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R-08-11-13-12E1 - 11/13/2008RESOLUTION NO. R -08-11-13-12E1 WHEREAS, the City of Round Rock wishes to enter into a Reimbursement Agreement with Atmos Energy Corporation ("Atmos") for the relocation of a gas line owned by Atmos in connection with the Arterial A Project, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City said Reimbursement Agreement with Atmos Energy Corporation, a copy of same being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 13th day of November, 2008. "Ylel ALAN MCGRAW, Mayor City of Round Rock, Texas ATTEST: SARA L. WHITE, City Secretary 0:\WDOX\RESOLUTI\R81113E1.DOC/rmc REIMBURSEMENT AGREEMENT EXHIBIT "An This Reimbursement Agreement ("Agreement') made this day of , 2008, by and between ATMOS ENERGY CORPORATION, a Texas and Virginia corporation, having a business address at 5420 LBJ Freeway, Suite 1800, Dallas, Texas 75240 ("Atmos") and the CITY OF ROUND ROCK, a Texas home -rule municipal corporation, having a business address at 221 East Main Street, Round Rock, Texas ("CORR"). WITNESSETH: WHEREAS, CORR is going to construct an new arterial roadway known as Arterial A as shown on Exhibit "A" (the "Project"); and WHEREAS, Atmos has a gas line that is in conflict with the Project; and WHEREAS. CORR has requested that Atmos relocate or cause to be relocated their gas line to accommodate the Project; and WHEREAS, Atmos has agreed to the relocation it facilities as shown on the plans attached hereto as Exhibit "B" and made a part hereof ("Relocation Services") and has prepared a good faith cost estimate set forth on Exhibit "C" attached hereto and made a part hereof ("Estimate"); and WHEREAS, CORR agrees to reimburse Atmos for the actual expenses incurred by Atmos related to the Relocation Services requested by CORR. NOW, THEREFORE, in consideration of mutual promises contained herein, the parties agree as follows: 1. Atmos agrees to provide the Relocations Services to relocate approximately 800 feet of 6 -inch poly gas pipeline, install 800 feet of 10 -inch casing, remove approximately 800 feet of existing 6 -inch poly gas pipeline, and install necessary bypasses to maintain service during tie-ins The starting date will be fixed by mutual agreement of the parties hereto and Atmos shall use commercially reasonable efforts to complete the Relocation Services in accordance with the Schedule, subject however, to delays caused by persons or events outside the reasonable control of Atmos. 2. The actual cost of the relocation is estimated to be $332,298. CORR agrees to reimburse Atmos the actual costs of the Relocation Services, an amount estimated to be $332,298. Atmos shall submit to CORR a detailed written report itemizing the total costs incurred, including all supporting information documenting all amounts incurred for which reimbursement is claimed and verifying that the Relocation Services are in accordance with the requirements of this Agreement and that any change orders increasing the cost for the Relocation Services above the threshold described below were submitted and approved by CORR prior to incurring such additional costs. Upon completion of the Relocation Services, Atmos shall present CORR with a detailed invoice of the actual Relocation Services performed and CORR agrees to make, within thirty (30) days from the date of the properly detailed invoice, a one- time reimbursement payment of the actual costs. In the event, after actual solicitation of bids, the estimated costs of the Relocation Services exceed the Estimate by 10% or more, then, prior to incurring such additional expense, Atmos shall submit the additional costs to CORR for approval, which approval shall not be unreasonably withheld, delayed, or conditioned. Any request for approval made by Atmos in writing and not specifically approved or disapproved within fifteen (15) business days shall automatically be deemed approved by CORR. Neither enhancement nor betterment costs shall be reimbursed by CORR. 3. The obligation of CORR to make a cost reimbursement payment under this Agreement does not constitute a general obligation or indebtedness of CORR for which CORR is obligated to levy, pledge or collect any form of taxation. 4. The parties agree to exercise all due caution while causing any work to be done near the gas line in order to prevent damages to the gas line. 5. Notwithstanding any other provisions of this Agreement, in no event shall either party be liable to the other for any indirect, consequential or incidental damages, including but without limitation, loss of revenue, loss of customers or loss of profits arising from the Agreement and the performance or non- performance of obligations hereunder. 6. Atmos agrees to indemnify and hold harmless CORR, its agents and employees, against and from any and all liability, loss and expense and shall defend all claims, resulting from the loss of life or damage or injury to persons or property directly or indirectly resulting from the work performed by Atmos to the extent such loss, damage or injury, is caused by the negligence or willful misconduct of Atmos or its agents or arises out of or in connection with the Relocation Services. As a necessary condition for such indemnity to be enforceable against Atmos: (i) Atmos shall be notified in writing promptly of any and all claims, liability, loss and expense for which CORR seeks indemnification from Atmos, and (ii) Atmos shall have sole control of the defense of any and all claims, liability, loss and expense and all negotiations for their settlement of compromise. 7. This Agreement shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for the same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 8. No party may assign its rights and obligations under this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned, or delayed. Notwithstanding the foregoing, it is understood that Atmos intends to contract the Relocation Services work to a general contract, which will in turn may subcontract all or part of the Relocation Services. 9. This Agreement shall be binding upon and inure to the benefit of the parties to this Agreement and their respective heirs, executors, administrators, personal representatives, legal representatives, successors and assigns, subject to the provisions of Section 8. 10. In case any one or more of the provisions contained in this Agreement shall be held to be invalid, illegal, or unenforceable in any respect, such validity, illegality, or unenforceability shall not affect any other provisions of the Agreement, and this Agreement shall be constructed as if such invalid, illegal, or unenforceable provision had never been contained in the Agreement. Effective date of agreement as of date of approved by the City Council: CITY OF ROUND ROCK ATMOS ENERGY CO : ' TION By: B Alan McGraw, Mayor ATTEST: By: Sara White, City Secretary APPRO gED AS TO ORM: I By: 4..!:L. Ste � han L. Sheets, City Attorney Patti Richards, Vice President, Technical Services, Mid Tex Division EXHIBIT "B" z a z 0 a 0 0 J —J w w 1- w J U 0 w w 1 z� 6��Epp� TiOgig NOR eg At II i 2 < g50 11114 K 14klggio elm 9 qii- d $111 IltI 0111 110p i( g E tut IIIa ! NIii .i VP II d"•V'IOII- 9pli-i [969-fffl\/A3N3tl £N3l1S tlOf Oaf SSf\v 'vieslev L90u,\Soma\ o� t E i 8 2 5 5 UEI-666391 HO6z Hot s s a W zz 07 Z cai E g g=aw Z F _ 6 6C aU WILLIAMSON COUNTY J 2 g g 5 6 8 A 4 5 Q N, SS e.. REFERENCE DRAWINGS PROPOSED 6'POLY aPrE 1 ENTRY _._;QS 74 81$'mtvvtr__ ,ppFF��,, . __. __ PROPOSED 6•.P Y NPPE E.T:G P+ekRIECT+..+, 11{'TO"STEEE'' q _.. D.KL EXIT ..5' EMSTMG 6 POLY IPN'E. BEGIN ARTEMAL A •00 H.. N OAS PIp9.Nf,.BELQCA" REUM ENKTMG POLY IPIPE 3 1, ..-.--- - -.-.- PR RP At;tiRA1FJaT Y I f`) END GAS ARTFABAL AHEtW P 1400 OCAiM71 K a .h yp ix uj F""§` - y..-....} .,.. ._ I ,..:', $ yf .....-4--f-y at t._„/ I+ y---"--«-3._..:. w. a t _ F � L ..._..._... ..... - j .,,...... ,._ .. .. 3 l S_ 1 i r ,JJFF �.. ......, ..0 -.- ,..._. C RE+'CF.eo Sn04>ilY I--I '' '� _.. l f I � l : r Ace rurEn nF rA „ eels<,ie;. Ai4v tF 1 surf PC i D, , N i � { 4 .{ SCALE.I' 1001 I �F t PROPOSED RAE.ROAD CENTERLR£GRADE US T9 PROPOSED CENTEWNE SERI.GRADE QRN.L EXIT �± ,. - __._.-_-___ _ _ -z--I- -_ STA 110.81 r. PROPOSED 5'NORTx ..� EtEv.`T A„�.__... 6RAOE ORRI ENTRY -... _ - PPRpXiMFTELY 6' OF 7%007 SDUTn ROW . PRDPOSED 2-8%4'8O%CULVERTS .... -�- PROPOSED CRAOE 6'NORTsl STA.203 1S ^-` ---- APPRO%MATELY 6'� EI.fY.iT6 � OUTLET EL.EV.�6T3A3 S _ T%DOT OUTIF ROIs _ ...._ 673 3 rMBLPJM _ 670 - REMOVE EXISTNiO PR'tIPOSEO�N4' ISSUED FOR CLIENT REVIEW rr PROpOSEP 6•PO4Y N PIPE MAk.T.O C.P ELEv..66T' 6'POLY APPE DON EULVERT 5' ENISTWG i' 670 ' tRtf($$T9 %CULYERi PROPOSED 6•POLVAPP£� US:T SrA„;p5Y:3g IXTTI£t ELEV._ Pq,Y.101% RELOCA RROpEEFi Qa 4,MNBNA/Y +I 678.80' 665: `:". - PROPOSED 6"POLY N PIPE •• •Vi PROPASEQ 6"POLY NPOE =� —A. MMnR1Y 665 '•S""'''" wi Ip'STEEL:CASINO •�: MAk.T,QS.P.EYEV.:768' : US i9 STA.209+04 660. .660 PROPOSED WSY TEELAC 655 M�f,T.O.C.P,ELEV.Ax32 1 L80:L-t1s I 655 { T9.ST A.R06�SkD8. FL El 4, 36•RCP MR%.7,0.C.P,ELEV.•65Y' US t89�CIAVERT ARTERIAL A r yME A-14 I ^US 79,11 t07.+SSAS 650.. RELDCA 4N pep ECT REiQCNZAN PROvECT fL KL 6�9.67rA 65D uAXu8 f 0 CR.ELEK*66• - - STA..107+32 645 STA.203*2Sf 645 .. A'MNp18JY NAX,t O,C.I}ELEV•644' 640 U5'f 9:a w.1.x,53 . n.,..•� . ,.<. �> ,r .. IOD.'RAOUS 1000'RADIUS 640 ,...,.., PROFILfi SCALES X12.1 100' ___. __.... 635 VERT.I•s:10' 200+00 20t+00 202+00 203*00 204+00 205+100 206+00 207+00 208+00 209+00 210+00 211+00 212+005 wssATAn, GAS UTILITY RELOCATION ATMOS PROPOSED 6"POLY II PIPELINE energy UNI . US 79 @ ARTERIAL A CONFi6. 06391 "l-PEREZ!G.MENRT PLAN AND PROFILE DRAM GR8 C{ECKEG4" APPR.AA STA.200+25 TO STA.211+24 SHEEP A SCALE s(:� IENi%391-pO62-RDI.COVfR SfEE1 I GENERAL NOTES A TfAIO$ ISSUED FOR CL!ERt:IffVEw GNS 0.m JRA I O'"`P 2 OF 2 TrA/oB aS NOTED 4J REFERENCE DRAVM(;S NO. DATE REV*tON BY CHKO. APPVOa ,A WILLIAbSSON COUNTY TEXAS NiF G No. tEt-b36SW=nOGhi302 E°a MATERIAL EXHIBIT "C" PROJECT COST ESTIMATE Arterial A Williamson County, Texas EPR/CPR# 696391/ PROJ # 11062 7/7/2008 Estimated Direct Material Costs 1 Material Requisition Form $45,333.87 $45,334 Misc, Tax & Shipping, Purchasing, etc. $8,984 TOTAL ESTIMATED MATERIAL COSTS $54;318 RIGHT-OF-WAY TOTAL ESTIMATED R -O -W COSTS $0 GAS LOSS/ALTERNATE FUEL TOTAL ESTIMATED GAS LOSS/ALTERNATE FUEL COSTS $0 CONSTRUCTION TOTAL ESTIMATED CONSTRUCTION COSTS $108,000 CONTRACT EXPENSE. TOTAL ESTIMATED CONTRACT EXPENSE COSTS $31,000 MISCELLANEOUS TOTAL ESTIMATED MISCELLANEOUS COSTS $39A95 ATMOS. LABOR TOTAL ESTIMATED COMPANY LABOR $4,158 TOTAL DIRECT COSTS $236,971 OVERHEADS $95,327 SUBTOTAL, $332,298 'TOTAL__ ESTIMATE Assumptions/Comments 1) Estimate assumes relocation of approximately 800 ft of 6" poly II gas pipeline to accommodate planned road construction activities. 2) Assumes 800 feet of HDD installation. Assumes one mobilization and only one contractor from inception to completion.. 3) Assumes temporary bypasses required for tie-in. Specific tie -In requirements subject to change depending upon actual project construction scheduling. 4) Assumes approximately 800 feet of existing line will be removed. 5) Estimate assumes no traffic control barriers (CTBs) will be required. 6) Estimated 'Miscellaneous" costs above represent estimate contingency. 7) Environmental cost assumes SW PPP and inspection will not be required. 8) All Environmental and Land & ROW will be coordinated through Atmos Energy. 9) "Construction" line item amount above is not based on actual contractor bid but estimate based on prior projects. Estimate assumes reimbursement to be based on an actual cost basis. Engineering Estimate - Arterial A DATE: November 6, 2008 SUBJECT: City Council Meeting — November 13, 2008 ITEM: 12E1. Consider a resolution authorizing the Mayor to execute a Reimbursement Agreement with Atmos Energy Corporation for the relocation of a gas line required by the Arterial A project. Department: Staff Person: Justification: Transportation Services Tom Martin, P.E., Director of Transportation Services The work is for the relocation of an existing gas line along U.S. 79, which is in conflict with the proposed Arterial A improvements between Joe DiMaggio Boulevard and Forest Creek Drive. Funding: Cost: $332,298.00 Source of funds: 4B Outside Resources: Atmos Energy Corporation Background Information: CORR has requested Atmos Energy Corporation to relocate approximately 800 feet of 6 -inch poly gas pipeline, install 800 feet of 10 -inch casing, remove approximately 800 feet of 6 -inch poly gas pipeline, and install necessary bypasses to maintain services during ties -ins. Public Comment: N/A EXECUTED DOCUMENT FOLLOWS REIMBURSEMENT AGREEMENT This Reimbursement Agreement ("Agreement') made this -j day of NOtf-414-,Y., 2008, by and between ATMOS ENERGY CORPORATION, a Texas and Virginia corporation, having a business address at 5420 LBJ Freeway, Suite 1800, Dallas, Texas 75240 ("Atmos") and the CITY OF ROUND ROCK, a Texas home -rule municipal corporation, having a business address at 221 East Main Street, Round Rock, Texas ("CORR"). WITNESSETH: WHEREAS, CORR is going to construct an new arterial roadway known as Arterial A as shown on Exhibit "A" (the "Project"); and WHEREAS, Atmos has a gas line that is in conflict with the Project; and WHEREAS. CORR has requested that Atmos relocate or cause to be relocated their gas line to accommodate the Project; and WHEREAS, Atmos has agreed to the relocation it facilities as shown on the plans attached hereto as Exhibit "B" and made a part hereof ("Relocation Services") and has prepared a good faith cost estimate set forth on Exhibit "C" attached hereto and made a part hereof ("Estimate"); and WHEREAS, CORR agrees to reimburse Atmos for the actual expenses incurred by Atmos related to the Relocation Services requested by CORR. NOW, THEREFORE, in consideration of mutual promises contained herein, the parties agree as follows: 1. Atmos agrees to provide the Relocations Services to relocate approximately 800 feet of 6 -inch poly gas pipeline, install 800 feet of 10 -inch casing, remove approximately 800 feet of existing 6 -inch poly gas pipeline, and install necessary bypasses to maintain service during tie-ins The starting date will be fixed by mutual agreement of the parties hereto and Atmos shall use commercially reasonable efforts to complete the Relocation Services in accordance with the Schedule, subject however, to delays caused by persons or events outside the reasonable control of Atmos. 2. The actual cost of the relocation is estimated to be $332,298. CORR agrees to reimburse Atmos the actual costs of the Relocation Services, an amount estimated to be $332,298. Atmos shall submit to CORR a detailed written report itemizing the total costs incurred, including all supporting information documenting all amounts incurred for which reimbursement is claimed at:d verifying that the Relocation Services are in accordance with the requirements of this Agreement and that any change orders increasing the cost for the Relocation Services above the threshold described below were submitted and approved by CORR prior to incurring such additional costs. Upon completion of the Relocation Services, Atmos shall present CORR with a detailed invoice of the actual Relocation Services performed and CORR agrees to make, within thirty (30) days from the date of the properly detailed invoice, a one- time reimbursement payment of the actual costs. In the event, after actual solicitation of bids, the estimated costs of the Relocation Services exceed the Estimate by 10% or more, then, prior to incurring such additional expense, Atmos shall submit the additional costs to CORR for approval, which approval shall not be unreasonably withheld, delayed, or conditioned. Any request for approval made by Atmos in writing and not specifically approved or disapproved within fifteen (15) business days shall automatically be deemed approved by CORR. Neither enhancement nor betterment costs shall be reimbursed by CORR. 3. The obligation of CORR to make a cost reimbursement payment under this Agreement does not constitute a general obligation or indebtedness of CORR for which CORR is obligated to levy, pledge or collect any form of taxation. 4. The parties agree to exercise all due caution while causing any work to be done near the gas line in order to prevent damages to the gas line. 5. Notwithstanding any other provisions of this Agreement, in no event shall either party be liable to the other for any indirect, consequential or incidental damages, including but without limitation, loss of revenue, loss of customers or loss of profits arising from the Agreement and the performance or non- performance of obligations hereunder. 6. Atmos agrees to indemnify and hold harmless CORR, its agents and employees, against and from any and all liability, loss and expense and shall defend all claims, resulting from the loss of life or damage or injury to persons or property directly or indirectly resulting from the work performed by Atmos to the extent such loss, damage or injury, is caused by the negligence or willful misconduct of Atmos or its agents or arises out of or in connection with the Relocation Services. As a necessary condition for such indemnity to be enforceable against Atmos: (i) Atmos shall be notified in writing promptly of any and all claims, liability, loss and expense for which CORR seeks indemnification from Atmos, and (ii) Atmos shall have sole control of the defense of any and all claims, liability, loss and expense and all negotiations for their settlement of compromise. 7. This Agreement shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for the same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 8. No party may assign its rights and obligations under this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned, or delayed. Notwithstanding the foregoing, it is understood that Atmos intends to contract the Relocation Services work to a general contract, which will in turn may subcontract all or part of the Relocation Services. 9. This Agreement shall be binding upon and inure to the benefit of the parties to this Agreement and their respective heirs, executors, administrators, personal representatives, legal representatives, successors and assigns, subject to the provisions of Section 8. 10. In case any one or more of the provisions contained in this Agreement shall be held to be invalid, illegal, or unenforceable in any respect, such validity, illegality, or unenforceability shall not affect any other provisions of the Agreement, and this Agreement shall be constructed as if such invalid, illegal, or unenforceable provision had never been contained in the Agreement. Effective date of agreement as of date of approved by the City Council: CITY OF ROUND ROCK By: Alan McGraw, Mayor ATTEST: By: Sara White, City Secretary APPRO ED AS TO ORM: By::.!:G. Ste han L. Sheets, City Attorney ATMOS ENERGY CO : ' ! ' • TION By: ac Patti Richards, Vice President, Technical Services, Mid Tex Division EXHIBIT "B" z 0 z 0 0 0 J_ CO w Li F--- :;!: w J LJ. - C:21 a w c,) VD z O p oar' 0 0 W¢' �� zap >_re 0 l w 0 cow°' 0QO Q) O2 LLX CD O�Z �� IE a�QNQ wN0II W NJ O a O CC d 5 a 0 X188 2 iw g1. LN Baa g ti as. "80 1 AIR i lig! 1 21 thq i51PE m41 ling I NO Cit XAP0 1 0 dli°4iij;!h 111 or_its MU xi sq8 illiidlil 1 ifil 1511;04/1 L illbildb 1111 glii.g- ITNIIII e F 0 o431 =ia ihi Ihil it • �w tr iII nob ;fli NEg 4,14g 41 10 ¢ dig a Mini* E 4 Q� S u P Mg UO -696]91-11062-1101 s dJ W oz C i Z _1 rt g O W J J W 6 0101i 00 • 0 d U WILLIAMSON COUNTY 8 0 5 5 8 REFERENCE DRAWINGS V IOII-29u��-IE'.969-I:fl\M3N_d _N1: tl�_ 03�'.5SI' '.b,e_i HV Z90ui\son, \ • rd SS FXHTRIT "R" o0 0 1J3r0ad ON3 0 WILLIAMSON COUNTY 8 O all AZ S V 2 8 133rOMd N038 0 MATERIAL EXHIBIT "C" PROJECT COST ESTIMATE Arterial A Williamson County, Texas EPR/CPR# 696391/ PROJ # 11062 7/7/2008 Estimated Direct Material Costs 1 Material Requisition Form $45,333.87 $45,334 Misc, Tax & Shipping, Purchasing, etc. $8,984 TOTAL ESTIMATED MATERIAL COSTS $54;318 RIGHT-OF-WAY TOTAL ESTIMATED R -O -W COSTS GAS LOSS/ALTERNATE FUEL, CONSTRUCTION CONTRACT EXPENSE MISCELLANEOUS ATMOS LABOR SUBTOTAL TOTAL ESTIMATED GAS LOSS/ALTERNATE FUEL COSTS $0 $0 TOTAL ESTIMATED CONSTRUCTION COSTS $108,000 TOTAL ESTIMATED CONTRACT EXPENSE COSTS TOTAL ESTIMATED MISCELLANEOUS COSTS TOTAL ESTIMATED COMPANY LABOR TOTAL DIRECT COSTS OVERHEADS $31,000 $39A95 $4,158 $236,971 $95,327 $332,298 (TOTAL ESTIMATE .$332;2981 Assumptions/Comments 1) Estimate assumes relocation of approximately 800 ft of 6" poly II gas pipeline to accommodate planned road construction activities. 2) Assumes B00 feet of HDD installation. Assumes one mobilization and only one contractor from inception to completion.. 3) Assumes temporary bypasses required for tie-in. Specific tie-in requirements subject to change depending upon actual project construction scheduling. 4) Assumes approximately 800 feet of existing line will be removed. 5) Estimate assumes no traffic control barriers (CTBs) will be required. 6) Estimated 'Miscellaneous" costs above represent estimate contingency. 7) Environmental cost assumes SW PPP and Inspection will not be required. 8) All Environmental and Land & ROW will be coordinated through Atmos Energy. 9) "Construction" line item amount above is not based on actual contractor bid but estimate based on prior projects. Estimate assumes reimbursement to be based on an actual cost basis. Engineering Estimate - Arterial A