoption of Colorado
Constitution Article XIV § 18 (2).
B. The functions described in this Agreement are lawfully authorized to each of the Parties that
perform such functions hereunder, as provided in § 30-11-101 et seq. and § 31-15-101 et seq., C.R.S.
C. The City has a 120-foot pedestrian bridge available that used to span Boulder Creek at 28th Street
and needs a 100 foot pedestrian bridge to replace a failing trail crossing of Bear Creek just east of Monroe
Drive and west of Foothills Parkway.
D. The County has a 100-foot pedestrian bridge available that it received from the City of Longmont
as part of the 95`h Street Bridge Replacement Project. The bridge replacement project will provide a new
pedestrian crossing of Lefthand Creek as well as a trail underpass to serve as the northern origin of the
County's Longmont-to-Boulder Regional Trail. The County needs a 120-foot pedestrian bridge to cross
Lefthand Creek approximately 1-mile south of 95`b Street. This crossing too will be part of the Longmont-
to-Boulder trail which, once completed will connect the City of Boulder Cottontail Trail (west of 63 d
Street) with the Longmont trail system (east of 95u Street).
E. The County's design for the Lefthand Creek Crossing accommodates the City's bridge. The
City's plans for the Bear Creek Trail replacement will accommodate the County's bridge.
F. The County has inspected the City bridge and agrees that its current condition is acceptable for use
on the County Project. The City has inspected the County Bridge and agrees that its current condition is
acceptable for the use on the City Project.
G. Boulder County is planning to begin work on the 95`h Street Bridge in January 2010 and
anticipates removal of the County's pedestrian bridge sometime in late January. Work on the Longmont-
to-Boulder Trail is expected to begin in early 2010 with bridge placement occurring before September 1,
2010.
In consideration of the mutual covenants and commitments made herein, the Parties agree as follows:
OFFICIAL CENTRAL RECORDS COPY
20091204-5363
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AGREEMENT
1.0 GENERAL
The Recitals set forth above are incorporated herein by reference and made a part of this Agreement.
2.0 TRANSFER OWNERSHIP OF COUNTY'S PEDESTRIAN BRIDGE
2.1 The City agrees to take ownership of the County's Pedestrian bridge at such time as the
bridge is delivered, at no cost to the City, to the City Yards (5050 E. Pearl Street). The City will permit
the County or it's agent access to the Yard for delivery and unloading of the bridge at a location to be
designated by the city no later than 5 days before delivery.
2.2 The County intends to hire an independent contractor ("Contractor"), to deliver and unload
the County's Bridge at the city Yards. The County shall require the Contractor to indemnify and hold the
County and the City harmless from and against all losses, claims, demands, liabilities, injuries, damages
and expenses, including, without limitation, attorneys' fees and court costs the County or the City may
suffer or incur as a result of the bridge delivery and unloading by Contractor, it's agents, subcontractors,
employees or representatives which may arise from their negligent or wrongful performance while
delivering or unloading the bridge.
2.3 Contractor shall be required to carry all applicable insurance policies and/or additional
coverages in amounts sufficient to meet all local, state and federal standards and requirements and to
name the County and the City as additional insureds, except as otherwise provided herein. Contractor
shall carry Commercial General Liability - CG 0001 Form or its equivalent. Coverage shall include:
Premises and Operations, Personal /Advertising Injury, Products / Completed Operations, and Contractual
Liability for liability assumed under an insured contract, Additional Insured Endorsement (Owners,
Lessees or Contractors Endorsement ISO Form 2010 and ISO CG 2037 or equivalent) naming the County
and the City and their respective officials, employees, agents, and volunteers as "Additional Insureds" for
work that is being performed by the Contractor. A Waiver of Subrogation and Separation of Insureds
Clauses shall be included in favor of the County and the City. The Commercial General Liability
Insurance Policy must be written with a combined single limit of liability of not less than $2,000.000 for
each occurrence of bodily injury and/or property damage, and an annual aggregate liability of no less than
$2,000,000 for bodily injury and/or property damage.
2.4 The City agrees to inspect the bridge at the time of unloading to assure that no substantive
damage occurred during delivery and unloading. At such time that the City or it's agent testify to no
damage occurring, the city shall take ownership of the bridge.
3.0 TRANSFER OWNERSHIP OF CITY'S PEDESTRIAN BRIDGE
3.1 The County agrees to take ownership of the City's Pedestrian bridge at a time agreed upon
by the City and County, but no later than February 1, 2010 at no cost to the County, at the bridges current
location at the City Yards (5050 E. Pearl Street). The City will permit the County or it's agent access to
the Yard for the purposes of deck removal, bridge rehabilitation (sandblasting) and bridge loading and
removal.
3.2 The County intends to hire an independent contractor ("Contractor"), to remove the
existing bridge deck, rehab the bridge surface with a sandblaster and load the bridge at the city Yards. The
County shall require the Contractor to indemnify and hold the County and the City harmless from and
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against all losses, claims, demands, liabilities, injuries, damages and expenses, including, without
limitation, attorneys' fees and court costs the County or the City may suffer or incur as a result of the
bridge work by Contractor, it's agents, subcontractors, employees or representatives which may arise
from their negligent or wrongful performance while working on the bridge.
3.3 Contractor shall be required to carry all applicable insurance policies and/or additional
coverages in amounts sufficient to meet all local, state and federal standards and requirements and to
name the County and the City as additional insureds, except as otherwise provided herein. Contractor
shall carry Commercial General Liability - CG 0001 Form or its equivalent. Coverage shall include:
Premises and Operations, Personal /Advertising Injury, Products / Completed Operations, and Contractual
Liability for liability assumed under an insured contract, Additional Insured Endorsement (Owners,
Lessees or Contractors Endorsement ISO Form 2010 and ISO CG 2037 or equivalent) naming the County
and the City and their respective officials, employees, agents, and volunteers as "Additional Insureds" for
work that is being performed by the Contractor. A Waiver of Subrogation and Separation of Insureds
Clauses shall be included in favor of the County and the City. The Commercial General Liability
Insurance Policy must be written with a combined single limit of liability of not less than $2,000.000 for
each occurrence of bodily injury and/or property damage, and an annual aggregate liability of no less than
$2,000,000 for bodily injury and/or property damage.
3.4 The County agrees to inspect the bridge before any work to the bridge begins to assure that
bridge has not been damaged. The County, or its agent shall clean up the site and remove any debris
generated by the deck removal and sandblasting operation.
3.0 NOTICE
Whenever notice is required to be given hereunder, it shall be in writing and may be sent by facsimile or
delivered to the party entitled thereto or mailed to the party entitled thereto by registered or certified mail,
return receipt requested. Until changed by notice in writing, notice shall be given as follows:
To the County: To the City:
George Gerstle, Director Executive Director of Public Works
Department of Transportation City of Boulder Public Works
PO Box 471 PO Box 791
Boulder, CO 80306 Boulder, CO 80306
Fax: 303-441-4594 Fax: 303-441-4210
City Manager
P.O. Box 791
Boulder, CO 80306
Fax: 303-441-4478
With Copy to: With Copy to:
Boulder County Attorney Boulder City Attorney
PO Box 471 PO Box 791
Boulder, CO 80306 Boulder, CO 80306
Fax: 303-441-4794 Fax: 303-441-3859
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4.0 MISCELLANEOUS
4.1 Entire Agreement. This document, and all exhibits hereto, shall constitute the entire
agreement of the Parties, superseding all prior oral or written communications.
4.2 Governing Law and Venue. This Agreement shall be governed by the laws of the state of
Colorado, and any legal action concerning the provisions hereof shall be brought in Boulder County,
Colorado.
4.3 No Waiver. The waiver by any Party of any breach of any term, covenant or condition of
this Agreement by another Party shall not be deemed a waiver of such term, covenant, or condition for
any subsequent breach of the same or of any other term, covenant, or condition of this Agreement.
Delays in enforcement or the waiver of any one or more defaults or breaches of this Agreement by a Party
shall not constitute a waiver by that Party of any of the other terms or obligation of this Agreement.
4.4 Binding Effect. The City and the County each bind itself, its successors and assigns to the
other party to this Agreement with respect to all rights and obligations under this Agreement.
4.5 Third Parties. Nothing under this Agreement shall be construed to give any rights or
benefits in this Agreement to anyone other than the City and the County and all duties and responsibilities
undertaken pursuant to this Agreement will be for the sole benefit of the City and the County and not for
the benefit of any other party.
4.6 Severabilitv. If any provision of this Agreement is found by a court of competent
jurisdiction to be unlawful or unenforceable for any reason, the remaining provisions hereof shall remain
in fiill force and effect.
4.7 Modification. This Agreement may only be modified upon written agreement of the
Parties.
4.8 Assignment. Neither this Agreement nor any of the rights or obligations of the Parties
shall be assigned by either party without the written consent of the others.
4.9 Governmental Immunity. The City and the County certify that they are self-insured for
property and general liability coverage including errors and omissions to the limits set forth in the
Colorado Governmental Immunity Act. The City and the County, their officers, and their employees, are
relying on, and do not waive or intend to waive by any provision of this Agreement, the monetary
limitations (presently one hundred fifty thousand dollars ($150,000) per person and six hundred thousand
dollars ($600,000) per occurrence) or any other rights, immunities and protections provided by the
Colorado Governmental Immunity Act, C.R.S. § 24-10-101, et seq., as amended (the "CGIA"), or
otherwise available to the City, the County and their respective officers or employees.
4.10 Rights and Remedies. Any Party hereto shall have the right to enjoin any substantial
breach or threatened breach of this Agreement by any other Party, and shall have the right to specific
performance of this Agreement. The rights and remedies of the Parties under this Agreement are in
addition to any other rights and remedies provided by law. The expiration of this Agreement shall in no
way limit any of the Parties' legal or equitable remedies, or the period in which such remedies may be
asserted, for negligent or defective performance.
4.11 No Joint Venture. Nothing in this Agreement shall be construed to create a joint venture,
partnership, employer/employee or other relationship between the Parties other than independent
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contracting parties. Except as permitted under the remedies provision hereunder, no Party shall have the
express or implied right to act for, on behalf of, or in the name of any other Party.
4.12 Authority. The signatories to this Agreement affirm and warrant that they are fully
authorized to enter into and execute this Agreement, and all necessary actions, notices, meetings and/or
hearings pursuant to any law required to authorize their execution of this Agreement have been made.
4.13 No Multiple Fiscal Year Obligation. Nothing herein shall constitute a multiple fiscal year
obligation pursuant to Colorado Constitution, Article X, Section 20. Notwithstanding any other provision
of this Agreement, the County's and the City's obligations under this Agreement are subject to annual
appropriation by the Board of County Commissioner's and the City Council, respectively. Any failure of
a Board of County Commissioners or a City Council annually to appropriate adequate monies to finance
that Party's obligations under this Agreement shall terminate this Agreement at such time as such then-
existing appropriations are to be depleted.
IN WITNESS THEREOF, City and County have executed this Agreement as of the day and year
first above set forth.
CITY OF BOULDER BOARD OF COUNTY COMMISSIONERS
COUNTY OF BOU DER, COLORADO
By. jj,,ck,~indy Domenico
City Manager n_~Ben Pearlman, air \3 \G2 - cvc,~ -
ATTEST gEAL Off' t I ~ ~69
City Clerk on behalf of the
NN.
Director of Finance and Record
APPROVED AS TO F EST
ty Attomey's Office Cler to the Board
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