Contract - Williamson County - 5/26/2022 INTERLOCAL AGREEMENT REGARDING
SHARING OF COSTS FOR THE
CHANDLER BRANCH TRIBUTARY 3 CHANNEL IMPROVEMENTS PROJECT
THIS INTERLOCAL AGREEMENT REGARDING THE SHARING OF COSTS
FOR THE CHANDLER BRANCH TRIBUTARY 3 CHANNEL IMPROVEMENTS
PROJECT ("Agreement") is entered into between the City of Round Rock, ("Round Rock")
and Williamson County ("WilCo"). In this Agreement, Round Rock and WilCo are sometimes
individually referred to as "Party"and collectively referred to as "Parties".
Recitals
WHEREAS, Chandler Branch is a tributary to Chandler Creek, which said branch is
located partly in the city limits of Round Rock and partly outside the city limits in Williamson
County; and
WHEREAS, there is a serious need for drainage improvements in order to convey
stormwater from the Sunrise Road/Eagles Nest Street intersection southeastward toward Meadow
Lake; and
WHEREAS, the Parties now wish to jointly pursue the design and construction of the
channel improvements and to share in the cost of same; and
WHEREAS,the purpose of this Agreement is to set forth the terms and conditions of the
allocation of costs for the design and construction of the Project(defined herein), and pursuant to
which the Parties will cost participate in all costs and expenses related thereto;
NOW, THEREFORE, in consideration of the foregoing premises and the mutual
promises and agreements of the Parties contained in this Agreement, the Parties agree as follows:
I.
DEFINITIONS
When used in this Agreement, capitalized terms not otherwise defined shall have the
meanings set forth below:
1.01 "Agreement" means this Interlocal Agreement Regarding the Sharing of Costs for the
Chandler Branch Tributary 3 Channel Improvements Project.
1.02 "Cost Sharing" means the portion of Project Costs to be paid by each Party. The Project
Cost Sharing Amounts are set forth Section 2.01 herein.
1.03 "Effective Date" means the last date of execution of this Agreement by the Parties;
provided all of the Parties must execute this Agreement for it to be effective.
1.04 "Party" or "Parties" means Round Rock and/or WilCo, individually or collectively, as
applicable.
ILA;WILCO;Thane clean,Chandler Branch Gap Project 4889-1212-717;v.1
1.05 "Project"means the efforts to design and construct drainage improvements to a portion of
Chandler Branch as depicted on Exhibit A, attached hereto.
1..06 "Project Costs" means all costs and expenses incurred by the Parties in furtherance of the
Project.
1.07 "Round Rock"means the City of Round Rock, Texas.
1.08 "Wi1Co" means Williamson County, Texas
II.
PROJECT COSTS.
2.01 Payment of Project Costs.
(a) Wi1Co agrees to pay $500,000 to Round Rock as its share of Project Costs.
Round Rock will invoice Wilco for their portion of the cost once the construction contract is
awarded for the Project.
(b) Round Rock agrees to pay all Project Costs in excess of Wi1Co's$500,000
contribution.
III.
GENERAL PROVISIONS
3.01 Authority. This Agreement is made in part under the authority conferred in Chapter 791,
Texas Government Code and Section 552.001, Texas Local Government Code.
3.02 Severability. The provisions of this Agreement are severable and, if any provision of this
Agreement is held to be invalid for any reason by a court or agency of competent jurisdiction,the
remainder of this Agreement will not be affected and this Agreement will be construed as if the
invalid portion had never been contained herein.
3.03 Payments from Current Revenues. Any payments required to be made by a Party under
this Agreement will be paid from current revenues or other funds lawfully available to the Party
for such purpose. The obligation of Parties to make payments to Round Rock will not constitute
a general obligation or indebtedness of the Parties that obligate a Party to levy or pledge any
revenue from taxes.
3.04 Cooperation. The Parties agree to cooperate at all times in good faith to effectuate the
purposes and intent of this Agreement.
3.05 Entire Agreement. Except as otherwise expressly provided herein, this Agreement
contains the entire agreement of the Parties regarding the sharing of costs for the Project
Consulting Services and supersedes all prior or contemporaneous understandings or
representations, whether oral or written, regarding the subject matter. The Parties confirm that
further agreements regarding the Project are contemplated and will not be affected or limited by
this Agreement.
3.06 Amendments.Any amendment of this Agreement must be in writing and will be effective
if signed by the authorized representatives of the Parties.
3.07 Applicable Law; Venue.This Agreement will be construed in accordance with Texas law.
Venue for any action arising hereunder will be in Williamson County, Texas.
3.08 Notices. Any notices given under this Agreement will be effective if (i) forwarded to a
Party by hand-delivery; (ii) transmitted to a Party by confirmed telecopy; or (iii) deposited with
the U.S. Postal Service, postage prepaid, certified,to the address of the Party indicated below:
ROUND ROCK: 221 East Main Street
Round Rock, Texas 78664
Attn: City Manager
Telephone: (512) 218-5401
with copy to: Stephan L. Sheets
309 E. Main Street
Round Rock, Texas 78664-5264
Telephone: (512) 255-8877
Email: steve(a�scrrlaw.com
WILLIAMSON COUNTY: 710 S. Main Street
Georgetown, Texas 78626
Attn: William Gravell, Jr.
Telephone: (512) 943-1550
with copy to: Robert B. Daigh, P.E.
3151 S.E. Inner Loop, Suite B
Georgetown, Texas 78626
Telephone: (512) 943-3330
Email: bdaigh@wilco.org
3.09 Force Majeure. The Parties shall not be deemed in violation of this Agreement if
prevented from performing any of their obligations hereunder by reasons for which they are not
responsible or circumstances beyond their control. However, notice of such impediment or delay
in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects.
Force majeure shall not relieve the Parties of its obligation to make payment to Round Rock as
provided in this Agreement.
3.10 Independent Contractor. Each of the Parties shall have the status of an independent
contractor hereunder and shall be solely responsible for the proper direction of its employees
hereunder and each Party's employees shall not be considered employees or borrowed servants of
any of the other parties for any reason.
3.11 No Third Party Beneficiaries. This Agreement shall inure only to the benefit of the
Parties and third parties not privy to this Agreement shall not, in any form or manner,be considered
a third party beneficiary of this Agreement.
3.12 Termination. This Agreement may be terminated by mutual agreement of the Parties.
Any outstanding balance within the Project Fund will be returned proportionally in accordance
with the applicable percentages. The Parties shall then work cooperatively with due diligence to
determine how to address existing and future wastewater treatment capacity issues.
3.13 Default. In the event that one Party believes that the other Party is in default of any of the
provisions in this agreement, the non-defaulting party will make written demand to cure to the
defaulting party and give the defaulting party up to thirty days to cure the default or, if the curative
action cannot reasonably be completed within thirty days, the defaulting party will commence the
curative action within thirty days and thereafter diligently pursue the curative action to completion.
This period must pass before the non-defaulting party may initiate any remedies available to the
non-defaulting party due to such default. The non-defaulting party shall mitigate direct or
consequential damages arising from any default to the extent reasonably possible under the
circumstances. The parties agree that they will use their best efforts to resolve any disputes and
may engage in non-binding arbitration or other alternative dispute resolution methods as
recommended by the laws of the State of Texas before initiating any Iawsuit to enforce their rights
under this agreement. Nothing in this agreement shall be construed to limit either party's right to
recover damages or to seek other appropriate curative remedies if a breach of contract action is
filed by a non-defaulting party to this Agreement.
3.14 Counterparts. Effect of Partial Execution. This Agreement may be executed
simultaneously in multiple counterparts,each of which will be deemed an original,but all of which
will constitute the same instrument.
3.15 No Waiver of Immunities or Defenses. Nothing in this Agreement shall be deemed to
waive, modify or amend any immunity or legal defense available at law or in equity to the Parties,
their past or present officers, employees, or agents or employees, nor to create any legal rights or
claim on behalf of any third party.
3.16 Authority.Each Party represents and warrants that it has the full right,power and authority
to execute this Agreement.
[Signatures on the following page.]
WILLIAMSON COUNTY:
ATTEST:
By:
Nancy Rister, County Clerk William Gravell, Jr., County Judge
Date:
CITY OF ROUND ROCK:
ATTEST:
A 9,ol 1'. On. By:
Meagan SpinQ City Cle k Craig Mor an, yor
Date: 5 2--
APPROVED AS TO FORM:
By: C4 , L-�16
Stephan L. heets, City Attorney
EXHIBIT A
(Description of Project)