HomeMy WebLinkAbout10-01-2024RES 434
Revised 10/2016 Page 1 of 8
Lease No.:AA-02-10774
I.C. #:2-09-04659
A M E N D M E N T N U M B E R 3
to
TRAIL LEASE
THIS AMENDMENT NUMBER 3 (Amendment) to that certain Lease, Washington State
Department of Transportation’s Lease AA-02-10774 / I.C. No. 2-09-04659 (Lease) is made and
entered into by and between the WASHINGTON STATE DEPARTMENT OF
TRANSPORTATION, an agency of the State of Washington (WSDOT) and CITY OF EAST
WENATCHEE, a municipal corporation in the State of Washington (TENANT)
RECITALS
A.WSDOT and TENANT entered into a lease effective February 26, 1998, and
amended by Amendment Number 1 to the Trail Lease effective October 7, 2009, and as amended
by Amendment Number 2 to the Trail Lease effective June 13, 2018.
B.Section 26 of the Lease authorizes modification of the Lease by written amendment
signed by both parties.
C.WSDOT and TENANT desire to amend the Lease to increase the footprint of the
Lease Premises to include a new section of Trail, including a Pedestrian Bridge (Bridge), as part
of the TENANT’s local comprehensive trail plan. This will remove bicycles and pedestrian traffic
from the intersection of State Route (SR) 28, thereby materially increasing safety of motorists and
improving highway efficiency.
D.TENANT and the City of Wenatchee entered into Interlocal Agreement for
Construction of Bridge dated on July 11, 2024, as shown in Exhibit C, where City of Wenatchee
will construct a shared-use pedestrian bridge on behalf of the TENANT in the airspace over SR
28. It is the intent of TENANT and City of Wenatchee to convey ownership of the bridge to the
TENANT upon TENANT’s acceptance of the bridge work. Once accepted, TENANT shall be the
owner of and have the sole responsibility to operate and maintain the bridge pursuant to the terms
of the Lease.
AGREEMENT
NOW, THEREFORE pursuant to RCW 47.12.120, the above recitals that are incorporated herein
as if fully set forth below, and in consideration of the terms and conditions herein, and other good
Lease No.: AA-02-10774
I.C. #: 2-09-04659
RES 434
Revised 10/2016 Page 2 of 8
and valuable considerations, the receipt and sufficiency of which are hereby acknowledged,
WSDOT and TENANT agree to amend the Lease as follows:
1.All capitalized terms used herein but not defined herein have the respective meanings set
forth in the Lease or, if not defined in the Lease, have their ordinary and usual meaning. All Section
and Exhibit references herein, if any, are to the Sections and Exhibits of the Lease unless otherwise
stated.
2.Section 1(e): is amended and replaced with the following:
DEFINITIONS
e.“Trail” means a bicycle and pedestrian trail and pedestrian bridge crossing
designed, constructed, operated, owned and maintained by the TENANT, and from which motor
vehicles are excluded except for emergency vehicles as noted elsewhere in this Lease.
2.Section 2 and Exhibit A-2 are amended in entirety and replaced with the following:
LEASED PREMISES.
A. WSDOT leases to the TENANT, and the TENANT hereby leases from WSDOT,
the land and airspace (the Leased Premises) known to be a portion of the highway right of way of
SR 28, the centerline of which is shown as a dashed line marked in red on pages 1, 2, 3, 4, 5, 6, 7,
8, and 9 of the 13-page Exhibit A-3, attached hereto and by this reference incorporated herein.
B.The Leased Premises generally extends from the easterly side of the Columbia
River footbridge to the city of East Wenatchee corporate limits in the vicinity of 3rd Street SE and
the SR 28 intersection and extending easterly from the Columbia River footbridge to the easterly
right of way of SR 28 at 9th Street.
C.The total width of the Trail that extends from the easterly side of the Columbia
River footbridge to the city of East Wenatchee corporate limits in the vicinity of 3rd street is thirty
(30) feet, as measured fifteen (15) feet from either side of the centerline of the Trail, but not to
infringe upon the current or future roadway prism, including pavement and guardrails. The total
width of the constructed pedestrian bridge crossing is fourteen (14) feet. If at any time WSDOT
has a need for any portion of the Leased Premises for highway purposes, WSDOT will adjust the
Leased premises as necessary in its sole judgement to accommodate highway needs.
4. Section 6 is amended and replaced with the following:
USE OF LEASED PREMISES. The Leased Premises shall be used only the for
the construction, operation, and maintenance of a public pedestrian and bicycle trail and pedestrian
bridge crossing in accordance with plans approved in advance of construction and in writing by
Lease No.: AA-02-10774
I.C. #: 2-09-04659
RES 434
Revised 10/2016 Page 3 of 8
WSDOT; Provided, that use by motorized vehicles such as ambulance, fire trucks, police cars or
police motorcycles and other emergency vehicles fulfilling a similar function is hereby permitted
by WSDOT. Tenant shall prohibit non-emergency motorized use of the Leased Premises. Tenant
shall fence, at its expense, areas within the Leased Premises from which the public will be
excluded. Tenant shall not collect any fees, nor make any charge, or request any donations directly
from trail users for use of the Trail. No signs, other than directional signs are permitted Tenant
shall at all times comply with applicable federal, state, and local laws, regulations, ordinances,
policies, and guidelines.
5. Section 8 is amended in its entirety and replaced with the following:
AS-BUILT PLANS. TENANT has provided WSDOT with a complete set of
dimensioned “As Built” scale drawings to date. Within sixty (60) calendar days after the
new construction is completed, TENANT shall provide WSDOT with a similar set of
drawings for completed pedestrian bridge crossing.
6. Exhibit A-2 is deleted in its entirety and replaced with Exhibit A-3, which is attached hereto
and by this reference incorporated into the Lease.
7. Exhibit B-1 is deleted in its entirety and replaced with Exhibit B-2, which is attached hereto
and by this reference incorporated into the Lease.
8. Exhibit C, Interlocal Agreement for Construction of Bridge between City of Wenatchee
and City of East Wenatchee for the pedestrian bridge crossing, is attached hereto and by
this referenced incorporated into this lease.
9. The following new section shall be added as Section 31 to the Lease:
31. OPERATION, MAINTENANCE, REPAIR AND REPLACEMENT OF BRIDGE
AND PREMISES
A. The TENANT, as owner of the pedestrian bridge located on the Premises, shall
perform or cause to be performed, at its sole expense, all operation, maintenance, reconstruction,
repair and/or removal of any or all components of the pedestrian bridge, including but not limited
to keeping the pedestrian bridge in good condition, both as to safety and appearance, to the sole
satisfaction of WSDOT and pursuant to the attached Exhibit B-2, Maintenance Responsibilities.
B. WSDOT, or its agents or contractors, shall perform the regular inspection of the
pedestrian bridge structure as required by the Code of Federal Regulations 23 CRF 650, subpart
C, National Bridge Inspection Standards (NBIS), and as it may be amended or replaced. The
TENANT shall be responsible for and shall reimburse WSDOT for all pedestrian bridge structure
inspection costs, including but not limited to materials, equipment, labor, overtime, traffic control,
Lease No.: AA-02-10774
I.C. #: 2-09-04659
RES 434
Revised 10/2016 Page 4 of 8
and per diem costs pursuant to Section 32. Inspections will be conducted on a twenty-four (24)
month cycle, or more frequently, as solely determined by WSDOT’s Bridge Maintenance
Engineer. TENANT shall contact WSDOT’s HQ Bridge Preservation Engineer to arrange for any
additional bridge inspections or to obtain written approval for any structural bridge repairs or
pavement overlays.
C. TENANT, as owner of the pedestrian bridge, shall be responsible for all costs to
replace or repair all damage to the pedestrian bridge and appurtenances and/or associated
TENANT improvements on the Premises or off the Premises that might adversely affect the
Premises caused by TENANT, its employees, invitees, contractors, third parties, and/or acts of
God. Any TENANT work, including repair, maintenance, construction or reconstruction that is
related to the safety or structural integrity of the pedestrian bridge requires WSDOT’s written
approval. WSDOT shall be responsible for first response activities for damages or impacts to SR
28 caused by the location, use, repair, maintenance, construction, reconstruction, and operations
of the pedestrian bridge, including the use of such facility by pedestrians, bicyclists, and any other
use of whatever kind. WSDOT shall notify TENANT immediately regarding any first response
activities. TENANT agrees to reimburse WSDOT for all first response costs as a result of the
TENANT’s use of the Premises, including, but not limited to materials, equipment, labor,
overtime, and per diem costs pursuant to Section 32.
D. TENANT shall prevent water draining from the Premises from affecting SR 28 in
any way, including but not limited to water from leaking membranes, irrigation systems and/or
leaking drainage sandpipes. In the event water from the Premises does affect SR 28, TENANT
will immediately perform repairs to stop leaks(s) or water drainage affecting the SR 28 facility. If
TENANT fails to perform repairs within 24 hours of receipt of written notice from WSDOT, or in
an emergency as determined solely by WSDOT, WSDOT reserves the right to perform the repairs,
and TENANT agrees to reimburse WSDOT for all costs of said repairs pursuant to Section 32.
E. TENANT shall provide WSDOT with traffic control plans for WSDOT review and
approval in advance of any TENANT authorized work or activity on the Premises or off the
Premises which may result in traffic impacts to SR 28. WSDOT shall review and approve, modify
or reject the TENANT’s plans within fifteen (15) business days after receipt of plans. If WSDOT
rejects the plans, WSDOT and the TENANT will cooperate to develop acceptable plans. If
WSDOT incurs costs associated with the review, approval, and coordination of such traffic control
plans, it will be at the TENANT’s sole expense. Reimbursement to WSDOT for these costs shall
be pursuant to Section 32.
F. TENANT agrees that it shall be additionally responsible for the following specific
maintenance and operations items, at its sole cost and expense, without further liability to
WSDOT:
Lease No.: AA-02-10774
I.C. #: 2-09-04659
RES 434
Revised 10/2016 Page 5 of 8
(1) Security and law enforcement for the Premises, including but not limited to
the immediate removal of individuals with their possessions, when such individuals are occupying
the Premises for any other reason than the intended use of the trail and pedestrian bridge crossing.
For the purposes of this Lease, the intended use of the Trail and pedestrian bridge crossing is to
provide the only method over SR 28 for pedestrians using non-motorized modes of transportation;
therefore, parties recognize that the Trail occupies limited access right of way and is not the
equivalent of a city street;
(2) Graffiti removal from all real and personal property, including but not
limited to all Trail and pedestrian bridge, and SR 28 fixtures and appurtenances. TENANT shall
in no way interfere with any highway operation, maintenance, construction, traffic flow, or impact
the safety of the traveling public on SR 28 when removing graffiti. TENANT agrees to inspect the
Premises at least once per month;
(3) Litter control on an as needed basis in accordance with adopted TENANT
maintenance standards and practices or upon WSDOT notification and/or inspections;
(4) Sweeping the Premises on an as needed basis in accordance with adopted
TENANT maintenance standards and practices; and
(5) Immediate removal from the Premises and disposal of unauthorized signs,
banners, etc., including those related to commercial advertising, political campaigns, and/or
protest. If TENANT fails to remove and dispose of said signs, banners, etc., with 24 hours of
receipt of written notice from the WSDOT, WSDOT reserves the right to perform such work, and
TENANT agrees to reimburse WSDOT for all costs to remove and dispose of said signs, banners,
etc. pursuant to Section 32.
(6) TENANT shall be responsible for all landscaping and weed control on the
Premises. TENANT agrees to prevent and/or repair any damage to WSDOT’s facilities caused by
vegetation and/or trees on the Premises. If TENANT fails to repair said damage within thirty (30)
calendar days or receipt of written notice from WSDOT, WSDOT reserves the right to perform
such work, and TENANT agrees to reimburse WSDOT for all costs to remove and dispose of said
signs, banners, etc. pursuant to Section 32.
(7) Maintaining, repairing, and ensuring the structural integrity of the Bridge
and appurtenances located on the Premise, including but not limited to repairing earthquake
damage such as cracks and concrete spalling. Any proposed repairs or structural changes on or
adjacent to the Premises will require WSDOT Bridge Preservation Engineer’s prior written
approval and may be subject to additional conditions and requirements, as deemed appropriate by
WSDOT’s Bridge Maintenance Superintendent.
Lease No.: AA-02-10774
I.C. #: 2-09-04659
RES 434
Revised 10/2016 Page 6 of 8
G. TENANT warrants that any landscaping planted and maintained on the Premises
will not damage, threaten to damage, or otherwise adversely affect any part or component of
WSDOT’s highway facility or operation thereof, or adversely affect traffic safety. TENANT
warrants that any WSDOT-owned vegetation disturbed during the Trail and pedestrian bridge’s
operation and maintenance shall be replanted or replaced, at TENANT’s sole cost and expense, to
the satisfaction of the WSDOT. Application of pesticides and herbicides upon the Premises shall
be performed by, or under, the direct supervision of TENANT’s officers, officials, employees,
and/or agents who possess a current Public Operator or Commercial Pesticide Operator license.
Washington State Department of Agriculture Pesticide Application Records shall be kept by the
TENANT for each application in accordance with chapter 17.21 RCW and be available for review
by the WSDOT within five (5) calendar days of records’ request.
H. If TENANT fails to maintain any and all components of the Premises as provided
herein, the WSDOT may perform such maintenance after providing the TENANT with thirty (30)
calendar days written notice of such maintenance default, and TENANT agrees to reimburse
WSDOT for such maintenance cost pursuant to Section 32.
10. The following new section shall be added as Section 32 to the Lease:
32. INVOICES AND PAYMENTS
A. TENANT shall reimburse WSDOT for all actual and direct and related indirect
cost, including materials and equipment cost, incurred by WSDOT for work performed by
WSDOT under this Lease. WSDOT shall provide detailed invoices to TENANT, and TENANT
agrees to pay WSDOT within sixty (60) calendar days from the date of a WSDOT invoice.
B. Payments shall be made payable to the Washington State Department of
Transportation. All payments shall be mailed or delivered to:
DEPARTMENT OF TRANSPORTATION (Mailing Address)
Attn.: Property Management Program Manager
P.O. Box 47339
Olympia, WA 98504-7339
DEPARTMENT OF TRANSPORTATION (Physical Address)
Real Estate Services
Attn.: Property Management Program Manager
7345 Linderson Way SW
Tumwater, WA 98501
C. TENANT agrees that if payment or arrangement for payment of any WSDOT’s
invoices for costs recoverable under this Lease is not made to WSDOT within sixty (60) calendar
days after the date of WSDOT’s invoice, TENANT agrees that WSDOT shall be entitled to
Lease No.: AA-02-10774
I.C. #: 2-09-04659
RES 434
Revised 10/2016 Page 7 of 8
withhold and expend the total sum due from the TENANT’s regular monthly Motor Vehicle Fund
fuel tax payments until such time as the invoiced costs have been recovered in full.
11. The effective date of this Amendment is the first day of the month following execution by
WSDOT.
12. TENANT agrees that once the construction of the pedestrian bridge is completed,
TENANT will sign the most current lease template in order to be consistent with state law and
consolidate the lease amendments into a single document. Should the City of Wenatchee terminate
this agreement or fail to transfer the pedestrian bridge to City of East Wenatchee, per the terms of
the Interlocal Agreement for Construction of Bridge, this amendment would be null in void. A
new Trail Lease will need to be entered into between the WSDOT and the City of Wenatchee.
13. All other terms and conditions of the Lease shall remain in full force and effect as modified
by this Amendment. The provisions of the Lease, as modified by this Amendment, shall apply
equally to any and all other provisions in the Amendment as though the modified provisions were
original, but all of which together shall constitute one and the same instrument. In the event of a
conflict between the terms of this Amendment and the terms of the Lease, the terms of this
Amendment shall govern and control.
THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK
Lease No. :AA-02-10774
I.C. #: 2-09-04659
IN WITNESS WHEREOF, the parties have caused this Amendment No. 3 to be effective as of the
last date written below.
Signatures:Accepted and Approved by:
CITY OF EAST WENATCHEE
By:fyi^JLyjtL CA-^^^I^T^^
Title: Mayor
Dated: _CLQI_^M
WASHINGTON STATE
DEPARTMENT OF TRANSPORTATION
By: //^ ^^^
Wade DeTillian, Property Asset Manager
Dated:t\^-l.DLl\
APPROVED AS TO FORM
By:/City Attorney
APPROVED AS TO FORM
By:_%^
tomey^GeneraL
/^/92. ^ ,2p^f
RES 434
Revised 10/2016 Page 8 of 8
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WSDOT LEASE
AMENDMENT EXHIBIT
EXELTECH CONSULTING, INC.
SOUTH END BIKE/ PEDESTRIAN
ACCESS BRIDGES
City of
Wenatchee
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Exhibit B-2
MAINTENANCE RESPONSIBILITIES
The TENANT shall be responsible for the maintenance for the following items, to the limits shown on
Exhibit A-3. These functions include the following:
1. Litter pickup
2. Trail shoulder weed control. The sprays shall be applied by a provider with a valid
application license.
3. Trail surface by sweeping on an “as needed basis”, or upon notification and/or inspection.
4. Trail shoulder gravel shall be shaped or replaced, if needed. Gravel replacement shall be
limited to a maximum of twenty five (25) ton yearly.
5. Repair any small section of wooden fencing along the trail. Limited to no more than forty
(40) feet.
6. Remove graffiti from limits of Lease.
7. Light bulbs within the trail tunnel structures.
8. Provide snow removal for pedestrian bridge at HES 232+63.6A to HES 233+25.4A
The WSDOT shall be responsible for the following maintenance items, as shown on Exhibit A-3:
1. Replace damaged signs.
2. Supplement any trail gravel required beyond twenty five (25) ton as stated in item No. 4
above.
3. Repair the asphalt surface as needed.
4. Replace light fixtures in Structure No. 1, No. 2 and No. 3 and pay for the electricity for these
Structures.
5. Provide for snow removal along the NT line station NT20+37.28 to NT38+44.13 and along
the TT line station TT20+00 to TT27+93.69 and along the QT line from station QT22+72.40 to
QT38+00 shown on exhibits A-3.
Interlocal Agreement re New Bridge Page 1 of 7
Return Address:
City of Wenatchee
Public Works Department
301 Yakima Street
Wenatchee, WA 98801
The information contained in this boxed section is for recording purposes only pursuant to RCW 36.18
and RCW 65.04, and is not to be relied upon for any other purpose, and shall not affect the intent of the
warranty contained in the document itself.
Prior instruments:
Document Title: INTERLOCAL AGREEMENT FOR CONSTRUCTION OF
BRIDGE
Grantor (s): CITY OF EAST WENATCHEE
Grantee(s): CITY OF WENATCHEE
Legal Description: N/A
N/A
Filed with the Auditor pursuant to RCW 39.34.040
INTERLOCAL AGREEMENT BETWEEN
CITY OF EAST WENATCHEE
AND
CITY OF WENATCHEE
This Agreement is entered into between City of East Wenatchee, a municipal corporation
of the State of Washington ) and the City of Wenatchee, a municipal
corporation of the State of Washington (
.
WHEREAS, this Agreement is made and entered into pursuant to the Interlocal
Cooperation Act, Chapter 39.34 RCW; and
WHEREAS, Wenatchee, with the help of other jurisdictions including East Wenatchee,
was successful in obtaining a federal Nationally Significant Multimodal Freight & Highway
Interlocal Agreement re New Bridge Page 2 of 7
Projects Infrastructure for Rebuilding America (INFRA) grant award for the Apple Capital Loop;
and
WHEREAS, a new shared-
was included in the South End Bike/Pedestrian Access Bridge project as a part of the Apple Capital
Loop project; and
WHEREAS, Wenatchee is leading the design and construction effort for the New Bridge;
and
WHEREAS, the New Bridge will start on East Wenatchee property along the loop trail,
th Street Park;
and
WHEREAS, the New Bridge will consist of a pavement and concrete ramp on the
Columbia River side of SR 28, two prefabricated steel trusses over SR 28, and a landing in the
East Wenatchee 9
th Street Park; and
WHEREAS, the New Bridge project construction is expected to begin in Spring 2025 and
continue through Fall 2026; and
WHEREAS, Wenatchee needs authorization from East Wenatchee giving it the right to
construct the New Bridge on property; and
WHEREAS, Wenatchee has separately contracted with Exceltech Consulting, Inc. to
design the New Bridge; and
WHEREAS, there are significant benefits for East Wenatchee, Wenatchee and members
of the public provided by the appropriate design, construction and installation of the New Bridge
on the East Wenatchee location; and
WHEREAS, East Wenatchee and Wenatchee are interested in cooperating to facilitate the
design, construction, and installation of the New Bridge to serve the mutual interests of East
Wenatchee and Wenatchee.
Now, therefore, in consideration for the mutual covenants set forth herein, it is agreed
between East Wenatchee and Wenatchee as follows:
1. RECITALS:The foregoing recitals are incorporated herein and made a part hereof as
though fully set forth.
2. DESIGN AND DESIGN APPROVAL: Design of the New Bridge will be
completed by Wenatchee. Wenatchee will submit to East Wenatchee proposed
plans and specifications for the New Bridge to East Wenatchee for review and
approval prior to commencement of construction. Approval shall not be
unreasonably withheld and the review and approval process shall be completed
Interlocal Agreement re New Bridge Page 3 of 7
within 30 days. If not completed within 30 days, the plans and specifications
proposed by Wenatchee shall be deemed approved.
3. RIGHTS OF WAY: Except for perpetual aerial easements s
to be obtained and
, East Wenatchee has
perpetual legal right of way for all required work and improvements necessary for
construction and future use of the New Bridge across its lands, roads and parks.
With respect to the aerial easements, Wenatchee will acquire the aerial easements
on behalf of and in the name of East Wenatchee. East Wenatchee grants Wenatchee
permission to enter upon, over, under and across its property, future aerial
easements and right of way for all things necessary to the completion of the New
Bridge project, including, but not limited to, the right to do all necessary
inspections, surveys, staging of equipment and materials, and the right to construct
the New Bridge.
4. CONSTRUCTION: Wenatchee shall solicit and obtain a contractor for the
construction of the New Bridge. Wenatchee shall administer the construction
contract including, but not limited to, scheduling the construction work, paying the
contractor, administering change orders, performing materials testing activities,
and following up with any punch list and warranty items.
East Wenatchee shall review and approve change order requests in a reasonable
time period, review the work from time to time as it deems prudent and necessary
and provide input on design and construction issues if they arise, and promptly
review the work performed on the New Bridge when substantially complete and
provide any punch list items required to be completed prior to final acceptance of
the New Bridge.
5. FUNDING:
sole cost pursuant to its funding for the South End Bicycle/Pedestrian Access
Bridge project.
6. OWNERSHIP: Upon completion of the New Bridge, provision of as-built record
drawings, and final approval of construction by the Parties, ownership of the New
Bridge shall be transferred to East Wenatchee by Wenatchee by Bill of Sale for no
consideration other than that set forth herein.
7. PARTIES:There are no additional parties intended to be benefited under this
Agreement.
8. INTEGRATION:There are no other agreements or representations, written or
oral, concerning the subject matter of this Agreement. This Agreement supersedes
all previous communications, representations or agreements either oral or written,
between the Parties.
9. VENUE:This Agreement shall be governed for all purposes by the law of the State
of Washington. The venue for any action arising under this Agreement shall be
Grant County Superior Court, except as set forth in section 24 herein relating to
dispute resolution.
Interlocal Agreement re New Bridge Page 4 of 7
10. MUTUAL COOPERATION:The Parties agree to perform any further acts and
to execute and deliver any further documents as may be reasonably necessary to
fully effectuate the provisions of this Agreement.
11. FORECE MAJEURE:Neither Party shall be liable nor deemed to be in default
for any delay or failure in performance under the Agreement or other interruption
of service or employment resulting, directly or indirectly, from acts of God, civil or
military authority, acts of public enemy, terrorism, bomb threats, computer virus,
epidemic, power outage, acts of war, accidents, fires, explosions, earthquakes,
floods, failure of transportation, machinery, or supplies, vandalism, strikes or other
work interruptions by the employees, agents or contractors of any Party, or any
other cause beyond the reasonable control of the Party affected thereby. However,
each Party shall utilize its best good faith efforts to perform under this Agreement
in the event of any such occurrence or circumstance.
12.ENFORCEABILITY: This Agreement will be enforced to the fullest extent
permitted by applicable law. If any term or provision of this Agreement is held to
be invalid, illegal, or unenforceable by a court or other governmental authority of
competent jurisdiction, such as invalidity, illegality or unenforceability shall not
affect any other terms or provisions of this Agreement, which shall remain in full
force and affect.
13.DURATION:This Agreement shall take effect upon execution of the Agreement
by both East Wenatchee and Wenatchee.This Agreement will remain in effect until
all obligations established in this Agreement are completed and terminate upon the
final approval of the New Bridge by both Parties.
14.NO LEGAL/ADMINISTRATIVE ENTITY CREATED:No separate legal or
administrative entity is created by or pursuant to this Agreement.
15. INDEMNIFICATION/DEFENSE/HOLD HARMLESS:Wenatchee will
protect, defend, indemnify, and save harmless East Wenatchee, its officers,
employees, and agents from any and all costs, claims, judgments, or awards of
damages arising out of or in any way resulting from the actions of Wenatchee
related to the performance of this Agreement by Wenatchee, except for costs,
claims, judgments, and awards of damage for injuries or damages arising out of or
in any way resulting from negligent acts or omissions of East Wenatchee.
East Wenatchee will protect, defend, indemnify, and save harmless Wenatchee, its
officers, employees, and agents from any and all costs, claims, judgments, or
awards of damages arising out of or in any way resulting from the actions of East
Wenatchee related to the performance of this Agreement by East Wenatchee,
except for costs, claims, judgments, and awards of damage for injuries or damages
arising out of or in any way resulting from negligent acts or omissions of
Wenatchee.
16. NO ASSIGNMENT:The Parties shall not assign this Agreement or any interest,
obligation or duty herein without the express written consent of the other Party.
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17. NOTICES:All notices hereunder shall be sent or delivered to the following
respective addresses:
M
City of East Wenatchee
271 9th Street NE
East Wenatchee, WA 98802
509-884-9515
Public Works Director
City of Wenatchee
301 Yakima Street
Wenatchee, WA 98801
509-888-3200
or to such other respective addresses as either Party may hereafter designate in
writing. All notices and payments mailed by regular post (including first class)
shall be deemed to be given on the fifth business day following the date of mailing.
Notices and payments sent by certified or registered mail shall be deemed to have
been given on the fifth business day following the date of mailing. For all types of
mail, the postmark affixed by the United States Postal Service shall be conclusive
evidence of the date of mailing.
18. AUTHORITY:Both Parties represent that by appropriate action by their
respective governing bodies, they are authorized to enter into this Agreement and
have financial approval for payments specified herein.
19. NON-DISCRIMINATION POLICY:East Wenatchee and Wenatchee shall not
discriminate in the performance of this Agreement based on race, color, national
origin, sex, sexual orientation, age, religion, creed, marital status, military or
veteran status, the presence of any physical, mental or sensory disability, or any
other status protected by law.
20. EMPLOYEE STATUS: Employees of East Wenatchee are and will remain
employees of the East Wenatchee. Employees of Wenatchee are and will remain
City of Wenatchee employees.
21. AMENDMENT: East Wenatchee and Wenatchee may mutually amend this
Agreement. Such amendments shall not be binding unless the amendments are in
writing and are signed by personnel authorized to bind East Wenatchee and
Wenatchee.
22. TERMINATION: Either Party may terminate this Agreement by giving the other
be terminated at any time by mutual agreement, in writing, between the Parties. If
a Party determines it necessary to terminate the project construction for any reason,
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and due to no fault of the other Party, then the terminating Party shall be liable for
the costs incurred or obligated on the project which cannot be avoided.
23. PROPERTY/EQUIPMENT/AND MAINTENANCE: Upon termination of this
Agreement, all property purchased by East Wenatchee in furtherance of this
Agreement shall remain property of East Wenatchee and all property purchased by
Wenatchee shall remain property of Wenatchee. All property shall be returned to
its owner upon termination of this Agreement.
24. DISPUTE RESOLUTION: In the eventthat a dispute arises under this agreement
which cannot be resolved through negotiation between themselves, the Parties
agree to enter into non-binding formal mediation. In the event mediation is not
successful, then the dispute shall be resolved through litigation in a court of
competent jurisdiction.
25. FILING: After approval and execution by the Parties, this Agreement shall be
listed on the official website of each Party.
26. EFFECTIVE DATE:This Agreement will take effect when executed by the
Parties and listed on the official website of each Party.
Dated this ________ day of __________________, 2024.
CITY OF WENATCHEE
By
MIKE POIRIER, Mayor
ATTEST:
TAMMY STANGER, City Clerk
Interlocal Agreement re New Bridge Page 7 of 7
Dated this day of , 2024.
CITY OF EAST WENATCHEE
By
JERRILEA CRAWFORD, Mayor
ATTEST:
LAURA LEON, C