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HomeMy WebLinkAboutGEORGIA POWER COMPANY UTILITY RELOCATION AGREEMENT (MARVIN GRIFFIN IMP PROJECT 323-04-29623603UTILITY RELOCATION AGREEMENT Project Name: Marvin Griffin Road Improvements Project Number: 323 -04- 296823603 PI #: L2588 City of "Augusta" TRANSMISSION FACILITY RELOCATION This AGREEMENT, made and entered into as of the 7 1 S� day of 3 u- ....../ , 20 1Z, by and between the City of Augusta, State of Georgia (hereinafter referred to as the "City "), and GEORGIA POWER COMPANY (hereinafter referred to as the "Company "). This Agreement may refer to either City or Company, or both, as a "Party" or "Parties." This Relocation Estimate is valid for 1 year from the date submitted and may be void if GPC and "City /County" have not executed this Agreement within 1 year. WITNESSETH: WHEREAS, the City proposes under the above written Project to construct the "Marvin Griffin Road Improvements" (Hereinafter referred to as the "Project "); and WHEREAS, due to the construction of this Project, it will become necessary for the Company to remove, relocate, or make certain adjustments to the Company's existing facilities (facilities includes electrical and communications facilities and is referred to herein collectively as the "Facilities" or the "Facility "), in accordance with the estimate One Hundred Sixty Thousand, Three Hundred Seventy dollars ($160,370) (the "Estimate "), a copy of which estimate is attached hereto, and incorporated into this Agreement as Exhibit "A ". The Estimate is limited: (a) to the costs of removing, relocating or adjusting those Facilities, which are physically in place and in conflict with the proposed construction and /or maintenance, (b) where replacement is necessary, to the costs of replacement in kind and such cost excludes the proportion of the costs representing improvement or betterment in a Facility, except to the extent that such improvement or betterment is made necessary by the construction and/or maintenance, and (c) to the costs incurred in acquiring additional easements or private rights of way, including, without limitation, easements for lines, access, tree trimming, guy wires, anchors and other devices, appliances and other equipment, and any and all other such easements and property rights as may be reasonably necessary for the Company's installation, operation and maintenance of its Facilities. The proportion of the costs representing improvement or betterment in a Facility while excluded from the Estimate, except to the extent that such improvement or betterment is made necessary by the construction and /or maintenance, shall be shown on the Estimate; and WHEREAS, the Company has presented evidence to the City that it contends supports its claim that it acquired property interests and utilized such property interests for the placement of its Facilities prior in time to acquisition of the road right of way(s), all as involved in said Project; and WHEREAS, the City agrees to bear one hundred percent (100 %) of the actual costs of said relocation expenses, which is estimated to be One Hundred Sixty Thousand, Three Hundred Seventy dollars ($160,370), subject to the City's reasonable approval (not to be unreasonably withheld) of the evidence presented by the Company supporting its claim for prior rights, which may include any documents or information demonstrating the location of the Facilities in relationship to those property interests, the relationship of those property interests to current and previous road right -of -way, and any other information or documents reasonably required by the City to verify the Company's claim, and subject to further City's reasonable approval (not to be unreasonably withheld) should actual expenses exceed the Estimate; and WHEREAS, the City will use its best efforts to make a determination regarding the Company's claim for prior rights prior to the Company being required to commence the removal, relocation, or adjustment of its Facilities, and shall provide its determination in writing along with the written support for any such determination. If the City determines that the Company's presented information is insufficient to make a determination, the City will provide the Company the basis for such insufficiency, and request that the Company provide additional information. If a determination, however, cannot be made prior to the time the Company's Facilities need to be removed, relocated, or adjusted in order for the Project not to be delayed (provided that the City certifies in writing to the Company that such Project is time - sensitive due to construction scheduling with the possibility of damages for 1 delay, safety concerns, or critical funding deadlines), the Company will remove, relocate, or adjust its Facilities without a determination having been made and neither Party's rights, claims, or defenses with regard to the issue of property interests, compensable interest or prior rights will be waived or affected in any manner. In such instance, the City will make such determination regarding the Company's claim for prior rights no later than six (6) months from the date of City's receipt of information sufficient for the City to make a determination (which determination shall be in writing accompanied by written support) or otherwise the Company's claim for prior rights will be deemed approved by the City. NOW, THEREFORE, in consideration of the promises and the mutual covenants of the Parties hereinafter set forth, the receipt and sufficiency of which are hereby acknowledged by the Parties, it is agreed: Section 1. The Company, with its regular construction or maintenance crews and personnel, at its standard schedule of wages and working hours (as may be applicable from time to time during this Agreement), and working in accordance with the terms of its agreements with such employees, will make such changes in its Facilities as previously agreed upon with the City. The Company may elect to contract any portion of the work contemplated. Section 2. Prior to the Company commencing any of its removal, relocation or adjustment work, including obtaining any easements, City will provide written assurances (including information on the property rights acquired) to Company that it has acquired the necessary new road right -of -way. Section 3. Upon the completion by the Company of the work contemplated herein, the City will pay the Company a sum equal to the lesser of One Hundred percent (100 %) of: (a) the Company's actual cost of the total Project relocation expenses or (b) the Estimate, subject to the reasonable acceptance by the City (not to be unreasonably withheld) of the evidence presented by the Company supporting its claim for prior rights. Pursuant to the Franchise Agreement (as defined below), in particular its Sections 4 and 8, the Company will exercise its rights to have the City pay the Company its relocation costs associated with this Project. Section 4. The City will neither be bound to pay any costs related to the Facilities' removal, relocation, or adjustment which are in excess of the reimbursable portion of the Estimate, nor for any items of relocation work not provided for in said Estimate, except as shall be specifically approved in writing by the City. In the event there is a change in the Project, including, without limitation, a change in scope, design, plans, service, property interests to be acquired or engineering, due to events or circumstances beyond Company's reasonable control, Company will notify City of such change and the Parties will negotiate in good faith a mutually agreeable agreement or amendment to this Agreement to address such change. Section 5. The recitals set forth in the Whereas clauses of this Agreement are a material part of this Agreement and binding upon the Parties hereto. Section 6. The Company shall make a reasonable effort to provide signing and other traffic control measures during construction as contemplated under this Agreement in accordance with PART VI of the U. S. Department of Transportation Manual on Uniform Traffic Control Devices, current edition, all at the expense of the City. Section 7. The covenants herein contained, including the covenants contained in the "Whereas" clauses hereto, shall, except as otherwise provided, accrue to the benefit of and be binding upon the successors and assigns of the Parties hereto. Section 8. It is mutually agreed between the Parties hereto that this Agreement shall be deemed to have been executed in Georgia. Section 9. 9.1 The Parties agree they will in good faith share information with each other related to the issue of prior rights. Should the Company disagree with the City's determination with regard to the Company's claim for prior rights and if the Parties are unable to settle the issue through informal negotiations, then, at the request of either Party, the Parties agree to escalate the matter pursuant to Section 9.2 below. 9.2 Except as otherwise set forth in this Agreement, any controversy or claim arising out of or relating to this Agreement, or the breach thereof, will be settled: (a) first, by good faith efforts to reach mutual agreement of the Parties; and (b) second, if mutual agreement is not reached within thirty (30) calendar days of a written request by a Party to resolve the controversy or claim, each of the Parties will appoint a designated representative who has authority to settle the dispute (or who has authority to recommend to the governing body a settlement of the dispute) and who is at a higher level of management than the persons with direct responsibility for 2 administration of this Agreement. The designated representatives will meet as often as they reasonably deem necessary in order to discuss the dispute and negotiate in good faith in an effort to resolve such dispute. The specific format for such discussions will be left to the discretion of the designated representatives provided, however, that all reasonable requests for relevant information made by one Party to the other Party will be honored if such information is reasonably available. If the Parties are unable to resolve issues related to the dispute within thirty (30) days after the Parties' appointment of designated representatives or City's City Council fails to approve any tentative agreement reached, the Parties agree to participate in non - binding mediation pursuant to Section 9.3 below. It being understood, however, that nothing herein will diminish or relieve either Party of its rights or obligations under this Section 9. 9.3 If the Parties are unable to resolve a dispute through informal negotiations or pursuant to Section 9.2, the Parties agree to participate in non - binding mediation by an impartial, third party mediator mutually agreed upon by the Parties, at a mutually convenient location, with each Party being responsible for its own attorneys' fees and expenses and for providing its own information and documentation applicable to the dispute to such mediator. The Parties agree that a potential mediator's experience in prior rights and real estate law will be relevant factors in selecting a mediator. All other agreed upon costs of the mediation will be apportioned equally to each Party. Any dispute not so resolved by negotiation, escalation or mediation may then be submitted to a court of competent jurisdiction, and either Party may invoke any remedies at law or in equity. (Nothing contained herein, however, will preclude the Parties from first seeking temporary injunctive or other equitable relief). Section 10. 10.1 If the Company chooses to submit progress payments, the City will pay them within thirty (30) days from receipt of the invoice, subject to Verification (as defined below) thereof by the City. Upon completion of the work, the Company shall submit a final bill to the City and the City shall make a final payment within thirty (30) days from receipt of the final bill, subject to Verification of the final bill by the City. 10.2 For purposes of this Section 10.1, "Verification" means that the City has reasonably determined that there is a material discrepancy between the Company's invoiced charges and the City's calculation of charges owed, which invoiced charges are subject to a bona fide dispute; provided, however, City agrees to provide the Company with written notice, including supporting documentation, illustrating the basis for such bona fide dispute, within sixty (60) days of receipt of the invoice in dispute. Should the City fail to provide such documentation within the specified time period, the City must pay the disputed amount. The City must pay any undisputed portion of the invoice total within thirty (30) days after its receipt of the invoice. The City must pay any disputed portion of the invoice total within thirty (30) days of the date the dispute is resolved, to the extent the dispute is resolved in favor of the Company. 10.3 At any time within thirty -six (36) months after the date of the final payment, the City, at its sole expense, may audit the cost records, support documentation, and accounts of the Company pertaining to this Project to solely assess the accuracy of the invoices submitted by the Company and notify the Company of any amount of any unallowable expenditure made in the final payment of this Agreement, or, if no unallowable expenditure is found, notify the Company of that fact in writing. Any such audit will be conducted by representatives of the City or, if applicable, the Georgia Department of Transportation or the Federal Highway Administration, after reasonable advance written notice to the Company and during regular business hours at the offices of the Company in a manner that does not unreasonably interfere with the Company's business activities and subject to the Company's reasonable security requirements. As a prerequisite to conducting such audit, City or, if applicable, the Georgia Department of Transportation or the Federal Highway Administration, will sign the Company's Nondisclosure Agreement. The Company may redact from its records provided to City information that is confidential and irrelevant to the purposes of the audit. The Company will reasonably cooperate in any such audit, providing access to the Company records that are reasonably necessary to enable the City to test the accuracy of the invoices to which the audit pertains, provided that the City or, if applicable, the Georgia Department of Transportation or the Federal Highway Administration, may only review, but not copy, such records. If the Company agrees with the audit results and does not pay any such bill within ninety (90) days of receipt of the bill from the City (based on the mutually agreed upon audit results), the City may set off the amount of such bill against the amounts owed the Company on any then - current contract between the Company and the City. If, following the audit, the Parties are unable to resolve any dispute concerning the results of the audit through informal negotiation, the provisions of Sections 9.2 and 9.3 will govern the resolution of the dispute. The City may not perform an audit pursuant to this Agreement more frequently than once per calendar year and may not conduct audits twice within any six (6) months. Section 11. Duplicate originals of this Agreement will be executed, each of which will be deemed an original but both of which together will constitute one and the same instrument. This Agreement may be modified only by an amendment executed in writing by a duly authorized representative for each Party. This Agreement contains the 3 entire agreement of the Parties and there are no oral or written representations, understandings or agreements between the Parties respecting the subject matter hereof which are not fully expressed herein. This Agreement will be governed by and construed in accordance with the laws of the State of Georgia. [SIGNATURES ON THE FOLLOWING PAGE] 4 IN WITNESS WHEREOF, this instrument has been and is executed on behalf of the DEPARTMENT OF TRANSPORTATION and on behalf of the CITY OF AUGUSTA being duly authorized to do so by their authorized representatives. The parties to those present have executed this Contract in TWO (2) counterparts, each of which shall be deemed an original in the year and day first above mentioned. ATTEST: Treasurer U ATTEST: By: Title: Witness: Not a y -J 1.) C Give proper title of each person executing Agreement. 4 Signed, sealed and delivered this day o ((,c( , 204, 1160 in the presence of 5 BY: NOTAR i' BLIC ATT T: a1%/ � r 4/J/11 MUNICIPA /C r RK APPROVED AS TO FORM: 641401-kee City Attorney By: Title: Date: (SEAL) Attach seal as rt GEORGIA POWER i OMPANY ii FEIN c in. O (SEAL) ® / I'S % 0 • SUS/. ®G a 441 (SEAL) �a Paarecr 113 1 ) DORIS COOK Notary Public County, Georgia My Comm. expires: AprN 15, 2015 Exhibit A The Estimate TEAMS Project 1314401 TMCRET40 Page: 1 of 2 Project Item: PE: 6055 PE Type Work: Facility Name: Nearest Town: Description: On feeders three 6" conduits on each feeder from new structure and extend beyond gravel of fence on south side of station. Also, relocate main gate east as far as possible and recess gate ten feet into substation to give additional room for trucks to pull up and not extend into roadway. On separate PE, make necessary fence adjustments for issues identified on NESC inspection. NESC inspection performed by M.A. Kelly on 7/17/06. - JRB 091109 * *Design /Engineer note: Filed, completed NESC report and station drawings reflect NESC issues corrected and completed. (Ron Urban_9 /22/09). Discipline / Retirement Unit UM Quantity Material Labor Equipment PLANT ADDITIONS CONSTRUCTION (Estimator: EVERITT, DE) BUSWORK -BAR AND ANGLE, ALUM FT BUSWORK- CABLE, ALUMINUM CONDUIT- PLASTIC (PVC) FENCE, SUBSTATION AREA FOUNDATION - LOW VOLTAGE INSULATOR -POST 23 KV &BELOW LA -12 KV & BELOW, DIST CLASS SITE GROUND SYSTEM STR- STEEL, LV, SECT,BAY,SUPP SURFACING (STONE) ENGINEERING (Estimator: DIRECT ENGINEERING PLAN & PROJ (Estimator: DIRECT ENGINEERING Sub -Total Additions PLANT TRANSFER ADDITIONS Discipline Total Sub -Total Plant Transfer Additions TOTAL PLANT ADDITIONS WITHOUT OVERHEADS PLANT REMOVALS CONSTRUCTION (Estimator: EVERITT, DE) BUSWORK- CABLE, ALUMINUM FT INSULATOR - STRAIN 10" DISC LA -12 KV & BELOW, DIST CLASS Sub -Total Removals PLANT TRANSFER REMOVALS Discipline Total Sub -Total Plant Transfer Removals TOTAL PLANT REMOVALS WITHOUT OVERHEADS MAINTENANCE CONSTRUCTION (Estimator: EVERITT, DE) FENCES AND SPECIAL ENCLOSURES LT 1 Discipline Total TOTAL MAINTENANCE GEORGIA POWER COMPANY ESTIMATED COST BY RETIREMENT UNITS 1314401 Version: Current Item: FO MODIFICATION WC MARVIN GRIFFIN ROAD AUGUSTA N1902, N1962, N1892, N1882, install structures for underground feeder exits. Install FT FT FT EA EA EA LT EA TN Discipline 424 348 387 60 4 24 12 1 4 36 Total URBAN, R) LT 1 Discipline Total URBAN, R) LT 1 Discipline Total EA EA Discipline 168 16 12 Total 7 2,366 2,382 1,581 960 814 909 248 800 7,457 504 18,021 253 253 0 0 18,274 18,274 0 0 0 0 0 0 0 0 15,152 19,351 6,149 661 12,397 8,364 5,554 1,764 3,141 422 72,955 0 0 0 0 0 0 0 0 Work Order: Schd Const Finish Date: 09/26/2012 Originator: LAND,PARKER R 2,434 3,109 1,090 107 2,608 1,345 893 283 505 75 12,449 12,250 366 12,250 366 668 668 85,873 2,137 402 595 3,134 3,134 20 20 12,835 Date: 04/03/2012 Time: 10:38:22AM 0 0 85,873 12,835 342 64 96 502 502 0 0 3,134 502 0 79 0 7 9 0 79 Total 19,952 24,842 8,820 1,728 15,819 10,618 6,695 2,847 11,103 1,001 103,425 12,869 12,869 688 688 116,982 0 0 116,982 2,479 466 691 3,636 3,636 0 0 3,636 79 79 79 TMCRET40 Page: 2 of 2 Project Item: PE: 6055 PE Type Work: Facility Name: Nearest Town: Plant Additions (Labor, Matl, Eqp) Overheads Plant Removals (Labor, Matl, Eqp) Overheads Original Cost Retired GEORGIA POWER COMPANY ESTIMATED COST BY RETIREMENT UNITS 1314401 Version: Current Item: FO MODIFICATION WC MARVIN GRIFFIN ROAD AUGUSTA Plant Transfer Additions (Material Only) Plant Salvage Total PI CIAC Plant Transfer Removal (Material) ESTIMATE SUMMARY TOTALS Total Plant Additions Total Plant Removals Total Cash Required Total Maintenance Cost * ** End of Report * ** 8 116,982 38,758 155,740 3,636 915 4,551 0 0 0 160,291 79 14,015 0 Date: 04/03/2012 Time: 10:38:22AM Work Order: Schd Const Finish Date: 09/26/2012 Originator: LAND,PARKER R