HomeMy WebLinkAbout2021-4301 - Ordinance - 10/14/2021
ORDINANCE NO.2021-4301
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COLLEGE STATION,
TEXAS, APPROVING A PARTICIPATION AGREEMENT BY AND BETWEEN THE
CITY, COSTCO WHOLESALE CORPORATION AND RSR CONSTRUCTION
COMPANY FOR THE DEVELOPMENT OF CERTAIN PUBLIC INFRASTRUCTURE
AND AUTHORIZING THE EXPENDITURE OF PUBLIC FUNDS.
WHEREAS, Costco Wholesale Corporation (“Costco”) is a developer developing a retail general
merchandise facility in the City of College Station, Texas (“City”); and
WHEREAS, as part of said development, the construction of certain public infrastructure,
including a detention facility, is required; and
WHEREAS, pursuant to Section 212.071 et seq. Texas Local Government Code the City of
College Station and the Costco have agreed to jointly participate in the construction of certain
public infrastructure including a detention facility serving tracts to be owned separately by Costco
and by the City as shown in the Participation Agreement found in Exhibit “A” attached hereto and
made a part hereof (“Participation Agreement”); now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION,
TEXAS:
PART 1: That the facts and recitations set forth in the preamble of this Ordinance are
declared true and correct.
PART 2: That the City Council of the City hereby finds it to be in the best interests
of its citizens to enter into that one certain Participation Agreement with
Costco and Costco’s contractor for the construction of certain public
infrastructure including a detention facility as set forth in said Participation
Agreement. A copy of the Participation Agreement is attached as Exhibit
“A” and incorporated herein by reference.
PART 3: That the City Council hereby approves the contract with Costco and
Costco’s contractor obligating the City to pay a maximum of $1,239,660
(does not include fixed fee or cost of insurance & bonds) out of a total
estimated amount of $2,411,766 (does not include fixed fee or cost of
insurance & bonds) for the labor, materials and equipment required for the
construction of the public infrastructure, including a detention facility, as
described in the Participation Agreement.
PART 4: That this Ordinance shall take effect immediately from and after its passage.
ADOPTED this 14th day of October, 2020.
ATTEST: APPROVED:
City Secretary MAYOR
APPROVED:
City Attorney
Participation Agreement – Construct, Reconstruct, or Oversize Public Infrastructure
CITY OF COLLEGE STATION, COSTCO WHOLESALE CORPORATION AND
ROBINSON CONSTRUCTION CO.
OVERSIZED PARTICIPATION AGREEMENT
FOR CONSTRUCTING, RECONSTRUCTING, OR OVERSIZING
PUBLIC INFRASTRUCTURE
This Agreement is entered into by and between the City of College Station, a Texas Home Rule
Municipal Corporation (hereinafter “City”), and Costco Wholesale Corporation, a Washington
corporation (“Costco”), and Robinson Construction Co., an Oregon Corporation, dba RSR
Construction Co. (hereinafter “Contractor”), whereas the City, Costco, and Contractor are
hereinafter collectively referred to as the “Parties”.
WHEREAS, Costco is developing approximately 18.670 acres of land within the City of College
Station city limits, College Station, Brazos County, Texas (hereinafter “Property”) a more detailed
description of which is attached hereto as Exhibit “A”; and
WHEREAS, in connection with Costco’s acquisition of the Property from City and development
of the Property, Costco has agreed to construct, reconstruct, or oversize certain infrastructure,
comprised of (i) drainage facilities including a public detention facility as depicted on Exhibit “B-
1” attached hereto, offsite swale as depicted on Exhibit “B-2” attached hereto, and two public
storm lines as depicted on Exhibit “B-3” attached hereto, (ii) a shared driveway as depicted on
Exhibit “B-4” attached hereto and related decel lane as depicted on Exhibit “B-5” attached
hereto, and (iii) an upgraded public water line as depicted on Exhibit “B-6” attached hereto, to
serve both the Property and additional nearby acreage owned by City (the “Infrastructure”); and
WHEREAS, Costco has engaged Contractor to perform the above-described work; and
WHEREAS, City is required or desirous of assuming some financial responsibility for
construction, reconstruction, or oversizing of the Infrastructure benefiting both Costco’s
development and City’s acreage; and
WHEREAS, City has determined that it is in the best interests of the public for Costco to
construct, reconstruct, or oversize the Infrastructure and to get reimbursed by City for City’s fair
share of the costs incurred by Costco in connection therewith as required or allowed under
applicable law; and
WHEREAS, the City Engineer has reviewed the data, reports and analysis, including that
provided by Costco’s engineers, and determined that the Infrastructure qualifies for participation;
and
WHEREAS, the Parties agree as to the nature and proportion of participation as further recited
herein and as may be required by applicable law including Chapter 212, Subchapter C (Developer
Participation In Contract For Public Improvements) and Chapter 252 (Purchasing and Contracting
Authority of Municipalities) of the Texas Local Government Code;
EXHIBIT "A"
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 2
NOW, THEREFORE, for and in consideration of the recitations above and the promises and
covenants herein expressed, the Parties hereby agree as follows:
ARTICLE I
DEFINITIONS
1.1 Approved Plans means the plans and specifications relating to the Project described in
Exhibit “E” attached hereto, which have been submitted to, reviewed and approved by City, as
the same may be amended pursuant to revisions which are submitted to, reviewed and approved
by City as provided in Section 4.7 below. It is understood that the plans and specifications
described in Exhibit "E" attached hereto cover more work than the Project and that only the
portions of the plans and specifications described in Exhibit "E" that relate to the components of
the Project constitute the "Approved Plans" hereunder and that Costco shall have the right to
modify any portions of the plans and specifications described in Exhibit "E" that do not relate to
the components of the Project without obtaining City's consent under this Agreement (however,
the foregoing shall not excuse Costco from obtaining any necessary approvals of any such
modifications which are not related to the Project under applicable provisions of Unified
Development Ordinance of the City of College Station).
1.2 Contractor means the contractor entity described in the caption of this Agreement secured
by Costco to construct the Project.
1.3 Effective Date means the date of approval by the city council of City, as verified by the
signatures of City, Costco and Contractor set forth on this Agreement.
1.4 Final Completion means the date that all of the following has occurred (i) all the work on
the Project has been completed, as evidenced by a certificate of substantial completion from
Costco’s licensed engineer, (ii) Contractor has provided a written guarantee of performance for a
one-year maintenance period as provided in Section 4.6 below, (iii) all final punch list items have
been inspected by Costco and City and determined satisfactorily completed, (iv) Contractor and
all Major Subcontractors have delivered final unconditional lien waivers, and (v) all required
Letters of Completion have been issued by the City.
1.5 Force Majeure means any contingency or cause of delay beyond the reasonable control
of a Party including, without limitation, (a) war, riots, acts of terrorism, acts of the public enemy,
insurrections, civil commotion; (b) labor disputes, a general inability to obtain labor or materials
or reasonable substitutes for either, unusual delay in transportation, strikes, slowdowns or work
stoppages; (c) acts of God, casualties, explosions, floods, fire, earthquake, tornado, hurricane or
other severe and adverse weather conditions; (d) pandemics, epidemics, infectious disease
outbreaks, public health emergencies, health and safety circumstances that require individual
isolation, quarantine or quarantine-like restrictions, or other methods of social distancing, (e)
actions or inactions, or other acts or omissions on the part of any public utility or local, state, or
federal government, government official or their respective agents or employees (including, but
not limited to, any government-mandated or suggested work stoppages or slowdowns (such as, by
way of example and not limitation, any reduction in the number of workers allowed to work at one
time, or any limitation on the allowable working hours) and/or the closing or slowing of
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 3
governmental offices or procedures (such as, by way of example and not limitation, any significant
change in the time required to file or obtain permits or record documents), (f) governmental
restrictions, regulations or controls, including without limitation, any moratoriums (i.e. zoning,
platting, building or similar moratoriums), and (g) an inability to obtain funds if directly caused
by one or more of the events specifically described in (a) – (f) above.
1.6 Letter of Completion means a letter issued by the City Engineer for each facility identified
in Exhibit "C-2" stating that the construction of such facility conforms to the specifications and
standards contained in or referred to in the Unified Development Ordinance of the City of College
Station and the Approved Plans.
1.7 Major Subcontractors means any subcontractor (as defined in Section 53.001 of the
Texas Property Code, as amended) providing labor or materials for the Project under a contract or
subcontract for an amount equal to at least $50,000.
1.8 Oversizing Participation Costs means the portion of Project Costs related to the
oversizing of the Infrastructure which was required by the City, including but not limited to the
increased capacity of the Infrastructure to anticipate other future development in the area of the
Property for which City has agreed to assume financial responsibility as set forth in Exhibit “C-
2” based on the detailed cost estimate of Project Costs sealed by Costco’s licensed professional
engineer set forth in Exhibit "C-1". The actual Oversizing Participation Costs shall be reviewed
and approved by the City Engineer prior to any reimbursements hereunder (it being understood
that the allocated percentages for each component of the Oversizing Participation Costs set forth
in Exhibit "C-2" have been agreed to by City and are not subject to review by the City Engineer).
1.9 Project means the construction of the Infrastructure described in Exhibits “B-1” – “B-6”.
1.10 Project Costs means the full cost of materials and labor for construction of the Project.
The detailed cost estimate of Project Costs sealed by Costco’s licensed professional engineer is set
forth in Exhibit “C-1”. Costco shall be responsible for Project Costs which are not Oversizing
Participation Costs as set forth in Exhibit “C-2”.
1.11 Property means that acreage located in between Highway 6 and Lakeway Drive in the
Midtown Business Park City of College Station city limits, College Station, Brazos County, Texas
and as further described in Exhibit “A”.
ARTICLE II
CITY COST PARTICIPATION
2.1 Agree to Participate. City agrees to cost participate in the Project for a maximum not to
exceed percentage of 100% of the total actual “Oversizing Participation Costs” set out in Exhibit
“C-1”. The Oversizing Participation Costs are estimated by Costco’s engineer in Exhibit “C-1”.
Further, City shall not be liable for more than the applicable percentage set forth in Exhibit "C-
2" for each component of the Project constituting Oversizing Participation Costs (e.g. in no event
shall City be liable for more than 16.37% of the total amount of the actual cost of the Water Main
Line). Further, except as hereinafter provided, City's liability for Oversizing Participation Costs
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 4
may not exceed $1,000,000, provided, however, increases (whether by change order or otherwise)
of up to $250,000 over $1,000,000 will be permitted if approved by the City Manager, whose
approval will not be unreasonably withheld, but in no event shall City be liable for more than
$1,250,000 without a written amendment to this Agreement approved by the city council of City.
The actual Oversizing Participation Costs will be based upon the final actual Project Costs, which
shall be reviewed and approved by the City Engineer prior to any reimbursements hereunder (it
being understood that the allocated percentages for the City for each component of the Project
constituting Oversizing Participation Costs as set forth in Exhibit "C-2" have been agreed to by
City and are not subject to review by the City Engineer).
2.2 Competitive Bidding Not Required. City represents that the Project is not located within
the extraterritorial jurisdiction of the City and that the Project is not required to be competitively
bid pursuant to Chapter 252 of the Texas Local Government Code, as amended.
2.3 Escrow. Costco’s engineer’s sealed detailed cost estimate of the Project Costs is attached
hereto and incorporated herein as Exhibit “C-1”. City has escrowed a portion of the funds from
the purchase price for the Property in the amount of $989,660 (the “Escrow”) with the Seattle
National Commercial Services Division of First American Title Insurance Company (Attn: Rachel
Norambuena; Facsimile No.: (866) 495-0221) in the capacity of escrow agent (the “Escrow
Agent”) pursuant to the Joinder and Escrow Instructions executed by Escrow Agent and attached
to this Agreement. The funds in the Escrow (the “Escrowed Funds”) shall be invested according
to reasonably prudent instructions from City and Costco, and in accordance with the City’s
investment policy, recognizing preservation of capital and timely liquidity as the primary
investment objectives. All costs associated with opening, managing and closing the Escrow shall
be assumed and paid for by Costco. All interest that is earned on the escrowed funds shall be
retained in the Escrow and disbursed with the Escrowed Funds. Neither City nor Costco shall have
any right to withdraw any escrowed funds from the Escrow except as specifically provided in this
Agreement or as otherwise agreed to by the parties in writing. Except as otherwise provided in
Section 2.5 of this Agreement, all disbursements from the Escrow shall require a mutual instruction
(which may be in counterparts) from both City and Costco.
2.4 Application for Payment. After completion of the Project, in order to receive the City
participation payment specified in this Agreement, Costco shall submit a written application for
payment by Costco to City for payment to Costco pursuant to the terms of this Agreement in the
form attached hereto as Exhibit “H” (the “Application”), including all information required in
Exhibit “H” to be attached thereto. Prior to formally submitting the Application to the City for
reimbursement, Costco's engineer shall submit the proposed Application and attachments to the
City's Engineer for review and approval for accuracy and completeness ("Pre-submittal Review").
2.5 City Participation Payment. Costco shall submit the Application for the City’s
participation payment to the City after Final Completion of the Project. City will authorize Escrow
Agent to disburse Escrowed Funds in the amount of City’s participation payment in one payment
within forty-five (45) days after receipt of an Application (including all required attachments) from
Costco for City’s participation payment, with the balance of the Escrowed Funds, if any, to be
disbursed to City. If the City’s participation payment is greater than the amount of the Escrowed
Funds, City will promptly pay Costco the difference. If Costco has not submitted the Application,
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 5
within sixty (60) days after both Final Completion has occurred and Costco has opened for
business on the Property, City may provide written notice to Costco conspicuously advising Costco
that a failure to submit the Application within thirty (30) days after receipt of such written notice
could result in a loss of the City participation payment. Subject to written approval by the City
Manager, not to be unreasonably withheld, such thirty (30) day submittal deadline may be
extended up to one-hundred twenty (120) days to account for extenuating circumstances related to
the Project or such additional time as may be required due to delays caused by Force Majeure. If
Costco fails to submit the Application within thirty (30) days after receipt of such notice (as such
deadline may have been extended pursuant to the preceding sentence), Costco shall be ineligible
to receive the City participation payment as specified in this Agreement and City’s obligation to
cost participate shall terminate without any liability and the Escrowed Funds will be returned to
City.
2.6 Reports, books and other records. Costco shall make its books and other records related
to the Project reasonably available for inspection by City, at Costco’s expense, for one year after
Final Completion to verify the expenditures submitted for City participation eligibility in the cost
of the Project detailed in Exhibit “C” of this Agreement.
2.7 Easements. Costco shall grant any easements over the Property, and City shall grant any
easements over land owned by City, needed for the Project either by plat or by separate easement
instrument(s) in form and substance mutually agreed to by Costco and City.
2.8 Decel Lane. The Parties acknowledge that the Texas Department of Transportation
(“TxDOT”), in partnership with the Bryan-College Station Metropolitan Planning Organization,
is contemplating constructing proposed improvements to SH 6 from SH 21 to SH 40 in Brazos
County, Texas (the “SH 6 Central BCS Expansion Project”). Notwithstanding anything to the
contrary set forth in this Agreement, if the SH 6 Central BCS Expansion Project affects the timing
of completion of the decel lane improvements depicted on Exhibit B-5 attached hereto, Costco
shall have the right and option to sever such decel lane improvements from the remainder of the
Project, in which event, upon achieving Final Completion of the remainder of the Project, Costco
shall have the right to submit the Application for the City’s participation payment the remainder
of the Project (and all references to the Project for purposes of satisfying the Final Completion
conditions and completing the Application shall mean the Project save and except the decel lane
improvements). Then, subsequently, after achieving Final Completion of the decel lane
improvements, Costco shall have the right to submit the Application for the City’s participation
payment for the decel lane improvements (for which all references to the Project for purposes of
satisfying the Final Completion conditions and completing the Application shall mean only the
decel lane improvements). Further, if the decel lane is severed from the remainder of the Project
as provided in this Section, the Contractor’s warranty required under Section 4.6 below shall be
separated as well, in which case “Warranty Period” for purposes of Section 6.6 below shall mean
the expiration of the Warranty Period for the decel lane improvements. If the decel lane is
constructed prior to the SH 6 Central BCS Expansion Project, then neither Costco nor the
Contractor (under its warranty or otherwise) shall be responsible for any damage done to the decel
lane as a result of the SH 6 Central BCS Expansion Project.
ARTICLE III
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 6
GOVERNMENTAL IMMUNITY, INDEMNIFICATION,
RELEASE AND INSURANCE
3.1 LIMITED WAIVER. TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAWS, THE CITY VOLUNTARILY WAIVES ITS RIGHT TO ASSERT
SOVEREIGN IMMUNITY FROM SUIT OR LIABILITY IN RESPONSE TO AN ACTION
BY COSTCO SEEKING ONLY THE REMEDIES SPECIFIED IN THIS AGREEMENT.
THE CITY DOES NOT OTHERWISE WAIVE IMMUNITIES EXISTING UNDER
APPLICABLE LAWS OR THE LIMITATIONS AS TO DAMAGES UNDER THE TEXAS
TORT CLAIMS ACT, AND IT IS EXPRESSLY UNDERSTOOD THAT THE WAIVER
HERE GRANTED IS A LIMITED AND NOT A GENERAL WAIVER, AND THAT ITS
EFFECT IS LIMITED TO SPECIFIC CLAIMS UNDER THIS AGREEMENT.
3.2 INDEMNIFICATION. TO THE EXTENT PERMITTED UNDER APPLICABLE
LAW, COSTCO AND CONTRACTOR, JOINTLY AND SEVERALLY, AGREE TO AND
SHALL INDEMNIFY, HOLD HARMLESS, AND DEFEND CITY AND ITS OFFICERS,
AGENTS, VOLUNTEERS, AND EMPLOYEES (EACH INDIVIDUALLY, A “CITY
PARTY” AND COLLECTIVELY THE “CITY PARTIES”) FROM AND AGAINST ANY
AND ALL CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS, AND
LIABILITY OF EVERY KIND, INCLUDING ALL EXPENSES OF LITIGATION,
COURT COSTS, EXPERT FEES AND ATTORNEY'S FEES, FOR INJURY TO OR
DEATH OF ANY PERSON, OR FOR DAMAGE TO ANY PROPERTY, ARISING OUT
OF OR IN CONNECTION WITH THE PROJECT OR WORK PERFORMED UNDER
THIS AGREEMENT, REGARDLESS OF WHETHER SUCH INJURIES, DEATH,
DAMAGES OR BREACH ARE CAUSED IN PART BY THE NEGLIGENCE OF CITY OR
ANY OTHER CITY PARTY, SUBJECT TO SECTION 3.4 BELOW.
3.3 RELEASE. COSTCO AND CONTRACTOR, JOINTLY AND SEVERALLY,
ASSUME FULL RESPONSIBILITY FOR THE PROJECT OR WORK TO BE
PERFORMED HEREUNDER, AND RELEASE, RELINQUISH AND DISCHARGE CITY
AND EACH OF THE OTHER CITY PARTIES, FROM ALL CLAIMS, DEMANDS, AND
CAUSES OF ACTION OF EVERY KIND AND CHARACTER, INCLUDING THE COST
OF DEFENSE THEREFORE, FOR ANY INJURY TO OR DEATH OF ANY PERSONS
AND ANY LOSS OF OR DAMAGE TO ANY PROPERTY THAT IS CAUSED BY,
ALLEGED TO BE CAUSED BY, ARISING OUT OF, OR IN CONNECTION WITH,
COSTCO'S OR CONTRACTOR’S PROJECT OR WORK TO BE PERFORMED
HEREUNDER. THIS RELEASE SHALL APPLY WHETHER OR NOT SAID CLAIMS,
DEMANDS, AND CAUSES OF ACTION ARE COVERED IN WHOLE OR IN PART BY
INSURANCE AND REGARDLESS OF WHETHER SAID CLAIMS, DEMANDS, AND
CAUSES OF ACTION WERE CAUSED IN PART BY THE NEGLIGENCE OF CITY OR
ANY OTHER CITY PARTY, SUBJECT TO SECTION 3.4 BELOW.
3.4 ADDITIONAL PROVISIONS:
THE INDEMNITIES AND RELEASES PROVIDED FOR IN SECTION 3.2 AND
SECTION 3.3 ABOVE SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 7
THE SOLE NEGLIGENCE OR FAULT OF THE CITY PARTIES OR THE CITY’S
SEPARATE CONTRACTORS, AND IN THE EVENT OF JOINT AND CONCURRING
NEGLIGENCE OR FAULT OF ANY OF THE CITY’S PARTIES OR THE CITY’S
SEPARATE CONTRACTORS AND COSTCO, RESPONSIBILITY AND INDEMNITY, IF
ANY, SHALL BE APPORTIONED IN ACCORDANCE WITH THE LAW OF THE
STATE OF TEXAS, WITHOUT WAIVING ANY GOVERNMENTAL IMMUNITY
AVAILABLE TO THE CITY UNDER TEXAS LAW (SUBJECT TO THE LIMITED
WAIVER SET FORTH IN SECTION 3.1 ABOVE) AND WITHOUT WAIVING ANY
OTHER DEFENSES OF THE PARTIES UNDER TEXAS LAW.
THE PROVISIONS OF SECTIONS 3.1-3.4 HEREOF ARE SOLELY FOR THE BENEFIT
OF THE PARTIES AND ARE NOT INTENDED TO CREATE OR GRANT ANY RIGHTS,
CONTRACTUAL OR OTHERWISE, TO ANY OTHER PERSON OR ENTITY.
3.5 Insurance. Costco and Contractor shall procure and maintain, at their own sole cost and
expense prior to commencing construction of the Project and until Final Completion, insurance
against claims for injuries to persons or damages to property that may arise from or in connection
with the Project or work to be performed by Costco or its contractors, subcontractors, agents,
representatives, volunteers, or employees, and by Contractor or its subcontractors, agents,
representatives, volunteers, or employees. Said insurance shall list College Station, its officers,
agents and employees, as Additional Insureds. See Exhibit “D” for required limits of liability
insurance. Certificates of insurance evidencing Contractor’s required insurance coverages on the
most current form approved by the Texas Department of Insurance shall be provided to City prior
to commencing construction of the Project. Costco shall be deemed to satisfy its obligation to
provide City with evidence of Costco’s insurance by providing City with on-demand access to
Costco’s memorandum of insurance for the insurance coverages indicated thereon. As of the date
hereof, Costco’s memorandum of insurance may be viewed at the following website address:
www.marsh.com/moi?client=0847. City shall not have the right to review Costco’s actual policy
documentation. City agrees that Costco will have the right to satisfy any or all of its insurance
obligations hereunder by means of self-insurance.
3.6 Survival. All provisions of this Article III, including, but not limited to, governmental
immunity, indemnity, release, and insurance, survive termination or expiration of this Agreement.
ARTICLE IV
PROJECT AND CONSTRUCTION
4.1 Right to Inspect the Work. In accordance with applicable law, City must inspect the
Project for compliance with the Approved Plans during construction. In the event that it is
determined by City that any of the work or materials furnished is not in substantial accordance
with the Approved Plans, City will notify Costco in writing and if Costco fails to commence to
cure such non-compliance and diligently pursue such cure, City may withhold funds until the
nonconforming work conforms to the Approved Plans or elect to exercise City’s remedies under
Section 6.9 hereof.
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 8
4.2 Independent Contractor. Costco and Contractor shall be solely responsible for ensuring
the selecting, supervising, and paying of its contractors and subcontractors and for complying with
all applicable laws, including, but not limited to all requirements concerning workers
compensation and construction retainage with respect to the Project. The Parties agree all
employees, volunteers, personnel and materials furnished or used by Costco and its contractors
and subcontractors, or Contractor and its subcontractors, in the Project will be the responsibility
of Costco and Contractor, and understand Costco and Contractor will not be deemed employees
or agents of City for any purpose. Nothing in this Agreement will establish a joint venture among
Costco, Contractor, and the City.
4.3 Payment for materials and labor. Costco and Contractor shall be solely and exclusively
responsible for compensating any of their respective contractors, subcontractors, employees,
material men or suppliers of any type or nature whatsoever and ensuring that no claims or liens of
any type will be filed against any property owned by City arising out of or incidental to the
performance of Costco or Contractor pursuant to this Agreement. In the event a statutory lien
notice is sent to City, Costco shall, where no payment bond covers the work, upon written notice
from the City, immediately obtain a release of such lien or obtain a bond at its expense and hold
City harmless from any losses that may result from the filing or enforcement of any said lien notice.
4.4 Affidavit of bills paid. Prior to the issuance of a Letter of Completion of the Project,
Costco and Contractor shall provide City a notarized affidavit stating that all bills for labor,
materials, and incidentals incurred have been paid in full and that there are no claims pending of
which either Costco or Contractor has been notified in writing. Such affidavit shall be in a form
as substantially set forth in Exhibit “F” which is attached hereto and incorporated by reference.
4.5 Requirements of Applicable rules remain. This Agreement does not alter, amend,
modify or replace any other requirements applicable to the Project that are contained in the Code
of Ordinances of the City of College Station, Texas, Unified Development Ordinance of the City
of College Station, or other applicable law.
4.6 Warranty. As a condition to Final Completion, Contractor agrees that Contractor's
warranty will pass through to City and will warrant for a minimum period of one (l) year (or longer
as provided in Part d., below) (such period being referred to as the “Warranty Period”) as follows:
a. That, through the Costco’s Contractor’s pass through warranty, all materials
provided to City under this Agreement shall be new unless otherwise approved in
advance, in writing, by the City Engineer and that all work will be of good quality,
free from faults and defects, and in conformance with this Agreement and
recognized industry standards;
b. All work not conforming to these requirements, including but not limited to
unapproved substitutions, may be considered defective, and shall be repaired or
replaced at Costco’s sole cost and expense;
c. This warranty is in addition to any rights or warranties expressed or implied by law;
and
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 9
d. Where more than a one (l) year warranty is specified for individual products, work,
or materials, the longer warranty shall govern.
4.7 Change Orders. If Costco or Contractor desire to request a change or modification to the
Approved Plans for the Project, Costco shall submit to City by delivering to Anthony Armstrong
(or such other engineer the City designates in writing to Costco) (i) the proposed revision or
modification, (ii) the revised plans and specifications incorporating such revision or modification,
and (iii) a revised Exhibit "C-1" and a revised Exhibit "C-2" showing the proposed estimated
cost savings or increase of such proposed revision or modification for review on behalf of the City,
with copies of the same emailed to Bruce Coffey at bcoffey@costco.com and Ray Khirallah at
ray.khirallah@hklaw.com. City agrees to promptly coordinate with Costco in good faith to resolve
any objections City has with respect to the proposed revision or modification and adjustments to
the estimate of Project Costs. If the City approves a revision or modification to the Approved
Plans and the related cost adjustments, thereafter the term "Approved Plans" and the references to
Exhibits "C-1" and "C-2" shall mean the same as modified by such approved revision or
modification and cost adjustments. All change orders under this Section 4.7 shall be subject to the
limitations set forth in Section 2.1.
ARTICLE V
GUARANTEE OF PERFORMANCE
5.1 Bonding Requirements of Costco. Prior to commencing any work on the Project, Costco
shall require Contractor to provide a performance bond in accordance with the requirements of
Texas Local Government Code §212.073. The performance bond shall be provided using the form
attached in Exhibit “G” to ensure construction of the Project. Costco and City shall be dual
obligees on the performance bond. Such Bond shall be on a City approved form, be executed by
a corporate surety according to Chapter 2253 of the Texas Government Code, and be for the full
cost of Costco’s construction contract to which the Project relates.
ARTICLE VI
GENERAL PROVISIONS
6.1 Amendments. No amendment to this Agreement will be effective and binding unless and
until it is reduced to writing and signed by duly authorized representatives of the Parties affected
thereby; provided, however, City and Costco shall have the right to enter into amendments to this
Agreement that do not increase any of Contractor’s obligations or reduce any of Contractor’s rights
under this Agreement without Contractor’s approval or execution.
6.2 Choice of Law and Venue. This Agreement has been made under and shall be governed
by the laws of the State of Texas except for choice-of-law provisions. Performance and all matters
related thereto shall be in Brazos County, Texas, United States of America.
6.3 Authority to enter into Agreement. Each party represents that it has the full power and
authority to enter into and perform this Agreement. Specifically, the person executing this
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 10
Agreement on behalf of each party has been properly authorized and empowered to enter into this
Agreement. Costco represents that the person executing this Agreement on behalf of Costco is
authorized to sign on behalf of Costco. Contractor represents that the person executing this
Agreement on behalf of Contractor is authorized to sign on behalf of Contractor and agrees to
provide proof of such authorization to City upon request. City represents that it has taken all
necessary action to enter into this Agreement and the person executing this Agreement on behalf
of City is authorized to sign on behalf of City.
6.4 Agreement read. The Parties acknowledge that they have read, understand and intend to
be bound by the terms and conditions of this Agreement.
6.5 Notice. Any notice sent under this Agreement, shall be sent (i) by depositing such notice
in the United States Mail, postage paid, certified, and addressed to the Party to be notified with
return receipt requested; (ii) by depositing the notice with Federal Express or another nationally
recognized courier service for next day delivery; or (iii) sent by electronic transmission confirmed
by mailing written confirmation at substantially the same time as such electronic transmission, or
(iv) personally delivered of the receiving party at the following addresses:
To Costco: To City:
Costco Wholesale Corporation City of College Station
999 Lake Drive City Engineer
Issaquah, WA 98027 P.O. Box 9960
Attn: Property Management College Station, TX 77842
Email:bcoffey@costco.com Email: nruiz@cstx.gov
With copies to: With copies to:
Holland & Knight LLP City Attorney and City Manager
1722 Routh Street, Suite 1500 P.O. Box 9960
Dallas, Texas 75201 College Station, TX 77842
Attn: Ray T. Khirallah
Email: ray.khirallah@hklaw.com Email: crobinson@cstx.gov
bwoods@cstx.gov
To Contractor:
Robinson Construction Co.
Attn.: Chris Robinson, Vice President
8060 NE Walker Road
Hillsboro, OR 97124
Email: crobinson@robcon.com
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 11
Each Party may change its address by written notice to the other Parties in accordance with this
section. Any communication addressed and mailed or delivered to a national courier in accordance
with this section shall be deemed to be given when received or when delivery is refused, any notice
so sent by electronic transmission shall be deemed to be given the earlier of when receipt of such
transmission is acknowledged by electronic transmission or when the mailed written confirmation
is received or delivery is refused, and any communication so delivered in person shall be deemed
to be given when receipted for by, or actually received by, the Party.
6.6 Term. This Agreement will terminate after expiration of the Warranty Period set forth in
Section 4.6, subject to survival of other provisions, as indicated. City’s obligations to make any
payments due Costco hereunder shall survive termination. The Agreement term may be extended
by mutual written agreement of the Parties.
6.7 Intentionally Omitted.
6.8 Assignment. This Agreement and the rights and obligations contained herein may not be
assigned by Costco or Contractor without the prior written approval of City or by City without the
prior written approval of Costco, except that without City’s consent (a) Costco shall have the right
to replace Contractor with a licensed contractor upon an Event of Default by Contractor under this
Agreement or if Contractor defaults under the contract for the Project; and (b) Costco may assign
its rights and obligations under this Agreement to (i) a subsidiary, affiliate, parent or other entity
which controls, is controlled by or is under common control with Costco owning substantially all
of the Costco membership warehouse buildings in the State of Texas; (ii) a successor corporation
related to Costco by merger, consolidation, non-bankruptcy reorganization, or government action;
or (iii) a purchaser of substantially all of the Costco membership warehouse buildings in the State
of Texas.
6.9 Default and Remedies. In the event of the occurrence of a breach or default by Costco,
Contractor or City under this Agreement, as applicable, the non-defaulting Party shall give written
notice to the defaulting Party of such default (and in the case of a breach or default by Contractor,
City shall provide written notice to Costco concurrently), and the defaulting Party shall have 60
days thereafter to cure said default or if the defaulting Party is diligently pursuing the cure of such
breach or default but such breach or default is not reasonably curable within sixty (60) days, then
the defaulting Party shall have such additional amount of time as is reasonably necessary to cure
such breach or default. Should the defaulting party fail to commence the cure of such breach or
default within the foregoing 60 day period or fail to diligently pursue such cure, it shall constitute
an “Event of Default”, and the non-defaulting Party shall have the right to exercise the remedies
set forth below:
a. Upon the occurrence of an Event of Default by Costco, City shall have the right to terminate
this Agreement by written notice to Costco, in which event the City shall have no obligation
to make any participation payments to Costco under this Agreement and the Escrowed
Funds shall be returned to City.
b. Upon the occurrence of an Event of Default by Contractor, Costco shall have the right to
replace Contractor with a licensed contractor.
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 12
c. Upon the occurrence of an Event of Default by City, Costco shall have the right, at Costco’s
election (i) to terminate this Agreement by written notice to City, in which event Costco
shall have no further obligations under this Agreement, or (ii) to bring any action to recover
any amounts owed to Costco by City under this Agreement. In addition, Costco shall have
the right to seek a judicial declaration of the appropriate amount of any payments owing to
Costco by City under this Agreement.
d. Further, either Costco or the City shall have the right to bring an action for a declaratory
judgment.
The sole and exclusive remedies of Costco and Contractor for a breach by City under this
Agreement, and the City’s sole and exclusive remedies for a breach by Costco and Contractor
under this Agreement, shall be those expressly provided for in this Section and elsewhere in this
Agreement (including Article III hereof). Costco, Contractor and City each hereby waives any
other remedies under law or in equity.
A Party shall not be deemed to be in default of this Agreement if performance of this Agreement
is delayed, disrupted, or becomes impossible because of an event of Force Majeure, but only for
so long as the event of Force Majeure reasonably delays, disrupts or prevents performance. Any
delay for any amount of time by a Party in providing notice of default to the other Party shall in
no event be deemed or constitute a waiver of such default by such non-defaulting Party of any of
its rights and remedies available in law or in equity. Any waiver granted by one Party to the other
Party shall not be deemed or constitute a waiver of any other existing or future default by such
Party or of a subsequent default of the same act or event. If, and to the extent, the provisions of
Contractor’s contract for the Project are more restrictive with respect to Force Majeure delays, the
terms of the Contractor’s contract shall govern as between Costco and Contractor.
6.10 Severability. In the event any one or more of the provisions contained in this Agreement
shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity,
illegality, or unenforceability shall not affect the other provisions, and in lieu of each provision
that is invalid, illegal or unenforceable, there shall be added a new provision to this Agreement as
similar in terms to such invalid, illegal, or unenforceable provision as may be possible and yet be
valid, legal and enforceable, by means of good faith negotiation by the Parties to this Agreement
or by reform by a court of competent jurisdiction.
6.11 Multiple Originals. The parties may execute this Agreement in multiple originals, each of
equal dignity.
6.12 Recitals. The "WHEREAS" clauses set forth above are expressly incorporated in and form
part of the terms of this Agreement.
6.13 Captions. The captions contained in this Agreement are for convenience of reference only
and in no way limit or enlarge the terms and conditions of this Agreement.
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 13
6.14 Singular and Plural. All references to the plural herein shall also mean the singular and
to the singular shall also mean the plural unless the context otherwise requires.
6.15 Ambiguity. Any rule of construction to the effect that ambiguities are to be resolved
against the drafting party shall not be applied in the construction or interpretation of this
Agreement.
6.16 Anti-Boycott Verification. To the degree legally required by Chapter 2271.001, Texas
Government Code, Costco and Contractor hereby verify that Costco and Contractor do not boycott
Israel and will not boycott Israel through the term of this Agreement. For purposes of this
verification, “boycott Israel” means refusing to deal with, terminating business activities with, or
otherwise taking any action that is intended to penalize, inflict economic harm on, or limit
commercial relations specifically with Israel, or with a person or entity doing business in Israel or
in an Israeli-controlled territory, but does not include an action made for ordinary business
purposes.
6.17 No Third Party Beneficiaries. No person or entity shall be a third party beneficiary to
this Agreement or shall have any right or cause of action hereunder.
6.18 No Partnership. This Agreement and the transactions and performances contemplated
hereby shall not create any manner of partnership, joint venture or similar relationship among the
Parties.
6.19 Conditioned Upon Acquisition of the Property. This Agreement shall become effective
on the Effective Date, however, notwithstanding anything to the contrary set forth in this
Agreement, this Agreement is conditioned upon acquisition of the Property by Costco. If Costco
does not close the acquisition of the Property as provided in that certain Property Purchase
Agreement executed by City and Costco dated April 22, 2021 for reference purposes, as the same
may be amended from time to time, this Agreement shall terminate and be of no further force or
effect and the Parties shall have no further rights or obligations hereunder.
6.20 Exhibits. All exhibits to this Agreement are incorporated and made part of this Agreement
for all purposes.
List of Exhibits:
A. Legal Description of the Property
B-1. Depiction of Detention Facility
B-2. Depiction of Offsite Swale
B-3. Depiction of Storm Lines
B-4. Depiction of Shared Driveway
B-5. Depiction of Decel Lane
B-6. Depiction of Water Line
C-1 Estimated costs and breakdown for Project and Participation Costs
C-2 Participation Chart
D. Insurance Requirements
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 14
E. Approved Plans
F. Affidavit of All Bills Paid Form
G. Performance Bond (Dual Obligee Form)
H. Form of Application
(Signature Page Immediately Follows)
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 15
COSTCO WHOLESALE CORPORATION CITY OF COLLEGE STATION
BY: ___________________________ BY: _________________________
City Manager
Printed Name:___________________
Date:______________
Title:__________________________
APPROVED
Date:_____________, 2021 _____________________________
City Attorney
Date:______________, 2021
ROBINSON CONSTRUCTION CO.
_____________________________
BY: ___________________________ Assistant City Manager/CFO
Printed Name:___________________ Date:______________, 2021
Title:__________________________
Date:______________, 2021
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 16
JOINDER AND ESCROW INSTRUCTIONS:
The undersigned Escrow Agent executes this Agreement solely for the purposes of
acknowledging receipt of the Escrowed Funds and agreeing to act as Escrow Agent hereunder, to
hold and disburse the Escrowed Funds in accordance with the provisions of this Agreement,
including without limitation, Section 2.3 of this Agreement.
Escrow Agent shall accept the Escrowed Funds and hold the same in escrow and release
and deliver the same in cash, cashier’s check or wired funds in accordance with the provisions of
this Agreement. Escrow Agent assumes no liability under this Agreement other than that of a
stakeholder. If there is any dispute as to whom any portion of the Escrowed Funds are to be
delivered, Escrow Agent shall not be obligated to make any delivery thereof, but may hold the
same until receipt by Escrow Agent of an authorization in writing signed by Costco and City
directing the disposition of such Escrowed Funds. In the absence of such authorization, Escrow
Agent shall be entitled to:
(i) refuse to comply with any claim or demand on Escrow Agent, as long as such
disagreement shall continue, and in so doing, Escrow Agent may continue to hold such
Escrowed Funds, and Escrow Agent shall not be, or become liable in any way, or to any
person, for Escrow Agent’s failure or refusal to comply with such conflicting or adverse
claim or demand; or
(ii) refrain from acting, and so to refuse to act, until the right of any adverse claim shall
have been finally adjudicated in a court assuming and having jurisdiction of the funds and
documents escrowed hereunder, or affected hereby; or
(iii) interplead the Escrowed Funds, or the applicable portion thereof in dispute, in a
court of competent jurisdiction in which event all costs and expenses of such interpleader,
including reasonable attorneys’ fees, shall be paid to Escrow Agent by the non-prevailing
party. Escrow Agent shall be under no obligation to take any legal action in connection
with this Agreement or enforcement thereof, or to appear in, prosecute or defend any action
or legal proceeding, which in Escrow Agent’s sole reasonable opinion, would or might
involve Escrow Agent in any cost, expense, loss or liability.
Escrow Agent shall have no responsibility or obligation to see to the application of, or use
to which, any of the Escrowed Funds is put, following the disbursement of such funds from the
Escrow in accordance with this Agreement. Escrow Agent shall incur no liability upon acting
upon such notice, signature, request, waiver, consent, or upon receipt of other documentation
reasonably believed in good faith by Escrow Agent to be genuine, and Escrow Agent may assume
that any person purporting to give Escrow Agent any notice or advice, in accordance with the
provisions of this Agreement, has been duly authorized to do so. In determining the occurrence
of any event or contingency, Escrow Agent may request from the other parties to this Agreement
such reasonable additional information as Escrow Agent, in its reasonable discretion, may deem
necessary. Escrow Agent acknowledges that any funds deposited into the Escrow are in the nature
of escrow funds, and Escrow Agent specifically waives any right of set off or banker’s lien as
against any party to this Agreement. No provision of this Agreement shall be construed to relieve
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 17
Escrow Agent of any obligations or liabilities that may now exist or hereafter accrue by virtue of
any writing other than this Agreement, nor excuse Escrow Agent from any obligations or liability
for Escrow Agent’s negligence or willful misconduct in performing its duties under this
Agreement.
ESCROW AGENT:
FIRST AMERICAN TITLE INSURANCE COMPANY
SEATTLE NATIONAL COMMERCIAL SERVICES DIVISION
By:___________________________
Name:________________________
Title:_________________________
First American Title Insurance Company
Seattle National Commercial Services Division
920 Fifth Ave., Suite 1200
Seattle, WA 98104
Attention: Rachel Norambuena
Facsimile No.: (866) 495-0221
THENCE North 49 deg 24 min 58 sec West, along the Northeast right-of-way of said State
Highway 6 and the Southwest line of said City of College Station tract (Volume 4329, Page
134), a distance of 601.74 feet to a 1/2-inch iron rod with red plastic cap stamped "W.A.I. 5714"
set for corner;
THENCE departing the Northeast right-of-way of said State Highway 6, over and across said
City of College Station tracts, the following courses and distances:
North 42 deg 04 min 44 sec East, a distance of 319.47 feet to a 1/2-inch iron rod with red plastic
cap stamped "W.A.I. 5714" set for corner;
North 47 degrees 55 minutes 16 seconds West, a distance of 45.50 feet to a 1/2-inch iron rod
with red plastic cap stamped "W.A.I. 5714" set for corner;
North 42 degrees 23 minutes 42 seconds East, a distance of 90.48 feet to a 1/2-inch iron rod
with red plastic cap stamped "W.A.I. 5714" set for corner, said point being the beginning of a
curve to the right having a radius of 250.00 feet, a central angle of 24 degrees 40 minutes 25
seconds, a chord bearing of North 54 degrees 24 minutes 57 seconds East, and a chord length
of 106.83 feet;
Along said curve to the right, an arc distance of 107.66 feet to 1/2-inch iron rod with red plastic
cap stamped "W.A.I. 5714" set for corner, said point being the beginning of a curve to the left
having a radius of 205.00 feet, a central angle of 13 degrees 47 minutes 24 seconds, a chord
bearing of North 59 degrees 51 minutes 28 seconds East, and a chord length of 49.22 feet;
Along said curve to the left, an arc distance of 49.34 feet to a 1/2-inch iron rod with red plastic
cap stamped "W.A.I. 5714" set for corner;
THENCE North 42 degrees 04 minutes 45 seconds East, continuing over and across said City
of College Station tract, a distance of 737.88 feet to the POINT OF BEGINNING.
CONTAINING within these metes and bounds 18.670 acres or 813,282 square feet of land,
more or less.
Bearings shown hereon are based upon an on-the-ground Survey performed in the field on the
30th day of September, 2020, utilizing a G.P.S. bearing related to the City of College Station
"Horizontal Control Monuments" No. 138 and No. 256.
Exhibit C-1
RSR Construction Co. - Shared Cost Bid Breakdown
Indicates Contract Totals
September 30, 2021
I.PAVING AND GRADING IMPROVEMENTS (Hwy-6, north lane only)
QUANTITY UNIT ITEM UNIT PRICE TOTAL CITY COSTCO
1 LS Surveying 9,200.00$ 9,200.00$
1 LS Erosion Control 9,200.00$ 9,200.00$
1 LS ROW preparation including clearing and grubbing and demo 2,875.00$ 2,875.00$
110 CY Earthwork Cut 8.91$ 980.10$
679 CY Earthwork Fill 2.59$ 1,758.61$
1 LS Rough and Fine Grading 8,625.00$ 8,625.00$
92 LF 24" RCP 104.65$ 9,627.80$
2 EA Type II End Treatment 1,380.00$ 2,760.00$
870 SY 8" Flex Base 18.12$ 15,764.40$
870 SY 8" Thick Prepared Subgrade - 95% Compaction 9.55$ 8,308.50$
100 LF 6" Curb w/18" Gutter 18.40$ 1,840.00$
870 SY TxDOT 2" ACP (ty D)13.23$ 11,510.10$
870 SY TxDOT 2" ACP (ty B)13.23$ 11,510.10$
13,651 SF Temp. Irrigation 0.09$ 1,255.89$
13,651 SF Seeding 0.08$ 1,092.08$
4 EA Traffic Signs 839.50$ 3,358.00$
1 EA Relocate Existing Traffic Sign 1,437.50$ 1,437.50$
1 LS Striping 6,659.00$ 6,659.00$
1 LS TxDOT Traffic Control 23,000.00$ 23,000.00$
SUBTOTAL 130,762.08$ 65,381.04$ 65,381.04$
II.PAVING AND GRADING IMPROVEMENTS (Shared Driveway)
QUANTITY UNIT ITEM UNIT PRICE TOTAL CITY COSTCO
1 LS Surveying 4,600.00$ 4,600.00$
1 LS Erosion Control 1,150.00$ 1,150.00$
1 LS ROW preparation including clearing and grubbing 3,220.00$ 3,220.00$
916 CY Earthwork Cut 8.91$ 8,161.56$
1 CY Earthwork Fill 2.59$ 2.59$
1 LS Rough and Fine Grading 3,928.00$ 3,928.00$
1,730 SY Lime Treatment Base (8") and 8" Subgrade Prep 8.05$ 13,926.50$
1,730 SY Heavy Duty Pavement (8" 4,000psi, #4@18" OCEW)55.20$ 95,496.00$
640 LF 6" Curb 5.75$ 3,680.00$
1 LS Striping 2,000.00$ 2,000.00$
1 EA Barricade (Type II, 30 LF)285.20$ 285.20$
SUBTOTAL 136,449.85$ 68,224.93$ 68,224.93$
Costco Wholesale - College Station, Texas
SHARED 50%
SHARED 50%
Public Improvements
G:\588\31\ENGINEERING\Cost Estimates\Copy of Copy of Costco College Station - Shared Cost Breakdown for Bid 090921 (002).xls
III.STORM DRAIN IMPROVEMENTS FOR CITY SHARE (Line 1)
QUANTITY UNIT ITEM UNIT PRICE TOTAL CITY COSTCO
1 LS Surveying 5,750.00$ 5,750.00$
475 LF 72" RCP 552.00$ 262,200.00$ -$
220 LF 60" RCP 425.50$ 93,610.00$ -$
63 LF 48" RCP 253.00$ 15,939.00$ -$
1 EA 72" RCP Headwall 21,850.00$ 21,850.00$ 10,925.00$ 10,925.00$
1 EA 5'x5' Drop Inlet 12,650.00$ 12,650.00$ -$
748 LF Trench Safety 1.15$ 860.20$ -$
SUBTOTAL 412,859.20$
Adjustment for Portion to be Paid by the City
758 LF 48" RCP 253.00$ 191,774.00$ 191,774.00$ -$
Adjusted Totals To be Paid by the City and COSTCO 202,699.00$ 210,160.00$
IV.STORM DRAIN IMPROVEMENTS FOR CITY SHARE (Line 2)
QUANTITY UNIT ITEM UNIT PRICE TOTAL CITY COSTCO
1 LS Surveying 5,750.00$ 5,750.00$
259 LF 48" RCP 253.00$ 65,527.00$ -$
467 LF 36" RCP 195.50$ 91,298.50$ -$
1 EA 48" RCP Headwall 10,808.00$ 10,808.00$ 5,404.00$ 5,404.00$
1 EA 5'x5' Drop Inlet 12,650.00$ 12,650.00$ -$
726 LF Trench Safety 1.15$ 834.90$ -$
SUBTOTAL 186,868.40$
Adjustment for Portion to be Paid by the City
726 LF 36" RCP 195.50$ 141,933.00$ 141,933.00$ -$
Adjusted Totals To be Paid by the City and COSTCO 147,337.00$ 39,533.00$
V.DETENTION POND
QUANTITY UNIT ITEM UNIT PRICE TOTAL CITY COSTCO
1 LS Surveying 11,500.00$ 11,500.00$
31,340 CY Earthwork Cut 8.91$ 279,239.40$
1,870 CY Earthwork Fill 2.59$ 4,843.30$
1 LS Rough and Fine Grading 12,060.00$ 12,060.00$
52 LF 48" RCP 253.00$ 13,156.00$
2 EA 48" RCP Dual Headwall 42,895.00$ 85,790.00$
130 SY Install RipRap (outlet structure)65.55$ 8,521.50$
1,290 LF 6' Flume 43.99$ 56,747.10$
195,000 SF Temp. Irrigation 0.09$ 17,940.00$
185,000 SF Turf Reinforced Matting 0.20$ 36,260.00$
195,000 SF Seeding 0.07$ 13,650.00$
300 LF Chain Link Fence 122.67$ 36,801.00$
SUBTOTAL 576,508.30$ 349,709.93$ 226,798.37$
VI. OFFSITE SWALE
QUANTITY UNIT ITEM UNIT PRICE TOTAL CITY COSTCO
1 LS Surveying 2,300.00$ 2,300.00$
5,200 CY Earthwork Cut 8.91$ 46,332.00$
6,270 CY Earthwork Fill 2.59$ 16,239.30$
1 LS Rough and Fine Grading 4,138.00$ 4,138.00$
500 SY Install RipRap 82.80$ 41,400.00$
71,958 SF Temp. Irrigation 0.09$ 6,620.14$
71,958 SF Turf Reinforced Matting 0.20$ 14,103.77$
71,958 SF Seeding 0.07$ 5,037.06$
SUBTOTAL 136,170.26$ -$ 136,170.26$
City 60.66% COSTCO 39.34%
G:\588\31\ENGINEERING\Cost Estimates\Copy of Copy of Costco College Station - Shared Cost Breakdown for Bid 090921 (002).xls
VII.WATER IMPROVEMENTS (Shared Public)
QUANTITY UNIT ITEM UNIT PRICE TOTAL CITY COSTCO
1 LS Surveying 5,750.00$ 5,750.00$
1,366 LF Install 12" Water Line - PVC 100.05$ 136,668.30$
1 EA Install 12"x12" Tee 5,175.00$ 5,175.00$
1 EA Cut in 12"x12" Tee 5,175.00$ 5,175.00$
10 EA Install 12" Gate Valve 4,830.00$ 48,300.00$
3 EA Install 12"x6" Tee 3,910.00$ 11,730.00$
3 EA Install 12"x8" Tee 3,910.00$ 11,730.00$
1 EA Install 24"x12" Tapping Sleeve 4,025.00$ 4,025.00$
100 LF Bore and Jack 12" PVC 632.50$ 63,250.00$
1 EA Install 12" to 8" reducer 1,380.00$ 1,380.00$
1 EA Install 12" 11.25 Bend 1,092.50$ 1,092.50$
1,366 LF Trench Safety 1.15$ 1,570.90$
1,366 LF Testing 1.15$ 1,570.90$
SUBTOTAL 297,417.60$
Adjustment for Portion to be Paid by the City
12" - 8"Install 8" Water Line - PVC 12" minus 8"48,697.90$
Adjusted Totals To be Paid by the City and COSTCO 48,697.90$ 248,720.00$
1,877,035.70$ 882,049.80$ 994,987.60$
LS Testing 88,205.00$ 17,641.00$ 70,564.00$
TOTAL 1,965,240.70$ 899,690.80$ 1,065,551.60$
10% CONTINGENCY 196,524.07$ 89,969.08$ 106,555.16$
GRAND TOTAL 2,161,764.77$ 989,659.88$ 1,172,106.75$
Signature Matthew Haskin, P.E.#120889 Date
SHARED 50%
City 20% COSTCO 80%
Since there is no control over the cost of labor, materials, and equipment or over contractor's method of determining prices,
or over competitor's bidding or market conditions, this Opinion of Probable Construction Cost is made on the basis of our
professional experience and represents our best judgment as a firm familiar with the construction industry. We cannot and
do not guarantee proposals or that bids on the project costs will not vary from the above estimates.
SECTION "I thru VII" SUBTOTAL
MISCELLANEOUS
G:\588\31\ENGINEERING\Cost Estimates\Copy of Copy of Costco College Station - Shared Cost Breakdown for Bid 090921 (002).xls
09/30/21
Infrastructure Estimated Project Cost Costco Share For
Its Property
(Not Oversizing)
City Share for Property NOT
Owned by Costco
(Oversizing Participation Costs)
Decel Lane $130,762 50%$65,381 50%$65,381
Share Driveway $136,450 50%$68,225 50%$68,225
Storm Drain Line 1 $412,859 51%$210,160 49%$202,699
758 linear feet, 48" pipe
Storm Drain Line 2 $186,870 21%$39,533 79%$147,337
726 linear feet, 36" pipe
Detention Facility $576,508 39.34%$226,798 60.66%$349,710
Offsite Swale $136,170 100%$136,170
Water Main Line $297,418 83.63%$248,720 16.37%$48,698
Subtotal $1,877,037 $994,987 $882,050
Testing $88,205 80%$70,564 20%$17,641
Total $1,965,242 $1,065,551 $899,691
10% Contingency $196,524 $106,555 $89,969
GRAND TOTAL $2,161,766 $1,172,107 $989,660
Total Estimated Cost:$1,965,242
10% Contingency:$196,524
EXHIBIT C-2
PARTICIPATION CHART
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 26
Exhibit D
Insurance Requirements
Prior to commencing construction of the Project and until Final Completion, Costco and
Contractor shall maintain the insurance required under Section I below, in compliance with the
applicable requirements set forth below:
I. Standard Insurance Policies Required:
A. Commercial General Liability
B. Business Automobile Liability
C. Workers' Compensation
II. General Requirements Applicable to All Policies:
A. Certificates of Insurance for Contractor’s insurance shall be prepared and executed
by the insurance company or its authorized agent
B. Certificates of Insurance and endorsements for Contractor’s insurance shall be
furnished on the most current State of Texas Department of Insurance-approved
forms to the City’s Representative and approved by the City before work begins
C. Contractor shall be responsible for all deductibles on any policies obtained in
compliance with this Agreement. Deductibles shall be listed on the Certificate of
Insurance and are acceptable on a per-occurrence basis only
D. The City will accept only Insurance Carriers licensed and authorized to do business
in the State of Texas
E. The City will not accept “claims made” policies
F. Coverage shall not be suspended, canceled, non-renewed or reduced in limits of
liability before thirty (30) days written notice has been given to the City
III. Commercial General Liability
A. General Liability insurance shall be written by a carrier rated “A:VIII” or better
under the current A. M. Best Key Rating Guide.
B. Policies shall contain an endorsement naming the City as Additional Insured and
further providing “primary and non-contributory” language with regard to self-
insurance or any insurance the City may have or obtain
C. Limits of liability must be equal to or greater than $1,000,000.00 per occurrence
for bodily injury and property damage, with an annual aggregate limit of
$2,000,000.00. Limits shall be endorsed to be per project.
D. No coverage shall be excluded from the standard policy without notification of
individual exclusions being submitted for the City’s review and acceptance
E. The coverage shall include, but not be limited to the following: premises/operations
with separate aggregate; independent contracts; products/completed operations;
contractual liability (insuring the indemnity provided herein) Host Liquor Liability,
and Personal & Advertising Liability.
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 27
IV. Business Automobile Liability
A. Business Automobile Liability insurance shall be written by a carrier rated
“A:VIII” or better rating under the current A. M. Best Key Rating Guide.
B. Policies shall contain an endorsement naming the City as Additional Insured and
further providing “primary and non-contributory” language with regard to self-
insurance or any insurance the City may have or obtain
C. Combined Single Limit of Liability not less than $1,000,000 per occurrence for
bodily injury and property damage.
D. The Business Auto Policy must show Symbol 1 in the Covered Autos Portion of
the liability section in Item 2 of the declarations page
E. The coverage shall include any autos, owned autos, leased or rented autos, non-
owned autos, and hired autos.
V. Workers’ Compensation Insurance
A. Pursuant to the requirements set forth in Title 28, Section 110.110 of the Texas
Administrative Code, all employees of the Contractor, all employees of any and all
subcontractors, and all other persons providing services on the Project must be
covered by a Workers’ Compensation policy, either directly through their
employer’s policy (the Contractor’s or subcontractor’s policy) or through an
executed coverage agreement on an approved Texas Department of Insurance
Division of Workers Compensation (DWC) form. Accordingly, if a subcontractor
does not have his or her own policy and a coverage agreement is used, contractors
and subcontractors must use that portion of the form whereby the hiring contractor
agrees to provide coverage to the Subcontractors’ employees. The portion of the
form that would otherwise allow them not to provide coverage for the employees
of an independent contractor may not be used.
B. Workers compensation insurance shall include the following terms:
1. Employer’s Liability minimum limits of liability not less than $500,000 for
each accident/each disease/each employee are required
2. “Texas Waiver of Our Right to Recover From Others Endorsement, WC 42 03
04” shall be included in this policy
3. TEXAS must appear in Item 3A of the Workers’ Compensation coverage or
Item 3C must contain the following: “All States except those listed in Item 3A
and the States of NV, ND, OH, WA, WV, and WY”
C. Pursuant to the explicit terms of Title 28, Section 110.110(c) (7) of the Texas
Administrative Code and this Agreement, Contractor shall cause all subcontracts
on this Project must include the following terms and conditions, in the following
language, without any additional words or changes, except those required to
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 28
accommodate the specific document in which they are contained or to impose
stricter standards of documentation:
“A. Definitions:
Certificate of coverage (“certificate”) – An original certificate of insurance, a
certificate of authority to self-insure issued by the Division of Workers
Compensation, or a coverage agreement (DWC-81, DWC-83, or DWC-84),
showing statutory workers’ compensation insurance coverage for the person's or
entity's employees providing services on a project, for the duration of the project.
Duration of the project - includes the time from the beginning of the work on the
project until the Contractor’s/person’s work on the project has been completed and
accepted by the governmental entity.
Persons providing services on the project (“subcontractors” in § 406.096 [of the
Texas Labor Code]) - includes all persons or entities performing all or part of the
services the Contractor has undertaken to perform on the project, regardless of
whether that person contracted directly with the Contractor and regardless of
whether that person has employees. This includes, without limitation, independent
Contractors, subcontractors, leasing companies, motor carriers, owner-operators,
employees of any such entity, or employees of any entity which furnishes persons
to provide services on the project. “Services” include, without limitation,
providing, hauling, or delivering equipment or materials, or providing labor,
transportation, or other service related to a project. “Services” does not include
activities unrelated to the project, such as food/beverage vendors, office supply
deliveries, and delivery of portable toilets.
B. The Contractor shall provide coverage, based on proper reporting of
classification codes and payroll amounts and filing of any coverage agreements,
that meets the statutory requirements of Texas Labor Code, Section 401.011(44)
for all employees of the Contractor providing services on the project, for the
duration of the project.
C. The Contractor must provide a certificate of coverage to the governmental
entity prior to commencing any work under the contract.
D. If the coverage period shown on the Contractor’s current certificate of
coverage ends during the duration of the project, the Contractor must, prior to the
end of the coverage period, file a new certificate of coverage with the governmental
entity showing that coverage has been extended.
E. The Contractor shall obtain from each person providing services on a
project, and provide to the governmental entity:
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 29
(1) a certificate of coverage, prior to that person beginning work on
the project, so the governmental entity will have on file certificates
of coverage showing coverage for all persons providing services
on the project; and
(2) no later than seven calendar days after receipt by the Contractor,
a new certificate of coverage showing extension of coverage, if the
coverage period shown on the current certificate of coverage ends
during the duration of the project.
F. The Contractor shall retain all required certificates of coverage for the
duration of the project and for one year thereafter.
G. The Contractor shall notify the governmental entity in writing by certified
mail or personal delivery, within 10 calendar days after the Contractor knew or
should have known, or any change that materially affects the provision of coverage
of any person providing services on the project.
H. The Contractor shall post on each project site a notice, in the text, form and
manner prescribed by the Division of Workers Compensation, informing all
persons providing services on the project that they are required to be covered, and
stating how a person may verify coverage and report lack of coverage.
I. The Contractor shall contractually require each person with whom it
contracts to provide services on a project, to:
(1) provide coverage, based on proper reporting of classification
codes and payroll amounts and filing of any coverage agreements,
that meets the statutory requirements of Texas Labor Code, Section
401.011(44) for all of its employees providing services on the
project, for the duration of the project;
(2) provide to the Contractor, prior to that person beginning work on
the project, a certificate of coverage showing that coverage is
being provided for all employees of the person providing services
on the project, for the duration of the project;
(3) provide the Contractor, prior to the end of the coverage period, a
new certificate of coverage showing extension of coverage, if the
coverage period shown on the current certificate of coverage ends
during the duration of the project;
(4) obtain from each other person with whom it contracts, and provide
to the Contractor:
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 30
(a) A certificate of coverage, prior to the other person
beginning work on the project; and
(b) A new certificate of coverage showing extension of
coverage, prior to the end of the coverage period, if the
coverage period shown on the current certificate of
coverage ends during the duration of the project;
(5) retain all required certificates of coverage on file for the duration
of the project and for one year thereafter;
(6) notify the governmental entity in writing by certified mail or
personal delivery, within 10 calendar days after the person knew
or should have known, of any change that materially affects the
provision of coverage of any person providing services on the
project; and
(7) Contractually require each person with whom it contracts to
perform as required by paragraphs (a) - (g), with the certificates of
coverage to be provided to the person for whom they are providing
services.
J. By signing this contract, or providing, or causing to be provided a
certificate of coverage, the Contractor is representing to the governmental entity
that all employees of the Contractor who will provide services on the project will
be covered by workers’ compensation coverage for the duration of the project; that
the coverage will be based on proper reporting of classification codes and payroll
amounts; and that all coverage agreements will be filed with the appropriate
insurance carrier or, in the case of a self-insured, with the Commission’s Division
of Self-Insurance Regulation. Providing false or misleading information may
subject the Contractor to administrative penalties, criminal penalties, civil penal-
ties, or other civil actions.
K. The Contractor’s failure to comply with any of these provisions is a breach
of contract by the Contractor which entitles the governmental entity to declare the
contract void if the Contractor does not remedy the breach within ten days after
receipt of notice of breach from the governmental entity.”
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 32
Exhibit F
Affidavit of All Bills Paid Form
THE STATE OF TEXAS § AFFIDAVIT OF BILLS PAID
§
COUNTY OF BRAZOS § FOR PARTICIPATION AGREEMENT
Before me, the undersigned authority, COSTCO WHOLESALE CORPORATION, a
Washington corporation (“Costco”), and ROBINSON CONSTRUCTION CO., an Oregon
Corporation, dba RSR Construction Co. (“Contractor”) personally appeared being duly sworn,
deposed, and states the following:
The following facts are true and correct.
Pursuant to the Oversized Participation Agreement for Constructing, Reconstructing, or
Oversizing Public Infrastructure Participation Agreement with the City of College Station, dated
____________, 20__ (the “Participation Agreement”), Costco entered into a contract with
Contractor to furnish labor and materials to construct improvements for the Project (as defined and
more particularly described in the Participation Agreement) on the real property situated in College
Station, Texas and more particularly described in the Participation Agreement.
Contractor represents that the Project has been completed, Contractor has been paid in full
by Costco and Contractor has paid each of the sub-contractors, laborers and material men in full
for all labor or materials provided to the Project.
To the best of their respective knowledge, neither Costco nor Contractor have received
notice of any lien claims pending against the Project.
Both Affiants are acquainted with the facts recited herein and authorized to sign this
Affidavit on behalf of Costco and Contractor in their respective representative capacity.
Executed this ________ day of _____________________, 20__.
[SIGNATURE PAGE FOLLOWS]
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 33
AFFIANTS:
COSTCO WHOLESALE CORPORATION
Signature: ________________________________
Printed Name: _____________________________
SUBSCRIBED AND SWORN TO before me on this _____ day of ___________, 20__.
______________________________
Notary Public, State of Texas
ROBINSON CONSTRUCTION CO.
Signature: ________________________________
Printed Name: _____________________________
SUBSCRIBED AND SWORN TO before me on this _____ day of ___________, 20__.
______________________________
Notary Public, State of Texas
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 34
Exhibit G
Performance Bond
(Dual Obligee Form)
PERFORMANCE BOND FOR PARTICIPATION AGREEMENT
Dual Obligee Form
THE STATE OF TEXAS §
§ KNOW ALL MEN BY THESE PRESENTS:
THE COUNTY OF BRAZOS §
THAT WE, ____________________________________, as Principal, (the “Contractor” and the
other subscriber hereto, _____________________________________, as Surety, do hereby acknowledge
ourselves to be held and firmly bound to the City of College Station, a Texas municipal corporation
principally situated in Brazos County, (the “City” or “City of College Station”) and Costco Wholesale
Corporation (“Costco”), (collectively the “Obligees”) in the sum of ________________________
($_____________) for the payment of which sum, well and truly to be made to the Obligees and their
successors, the said Contractor and Surety do bind themselves, their heirs, executors, administrators,
successors, and assigns, jointly and severally.
THE CONDITIONS OF THIS OBLIGATION ARE SUCH THAT:
WHEREAS, the Contractor has on or about this day executed a contract in writing (“Contract”)
with Costco for the infrastructure defined in the hereinafter described Participation Agreement and herein
so called as the “Project”, all of such work to be done as set out in full in said Contract (the "Work") and
referred to in the Participation Agreement, all of which are made a part of this instrument as fully and
completely as if set out in full herein.
WHEREAS, pursuant to a certain oversized participation agreement for constructing,
reconstructing, or oversizing public infrastructure among Contractor, Costco and the City (the
"Participation Agreement"), the City has agreed to make a partial reimbursement to Costco for portions of
the Project as agreed to in such Participation Agreement.
NOW THEREFORE, if the said Contractor shall faithfully and strictly perform the Project as
provided in the Contract in all its terms, provisions, and stipulations in accordance with its true meaning
and effect, and in accordance with the Contract documents referred to therein and shall comply strictly with
each and every provision of the Contract, including all warranties and indemnities therein and with this
bond, and shall fully indemnify and save harmless the Obligees from all costs and damages which it may
suffer by reason of the Contractor’s default or failure to perform and shall reimburse and repay the Obligees
all outlay and expense that the Obligees may incur in making good any such default or failure to perform,
then this obligation shall become null and void and shall have no further force and effect; otherwise the
same is to remain in full force and effect. In no event shall the liability of the Surety exceed the penal sum
of this bond.
The Surety understands and agrees that the Participation Agreement provides that the City of
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 35
College Station shall retain certain amounts due Costco until satisfaction of certain conditions is intended
for the City’s benefit, and that Costco and City of College Station shall have the right to pay or withhold
any amount owing under the Contract without changing or affecting the liability of the Surety hereon in
any degree.
It is further expressly agreed by Surety that the Obligees or their representatives are at liberty at
any time, without notice to the Surety, to make any change in the Contract documents and in the Work to
be done thereunder, as provided in the Contract, and in the terms and conditions thereof, or to make any
change in, addition to, or deduction from the work to be done thereunder; and that such changes, if made,
shall not in any way vitiate the obligation in this bond and undertaking or release the Surety therefrom.
This bond and all obligations created hereunder shall be performable in Brazos County, Texas.
This bond is given in compliance with the provisions of Chapter 2253 of the Texas Government Code, as
amended, which is incorporated herein by this reference. However, all of the express provisions hereof
shall be applicable whether or not within the scope of said statute.
Notices required or permitted hereunder shall be in writing and shall be deemed delivered when
actually received or, if earlier, on the third day following deposit in a United State Postal Service post office
or receptacle, with proper postage affixed (certified mail, return receipt requested), addressed to the
respective other party at the address prescribed in the Participation Agreement, or at such other address as
the receiving party may hereafter prescribe by written notice to the sending party.
IN WITNESS THEREOF, the said Contractor and Surety have signed and sealed this
Performance Bond instrument on the respective dates written below their signatures and have attached
current Power of Attorney.
CONTRACTOR:
ATTEST & SEAL: (if a corporation) (SEAL)
_______________________________________
WITNESS: (if not a corporation) (Name of Contractor)
By: __________________________________ By: ___________________________________
Name: _________________________________ Name: _________________________________
Title: __________________________________ Title: __________________________________
Date: __________________________________ Date: __________________________________
SURETY:
ATTEST/WITNESS (SEAL)
_______________________________________
(Full Name of Surety)
By: __________________________________ _______________________________________
Name: _________________________________ (Address of Surety for Notice)
Title: __________________________________ By: ___________________________________
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 36
Date: __________________________________ Name: _________________________________
Title: Attorney-in-Fact
Date: __________________________________
COSTCO: THE PERFORMANCE BOND IS
ACCEPTED
ON BEHALF OF COSTCO:
_______________________________________
(Full Name of Costco)
By:____________________________________
Name: _________________________________
Title: __________________________________
CITY: THE PERFORMANCE BOND IS
ACCEPTED
REVIEWED: ON BEHALF OF THE CITY OF COLLEGE
ON STATION, TEXAS:
______________________________________ _______________________________________
City Attorney City Manager
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 37
Exhibit H
Form of Application for Payment
Application for Payment.
Re: Oversized Participation Agreement For Constructing, Reconstructing, Or
Oversizing Public Infrastructure dated _________, 2021, executed by and
among City of College Station, Costco Wholesale Corporation and Robinson
Construction Co. (the “Agreement”); all terms used in this Application for
Payment shall have the meanings set forth in the Agreement unless otherwise
defined herein
Costco hereby requests reimbursement in the amount of $_________________ in
accordance with the terms of the Agreement. Costco submits the following in support
of this request:
a. Final Completion of the Project occurred on ________________.
b. Attached hereto as Exhibit A is a certificate of substantial
completion from Costco’s engineer certifying that the Project has been substantially
completed in accordance with the Approved Plans.
c. Costco has inspected and accepted all final punch list items and
determined satisfactorily completed.
d. Attached hereto as Exhibit B are copies of all Letters of
Completion issued by the City relating to the Project.
e. All dedications of land and/or easements required for the Project
have been granted by Costco and City by plat or separate instrument recorded in the
real property records. There is currently no financing secured by a lien on the Property.
f. Attached hereto as Exhibit C is a copy of all payment applications,
including the final payment application, for the Project showing a breakdown of
actual costs of the Project.
g. Attached hereto as Exhibit D is a breakdown of the Oversizing
Participation Costs which have been agreed to by the City Engineer in the Pre-submittal
Review as provided in Section 2.4 of the Agreement.
h. Attached hereto as Exhibit E is a copy of the written guarantee of
performance provided by Contractor for a one-year maintenance period as provided in
Section 4.6 of the Agreement. [
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 38
The undersigned is a duly authorized representative of Costco and is duly
authorized to execute this Application.
COSTCO WHOLESALE CORPORATION
Signature: __________________________
Printed Name: _______________________
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 39
Exhibit A to Application for Payment
Certificate of Substantial Completion
[TO BE ATTACHED]
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 40
Exhibit B to Application for Payment
Letters of Completion
[TO BE ATTACHED]
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 41
Exhibit C to Application for Payment
Pay Applications
[TO BE ATTACHED (USING SUBSTANTIALLY THE SAME
FORMAT OF ATTACHED AIA FORMS UNLESS OTHERWISE REQUESTED BY
COSTCO AND AGREED TO BY CITY)]
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 42
Exhibit D to Application for Payment
Breakdown of
Oversize Participation Costs and City’s portion of Project Costs
Oversized Participation Agreement – Construct, Reconstruct, or Oversize Infrastructure 43
Exhibit E to Application for Payment
Copy of Contractor’s Warranty