HomeMy WebLinkAboutR-2019-071 Sewer and Infrastructure Development Agreement with Catalyss, LLCRESOLUTION NO. R-2019-071
A RESOLUTION authorizing an Agreement for Sewer and Infrastructure Development and
Easement with Catalyss, LLC
WHEREAS, Catalyss owns and is developing property in the general vicinity of North 40th
Avenue and Castlevale Road in Yakima, and
WHEREAS, the City operates a wastewater lift station west of the property that is aging,
and the City wishes to remove the lift station and instead install gravity flow wastewater facilities
through the Catalyss property; and
WHEREAS, the City currently operates stormwater facilities that have an easement
through the Catalyss property in a location that Catalyss would like to develop, and
WHEREAS, the City is willing to move the easement location and install new stormwater
and wastewater facilities within the new easement location if Catalyss releases its interest in a
1975 wastewater agreement and provides the engineering and specifications required to
construct the new facilities, and
WHEREAS, the Agreement outlines the terms and conditions for each party in this
transaction and has a rough timeline and cost for completion; and
WHEREAS, the new facilities will benefit the City because lift stations can be expensive
to maintain as they age, the stormwater facilities will be updated, and Catalyss will no longer
have the right to directly discharge stormwater into the system (which violates the updated
code), and
WHEREAS, the City Council of the City of Yakima finds that it is in the best interest of the
City and its residents to enter into an Agreement with Catalyss, LLC to develop new wastewater
and stormwater infrastructure under the terms and conditions therein, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager is hereby authorized to execute the Agreement for Sewer and Infrastructure
Development and Easement between the City of Yakima and Catalyss, LLC outlining the terms
and conditions associated with moving the current wastewater easement, terminating the
developer's rights to a 1975 stormwater agreement, and constructing new wastewater and
stormwater facilities A copy of the Agreement is attached hereto and fully incorporated herein
ADOPTED BY THE CITY COUNCIL this 16th day of July, 2019
TEST.
Sonya Claaee, City Clerk
• t� .
AGREEMENT FOR SEWER AND INFRASTRUCTURE
DEVELOPMENT AND EASEMENT
By and Between
CITY OF YAKIMA
And
CATALYSS, LLC
THIS AGREEMENT is entered into by and between the CITY OF YAKIMA and
CATALYSS, LLC, for the uses and purposes set forth below.
I. Recitals
A. CITY OF YAKIMA, hereafter called "City," is a municipal corporation duly formed
under the laws of the State of Washington with City Hall located at 129 North
Second Street, Yakima, Washington 98901
B. CATALYSS, LLC, hereafter called "Catalyss," is a limited liability company duly
formed and existing under the laws of the State of Washington, with contact offices
located at 200 Galloway, Yakima, Washington 98908.
C. Catalyss is the owner of Yakima County Assessor's Parcel No. 181315-31417
located within the corporate limits of the City, legally described and shown as set
forth in Exhibit "A" attached hereto and incorporated herein by this reference
(hereafter called the "Property")
D City owns, operates and maintains a sewer pump lift station on a parcel situated
westerly of the Property, separated from the Property by right of way for the Yakima
Valley Canal. City also owns and maintains a 15" stormwater drain line that is
currently located on the Property.
E. In order to improve the existing sewer system, City desires to construct a twelve -
inch gravity -flow sanitary sewer trunk line and attendant infrastructure extending
from the existing lift station through the Property. Upon construction and final
acceptance of such gravity sewer line and infrastructure by the City, such system
will be incorporated within the wastewater system of the City and the lift station will
be abandoned.
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F. The City and Catalyss desire to relocate the existing 15" stormwater drain line in
the same utility easement as the sewer line. The parties understand that this
Agreement will supersede and terminate the Storm Sewer Easement and
Agreement of December 1, 1975.
G. The parties desire to accomplish the construction of the gravity sewer system
improvement and relocation of existing stormwater drain line, and enter into this
Agreement for such purpose.
II. Agreement
NOW, THEREFORE, in consideration of the mutual covenants, conditions and
promises herein, and fully incorporating the above recitals into this Agreement, the parties
agree as follows:
1. Purpose and Scope of Agreement. As further specified herein, the City will
construct a twelve -inch gravity -flow sewer line with attendant infrastructure,
including but not limited to, manholes and stub -outs to each platted lot developed
by Catalyss as shown on the approved engineering plans submitted for the
purposes of this Agreement. No other stub -outs will be required to be installed by
the City for future sewer lateral lines, within and upon the Property. The City will
also abandon and relocate the existing 15" stormwater drain line with attendant
manholes, within and upon the Property. The City will have sole determination of
the method used to properly abandon the existing stormwater pipeline either by
removal of the existing stormwater line or by abandoning the stormwater line in
place and filling it with Control Density Fill (CDF). Catalyss will design the sewer
system and relocation of the stormwater drain line as set forth in Paragraph 3
below, and Catalyss shall grant the City, its employees, agents and contractors,
an easement to enter upon the Property for purposes of inspection, review and
construction of such sewer system. Catalyss shall convey to City a permanent
utility easement within and upon the Property for public sewer, stormwater and
utility construction, use and maintenance, which easement shall be dedicated and
shown on the final recorded plat for the property or any portion thereof.
2 Easement. The parties agree and understand that such Easement is necessary
to enable the City to construct, install, access, use, maintain, repair and service
the sewer lines, stormwater drain lines and attendant utility infrastructure within
and upon the Property. The Easement shall state that the easement is for such
purposes, and that the City reserves the right to locate other public utility lines,
infrastructure, facilities, and to grant other public easements within such Easement
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area so long as such additional public utility lines, infrastructure, facilities, and/or
easements do not unreasonably interfere with Catalyss's use of the Property.
Such Easement will conform the requirements and standards of Title 12 YMC,
including but not limited to, minimum width equal to the greater of (a) sixteen feet
(eight feet from center of pipe, extended both sides), or (b) twice the depth of the
pipe. The parties understand and acknowledge that the Easement shall be located
as outlined in the approved engineering drawings within the roadway and utility
easements shown on Catalyss's approved plat for a subdivision of the Property,
and all pipelines constructed and installed by the City shall generally be located in
the center of the Easement Area. No permanent structures or any fence shall be
erected or maintained within the Easement and the Easement shall be accessible
to the City at all times. The Easement shall be recorded by Catalyss.
3. Design of Sewer and Stormwater Line and related Infrastructure Catalyss shall
design, at no cost to the City, a twelve -inch gravity -flow sewer line and attendant
sewer infrastructure in accordance with the site -plan design submitted by Catalyss
of their proposed development and in accordance with City design standards,
specifications, and procedures. Catalyss will also design, at no cost to the City, the
relocation of the existing stormwater drain line and attendant manholes in
accordance with the site -plan submitted by Catalyss of their proposed
development and in accordance with City design standards, specification, and
procedures. Catalyss will also submit the required Specifications for the project.
The City shall have the right to reasonably review, modify, deny and/or approve
such design plans and specifications (within 20 days of receipt) in accordance with
such standards, specifications and procedures. Catalyss shall identify locations
along the length of the sewer line where it determines that stub -outs for future
public sewer lateral lines are necessary in accordance with Title 12 YMC and to
facilitate Catalyss's future development of the Property, which the City
understands will be at locations sufficient to serve each platted lot as depicted in
the approved engineering drawings provided under this Agreement. Manholes
shall be designed to be located within roadways pursuant to City standards and
specifications.
4 Construction of Sewer and Stormwater Line and Infrastructure.
(a) City Project City shall construct the approved sewer and stormwater line
and infrastructure ("City Project") in accordance with the Agreement, its
procedures and in conformity with applicable laws governing public works
projects. The City Project shall be deemed a City project for all purposes, and
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City shall be solely responsible for costs of construction, payment of wages of
those employed on the City Project, and materials necessary for the completion
of the City Project. City shall temporarily set all sewer and stormwater
manholes to subgrade and restore subgrade at the completion of the City
Project. During construction and when restoring subgrade City will stockpile
soils at a location on site approved by Catalyss. City shall perform or provide
construction management for the City Project.
(b) Catalyss Responsibilities. Catalyss shall be responsible for design costs
incurred from its Engineer of Record during the design and construction of the
City Project. Catalyss will design the proposed alignment of the sewer and
storm lines to be constructed by the City that will allow adequate cover for
pipes, manholes and necessary related infrastructure as well as access for
construction. Catalyss will bring soil elevations to subgrade throughout the
easement of the sewer and stormwater alignment prior to the City Project. In
easement areas outside of roadways Catalyss will grade to a level that provides
adequate cover to the wastewater and stormwater infrastructure. Once
construction of the City Project is complete and subgrade restored, Catalyss
will be responsible for the stockpiled soils. Catalyss will be responsible for all
costs involved of setting the final grade of sewer and stormwater manholes as
per City of Yakima standards.
(c) Stub -outs. During the design process set forth in Paragraph 3 above, City
and Catalyss shall cooperate to reach agreement on the number, type and
location of stub -outs for lateral sewer lines to facilitate Catalyss's future
development of the Property as indicated in the approved engineering plans.
No future stub -outs will be installed at the City's expense. City shall pay for
and install the agreed stub -outs to typical points of access for future extension
by Catalyss during construction of the Sewer Project, as outlined on the
approved engineering plans.
(d) Extension of Public Sewer Lines. Catalyss shall be responsible for the
extension of public sewer line(s), including connection fees and costs, and
providing permanent utility easement (s) for such if applicable in accordance
with Title 12 YMC to serve other parcels as part of Catalyss's development of
the Property. Catalyss shall bear all costs of such extension requirements.
(e) Completion of Sewer Project — Connection Charges and Service Fees. Upon
completion of the City Project, such sewer line, stormwater line and attendant
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infrastructure shall be incorporated into the City's wastewater utility and shall
be administered thereafter in accordance with the City's municipal codes, and
individual connection charges and service fees will be charged for connection
of lateral sewer lines and as individual property owners connect to the utility
system.
(f) Access for Construction. Catalyss hereby grants City, its employees, agents
and contractors, access to, across and upon the Property for surveys,
inspections, environmental reviews and construction as City deems reasonably
necessary or appropriate to develop and construct the City Project consistent
with this Agreement. The City should not unreasonably interfere with
Catalyss's use of the Property in exercising its access rights.
5. Termination of Storm Sewer Easement and Agreement. Both parties agree to
terminate the December 1, 1975 Storm Sewer Easement and Agreement (the
"1975 Agreement"), recorded under Yakima County Auditor's File No. 2404957
prior to or contemporaneously with the execution and recording of the Easement
required under this Agreement. The 1975 Agreement afforded both parties rights
and obligations that are superseded by this Agreement. The City shall draft and
record the termination agreement, which shall be reviewed and reasonably
approved by Catalyss.
6. Time of Performance. Both parties would like to see this project completed in
a timely manner. The project completion date is dependent on a number of factors,
including bid timelines and grading requirements. It is anticipated that if there are
no unforeseen delays, unanticipated occurrences, or any force majeure event, the
City Project will be completed by December 31, 2019. However, to meet this
anticipated completion date, Catalyss acknowledges that it will need to complete
the grading work on site and have the plans and specifications approved by the
City on or before July 31, 2019
The parties agree and understand that commencement, performance and
completion of the City Project is dependent upon the availability of sufficient
budgeted funds to enable City to commence, perform and complete construction
of the City Project The City has $660,000.00 budgeted to complete this project,
and anticipates that this amount is sufficient to cover the project's cost to the City.
If the bid responses are returned in excess of the budgeted amount, or if
unforeseen site conditions or other unforeseen matters increase the cost of the
Project in excess of the budgeted amount, the parties may agree to further
negotiate modifications to this Agreement, adjust the project scope, or discuss
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Catalyss' participation in the excess costs If no agreement can be reached, the
City or Catalyss may terminate this Agreement. In such event, any work or
improvements shall remain in place and Catalyss may complete its plat (including
any sewer or stormwater lines) at its cost and expense.
7. Independent Parties. City and Catalyss are independent parties, and nothing
in this Agreement shall be construed to create a partnership, joint venture or any
other relationship other than independent contractors. Each party shall be solely
responsible for compensation and direction of its own employees, agents,
professional engineering firms and contractors.
8. Construction Liens City will be responsible to satisfy and clear any lien
against the Property arising out of the construction of the City Project.
9. Future Development of Property — Location of Easement — Relocation. The parties
agree and understand that Catalyss intends to develop the Property. In doing so,
Catalyss shall design and construct any development so as to preserve the City's
ability to construct, install, access, use, maintain, repair and service its sewer and
stormwater lines and infrastructure, including but not limited to, repair and
replacement of sewer and stormwater lines, maintenance and accessibility of
manholes and clean -outs. In the event Catalyss's development design and/or
construction requires relocation of the sewer and/or stormwater lines and
infrastructure, or any portion thereof, and so long as relocation will allow the
system(s) to function as designed, Catalyss shall be solely responsible for
relocation and payment of all costs and expenses of such relocation, and shall
grant the City any necessary easements to allow the City to construct, install,
access, use, maintain, repair and service its sewer and stormwater lines and
infrastructure as relocated. Upon relocation of the sewer and stormwater lines and
infrastructure, or any portion thereof, the former sewer and stormwater
line/infrastructure easement, or applicable portion thereof, shall be vacated;
provided, however, that such former easement shall not be vacated to the extent
that other public utilities or easements therefor occupy the former sewer and
stormwater line/infrastructure easement. In such event, the City will cooperate
with Catalyss to assist in the relocation of such other public utilities or easements,
but shall not be responsible for any cost of relocation.
10. Binding Effect. This Agreement shall be in full force and effect between the
parties and shall be binding upon the heirs, successors and assigns of each party.
11. Indemnification and Hold Harmless. The parties have specifically negotiated
the following terms:
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A. Each party hereto agrees to maintain responsibility and assume
liability in the performance of this Agreement for its own wrongful and/or negligent
acts or omissions, and those of its officers, agents or employees to the fullest
extent allowed by law. Catalyss specifically agrees that it will defend, indemnify
and hold harmless the City, its elected and appointed officials, employees,
volunteers, insurers and agents from any claims, demands, damages, lawsuits and
actions arising out of any injury or loss, or claim of injury or loss, arising out of
Catalyss's negligence in the development, use, maintenance or repair of the
Property. City specifically agrees that it will defend, indemnify and hold harmless
Catalyss, its members, employees, insurers and agents from any injury or loss, or
claim of injury or Toss, arising out of City's negligence in the construction, use,
maintenance and repair of its sewer lines and its attendant infrastructure within
and upon the Property.
B. Catalyss and the City specifically and expressly waives their
immunity under industrial insurance, Title 51 RCW, or immunity under any other
provision of law to the extent of the obligations assumed by the parties protected
hereunder. Catalyss and the City acknowledge and agree that this waiver was
mutually negotiated.
C. The provisions of this Section shall survive the termination or
expiration of this Agreement.
D. Nothing contained in this Section or this Agreement shall create a
liability or a right of indemnification in any third party.
12. Compliance With Law. The Parties to this Agreement shall comply with all
applicable federal, state and local laws, rules and regulations in carrying out the
terms and conditions of this Agreement.
13. No Insurance. It is understood the City does not maintain liability insurance
for the Catalyss or its employees and subcontractors. It is understood the Catalyss
does not maintain liability insurance for the City, its employees, officials, agents or
subcontractors
14 Waiver of Breach. A waiver by either party hereto of a breach of the other
party hereto of any covenant or condition of this Agreement shall not impair the
right of the party not in default to avail itself of any subsequent breach thereof.
Leniency, delay or failure of either party to insist upon strict performance of any
agreement, covenant or condition of this Agreement, or to exercise any right herein
given in any one or more instances, shall not be construed as a waiver or
relinquishment of any such agreement, covenant, condition or right
15. Dispute Resolution. The City and Catalyss agree to meet to discuss any
outstanding issues related to the development of the City Project and the
performance of this Agreement in order to resolve any disputes through
cooperation and negotiation. In the event any dispute cannot be resolved through
cooperation and negotiation, the parties agree to submit such dispute to a
mediator, mutually acceptable to both parties. Each party shall bear and pay its
own expenses and costs of mediation, including attorneys' fees, and the parties
will each pay one-half of the mediator's fee. If such dispute is not resolved through
mediation, the parties may seek redress through litigation.
16. Integration. This Agreement, and its Exhibits, contains all of the terms and
conditions agreed on by the parties. No other understandings, oral or otherwise,
regarding the subject matter of this Agreement, are deemed to exist or to bind
either of the parties.
17. Modifications The parties may modify this Agreement but no proposed
changes or modifications shall have validity or become binding on either party
unless such changes or modifications are in writing and executed by both parties.
18. Assignment. This Agreement shall not be assigned in whole or in part to
any third party without the prior written consent of the other party, which consent
shall not be unreasonably withheld or delayed.
19. Severability
A. If a court of competent jurisdiction holds any part, term or provision
of this Agreement illegal or invalid in whole or in part, the validity of the remaining
provisions shall not be affected, and the parties' rights and obligations shall be
construed and enforced as if the Agreement did not contain the particular provision
held invalid.
B If any provision of this Agreement is in direct conflict with any
statutory provision of the State of Washington, that provision which may conflict
shall be deemed inoperative and null and void insofar as it may conflict, and shall
be deemed modified to conform to such statutory provision.
20. Notices Unless otherwise stated herein, all notices and demands are
required in written form and sent to the parties at their addresses as follows:
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TO: CITY OF YAKIMA
Scott Schafer, Public Works Director
City of Yakima
129 North Second Street
Yakima, WA 98901
TO: CATALYSS, LLC
200 Galloway Drive
Yakima, WA 98908
Attn: Dave Sjule or Jim Laidler
21. Governing Law —Venue. This Agreement shall be governed by and construed
in accordance with the laws of the State of Washington. Venue for any action
arising out of the implementation, performance or breach of this Agreement shall
lie in Yakima County, State of Washington.
WHEREFORE, this Agreement is executed by the parties below, and shall be effective
upon execution by both parties.
CITY OF YAKIMA
Cliff Mo
, City Manager
n(960 Date Sian
ALZEST:
Sonya CIaArJfe_�e,, City
�Clerk
CITY CONTRACT NO:---+1�
RESOLUTION NO:
CATALYSS, LLC
Dave Sjule, M
err/Member
--7// I -A 5
Date Signed/
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EXHIBIT "A"
LEGAL DESCRIPTION OF PARCELS AND MAPPING
Parcel A (Yakima County Assessor's Parcel No. 181315-31417)
Tract C, Plat of CATALYSS, Phase No. 3 according to the Plat thereof, recorded March
19, 2019 under Auditor's File No 8009789, records of Yakima County, Washington.
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EXHIBIT B
SITE MAP
11
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ITEM TITLE:
SUBMITTED BY:
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEM ENT
Item No. 6.G.
For Meeting of: July 16, 2019
Resolution authorizing an Agreement for Sewer and Infrastructure
Development and Easement with Catalyss, LLC
Scott Schafer, Director of Public Works
Mike Price, Wastewater/Stormwater Division Manager, 249-6815
SUMMARY EXPLANATION:
The City of Yakima (City) currently has a lift station for wastewater West of Catalyss property that
it would like to decommission. To replace the decommissioned lift station with gravity sewer, it is
most efficient to run a gravity sewer line downslope through the Catalyss property. There also is
currently a City stormwater facility that needs to be updated on the property. Catalyss would like
the easement for the stormwater facility to be moved and the City would like to use that newly -
located easement for the new wastewater gravity line and stormwater facilities. Catalyss has
agreed to do the engineering and specification work and the City Public Works Department will
construct the wastewater and stormwater facilities in the agreed -upon new easement location.
This project has been contemplated since at least 2012 and is budgeted in the Public Works
budget.
ITEM BUDGETED:
STRATEGIC PRIORITY:
APPROVED FOR
SUBMITTAL:
Yes
Public Safety
City Manager
STAFF RECOMMENDATION:
Adopt resolution
BOARD/COMMITTEE RECOMMENDATION:
ATTACHMENTS:
2
Description Upload Date Type
D Resolution Cataly55 Sower Slormwa(or 71a 2019 Resolution
D Agrccmcd Colalyss Sower Slormoiater 7/2/2019 CcdrAct