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Res 17-20 Approving an Interlocal Agreement with Southlake for Signals at Solana and Kirkwood TOWN OF WESTLAKE RESOLUTION NO. 17-20 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS,AUTHORIZING THE TOWN MANAGER TO ENTER INTO AN INTERLOCAL AGREEMENT WITH THE CITY OF SOUTHLAKE REGARDING THE CONSTRUCTION OF TRAFFIC SIGNALS AND OTHER NECESSARY IMPROVEMENTS AT SH 114 AND SOLANA/KIRKWOOD INTERECTIONS. WHEREAS, the Town Council finds that signalization of the intersection benefits commuters and citizens and is in the best interest of residential and corporate citizens; and WHEREAS, Westlake desires to provide residents and commuters safe and aesthetically pleasing streets to travel; and WHEREAS, the Town Council finds that the proposed agreement with the City of Southlake is necessary for the construction of the traffic signal at the SH 114 and Solana/Kirkwood intersection; and WHEREAS, the Town Council finds that the Interlocal Agreement provides sound infrastructure maintenance and planning; and WHEREAS, the Town Council finds that the Interlocal Agreement with the City of Southlake is in the best interest of the citizens of Westlake. NOW,THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That, all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety SECTION 2: That the Town of Westlake Town Council does hereby authorize the Town Manager to enter into the interlocal agreement, attached as Exhibit "A". SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. Resolution 17-20 Page ] of 2 SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 24th DAY OF APRIL 2417. ATTEST: Laura L. Wheat, Mayor #s _..., l rte ' Kelly Edw ,r s, Town Secretary OF Thomas E. Brymer own Manager GyF APPROVED AS TO FORM: :<7� rn l L. Stton Lowry, own Attorney Resolution 17-20 Page 2 of 2 0 1 Z I J IN i A L DOC UTVTF'.NTT C! I OF SOUTH.LAK E STATE OF TEXAS § Co uncil Actiono,N COUNTY OF TARRANT § Ord./Res. No. — Date Approvad:��7 INTERLOCAL AGREEMENT BETWEEN THE TOWN OF WESTLAKE, TEXAS AND THE CITY OF SOUTHLAKE, TEXAS FOR CONSTRUCTION OF THE KIRKWOOD/SOLANA DRIVE INTERSECTION AND SIGNALIZATION IMPROVEMENTS This Interlocal Agreement (the "Agreement") for the Construction of the Kirkwood/Solana Drive Intersection and Signalization Improvements to include paving, drainage, signalization is made and entered into by and between the Town of Westlake, Texas, a municipal corporation located in Tarrant County, Texas ("Westlake"), and the City of Southlake, Texas, a municipal corporation located in Tarrant County, Texas ("Southlake"). (Southlake and Westlake shall hereafter be collectively referred to as the "municipalities"). WHEREAS, Westlake and Southlake mutually desire to enter into an interlocal agreement to reconstruct the Kirkwood/Solana Drive intersection with SH1 14 ramp intersection (the "Project") between the municipalities; and WHEREAS, Chapter 791, Texas Government Code, as amended (the "Act"), provides authorization for municipalities to contract with one another for the Page 1 of 9 F=lr-=S 17-20 performance of governmental functions and services under the terms of the Act; and WHEREAS, Westlake and Southlake have need to construct these intersection and signalization improvements, which shall be located in part in Westlake and in part in Southlake; and WHEREAS, Westlake and Southlake shall provide financing for the Project as provided herein; and WHEREAS, Westlake and Southlake are willing to cooperate with one another to accomplish the construction and maintenance as provided in this Agreement; and WHEREAS, each party paying for the performance of governmental functions or services under this Agreement must make those payments from current available funds; and WHEREAS, it is mutually advantageous to both parties to enter into this Agreement: Page 2 of 9 WITNESSETH NOW, THEREFORE, for and in consideration of the mutual covenants, terms and conditions set forth herein, and the mutual benefits to each party, the receipt and sufficiency of which are hereby acknowledged, Westlake and Southlake hereby contract, covenant, warrant and agree as follows: I. ADOPTION OF PREAMBLE All of the matters stated in the preamble of this Agreement are found to be true and correct and are hereby incorporated into the body of the Agreement by reference as though fully set forth in their entirety herein. 11. OBLIGATIONS OF THE PARTIES 1. The City of Southlake has contracted for Project Management and Consulting Engineering Services related to the design of the Project. 2. The municipalities agree that Westlake shall have an opportunity to review and approve the construction plans and specification submittals. It is agreed that each municipality will review the plans in an expedient manner, not to exceed five (5) business days so that this project can remain on its current fast track. Completion of the construction of these intersection and signalization improvements as expeditiously as possible is of paramount importance to both municipalities. Page 3 of 9 3. If necessary, the municipalities agree that each respective city will be responsible for pursuing the relocation of city owned utilities within their city, should it be required and each city will acquire the necessary rights-of-way and easements for the construction of the Project. It should be noted that no additional easements and/or right-of-way are anticipated for this project. 4. The municipalities agree that Southlake will contract the services of a Third Party Contractor to construct the concrete curbs, gutter and flatwork, signalization improvements associated with the pavement of the Project. 5. The municipalities agree that the Third Party Contractor shall provide Performance, Payment and Maintenance Bonds in the full amount of the contract cost issued to the contracting municipality. 6. The municipalities agree to funding of the project as follows: a) The total estimated cost of the project including design and construction of the proposed improvements is $823,000. b) The Opinion of Probable Construction Cost estimate prepared by Consultant Kimley-Horn & Associates as of January 31, 2017 is $738,000. This cost is reflected in Exhibit A attached to the Agreement. c) An additional cost of $85,000 is estimated for the cost of the design of the Kirkwood Intersection and Signalization improvements. The design services contract for this project with Kimley-Horn and Associates was approved by the Southlake City Council on March 7, 2017. Page 4 of 9 d) Westlake shall reimburse to Southlake a portion of the construction phase costs and services, in an amount not to exceed $268,680 for the project upon substantial completion of construction. A final invoice shall be provided to Westlake by Southlake. 7. Westlake agrees to make payment to Southlake within a reasonable length of time estimated at 30 days after receipt of the invoice from Southlake. 8. The municipalities agree that Southlake will provide all construction inspection and construction management for the Project. 9. Since the majority of improvements will be completed within TxDOT right-of-way, TxDOT guidelines and standards shall govern. However, if TxDOT guidelines and standards do not address an issue that arises during the project, Southlake and Westlake agree that the construction to be done within Westlake shall be in accordance with Southlake's Code of Ordinances including, but not necessarily limited to, providing proper barricades, traffic control during construction, detours and project clean up after the contractor is completed. The project plans will incorporate Westlake's enhanced design standards for the signal poles, luminaires, wheelchair ramps, and illuminated street name signs. 10. TxDOT will be responsible for maintenance of infrastructure improvements located within TxDOT right-of-way. The municipalities agree that each respective city will provide maintenance on all roadway, drainage and signalization facilities, including signage and pavement markings, lying within their respective corporate boundaries and outside of TxDOT right-of-way. Page 5 of 9 111. INDEMNIFICATION AND HOLD HARMLESS 1. To the extent allowed by law, Westlake agrees to indemnify and hold Southlake harmless from any claim by a third party for damages arising from or resulting from the construction or maintenance, in accordance with terms set forth in this agreement, of any portion of the Project lying in the Town of Westlake. 2. To the extent allowed by law, Southlake agrees to indemnify and hold Westlake harmless from any claim by a third party for damages arising from or resulting from the construction or maintenance, in accordance with terms set forth in this agreement, of any portion of the Project lying in the City of Southlake. 3. Furthermore, it is understood that both municipalities will, to the extent allowed by law, agree to indemnify and hold TxDOT harmless from any claim by a third party for damages arising from or resulting from the construction or maintenance, in accordance with terms set forth in this agreement, of any portion of the Project lying within their respective cities. 4. The provisions of these indemnifications shall not apply to acts of gross negligence or willful misconduct by the indemnified party. 5. The provisions of this indemnification are solely for the benefit of the parties hereto and not intended to create or grant any rights, contractual or otherwise, to any other person or entity. 6. Further, the indemnification and hold harmless contained herein shall not be deemed a waiver of any sovereign immunity allowed pursuant to Tex. Civ. Proc. & Rem. Code Section 101.001 et. seq., or otherwise. Page 6 of 9 IV. NOTICES Any notice required to be given under this Agreement shall be deemed to have been adequately given if deposited in the United States mail in an envelope: TO SOUTHLAKE: TO WESTLAKE: City of Southlake Town of Westlake 1400 Main Street 1301 Solana Blvd. Suite 400 Bldg. 4, Suite 4202 Southlake, Texas 76092 Westlake, Texas 76262 Attention: City Manager Attention: Town Manager A change of address may be made by either party upon the giving of ten (10) days prior written notice. V. MISCELLANEOUS PROVISIONS 1. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. 2. This Agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understandings or written or oral agreements between the parties respecting the subject matter hereof. 3. No amendment, modification or alteration of the terms hereof shall be binding unless the same be in writing, dated subsequent to the date hereof and duly executed by the parties. 4. All payments made hereunder shall be payable from funds currently available to the City/Town. Page 7 of 9 5. This Agreement may be executed concurrently in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 6. If, in case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision hereof and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. 7. The obligations and undertakings of each of the parties to this Agreement are and shall be performable in Tarrant County, Texas. 8. Each party hereto warrants that it has received authority from its governing body to enter into this Agreement. U EXECUTED this the day of ' 2017. CITY OF SOUTHLAKE, TEXAS La ra Hill, Mayo City of Southlake, Texas ATTEST: APPROVED AS TO FORM: Lori Payne, City ecretar # ' City Attorney, City'd e City of Southlake, T� Uz►in, �a [SEAL] *d Page 8 of 9 EXECUTED this the 2q4h _day of Ave t 2017. Town of Westlake, Texas Laura Wheat, Mayor Town of Westlake, Texas ATTEST: APPROVED AS TO FORM: 4x � �_u, ��4 4�� Kell Edw r , Town Secretary Town/Aftorney Town of Westlake, Texas Tow of Westlake, Texas °�: [SEAL] Page 9 of 9