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WDFW Contract No. 36022395
INTERLOCAL AGREEMENT
BY AND BETWEEN
WASHINGTON STATE DEPARTMENT OF FISH AND WILDLIFE
CITY OF PORT ANGELES
NORTH OLYMPIC SALMON COALITION
LOWER ELWHA KLALLAM TRIBE
AND
PORT OF PORT ANGELES
Titled
"Valley Creek Phase 2 Fish Passage /Habitat Restoration Agreement"
This Agreement is made and entered into by and between City of Port Angeles, hereinafter referred to
as (City), PO Box 1150, Port Angeles, Washington 98362, North Olympic Salmon Coalition,
hereinafter referred to as (NOSC), PO Box 699, Port Townsend, Washington 98368, Port of Port
Angeles, hereinafter referred to as (Port), PO Box 1350, Port Angeles, Washington 98362, Lower
Elwha Klallam Tribe, hereinafter referred to as (LEKT), 51 Hatchery Road, Port Angeles,
Washington 98363, and the Washington State Department of Fish and Wildlife, hereinafter referred to
as (Department) 600 Capitol Way N., Olympia, Washington 98501 -1091, for the period March 1,
2002 through December 31, 2003. For the purposes of this Agreement, it is understood that all
references to the City, NOSC, Port, LEKT or the Department also include an appointed designee.
WHEREAS, the City owns, operates, and maintains public utilities and rights -of -way, including a
water line crossing of Valley Creek (18.0249) which lies on land owned by the City in the North East
1/4 of Section 9, Township 30 North, Range 06 Western W.M. Clallam County, Washington. Tax
Parcel Numbers 063000039000 and 063000039075.
WHEREAS, Valley Creek (WRIA 18.0249), a tributary of Port Angeles Harbor, flows across the
above described pipeline right -of -way. Upstream fish passage in Valley Creek presently is restricted
because of hydraulic conditions at the water pipeline crossing. Said pipeline crossing constitutes a
fish passage obstruction in its existing configuration.
NOW, THEREFORE, pursuant to the above recitals and in lieu of the Department asserting any
available rights or remedies at law or in equity with regard to the establishment of the existence of
fish passage obstructions and the necessity for the removal thereof, and in accordance with the
Interlocal Cooperation Act, Chapter 39.34 RCW, the City, NOSC, Port, LEKT and the Department
(collectively hereinafter "Parties to this Agreement acknowledge and agree to provide fish passage
by relocating and restoring the stream channel in the near vicinity in accordance with the following:
WDFW CONTRACT #36022395 1
PURPOSE OF AGREEMENT
The purpose of this Agreement is to provide for the final design, project management, construction,
and construction supervision of a cooperative fish passage/habitat restoration project which mainly
consists of building a channel bypass and modifying channel conditions at the existing water pipeline
crossing of Valley Creek (WRIA18.0249) so as to freely pass fish in accordance with RCW 77.55.60.
SCOPE OF WORK
Within the budget limitations of this Agreement, the Parties shall undertake and complete the
cooperative fish passage and habitat restoration project (hereinafter "project set out below:
The Department will, within the limitations of this Agreement:
1) Provide $25,000 of the project cost as in -kind services.
2) Provide the project design.
3) Obtain all permits required to conduct said work, except for right of entry on lands owned by
the City.
4) Construct the project per designs approved by the City and other parties, said design to become
an attachment to this Agreement and incorporated herein by reference.
5) Correct Project design deficiencies for a period of one (1) year following the project's
completion.
6) Cooperate with the Parties to generally facilitate successful completion of work under this
Agreement.
The City will, within the limitations of this Agreement:
1) Reimburse the Department for $18,000 of the project costs.
2) Promptly review, comment and approve the final project design.
3) Provide right of entry to the Department on lands owned by the City and necessary to the
expedient completion of the project.
4) Cooperate with the Department to generally facilitate successful completion of work under this
Agreement.
5) Relocate the pipeline crossing to below the streambed.
WDFW CONTRACT #36022395 2
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NOSC will, within the limitations of this Agreement:
1) Reimburse the Department for $25,000 of the project costs.
2) Promptly review, comment and approve the final project design.
3) Cooperate with the Department to generally facilitate successful completion of work under this
Agreement.
The Port will, within the limitations of this Agreement:
1) Reimburse the Department for $20,000 of the project costs.
2) Promptly review, comment and approve the final project design.
3) Provide an estimated $12,000 in kind services to include providing the following materials and
services on the construction site: streambed gravel, spawning gravel, woody debris and channel
excavation services.
4) Cooperate with the Department to generally facilitate successful completion of work under this
Agreement.
The Lower Elwha Klallam Tribe will, within the limitations of this Agreement:
1) Participate in identifying and approving the habitat structures (LWD) to be hauled to the site.
2) Promptly review, comment and approve the final project design.
3) Cooperate with the Department to generally facilitate successful completion of the work under
this Agreement.
4) In cooperation with the Department, implement the revegetation plan and work with the
Department to install final details of habitat structures as shown on the plans.
TIME OF PERFORMANCE
The Department shall complete all specified project work, including submission of reports and/or
other required documentation, by December 31, 2003. Project work includes planning, permitting
and design work completed prior to the execution of this Agreement.
WDFW CONTRACT #36022395 3
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PROJECT ADMINISTRATION
The Department shall be the lead agency and shall be responsible for administration of the project.
Administration of this Agreement for the Department shall be conducted by Mike Barber, or such
other persons as may be designated by the Director of the Department. Administration of this
Agreement for the City shall be conducted by Jim Mahlum, or such other persons as may be
designated by the City. Administration of this Agreement for NOSC shall be conducted by Paula
Mackrow, or such other persons as may be designated by NOSC. Administration of this Agreement
for the Port shall be conducted by Curtis Shuck, or such other persons as may be designated by the
Port. Administration of this Agreement for the LEKT shall be conducted by Mike McHenry, or such
other persons as may be designated by the LEKT.
DIRECTION AND CONTROL
The Department agrees that it will perform this Agreement as an independent contractor and not as an
agency, employee, or servant of the Parties. The Parties agree that the Department is not entitled to
any benefits or rights employed by employees of the Parties. The Department specifically has the
right to direct and control its own activities in accordance with the requirements of this Agreement.
PAYMENT
The City's participation shall consist of a payment to the Department in an amount of $18,000, for
project design, construction and construction supervision costs incurred by the Department. The
Port's participation shall consist of a payment to the Department in an amount up to but not to exceed
$20,000, for project design, construction and construction supervision costs incurred by the
Department, in addition the Port will provide in kind services (materials and excavation services) as
identified in "The Port will...item #3 in the Scope of Work said in kind services have an estimated
value of $12,000. NOSC's participation shall consist of a payment to the Department in an amount
up to but not to exceed $25,000, for project design, construction and construction supervision costs
incurred by the Department (Includes 1 year tune up).
The first $38,000 of project expenditures shall be billed to the City ($18,000) and the Port ($20,000).
NOSC and the Department will equally split the next $50,000 of project expenditures.
Reimbursement shall include all related Department expenditures necessary to complete this project,
including plans, designs, permit acquisitions, materials, equipment, indirect costs, meals, travel,
lodging, and related expenditures made on or after March 1, 2002. Expenses will not exceed state
per diem rates for the Port Angeles area.
All requests for reimbursement must be approved by the Accounting Manager of the Department.
The Department will document costs for engineering, field work, permitting costs, material costs,
construction costs and construction supervision for which reimbursement is requested. Progress
payments will be authorized on a monthly basis when supported and approved by the appropriate
funding party. Payment to the Department for approved and completed invoices will be made within
sixty (60) days of receipt of invoices. All obligations of the Parties are contingent on local
appropriation of funds for the project in accordance with law.
WDFW CONTRACT #36022395 4
All parties reserve the right to require additional supporting documentation and to withhold payment
until all required documentation is received and determined to support expenditures.
OVERRUN OF COST ESTIMATE
In the event the total Project costs exceed the estimated costs, the Department shall be responsible for
all costs exceeding the estimate, unless otherwise negotiated and approved by the Parties.
INDIRECT COST
All indirect costs charged under this Agreement will reflect the approved rate, as submitted by the
Department's federal cognizant agency, the U.S. Department of Commerce, Office of the Inspector
General, for each state fiscal year beginning July 1, 2001.
Indirect costs incurred by the Department will be billed at the approved rate for the duration of this
contractual document. Should the approved rate change, the Department will provide evidence of
federal approval of the new rate along with the first request for reimbursement of the new rate to the
funding source.
If an amendment to the budget is deemed necessary by the funding source as a result of a change in
the Department's indirect cost rate as approved annually by the Department's federal cognizant
agency, the Parties shall advise the Department of necessary procedures.
OTHER FUNDING
This Agreement in no way restricts any party from participating with any public or private agencies,
organizations, and individuals or by accepting contributions, gifts or mitigation money to be applied
to any parties portion of the planning, engineering, construction, administration, operation, and
preservation of this project.
RIGHT -OF -ENTRY
The City grants to the Department, and all parties to this Agreement, the right to enter upon City
owned lands necessary to the expedient completion of this project, with any equipment determined
appropriate by the Department, for the purpose of designing, constructing, tune up, and inspecting the
project.
OWNERSHIP AND MAINTENANCE
The City shall have ownership of the completed project as covered by this Agreement.
WDFW CONTRACT #36022395 5
JOINT HOLD HARMLESS
Each party to this Agreement shall be responsible for damage to persons or property resulting from
the negligence on the part of itself, its employees, its agents, or its officers. No party assumes any
responsibility to any other party for the consequences of any act or omission of any person, firm, or
corporation not a part to this Agreement.
ACCESS TO BOOKS /RECORDS
The Parties may, at reasonable times inspect or audit the books and records of any other party relating
to performance of this Agreement. The Parties shall keep all records required by this Agreement for
six (6) years after completion of the project for inspection or audit purposes.
COMPLIANCE WITH LAWS
All work performed under this Agreement shall comply with all federal and state laws, local laws and
ordinances, and applicable permit requirements, including but not limited to requirements of the
Shoreline Management Act and the State Hydraulics Code.
CONFLICT BETWEEN ATTACHMENTS AND TEXT
Should any conflicts exist between any attached exhibit and the text of this Agreement, the text shall
prevail.
TERMINATION
Any of the parties may terminate this Agreement by giving written notice to the others, at the
addresses first noted herein, of such termination and specifying the effective date thereof at least
thirty (30) days before the effective date of such termination. If the Agreement is terminated, the
Department will be paid an amount which bears the same ratio to the total services of the Department
covered by this Agreement.
GOVERNING LAW AND STIPULATION OF VENUE
This Agreement shall be governed by the laws of the State of Washington. The parties stipulate that
any lawsuit regarding this Agreement must be brought in Thurston County, Washington.
WAIVER
Any waiver by any party hereto with regard to any of its rights hereunder shall be in writing and shall
not constitute or act as a waiver to any further rights which such party must have hereunder.
No waiver by any party of any term or condition of this Agreement shall be deemed nor construed as
a waiver of any other term or condition, nor shall the waiver of any breach be deemed or construed as
a waiver of any subsequent breach whether of the same or a different provision of this Agreement.
WDFW CONTRACT #36022395 6
CONTINGENCY
The obligation of the parties under this Agreement is contingent upon local and state legislative
appropriation of necessary funds in accordance with law.
In the event funding from state, or other sources is withdrawn, reduced, or limited in any way after
the effective date of this Agreement and prior to normal completion, then any party may terminate
this Agreement under the "Termination" clause, subject to renegotiation under those new funding
limitations and conditions.
SEVERABILITY
Should any clause, phrase, sentence or paragraph of this Agreement be declared invalid or void, the
remaining provisions of this Agreement shall remain in full force and effect.
IDENTIFICATION
Agreement Number 36022395 must appear on all plans, specifications, correspondence, invoices and
related materials.
ENTIRE AGREEMENT
The Agreement merges and supersedes all prior applications, representations, negotiations, approvals,
and understandings between the parties hereto relating to the subject matter of this Agreement and
constitutes the entire Agreement between the parties.
WDFW CONTRACT #36022395 7
CITY OF PORT ANGELES WASHINGTON DEPARTMENT
OF FISH AND WILDLIFE
'F ate MAY 14 2002
ayor Date Bill Brooks Date
Contracts Officer
NORTH OLYMPIC SALMON COALITION
h______7\\ Da e
PORT OF PORT ANGELES
CQ19.32_ It D t
LOWER ELWHA KLALLAM TRIBE
4 7 7f S '-o
Date
WDFW CONTRACT #36022395 8
I
CONTRACTS OFFICE
A nvil 01 2002
WASHINGTON DEPARTMENT OF FISH WILDLIFE
ATTACHMENT "A"
Valley Creek City Fish Passage Project
City of Port Angeles Contract In kind
Design, Construction, Tune up $14,400
Overhead 3,600
Total 18,000
Port of Port Angeles
Design, Construction, Tune up $16,000 $12,000
Overhead 4,000
Total 20,000
North Olympic Salmon Coalition
Design, Construction, Tune up $20,000
Overhead 5,000
Total $25,000
WDFW
Design, Construction, Tune up $20,000
Overhead 5,000
Total $25,000
Total $88,000 $12,000
WDFW CONTRACT #36022395 9
RAC OFF1C'= CONTRACTS OFFICS
1 2 5 2002 MAY 0 3 2
WASHINGTON DEPARWMENT OF FISH WILDLIFE EN T Or FISH WILDLIFE
WASHINGTON 3