HomeMy WebLinkAboutItem 17- Mill Street State Funding AGENDA ITEM SUMMARY Meeting Date: 12/4/2023
Meeting Type: Regular Meeting
Staff Contact/Dept.: Sam Kelly-
Quattrocchi/CMO
Staff Phone No: 541.726.3713
Estimated Time: 05 Minutes
S P R I N G F I E L D
C I T Y C O U N C I L
Council Goals: Maintain and Improve
Infrastructure and
Facilities
ITEM TITLE: MILL STREET STATE FUNDING
ACTION
REQUESTED:
Authorize the City Manager to sign C3524.
ISSUE
STATEMENT:
The City of Springfield was awarded $2,000,000 from Representative John Lively
for the reconstruction of Mill Street. To accept these funds, the City would have to
sign a grant agreement with the Department of Administrative Services, DAS.
ATTACHMENTS: 1: C3524 DAS Mill Street Grant Contract.
DISCUSSION/
FINANCIAL
IMPACT:
Mill Street serves as a collector for residences and some commercial use, and
provides access to Centennial Boulevard and Main Street, two key Springfield
arterial streets. Over time, the street has reached a state of deterioration beyond the
feasibility of maintenance treatments. In addition to crumbling pavement, Mill
Street currently presents challenges to pedestrians and bicyclists. Between 2008-
2015, nine bicyclist-involved crashes were reported along the project length. Mill
Street is also heavily accessed by pedestrians walking to Centennial Boulevard or
Pioneer Parkway to use the bus.
Reconstructing Mill Street provides an opportunity to enhance the safety and
accessibility of curb ramps and pedestrian crossings to allow for continued, safe
access of commonly used pedestrian routes to get to and from the nearby bus lines
as well as upgrade the sanitary sewer and storm lines.
The initial budget for Mill Street was estimated before the economic impacts of
COVID-19 and the high levels of inflation. As the project plans are nearing
completion, the final cost estimate is $6,000,000 higher than previously estimated.
Staff worked with State Representative John Lively and secured $2,000,000 in State
funds for the reconstruction project. Attachment 1 is the grant contract with the
Department of Administrative Services, DAS. If executed, DAS would send the
dollars to the City, and City staff would be required to submit an annual report until
the funds are expended.
Page 1 of 7
GRANT AGREEMENT
Title: Senate Bill 5506 (2023 Regular Session) General Fund Grant
Agreement Number: 107-2023-5506-18
This grant agreement (“Agreement”), dated as of the date the Agreement is fully executed, is made by
the State of Oregon, acting by and through its Department of Administrative Services (“DAS” or
“State”), and City of Springfield (“Recipient”). This Agreement becomes effective only when fully
signed and approved as required by applicable law (the “Effective Date”) and, unless earlier terminated,
expires on June 30, 2025 (the “Expiration Date”). Certain terms of the Agreement survive its
termination or expiration as set forth in Section 8.K below.
Pursuant to the Oregon Laws 2023, chapter 605, section 87(13) (the “Authorization”), the Oregon
Legislature appropriated $2,000,000 from the General Fund for a grant to Recipient for the
reconstruction of Mill Street.
SECTION 1 – GRANT
DAS shall provide Recipient, and Recipient shall accept from DAS, a grant (the “Grant”) in the amount
of $2,000,000.
Conditions Precedent. DAS’s obligations are subject to the receipt of the following items, in form and
substance satisfactory to DAS and its counsel:
(1) This Agreement duly signed by an authorized officer of Recipient; and
(2) Such other certificates, documents, opinions, and information as DAS may reasonably require.
SECTION 2 – DISBURSEMENT
A. Full Disbursement. Upon satisfaction of all conditions precedent, DAS shall disburse the full Grant
to Recipient.
B. Condition to Disbursement. DAS has no obligation to disburse funds unless, in the reasonable
exercise of its administrative discretion, it has sufficient funding, appropriations, limitations,
allotments and other expenditure authority to make the disbursement.
SECTION 3 - USE OF GRANT
A. Use of Grant Moneys. Recipient shall use the Grant for the reconstruction of Mill Street (“the
Project”).
B. Costs Paid for by Others. Recipient may not use any of the Grant to cover costs to be paid for by
another State of Oregon agency or any third party.
SECTION 4 - REPRESENTATIONS AND WARRANTIES OF RECIPIENT
Recipient represents and warrants to DAS:
A. Organization and Authority.
(1) Recipient is a city validly organized and existing under the laws of the State of Oregon.
Attachment 1 Page 1 of 7
Page 2 of 7
(2) Recipient has all necessary right, power and authority under its organizational documents and
under Oregon law to (a) execute and deliver this Agreement, (b) incur and perform its
obligations under this Agreement, and (c) receive the Grant funds.
(3) This Agreement has been authorized by an ordinance, order or resolution of Recipient’s
governing body.
(4) This Agreement has been duly executed by Recipient, and when executed by DAS, is legal,
valid and binding, and enforceable in accordance with their terms.
B. Full Disclosure. Recipient has disclosed in writing to DAS all facts that materially adversely affect
its ability to perform all obligations required by this Agreement. Recipient has made no false
statements of fact, nor has it omitted information necessary to prevent any statements from being
misleading. The information contained in this Agreement is true and accurate in all respects.
C. Pending Litigation. Recipient has disclosed in writing to DAS all proceedings pending (or to the
knowledge of Recipient, threatened) against or affecting Recipient, in any court or before any
governmental authority or arbitration board or tribunal, that, if adversely determined, would
materially adversely affect the ability of Recipient to perform all obligations required by this
Agreement.
D. No Defaults. No Defaults or Events of Default exist or occur upon authorization, execution or
delivery of this Agreement.
E. Compliance with Existing Agreements and Applicable Law. The authorization and execution of, and
the performance of all obligations required by, this Agreement will not: (i) cause a breach of any
agreement or instrument to which Recipient is a party; (ii) violate any provision of the charter or
other document pursuant to which Recipient was organized or established; or (iii) violate any laws,
regulations, ordinances, resolutions, or court orders related to Recipient or its properties or
operations.
SECTION 5 – COVENANTS OF RECIPIENT
Recipient covenants as follows:
A. Notice of Adverse Change. Recipient shall promptly notify DAS of any adverse change in the
activities, prospects or condition (financial or otherwise) of Recipient related to the ability of
Recipient to perform all obligations required by this Agreement.
B. Compliance with Laws. Recipient shall comply with all applicable laws, rules, regulations and
orders of any court or governmental authority that relate to this Agreement and Recipient’s use of
the Grant funds.
C. Annual Progress Reports. Recipient must submit to DAS annual progress reports (each a “Progress
Report”) until Grant funds are fully expended. A Progress Report is due one year from distribution
of funding and thereafter annually until the Grant funds are fully expended. Each Progress Report
shall contain a brief narrative and financial report on the total use of Grant funds. The narrative and
financial report should include, but need not be limited to, the following information:
(1) Brief description of the Project and use of Grant funds to date;
(2) Timeline for major Project deliverables;
(3) Grant funds spent to date; and
(4) Project milestones met to date.
Attachment 1 Page 2 of 7
Page 3 of 7
D. Books and Records. Recipient shall keep accurate books and records of the uses of the Grant and
maintain them according to generally accepted accounting principles.
E. Inspections; Information. Recipient shall permit DAS and any party designated by DAS to inspect
and make copies, at any reasonable time, of any accounts, books and records, including, without
limitation, its records regarding receipts, disbursements, contracts, investments and any other related
matters. Recipient shall supply any related reports and information as DAS may reasonably require.
F. Records Maintenance. Recipient shall retain and keep accessible all books, documents, papers, and
records that are directly related to this Agreement for a minimum of six years beyond the later of the
final and total expenditure or disposition of the Grant. If there are unresolved issues at the end of
such period, Recipient shall retain the books, documents, papers and records until the issues are
resolved.
G. Notice of Default. Recipient shall give DAS prompt written notice of any Default as soon as any
senior administrative or financial officer of Recipient becomes aware of its existence or reasonably
believes a Default is likely.
H. Contribution.
1) If any third party makes any claim or brings any action, suit or proceeding alleging a tort as now
or hereafter defined in ORS 30.260 ("Third Party Claim") against State or Recipient with
respect to which the other Party may have liability, the notified Party must promptly notify the
other Party in writing of the Third Party Claim and deliver to the other Party a copy of the claim,
process, and all legal pleadings with respect to the Third Party Claim. Each Party is entitled to
participate in the defense of a Third Party Claim, and to defend a Third Party Claim with counsel
of its own choosing. Receipt by a Party of the notice and copies required in this paragraph and
meaningful opportunity for the Party to participate in the investigation, defense and settlement
of the Third Party Claim with counsel of its own choosing are conditions precedent to that
Party’s liability with respect to the Third Party Claim.
2) With respect to a Third Party Claim for which State is jointly liable with Recipient (or would be
if joined in the Third Party Claim ), State shall contribute to the amount of expenses (including
attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably
incurred and paid or payable by Recipient in such proportion as is appropriate to reflect the
relative fault of the State on the one hand and of the Recipient on the other hand in connection
with the events which resulted in such expenses, judgments, fines or settlement amounts, as
well as any other relevant equitable considerations. The relative fault of State on the one hand
and of Recipient on the other hand shall be determined by reference to, among other things,
the Parties’ relative intent, knowledge, access to information and opportunity to correct or
prevent the circumstances resulting in such expenses, judgments, fines or settlement amounts.
State’s contribution amount in any instance is capped to the same extent it would have been
capped under Oregon law, including the Oregon Tort Claims Act, ORS 30.260 to 30.300, if
State had sole liability in the proceeding.
3) With respect to a Third Party Claim for which Recipient is jointly liable with State (or would
be if joined in the Third Party Claim), Recipient shall contribute to the amount of expenses
(including attorneys’ fees), judgments, fines and amounts paid in settlement actually and
reasonably incurred and paid or payable by State in such proportion as is appropriate to reflect
the relative fault of Recipient on the one hand and of State on the other hand in connection
with the events which resulted in such expenses, judgments, fines or settlement amounts, as
well as any other relevant equitable considerations. The relative fault of Recipient on the one
Attachment 1 Page 3 of 7
Page 4 of 7
hand and of State on the other hand shall be determined by reference to, among other things,
the Parties’ relative intent, knowledge, access to information and opportunity to correct or
prevent the circumstances resulting in such expenses, judgments, fines or settlement amounts.
Recipient’s contribution amount in any instance is capped to the same extent it would have
been capped under Oregon law, including the Oregon Tort Claims Act, ORS 30.260 to 30.300,
if it had sole liability in the proceeding.
SECTION 6 - DEFAULTS
Any of the following constitutes an “Event of Default”:
A. Any false or misleading representation is made by or on behalf of Recipient, in this Agreement or in
any document provided by Recipient related to this Grant.
B. Recipient fails to perform any obligation required under this Agreement, other than those referred to
in subsection A of this section 6, and that failure continues for a period of 10 business days after
written notice specifying such failure is given to Recipient by DAS. DAS may agree in writing to an
extension of time if it determines Recipient instituted and has diligently pursued corrective action.
SECTION 7 - REMEDIES
A. Remedies. Upon any Event of Default, DAS may pursue any or all remedies in this Agreement and
any other remedies available at law or in equity to enforce the performance of any obligation of
Recipient. Remedies may include, but are not limited to any one or more of the following:
(1) Terminating DAS’s commitment and obligation to make the Grant.
(2) Barring Recipient from applying for future awards.
(3) Withholding amounts otherwise due to Recipient for application to the payment of amounts
due under this Agreement.
(4) Requiring repayment of the Grant and all interest earned by Recipient on those Grant funds.
B. Application of Moneys. Any moneys collected by DAS pursuant to section 7.A will be applied first,
to pay any attorneys’ fees and other fees and expenses incurred by DAS; then, as applicable, to repay
any Grant proceeds owed; then, to pay other amounts due and payable under this Agreement, if any.
C. No Remedy Exclusive; Waiver; Notice. No remedy available to DAS is intended to be exclusive,
and every remedy will be in addition to every other remedy. No delay or omission to exercise any
right or remedy will impair or is to be construed as a waiver of such right or remedy. No single or
partial exercise of any right power or privilege under this Agreement will preclude any other or
further exercise thereof or the exercise of any other such right, power or privilege. DAS is not
required to provide any notice in order to exercise any right or remedy, other than notice required in
section 7 of this Agreement.
Attachment 1 Page 4 of 7
Page 5 of 7
SECTION 8 - MISCELLANEOUS
A. Time is of the Essence. Recipient agrees that time is of the essence under this Agreement.
B. Relationship of Parties; Successors and Assigns; No Third-Party Beneficiaries.
(1) The parties agree that their relationship is that of independent contracting parties and that
Recipient is not an officer, employee, or agent of the State of Oregon as those terms are used in
ORS 30.265.
(2) Nothing in this Agreement gives, or is to be construed to give, directly or indirectly, to any
third persons any rights and benefits greater than those enjoyed by the general public.
(3) This Agreement will be binding upon and inure to the benefit of DAS, Recipient, and their
respective successors and permitted assigns.
(4) Recipient may not assign or transfer any of its rights or obligations or any interest in this
Agreement without the prior written consent of DAS. DAS may grant, withhold or impose
conditions on such consent in its sole discretion. In the event of an assignment, Recipient shall
pay, or cause to be paid to DAS, any fees or costs incurred because of such assignment,
including but not limited to attorneys’ fees of DAS’s counsel. Any approved assignment is not
to be construed as creating any obligation of DAS beyond those in this Agreement, nor does
assignment relieve Recipient of any of its duties or obligations under this Agreement. For the
avoidance of doubt, nothing in this Section 8.B(4) prevents Recipient from distributing Grant
funds to contractors or subgrantees for the Project purposes described in Section 3.A.
C. Disclaimer of Warranties; Limitation of Liability. Recipient agrees that:
(1) DAS makes no warranty or representation.
(2) In no event are DAS or its agents liable or responsible for any direct, indirect, incidental,
special, consequential or punitive damages in connection with or arising out of this Agreement.
D. Notices and Communication. Except as otherwise expressly provided in this Agreement, any
communication between the parties or notices required or permitted must be given in writing by
personal delivery, email, or by mailing the same, postage prepaid, to Recipient or DAS at the
addresses set forth below, or to such other persons or addresses that either party may subsequently
indicate pursuant to this Section.
Any communication or notice by personal delivery will be deemed effective when actually delivered
to the addressee. Any communication or notice so addressed and mailed will be deemed to be
received and effective five (5) days after mailing. Any communication or notice given by email
becomes effective 1) upon the sender’s receipt of confirmation generated by the recipient’s email
system that the notice has been received by the recipient’s email system or 2) the recipient’s
confirmation of receipt, whichever is earlier. Notwithstanding this provision, the following notices
may not be given by email: notice of default or notice of termination.
If to DAS: Oregon Department of Administrative Services
ATTN: Kate Nass, Chief Financial Officer
155 Cottage St. NE
Salem OR 97301
kate.nass@oregon.gov
Attachment 1 Page 5 of 7
Page 6 of 7
If to Recipient: ______
ATTN: Sam Kelly-Quatrocchi
225 5th St
Springfield, OR 97477
skellyquattrocchi@springfield-or.gov
E. No Construction against Drafter. This Agreement is to be construed as if the parties drafted it jointly.
F. Severability. If any term or condition of this Agreement is declared by a court of competent
jurisdiction as illegal, invalid or unenforceable, that holding will not invalidate or otherwise affect
any other provision.
G. Amendments, Waivers. This Agreement may not be amended without the prior written consent of
DAS (and when required, the Department of Justice) and Recipient. This Agreement may not be
amended in a manner that is not in compliance with the Authorization. No waiver or consent is
effective unless in writing and signed by the party against whom such waiver or consent is sought to
be enforced. Such waiver or consent will be effective only in the specific instance and for the
specific purpose given.
H. Attorneys’ Fees and Other Expenses. To the extent permitted by the Oregon Constitution and the
Oregon Tort Claims Act, the prevailing party in any dispute arising from this Agreement is entitled
to recover its reasonable attorneys’ fees and costs at trial and on appeal. Reasonable attorneys’ fees
cannot exceed the rate charged to DAS by its attorneys.
I. Choice of Law; Designation of Forum; Federal Forum. The laws of the State of Oregon (without giving
effect to its conflicts of law principles) govern all matters arising out of or relating to this Agreement,
including, without limitation, its validity, interpretation, construction, performance, and
enforcement.
Any party bringing a legal action or proceeding against any other party arising out of or relating to
this Agreement shall bring the legal action or proceeding in the Circuit Court of the State of Oregon
for Marion County (unless Oregon law requires that it be brought and conducted in another county).
Each party hereby consents to the exclusive jurisdiction of such court, waives any objection to
venue, and waives any claim that such forum is an inconvenient forum.
Notwithstanding the prior paragraph, if a claim must be brought in a federal forum, then it must be
brought and adjudicated solely and exclusively within the United States District Court for the District of
Oregon. This paragraph applies to a claim brought against the State of Oregon only to the extent
Congress has appropriately abrogated the State of Oregon’s sovereign immunity and is not consent
by the State of Oregon to be sued in federal court. This paragraph is also not a waiver by the State of
Oregon of any form of defense or immunity, including but not limited to sovereign immunity and
immunity based on the Eleventh Amendment to the Constitution of the United States.
J. Integration. This Agreement (including all exhibits, schedules or attachments, if any) constitutes the
entire agreement between the parties on the subject matter. There are no unspecified understandings,
agreements or representations, oral or written, regarding this Agreement.
K. Survival. The following provisions survive expiration or termination of this Agreement: Sections
5.C., 5.E., 5.F., 5.H., 6, 7, 8.H., 8.I and 8.K. Moreover, unless this Agreement is terminated pursuant
to Section 7.A., Recipient may continue using Grant funds to complete the Project beyond the
Expiration Date.
Attachment 1 Page 6 of 7
Page 7 of 7
L. Execution in Counterparts. This Agreement may be signed in several counterparts, each of which is
an original and all of which constitute one and the same instrument.
Recipient, by its signature below, acknowledges that it has read this Agreement, understands it, and
agrees to be bound by its terms and conditions.
STATE OF OREGON
acting by and through its
Department of Administrative Services
RECIPIENT
City of Springfield
By: By:
Date: Date:
APPROVED AS TO LEGAL SUFFICIENCY IN ACCORDANCE WITH ORS 291.047:
David Berryman, Assistant Attorney General, via email dated 8/31/2023
Attachment 1 Page 7 of 7