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AG 99-163RETURN TO: EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT. /DIV: P(A,0>L i C, l,l%JYl* S 2. ORIGINATING STAFF PERSON: \T \_ �— �(Z T EXT: 3. DATE REQ. BY._ 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, REP, RFQ) PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ><CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL ❑ OTHER 5. PROJECTNAME: PUBLIC WORKS TRUST FUND (PWTF) CONSTRUCTION LOAN 6. NAME OF CONTRACTOR: PW -99- 791 -012 ADDRESS: FOR E -MAIL: SEA TAC MALL DRAINAGE SYSTEM IMPROVEMENT SIGNATURE NAME: TELEPHONE _ FAX: TITLE 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS 8. TERM: COMMENCEMENT DATE: COMPLETION DATE: 9. TOTAL COMPENSATION $ (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT /CONTRACT REVIEW ❑ PROJECT MANAGER ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ LAW DEPARTMENT ❑ SIGNATORY (MAYOR OR DIRECTOR) ❑ C Y CLERK SSIGNED AG# ❑ SIGNED COPY RETURNED INITIAL / DATE SIGNED AG# DATE SENT: c 2'�%� I ✓l — 11�lwvl c �� 0/ Z 8/ Lo �4-- 11/9 AMENDMENT FACE SHEET Loan Number: PW -99- 791 -012 Amendment Number: A Washington State Department of Commerce PUBLIC WORKS BOARD Loan Contract 1. Contractor 2. Contractor Doing Business As (optional) Federal Way, City of N/A 33325 8th Avenue South Federal Way, WA 98003 3. Contractor Representative (only if 4. Public Works Board Representative (only if updated) updated) N/A N/A 5. Original Contract Amount 6. Amendment Amount 7. New Contract Amount $ 2,750,000.00 N/A N/A 8. Amendment Funding Source 9. Amendment Start Date 10. Contract End. Date Federal: ❑ State: Q Other: ❑ NIA: ❑ October 15th, 2014 June 1 2019 11. Federal Funds (as applicable): Federal Agency: CFDA Number: N/A N/A N/A 12. Amendment Purpose: The purpose of this amendment is to formally alter the day and month in which loan payments are due from July 1 to June 1. The Board, defined as the Washington State Public Works Board, and Borrower /Contractor acknowledge and accept the terms of this Agreement/Contract As Amended and attachments and have executed this Contract on the date below to start as of the date shown above. The rights and obligations of both parties to this Agreement/Contract As Amended are governed by this Agreement/Contract Amendment and the following other documents incorporated by reference: Amendment Terms and Conditions including, all attachments. A copy of this Agreement/Contract Amendment shall be attached to and made apart of the original Agreement/Contract between the Board and the Borrower /Contractor. Any reference in the original Contract to "Agreement' or "Contract' shall mean the "Agreement As Amended" or "Contract As Amended," respectively. -1- FOR THE R/CONTRACTOR FOR PUBLIC WORKS BOARD Signatur ( Stan Finkelstein, Public Works Board Chair" ,oaZ.41,0*,4 Print Name Date ,QR� We 1 K,aWr APPROVED AS TO FORM ONLY Title This 15th Day of July. 2013 iA I Z//Z Bob Ferguson Date Attorney General Signature on File Kathryn Wyatt Assistant Attorney General Federal Way, City of Page 1 Loan End Date Amendment PW -99- 791 -012 All PWTF Programs AMENDMENT TERMS AND CONDITIONS Washington State Department of Commerce PUBLIC WORKS BOARD Loan Contract Contractor /Borrower: Federal Way, City of Contract Number: PW -99- 791 -012 Amendment Number: A The Public Works Board (or its successors), a department of the State of Washington, (hereafter referred to as the "Board ") and the Contractor-, gatied ' "on the Face Sheet, agree to amend the above listed contract by revising all clauses contained therein that reference (in whole or in part) the annual Loan Repayment month and Loan End Date month. The Loan Repayment and Loan End Date months shall be revised to read "June 1" instead of "July 1" as the month and day in which all loan repayments are to be made. The final payment shall be on or before June 1, 2019; of an amount sufficient to bring the loan balance to zero. i Federal Way,. City of Page 2 Loan End Date Amendment PW -99- 791 -012 All PWTF Programs PUBLIC WORKS TRUST FUND CONSTRUCTION LOAN AGREEM NUMBER PW -99 -791 -012 Federal Way PART I: ENTIRE AGREEMENT This agreement, and incorporated attachments, contains all terms and conditions agreed to by the DEPARTMENT and the LOCAL GOVERNMENT. This contract consists of ten pages and two attachments. An attachment to this agreement, ATTACHMENT 1: SCOPE OF WORK, .consists of a description of local project activities, certification of the project's useful life, and identification of estimated project costs and fund sources and is, by this reference, incorporated into this agreement as though set forth fully herein. In addition, ATTACHMENT II: ATTORNEY'S CERTIFICATION, is by this reference incorporated into this agreement. The DEPARTMENT and the LOCAL GOVERNMENT have executed this agreement as of the date and year last written below. DEPARTMENT OF COMMUNITY, TRADE AND ECONOMIC DEVELOPMENT Steve Wells Director, Local Government Division Title Date APPROVED AS TO FORM BY ATTORNEY GENERAL Signature On File Suzanne Shaw Assistant Attorney General April 2, 1999 Date LOCAL GOVERNMENT Name Title Date Page 1 ' 1999 PwTF Construction Loan Agreement Printed 11/11/98 CTED Contract Number S99- 791 -012 PART II: INTRODUCTION This loan agreement is made and entered into by and between the DEPARTMENT OF COMMUNITY, TRADE AND ECONOMIC DEVELOPMENT, or its successor, a department of the state of Washington (referred to as the "DEPARTMENT") on behalf of the PUBLIC WORKS BOARD, or its successor, (referred to as the 'BOARD "), and Federal Way (referred to as the "LOCAL GOVERNMENT"): The DEPARTMENT has received an appropriation from the Washington State Legislature under the authority of Chapter 43.155 RCW to provide financial assistance to selected units of local government for the repair, replacement, reconstruction, rehabilitation, or improvement of bridges, roads, domestic water systems, sanitary sewer, storm sewer systems and solid waste facilities. Acting under the authority of Chapter 43.155 RCW, the BOARD has selected the LOCAL GOVERNMENT to receive a Public Works Trust Fund loan for an approved public works project. PART III: PURPOSE The DEPARTMENT and the LOCAL GOVERNMENT have entered into this agreement to undertake a local public works project which furthers the goals and objectives of the Washington State Public Works Trust Fund Program. The project will be undertaken by the LOCAL GOVEP14M ENT and will include the activities described in ATTACHMENT I: SCOPE OF WORK, as well as in the Public Works Trust Fund Application submitted to the BOARD by the LOCAL GOVERNMENT and upon which this agreement is based. The assisted project must be undertaken in accordance with PART IV: TERMS AND CONDITIONS, and all applicable state and local laws and ordinances, which by this reference are incorporated into this agreement as though set forth fully herein. PART IV: TERMS AND CONDITIONS The parties to this agreement agree as follows: 4.01 Rate and Term of Loan The DEPARTMENT, using funds appropriated from the Public Works Assistance Account, shall loan the LOCAL GOVERNMENT a sum not to exceed $2,750,000.00. The interest rate shall be one percent (1 %) per annum on the outstanding principal balance. The term of the loan shall not exceed 20 years, with the final payment due July 1, 2019. 4.02 Local Proiect Share The LOCAL GOVERNMENT pledges an amount of locally- generated revenue not less than thirty percent (30 %) of the total eligible portion of the project cost not funded by federal or state grants as identified in ATTACHMENT I: SCOPE OF WORK, to be verified at the time of project close -out. Any change in the percentage of locally - generated funds may require an adjustment in the loan amount or interest rate charged, or both. In such event, the LOCAL GOVERNMENT agrees to execute an amendment to this agreement adjusting the loan amount or interest rate, as appropriate. Page 2 1999 PWTF Construction Loan Agreement Printed 11/11/98 CTED Contract Number S99- 791 -012 Local project share must consist of expenditures eligible under WAC 399 -30- 030(3) and be related only to project activities described in ATTAC14MENT 1: SCOPE OF WORK. These expenditures may be made up to twelve (12) months prior to the execution of the loan agreement and verified at the time of project close -out. PUBLIC WORKS TRUST FUND MONIES MAY NOT BE USED TO REIMBURSE THE LOCAL GOVERNMENT FOR ANY COSTS INCURRED PRIOR TO EXECUTION OF THIS LOAN AGREEMENT. 4.03 Disbursement of Loan Proceeds The DEPARTMENT shall issue warrants to the LOCAL GOVERNMENT for payment of allowable expenses incurred by the LOCAL GOVERNMENT while undertaking and administering approved project activities in accordance with ATTACHMENT I: SCOPE OF WORK. In no event shall the total Public Works Trust Fund loan exceed seventy percent (70 %) of the eligible actual project costs. The disbursement of loan proceeds shall be initiated by the LOCAL GOVERNMENT on a Washington State Invoice Voucher form provided by the DEPARTMENT. The loan funds will be disbursed to the LOCAL GOVERNMENT as follows: Within thirty (30) days of the formal execution of this agreement, a sum not to exceed fifteen percent (15 %) of the approved Public Works Trust Fund loan shall be disbursed by the DEPARTMENT to the LOCAL GOVERNMENT. Within thirty (30) days of the execution of a Notice to Proceed which follows the formal award of a construction contract, a sum not to exceed seventy-five percent (75 %) of the approved Public Works Trust Fund loan shall be disbursed by the DEPARTMENT to the LOCAL GOVERNIj✓IENT, except in the case of engineering services contracts. If the approved project described in ATTACHMENT I: SCOPE OF WORK is solely for the completion of engineering studies, a sum not to exceed seventy-five percent (75 %) of the approved Public Works Trust Fund loan shall be disbursed by the DEPARTMENT to the LOCAL GOVERNMENT within thirty (30) days of the execution of a Notice to Proceed following the formal award of a contract for engineering services. At the time of project completion, a Close -out Report, (refer to Section 4.19 for Close -out Report), shall be submitted to the DEPARTMENT by the LOCAL GOVERNMENT certifying total actual project costs. The Close -out Report shall include copies of the approved closure reports from the Department of Revenue and the Department of Labor & Industries. The final Public Works Trust Fund loan disbursement shall not bring the total loan in excess of seventy percent (70 %) of the eligible project costs or the total of $2,750,000.00 whichever is less, nor shall this disbursement occur prior to the completion of all project activities and clearance of all Close -out documents from the Department of Revenue and the Department of Labor & Industries. The Close -out Report shall serve as a contract AMENDMENT for determining the final loan amount, interest rate, and local share. In the event that the final costs identified in the Close -out Report indicate that the LOCAL GOVERNMENT has received Public Works Trust Fund monies in excess of seventy percent (70 %) of eligible costs, all funds in excess of seventy percent (70 %) shall be repaid to the DEPARTMENT within thirty (30) days of submission of the Close -out Report. Page 3 1 1999 PWTF Construction Loan Agreement Printed 11/11/98 CTED Contract Number S99- 791 -012 4.04 Interest Earned on Public Works Trust Fund Monies All interest earned on funds disbursed by the DEPARTMENT and held by the LOCAL GOVERNMENT shall accrue to the benefit of the LOCAL GOVERNMENT and be applied to the eligible costs of the approved project. Benefits shall accrue in one of two ways: 1. Reduce the amount of the Public Works Trust Fund loan. 2. Pay part of the eligible project costs that are in excess of ATTACHMENT I: SCOPE OF WORK estimates. (Overrun of project costs.) The LOCAL GOVERNMENT shall establish procedures to ensure that all monies received from the Public Works Trust Fund loan can be readily identified and accounted for at any time during the life of this loan agreement. Such procedures shall consist of the establishment of a separate fund, account, sub - account or any other method meeting generally accepted accounting principles. 4.05 Time of Performance The LOCAL GOVERNMENT shall begin the activities identified within ATTACiR�iEENT I: SCOPE OF WORK no later than October 1, 1999, and reach project completion no later than thirty-six (36) months after the date of agreement execution. Failure to perform within the time frame described in the preceding paragraph may constitute default of this agreement and require the immediate repayment of any loan funds disbursed. In the event of extenuating circumstances, the LOCAL GOVERNMENT may request, in writing, that the BOARD extend the deadline for project completion. The BOARD may, by a two -thirds vote, extend the deadline. The term of this agreement shall be for the entire term of the loan, irrespective of actual project completion, unless terminated sooner as provided herein. 4.06 Repayment The first loan repayment under this agreement is due July 1, 2000, and subsequent installments are due on July 1 of each year during the term of the loan. The first repayment under this agreement shall consist of interest only-at the rate of one percent (l %) per annum, calculated on a 360 -day year of twelve 30-day months, applied to funds received from the DEPARTMENT. Interest will begin to accrue from the date the DEPARTMENT issues each warrant to the LOCAL GOVERNMENT. Subsequent repayments shall consist of the principal balance due divided by the loan term remaining plus interest on the unpaid balance of the loan. The final payment shall be an amount sufficient to bring the loan balance to zero. The LOCAL GOVERNMENT has the right to repay the unpaid balance of the loan in full at any time, and the right to repay at a faster rate than is provided in this agreement, provided that any such payment must equal or exceed the amount normally due on an annual basis. Page 4 1999 PWTF Construction Loan Agreement Printed 11/11/98 CTED Contract !Number S99- 791 -012 The LOCAL GOVERNMENT will repay the loan in accordance with the'preceding conditions through the use of a check, money order, or equivalent means made payable to the DEPARTMENT and sent to: Department of Community, Trade and Economic Development Administrative Services Division/Fiscat Unit 906 Columbia Street S.W. P.O. Box 48300 Olympia, Washington 98504 -8300 4.07 Repayment Account The LOCAL GOVERNMENT shall repay the loan solely from utility revenues, general obligation revenues, or a combination thereof. The name of the fund, account, or sub- account shall be Surface Water Management Fund 4.08 Default in Repayment Loan repayments shall be made to the DEPARTMENT in accordance with Section 4.06 of this agreement. A payment not received within thirty (30) days of the due date shall be declared delinquent. Delinquent payments shall be assessed a daily penalty beginning on the thirty-first (3l) day past the due date. The penalty will be assessed on the entire payment amount. The penalty will be twelve percent (12 %) per annum calculated on a 360 -day year. Upon default in the payment of any annual installment, the DEPARTMENT may declare the entire remaining balance of the loan, together with interest accrued, immediately due and payable. Failure to exercise its option with respect to any such repayment in default shall not constitute a waiver by the DEPARTMENT to exercise such option for any succeeding installment payment which may then be in default. The LOCAL GOVERNMENT shall pay the costs and reasonable legal fees incurred by the DEPARTMENT in any action undertaken to enforce its rights under this section. Page S 1999 PWTF Construction Loan Agrecmcnl Printcd 11/11/98 Crf:D Contract Nuinbcr S99- 791 -012 f „ 1 4.09 Loan Securit The LOCAL GOVERNMENT must select one of the following options for securing repayment of the loan. Please initial the appropriate option. 1. XXX General Obligation: This loan is a general obligation of the LOCAL GOVERNMENT. OR 2. Revenue Obligation: This option may be used only if the entire project is a domestic water, sanitary sewer, storm sewer or solid waste utility project. LOCAL GOVERNMENTS performing a storm sewer project that have not created a storm sewer utility or a combined sanitary sewer /storm sewer utility may not use this option. Projects providing for a mixture of bridge, road, domestic water, sanitary sewer, and storm sewer activities may not use this option. This loan is a revenue obligation of the LOCAL GOVERNMENT payable solely from the net revenue of the utility system indicated below. Payments shall be made from the net revenue of the utility after the payment of the principal and interest on any revenue bonds, notes, warrants or other obligations of the utility having a lien on that net revenue. As used here, "net revenue" means gross revenue minus expenses of maintenance and operations. The DEPARTMENT grants the LOCAL GOVERNMENT the right to issue future bonds and notes that constitute a lien and charge on net revenue superior to the lien and charge of this loan agreement. Please choose and initial one of the following utility systems: Water Sanitary Sewer (Wastewater) Stormwater Water /Sanitary Sewer Stormwater /Sanitary Sewer Solid Waste We 3. Local Improvement District: Pursuant to RCW 35.51.050, the LOCAL GOVERNMENT pledges to repay this loan from assessments collected from a Local Improvement District, Local Utility District or other similar special assessment district in which the improvements financed by this loan are located. The name of the special assessment district is Nothing in this section shall absolve the LOCAL GOVERNMENT of its obligation to make loan repayments when due, and to adjust rates, fees, or surcharges, if necessary, to meet its obligations under this agreement. Page G 1999 PWTF Construction Loan Agrcernent Printed 11 /11/93 C'r1:D Conuact Numhcr S99 -791 -012 .A 4. 10 Recordkeeoing and Access to Records I -) The LOCAL GOVERNMENT agrees to keep such records as the DEPARTMENT may require. Such records will include information pertinent to work undertaken as part of the project, including demonstration of compliance with the terms and provisions of this agreement and all applicable state and local laws and ordinances. The LOCAL GOVERNMENT agrees to retain these records for a period of three years from the date of project completion. The DEPARTMENT and duly authorized officials of the state shall have full access and the right to examine, copy, excerpt, or transcribe any pertinent documents, papers, records, and books of the LOCAL GOVERNMENT and of persons, firms, or organizations with which the LOCAL GOVERNMENT may contract, involving transactions related to this project and this agreement. 4.11 Reports The LOCAL GOVERNMENT, at such times and on such forms as the DEPARTMENT or the BOARD may require, shall furnish the DEPARTMENT with such periodic reports as it may request pertaining to the activities undertaken pursuant to this agreement including, but not limited to, quarterly progress reports, the Close -Out Report, and any other matters covered by this agreement. Failure to file periodic reports as requested may result in termination of this agreement as per Section 4.15. 4.12 Indemnification The LOCAL GOVERNMENT will defend, protect, indemnify, save, and hold harmless the DEPARTMENT, the BOARD, and the state of Washington from and against any and all claims, costs, damages, expenses, or liability for any or all injuries to persons or tangible property, arising from the acts or omissions of the LOCAL GOVERNMENT or any of its contractors or subcontractors, or any employees or agents of either in the performance of this agreement, however caused. In the case of negligence of both the DEPARTMENT and the LOCAL GOVERNMENT, any damages allowed shall be levied in proportion to the percentage of negligence attributable to each party. 4.13 Amendments, Modifications, and Waivers Except for an increase in the amount of the loan governed by this agreement, the LOCAL GOVERNMENT may request -an amendment of this agreement for the purpose of modifying the SCOPE OF WORK or for extending the time of performance as provided for in Section 4.05. No modification or amendment resulting in an extension of time shall take effect until a request in writing has been received and approved by the BOARD in accordance with Section 4.05. No amendment or modification shall take effect until approved in writing by both the DEPARTMENT and the LOCAL GOVERNMENT and attached hereto. No conditions or provisions of this agreement may be waived unless approved by the DEPARTMENT in writing. 4.14 Disputes Except as otherwise provided in this agreement, any dispute concerning a question of fact arising under this agreement that is not disposed of by this agreement shall be decided by a panel consisting of a representative of the DEPARTMENT, a representative of the LOCAL GOVERNMENT, and a representative of the Page 7 1999 P\VTF Construction Loan Agreement Printed 11/11/98 CTED Contract Number S99- 791 -012 BOARD. The panel shall reduce its decision to writing and furnish a copy to all parties to the agreement. The decision of the panel shall be final and conclusive. This clause does not preclude the consideration of questions of law in connection with decisions provided for in the preceding paragraph provided that nothing in this agreement shall be construed as making final the decisions of any administrative official, representative, or board on a question of law. 4.15 Termination for Cause If the LOCAL GOVERNMENT fails to comply with the terms of this agreement, or fails to use the loan proceeds only for those activities identified in ATTACHMENT I: SCOPE OF WORK, the DEPARTMENT may terminate the agreement in whole or in part at any time. The DEPARTMENT shall promptly notify the LOCAL GOVERNMENT in writing of its determination to terminate, the reason for such termination, and the effective date of the termination. Upon termination of the loan agreement, the DEPARTMENT shall declare the entire remaining balance of the loan, together with any interest accrued, immediately due and payable. 4.16 Governing Law and Venue This agreement shall be construed and enforced in accordance with, and the validity and performance hereof shall be governed by, the laws of the state of Washington. Venue of any suit between the parties arising out of this agreement shall be the Superior Court of Thurston County, Washington. The prevailing party is entitled to recover costs in accordance with Washington State Law (Chapter 4.84 RCW). 4.17 Severability If any provision under this agreement or its application to any person or circumstances is held invalid by any court of rightful jurisdiction, this invalidity does not affect other provisions of the agreement which can be given effect without the invalid provision. 4.18 Proiect Comaletion The DEPARTMENT will require and notify the LOCAL GOVERNMENT to initiate a Close -out Report. when the activities identified in ATTACHMENT I: SCOPE OF WORK are completed. In the report, the LOCAL GOVERNMENT will provide the following information to the DEPARTMENT: I. A description of the actual work performed, in addition to a certified statement of the actual dollar amounts spent, from all fund sources, in completing the project as described. 2. Certification that all costs associated with the project have been incurred. Costs are incurred when goods and services are received and/or contract work is performed. 3. Copies of the approved closure reports from the Department of Revenue and the Department of Labor & Industries, certifying that all sales taxes have been paid and appropriate industrial insurance and prevailing wages have been paid. Page 8 1999 PWTF Construction loan Agreement Printed 11 /11/99 CTED Contract Number S99- 791 -012 . 6 „,• .J 4.19 Proiect Close -Out In accordance with Section 4.03 of this agreement, the LOCAL GOVERNMENT will submit, together with the Close -out Report, a request for a sum not to exceed the final ten percent (10 %) of the loan amount. This disbursement shall not occur prior to the completion of all project activities and clearance of all Close -out documents from the Department of Revenue and the Department of Labor & Industries. The LOCAL GOVERNMENT shall be responsible to ensure compliance with the Department of Revenue and the Department of Labor & Industries requirements by their contractor(s). 4.20 Audit Audits of the LOCAL GOVERNMENTS project activities may be conducted by the Municipal Division of the State Auditor's Office in accordance with state law and any guidelines the DEPARTMENT may prescribe. Payment for the audit shall be made by the LOCAL GOVERNMENT. 4.21 Project Signs If the LOCAL GOVERNMENT displays, during the period covered by this agreement, signs or markers identifying those agencies participating financially in the approved project, the sign or marker must identify the Washington State Public Works Trust Fund as a participant in the project. 4.22 Utilization of Minority and Women's Business Enterprises (MWBE) In. accordance with legislative findings and policies set forth in Chapter 39.19 RCW, the DEPARTMENT encourages participation by Minority and Women's Business Enterprise firms certified by OMWBE. Voluntary goals for participation are: Constmction/Public Works 10% MBE 6% WBE Architect/Engineering 10% MBE 6% WBE Purchased Goods 8% MBE 4% WBE Purchased Services 10% MBE 4% WBE Professional Services 10% MBE 4% WBE 4.23 Nondiscrimination Provision During the performance of this contract, the LOCAL GOVERNMiENT shall comply with all federal and state nondiscrimination laws, including, but not limited to Chapter 49.6u RCW, Washington's Law Against Discrimination, and 42 U.S.C. 12101 et seq, the Americans with Disabilities Act (ADA). In the event of the LOCAL GOVERNMENT'S noncompliance or refusal to comply with any applicable nondiscrimination law, regulation, or policy, this contract may be rescinded, canceled, or terminated in whole or in part, and the LOCAL GOVERNMENT may be declared ineligible for further contracts with the DEPARTMENT. The LOCAL GOVERNMENT shall, however, be given a reasonable time in which to cure this noncompliance. Any dispute of fact may be resolved in accordance with the Section 4.14, Disputes. Page 9 1999 PWTF Construction Loan Agreement Printed 11/11198 C I ED Contract Number S99- 791 -012 4.24 Historical and Cultural Artifacts The BORROWER agrees that if historical or cultural artifacts are discovered during construction, the BORROWER shall immediately stop construction and notify the local historical preservation officer and the state's historical preservation officer at the Washington State Office of Archeology and Historic Preservation. PART V: SPECIAL ASSURANCES The LOCAL GOVERNMENT assures compliance with all applicable state and local laws, requirements, and ordinances as they pertain to the design, implementation, and administration of the approved project. Of particular importance are the following: 5.01 RCW 43.155.060 The LOCAL GOVERNMENT shall comply with the provisions of RCW 43.155.060 regarding competitive bidding requirements for projects assisted in whole or in part with money from the Public Works Trust Fund program. 5.02 WAC 399 -30- 030(3) The LOCAL GOVERNMENT assures compliance with WAC 399 -30- 030(3) which identifies eligible costs for projects assisted with Public Works Trust Fund loans. Page 10 1999 PWTF Construction Loan Agreement Printed 11111/99 CTED Contract Number S99- 791 -012 Scope of Work Page Two P W -99- 791 -012 Estimated Proiect Costs: B. Locally Generated Revenue General Funds $ _ 0 Capital Reserves $ OtherFund(Developer Contribution) $ 200,000 Rates $ 1,000,000 Assessments $ (LID, RID, ULID) Special Levies $ Federal Loan(s) from: (identify all) State Loan(s) from: (identify all) Other: (identify sources) TOTAL LOCAL REVENUE $ 1,200,000 C. PUBLIC WORKS TRUST FUND LOAN $ 2,750,000 T:\ PWB \Contrading%Construction%Const Scope.DOT Total Expansion Repair or or Growth Replacement Preliminary Engineer Report $ $ $ Design Engineering $ 300,000 $ $ 300,000 Bid Document Preparation $ $ $ Environmental Studies $ 30,000 $ $ 30,000 Land /R -O -W Acquisition $ 50,000 $ $ 50,000 Sales or Use Taxes $ $ $ Other Fees $ $ $ Construction Inspection $ 400,000 $ $ 400, Start -up Costs $ $ $ Financing Costs $ $ $ Contingency (20 %) $ 530,000 530,000 Construction $ 2,640,000 $ $ 2,640,000 TOTAL ESTIMATED COSTS $ 3,950,000 $ $ 3,950,000 Anticipated Fund Sources: A. Federal Grants $ 0 State Grants $ 0 B. Locally Generated Revenue General Funds $ _ 0 Capital Reserves $ OtherFund(Developer Contribution) $ 200,000 Rates $ 1,000,000 Assessments $ (LID, RID, ULID) Special Levies $ Federal Loan(s) from: (identify all) State Loan(s) from: (identify all) Other: (identify sources) TOTAL LOCAL REVENUE $ 1,200,000 C. PUBLIC WORKS TRUST FUND LOAN $ 2,750,000 T:\ PWB \Contrading%Construction%Const Scope.DOT 1 t . , . . 1\ PUBLIC WORKS TRUST FUND ATTACHMENT 1: SCOPE OF WORK PW -99 -791 -012 City of Federal Way (Jurisdiction) SeaTac Mall Area Drainage System Improvement (Project Title) 1. Provide a clear description of the project to be financed in part by a Public Works Trust Fund loan. (Attach additional sheets if necessary): This project consists of construction of approximately 2,900 linear feet of storm drainage pipeline from 12 -inch to 84 -inch diameter, including installation under South 320th Street and South 324th Street by jacking or tunneling methods; manholes and catch basins; removal of existing pipes and drainage structures; construction of water quality facility and det- ention facility control structure; pavement, curb, gutter, and sidewalk removal and replacement; landscaping, and other work incidental to the storm drain and water quality facility construction. The project site is generally bounded as follows: on the north South 316th Street; on the south 324th Street; on the west 20th Avenue South; and on the east 23rd Avenue South_ 2. The term of this loan will be based on an engineer's certification of the expected useful life of the improvements, as stated below, or 20 years, whichever is less. If the local government . prefers the term of its loan to be less than either 20 years or the useful life of the improvements, the preferred loan term should be indicated: Twenty (20) years. 3. I, Jeff Pratt , licensed engineer, certify that the average expectekuseful life for the improvements described above is Ei f ty (50 )years. Signed: nXatTntu'apry . ., S urface Water Manager Date: 13, 1999 Telephone: (253) 661 -4135 T:W W81ContractinglConstruction \Const Scope.DOT 10 - . ..o`,.J Scope of Work Page 3 PW -99- 791 -012 Calculating Local Percentage: Notes: 1. Expansion/Growth costs are not eligible for PWTF funding. Please exclude any expansion or growth related costs and funding before calculating the local percentage. 2. Grant funds can not be counted as local match. Calculate as follows: Total Local Revenue PVVTF Loan + Total Local Revenue = Local Percentage 301 The local contribution must be at least: Ten percent (10 %) for a loan interest rate of 3% Twenty percent (20 %) for a loan interest rate of 2% Thirty percent (30 %) for a loan interest rate of 1% T:% PWB \Contracting%Conslruction\Const Scope.DOT 1 Public Works Trust Fund ATTACHMENT If: ATTORNEY'S CERTIFICATION I. Pa'i'r i U c, X,, kI hereby certify: I am an attorney at law admitted to practice in the State of Washington and the duty appointed attorney of the _ (i b4 a (the LOCAL GOVERNMENT); and I have also examined any and all documents and records which are pertinent to the loan agreement, including the application requesting this financial assistance. Based on the foregoing, it is my opinion that: 1. The LOCAL GOVERNMENT is a public body, property constituted and operating under the laws of the State of Washington, empowered to receive and expend federal, state and local funds, to contract with the State of Washington, and to receive and expend the funds involved to accomplish the objectives set forth in their application. 2. The LOCAL GOVERNMENT is empowered to accept the Public Works Trust Fund financial assistance and to provide for repayment of the loan as set forth in the loan agreement. 3. There is currently no litigation in existence seeking to enjoin the commencement or completion of the above - described public facilities project or to enjoin the LOCAL GOVERNMENT from repaying the Public works Trust Fund loan extended by the DEPARTMENT with respect to such project. The LOCAL GOVERNMENT is not a party to litigation which will materially affect its ability to repay such loan on the terms contained in the loan agreement. 4. Assumption of this obligation would not exceed statutory and administrative rule debt limitations applicable to the LOCAL GOVERNMENT. Signature of Attorney - i9sv31r, Name S/s/99 Date —a3-532 / Address P ,61;c, WirkST „sf :- L,, MEETING DATE: June 15, 1999 - >W —qjci - rJ9 I - © t a ITEM# CITY OF FEDERAL WAY City Council AGENDA ITEM SUBJECT: SeaTac Mall Area Drainage System Improvement Public Works Trust Fund (PWTF) Construction Loan ................................................................................................................................................................................................................................ ............................... CATEGORY: -X-CONSENT ORDINANCE _BUSINESS HEARING VFYI _RESOLUTION _STAFF REPORT _PROCLAMATION _STUDY SESSION OTHER BUDGET IMPACT: Amount Budgeted: $ Expenditure Amt: $ Contingency Reqd: $ ATTACHMENTS: Memorandums dated June 3, 1999 and September 15, 1998; 1999 Public Works Trust Fund Loan Agreement SUMMARY /BACKGROUND: The Public Works Trust Fund (PWTF) Loan Agreement, as approved by the State Legislature this spring, is attached for your final review and approval. Approval of the construction loan agreement will allow the City to expedite the proposed future SWM Capital Facility plan construction projects - thereby avoiding or minimizing the costs associated with inflation (which are projected to be between 2% and 3% over the long term). This loan will be repaid solely from utility revenues within the Surface Water Management Fund as detailed in Section 4.07 of the Loan Agreement. When the Council originally approved acceptance of the PWTF construction loan for the SeaTac Mall Area Drainage System Improvements (September 21, 1998), staff requested authorization to prepare an acceptance resolution. Further research at the State Department of Trade and Economic Development has revealed that the resolution is not necessary, therefore, this recommendation has been dropped. .................................................................................................................................................................................................................................. ............................... CITY COUNCIL COMMITTEE RECOMMENDATION: At it's June 7, 1999 meeting, the Land Use and Transportation Committee, approved the staff recommendation to authorize the City Manager to execute the Public Works Trust Fund Loan Agreement for the construction of the SeaTac Mail Area Drainage Improvements, and forwarded their recommendation to the June 15, 1999 meeting of the City Council. ........................................................................................................................................................................................................................ ............................... CITY MANAGER RECOMMENDATION• A44rove 64,, 4.Irtc Mt O and t� l l.o r� �e C44y M4v” F V -Fo e.<eco4c . ... ............................... ...................................................................................................................................................................................... ............................... APPROVED FOR INCLUSION IN COUNCIL P (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: XL APPROVED COUNCIL BILL # _DENIED ORDINANCE # TABLED /DEFERRED/NO ACTION RESOLUTION # COVERCC- 5/24/94 CITY OF 17 W4, C� DATE: June 3, 1999 TO: Phil Watkins, Chair Land Use/Transportation Committee FROM: Jeff Pratt, P. E. � ` Surface Water Manager SUBJECT. SeaTac Mall Area Drainage System Improvement Public Works Trust Fund (PWTF) Construction Loan BACKGROUND Attached please find the September 15, 1998 LU/TC memo entitled SeaTac Mall Drainage system Improvements Public Works Trust Fund (PWTF) Construction Loan. This memo was presented to the committee as part of a request for acceptance of the PWTF construction loan for the SeaTac mall area drainage system improvements, and was approved on September 21, 1998. The PWTF loan conditions are as follows: Loan Amount not to exceed $2,750,000.00 Term 20 Years Interest rate 1 % Local matching 30% The Loan Agreement, as approved by the State Legislature this spring, is attached to this memo for your final review and approval . Approval of this PWTF construction loan agreements will allow the City to expedite the proposed future SWM capital facility plan construction projects - thereby avoiding or minimizing the costs associated with inflation (which are projected to be between 2 % and 3 % over the long term). This loan will be repaid solely from utility revenues within the Surface Water Management Fund as detailed in Section 4.07 of the Loan Agreement. Note that the September 21, 1998 memo recommendation asked for authorization to prepare a PWTF acceptance resolution for Council's consideration, further research at the State Department of Trade and Economic Development reveals that the resolution is not necessary. This recommendation has therefore been dropped. RECO AUMATION Authorize the City Manager to execute the PWTF Loan Agreement for the construction of the SeaTac Mali Area Drainage Improvements. Attachments K:\LUT01999\PWTFAGRE-MEM CITY OF C� DATE: September 15, 1998 TO: Phil Watkins, Chair Land Use /Transportation Committee FROM: Jeff Pratt, P. E. Surface Water Manager SUBJECT. • SeaTac Mall Area Drainage System Improvement Public Works Trust Fund (PWTF) Construction Loan BACKGROUND Earlier this year, the City of Federal Way's Surface Water Division applied for a PWTF construction loan in the amount of $2,750,000.00 for use in constructing the SeaTac Mall Area Drainage System Improvements . We have received confirmation of inclusion of the SeaTac Mall Area Drainage System Improvement project in the 1999 Public Works Board Legislative Report with a recommendation for loan funding approval in the full amount requested. A copy of the project approval letter and list of approved projects state wide is attached for your information. Subject to the State legislature's approval next spring, the conditions of the loan will be as follows: Loan Amount not to exceed $2,750,000.00 Term 20 Years Interest rate 1 Local matching 30% The next step of this process is State legislative approval of the attached project list - which normally occurs between January and April each year. Once the legislation has been signed into law by the Governor, Loan Agreements will be provided for review and approval by the City. In order to secure the PWTF loan, the City's approval must include a Council resolution accepting the loan and its terms. Acceptance of the PWTF construction loan will allow the City to exrcdite the proposed future capital facility plan construction projects - thereby avoiding or minim:iing the costs associated with inflation (which are projected to be between 2% and 3% over the long term). RECOMMENDATION Authorize staff to prepare, for Council's consideration, a PWTF loan acceptance resolution for the construction of the SeaTac Mall Area Drainage Improvements. Staff will return to the Committee and Council for authorization to enter the Loan Agreement once it has been approved by the State Legislature. Attachments K:\LUTC\1998\PWTF.MEM i' FEDERAL WAY CITY COUNCIL Regular Meeting June 15, 1999 - 7:00 PM MINUTES I. CALL MEETING TO ORDER Deputy Mayor Park called the meeting to order at 7:05 PM, excused Mayor Gintz, and announced City Manager Kenneth Nyberg would not be present this evening. Council Present: Deputy Mayor Park, Councilmembers Burbidge, Dovey, Gates, Kochmar and Watkins. Staff Present: Deputy City Manager Philip Keightley, City Attorney Londi Lindell, City Clerk Chris Green, Deputy City Clerk Laura Ulanowski, and Department Directors. II. PLEDGE OF ALLEGIANCE Girl Scout Troop 1865 led the Pledge of Allegiance. III. PRESENTATIONS a. Planning Commission Introduction/CQrtificate - Councilmember Watkins introduced and presented a certificate to Hope Elder as a regular member of the Planning Commission. b. Economic Development Update - Debra Coates updated Council on various economic development issues. Ms. Coates stated the City has received two qualifying responses from landscape architects regarding the International District; the sign program is approaching the deadline and more businesses are contacting her regarding compliance; the next Retail Forum is scheduled for 11:30 AM on June 29' at Borders Books and Ms Coates will be conducting semi- annual updates of service groups. C. Emerging Issues - Deputy City Manager Philip Keightley announced there would be no emerging issues report. IV. CITIZEN COMMENT Barbara Reid, opposed to the Character City Initiative citing separation of church and state. Liz Conner, spoke in support of the Character City Initiative. David Ljmn, steering committee member, stated he supports the principals behind the Character ORIGINAL City Council Regular Meeting June 15, 1999 - Page 2 City Initiative but asked Council to table the decision until the steering committee had a chance to report back. Bill Linehan, spoke in support of the Character City Initiative and encouraged Council to table the decision until the steering committee had a report. Peggy LaPorte, supports he Character City Initiative. Lin Lewis, spoke in opposition of the Character City Initiative stating she has researched the organization and is disturbed by the program. Ms. Lewis asked Council to carefully research the program and it's founder. V. CONSENT AGENDA a. Minutes /7une 1, 1999 Regular Meeting -Approved b. Ouatlrant/Tract 17 ffllcy) Annexation/Accevtance of 10% Intention to Petition - Approved C. Council Bill #224 /Tacomg Public Utilities Non- Exclusive Franchise/ Enactment Ordinance - Approved Ordinance # 99-344 d. Council Bill #225/1999 -2000 Capital FaciliV Plan Budget Adjustment/ Enactment Ordinance - Approved Ordinance # 99-345 e. 21" Ave SW & SW 33e St Traffic Signal & Sidewalk Imvrovements/Bid Award - Approved f. SeaTac Mall Area Drainage Syst m Improvement Public 3YQfks Trust Fund (PWTF) Construction Loan -Approved ft4 .-qq » qq _ 0 GL g. So 312* St Access Management/West of Pacific Highway So - Approved COUNCIIAMOER GATES MOVED APPROVAL OF THE CONSENT AGENDA. COUNCH24EMBER DOVEY SECOND. Councilmember Kochmar pulled Consent Item (d) - Council Bill 225 /1999 -2000 Capital Facility Plan Budget Adjustment. The motion to approve Consent Items (a), (b), (c), (e), (f) and (g) carried as follows: Burbidge yes Gates yes Kochmar yes Watkins yes Dovey yes Gintz absent Park yes Consent Item (d) - Councilmember Kochmar asked that the $75,000 set -aside for the Economic Development Coordinator be discussed at committee level. COUNCn•*MMER GATES MOVED APPROVAL OF THE CONSENT ITEM (D). COUNCILMEMBER DOVEY SECOND. Deputy Mayor Park asked for a roll call vote. City Council Regular Meeting June 15, 1999 - Page 3 Councilmember Watkins called for point of order asking why the Deputy Mayor was calling for a roll call vote and asked if it followed Council Procedures. City Attorney Londi Lindell responded that any member of Council could ask for a roll call vote. Councilmember Dovey then asked for a roll call vote on Consent Item (d). The motion passed 4 -2 as follows: Burbidge yes Dovey yes Gates yes Gintz absent Kochmar no Park yes Watkins no VI. CITY COUNCIL BUSINESS a. T krehum Ut'lity District Comprehensive Water System Plan/Resolution - Approved Resolution # 99-301 Public Works Director Cary Roe asked Council to extend the time needed to review the Lakehaven Utility District Comprehensive Water System Plan for another 55 days and stated this extension fell within state statute granting up to 90 days to review the plan. COUNCILMEMBER DOVEY MOVED ADOPTION OF THE RESOLUTION EXTENDING THE TIME TO ADOPT THE WATER SYSTEM PLAN BY 55 DAYS. COUNCILMEMBER BURBIDGE SECOND. Councilmember Kochmar recused herself from the vote as she works for Lakehaven Utility District. The motion carried 5-0 as follows: Burbidge yes Dovey yes Gates yes Gintz absent Kochmar recused Park yes Watkins yes b. Community of Chi- Postponed to August 3, 1999 MOTION BY COUNCELMEMBER BURBIDGE TO POSTPONE THE ISSUE TO THE AUGUST 3, 1999 CITY COUNCIL MEETING ALLOWING THE STEERING COMMITTEE TIME TO REPORT TO COUNCIL. COUNCHAIEMBER DOVEY SECOND. Councilmember Watkins asked the City Attorney if meetings of the Steering Committee will be open to the public. City Council Regular Meeting June 15, 1999 - Page 4 City Attorney Londi Lindell stated the Steering Committee is not a Council Committee, it is a group of volunteers /citizens, and therefore not subject to the public disclosure act. Ms. Lindell further stated that it was appropriate for the Committee, as with any other citizen group, to address the Council during public comment. Ms Lindell also stated city facilities can be used for a public forum. The motion carried as follows: Burbidge yes Dovey yes Gates yes Gintz absent Kochmar yes Park yes Watkins yes VII. CITY COUNCIL REPORTS Councilmember Dovey stated the next meeting of the Parks/Recreation/Human Services/Public Safety Committee is scheduled for June 28, 1999 at noon. Councilmember Watkins stated the next meeting of the Land Use/Transportation Committee will be held on July 7, 1999 at 5:30-PM (rescheduled due to holiday), and stated he and School Board Member Joel Marks taped a Character City audio discussion for KJR radio and King AM public affairs programming which will air in the future. Councilmember Burbidge stated she attended a South King County Area Transit Board Meeting today. Councilmember Kochmar stated the Airport Communities Coalition will meet on June 16, 1999 and praised the synchronized swimming event held at the Aquatic Center on June 11 -13, and asked if there was interest in a community song to express community pride. Councilmember Gates stated the next meeting of the Finance /Economic Development/Regional Affairs Committee has been rescheduled for June 29, 1999 at noon and stated she would attend a South West King County Visions 2000 meeting tomorrow. Deputy Mayor Park stated he attended a Private Industry Council meeting on June 8, 1999 and the City Manager Search Committee will meet on June 17, 1999 at 7:30 AM to review the report by the Mercer Group. VIII. CITY MANAGER REPORT Deputy City Manager Philip Keightley stated City Manager Kenneth Nyberg will be out of the office next week but will be available by phone; extended his thanks to Finance Director Iwen Wang and the Management Services Division stating for the 5" year in a row the State Auditor found no findings against the City; and announced the Red, White & Blues Festival will take place on July 4, 1999 at Celebration Park. City Council Regular Meeting June 15, 1999 - Page 5 IX. ADJOURNMENT There being no further business before the Federal Way City ouncil, Deputy Mayor Park adjourned the regular meeting at 8:03 PM. Laura Ulanowski, Deputy City Clerk